This Note takes an interdisciplinary approach by analyzing new Partnership Audit Rules’ effects on misvalued private funds from Securities Law and Tax Law perspectives. First, the funds’ valuation regulations are examined; second, the new Partnership Audit Rules are reviewed; and finally, implications for new investors and private funds are examined.
This Note suggests that marketability of private funds, which are ineligible for an opt-out option, would decrease. Especially serious negative effects may be anticipated for private funds with a history of misvaluation administrative proceedings. Nevertheless, several protective measures are available for new partners who want to continue taking advantage of pooled investment vehicles. Finally, there is a potential positive effect on the private funds’ valuation techniques and, consequently, on the number of the SEC administrative proceedings relating to misvalued funds.