Stacey Song

Stacey counsels on regulatory matters impacting private funds and their managers. She advises registered and exempt investment advisers of all sizes on legal and compliance issues that arise from federal securities laws, especially in the face of newly developing trends and regulations.

Stacey focuses her practice on advising private fund managers as they navigate the regulatory landscape through all phases of their business. She counsels investment advisers regarding their registration requirements under the Investment Advisers Act of 1940, as well as on registration requirements for the funds they manage under the Securities Act of 1933 and the Investment Company Act of 1940. She works with US and non-US advisers, startup and established managers, and stand-alone and fully integrated institutions. Clients regularly look to Stacey for her deep experience with technical regulatory matters, including with respect to advertising and marketing, custody and safekeeping, structuring of US and non-US vehicles, and Form ADV and Form PF filings.

Clients also call upon Stacey for her judgement on regulatory challenges more generally, including those pertaining to fiduciary duty, disclosure and consent, and interacting with Securities and Exchange Commission (SEC) staff. Stacey has significant experience advising on the regulatory implications of seed and stake deals for private fund managers. In addition, Stacey has advised extensively on employees' securities companies (ESCs) and managers seeking to obtain exemptive orders from the SEC for their ESCs.

Stacey's prior experience includes serving as a senior counsel in the private funds branch of the SEC's Division of Investment Management. In that role, Stacey served as the primary adviser on all legal matters relating to private funds, providing interpretive guidance to other divisions and offices within the SEC and to various participants in the industry. Stacey also is a frequent speaker, author and guest lecturer on legal and regulatory issues concerning private funds and investment advisers. Prior to joining Cooley, she was a corporate partner in Fried Frank's New York office.