With more than 25 years of mutual fund industry experience, Barbara A. Nugent counsels investment companies, investment advisers, independent trustees, fund service providers and insurance companies in securities and corporate matters relating to open-end investment companies including multi-manager funds and funds supporting investment-oriented insurance products.
Some of the matters on which Ms. Nugent has assisted clients include:
- providing ongoing counsel to retail and variable insurance trust funds and independent trustees of several prominent fund complexes with total assets under management of more than $175 billion and more than 200 separate funds including directly-managed as well as sub-advised funds in manager-of-managers structures, fund-of-funds, master-feeder funds, actively- and passively-managed asset allocation funds and “alternative” funds (including funds making extensive use of derivatives)
- assisting U.S. and international investment advisers in acquisitions and divestitures of various components of their advisory business, including a U.S. investment adviser’s acquisition of the wrap platform of a French insurance company's advisory affiliate and assistance to a large U.S. investment advisory firm in the divestiture of its active investment management business, implementation of its manager-of-managers structure and reorganization of one quarter of its 100 mutual funds to a global investment adviser headquartered in Scotland
- counseling independent trustees on their federal and state law fiduciary duties, annual Section 15(c) duties and processes, D&O/E&O and IDL insurance and indemnification matters, board mergers and succession planning, as well as general investment, regulatory, compliance, risk and risk oversight responsibilities, and best practices in board governance
- counseling mutual funds, advisers and independent trustees in formal and informal SEC exams, inquiries and investigations as well as civil proceedings and settlements
- obtaining more than $4 million in tax credits and business relocation incentives from the Commonwealth of Pennsylvania on behalf of a prominent national insurance company to relocate its proprietary mutual funds and investment adviser operations and headquarters to the Philadelphia area
Ms. Nugent is a member of Stradley Ronon’s board of directors. She also serves on the Advisory Board of the Mutual Fund Directors Forum (MFDF), a nonprofit membership organization for investment company independent directors, dedicated to improving fund governance. In this capacity, Ms. Nugent has developed and annually conducts their new director training seminar. She also co-authored the MFDF New Directors Training Manual to educate independent trustees about their federal and state fiduciary duties and responsibilities and to assist them in their transition into the role of independent trustees of mutual funds.
Ms. Nugent is a frequent presenter at industry seminars on such topics as board duties in respect of valuation, board oversight of derivatives, practical approaches to the annual 15(c) contract renewal process, trading and best execution, soft dollars and commission-sharing arrangements, mergers and acquisitions of mutual funds and investment advisers, board mergers and succession planning, and best practices in board governance. In June 2013, Ms. Nugent presented “Fostering Highly Effective Boards” at the Conference of Fund Leaders at the Columbia School of Law. The program covered the topics of board mergers, on-boarding new mutual fund trustees, remediating or off-boarding underperforming trustees, and maximizing the use of board self-assessments and skill-based assessments to achieve highly effective boards. The Conference of Fund Leaders is a partnership between the MFDF and the Ira M. Milstein Center for Global Markets and Corporate Ownership of the Columbia School of Law that is offered by invitation only to independent chairs and lead independent trustees of mutual funds.
Prior to joining Stradley Ronon, Ms. Nugent served as in-house counsel to a Philadelphia-based investment adviser and mutual fund company. Prior to practicing law, Ms. Nugent spent the first 13 years of her career at Delaware Investments, where she held various operational and management positions.