Legal Considerations of Cross Trading: What You Need to Know

Cross trading, also known as cross transactions or cross trades, refers to the practice of a fund manager executing trades between two separate funds that they manage. While cross trading can offer certain advantages, such as improving liquidity and reducing transaction costs, it also raises a number of legal considerations that fund managers must be aware of.

In this article, we will explore the legal considerations of cross trading, including the regulatory framework, potential conflicts of interest, disclosure requirements, and best practices for compliance. By understanding these considerations, fund managers can navigate the complexities of cross trading and ensure that they are operating within the bounds of the law.

The Regulatory Framework

Cross trading is subject to a variety of regulations and guidelines, both at the domestic and international levels. In the United States, the primary regulator overseeing cross trading is the Securities and Exchange Commission (SEC). The SEC has established rules and regulations that govern the practice of cross trading and aim to protect the interests of investors.

One such regulation is Rule 17a-7 of the Investment Company Act of 1940. This rule provides an exemption from certain provisions of the Act for cross trading transactions that meet specific conditions, including fair pricing and the absence of conflicts of interest. Fund managers must ensure that their cross trading activities comply with the requirements of Rule 17a-7 to avoid potential legal repercussions.

Conflicts of Interest

One of the key legal considerations of cross trading is the potential for conflicts of interest. As a fund manager, when executing cross trades, you are essentially acting on behalf of two separate funds with potentially differing investment objectives. This can create conflicts of interest, as your duty to act in the best interests of each fund may be compromised.

To mitigate conflicts of interest, fund managers must establish robust policies and procedures that ensure fairness and transparency in cross trading transactions. These may include the implementation of strict pre-trade approval processes, frequent monitoring of cross trading activities, and the adoption of best execution practices. It is essential to document any conflicts of interest and the steps taken to address them to demonstrate compliance with regulatory requirements.

Disclosure Requirements

Another important aspect of cross trading is the disclosure requirements imposed by regulators. Fund managers are generally obligated to disclose to their clients, both existing and prospective, that they engage in cross trading and any potential conflicts of interest that may arise as a result. This disclosure should be provided in a clear and understandable manner, allowing investors to make informed decisions about their investments.

In addition to client disclosure, fund managers must also report cross trading transactions to regulatory authorities. The SEC requires fund managers to maintain records of cross trading activities and submit periodic reports detailing the nature and extent of these transactions. By adhering to these disclosure requirements, fund managers can uphold transparency and maintain regulatory compliance.

Best Practices for Compliance

Compliance with legal considerations of cross trading requires the implementation of best practices. These practices help fund managers navigate the complexities of cross trading and ensure that they are acting in the best interests of their clients. Some key best practices include:

1. Establishing clear policies and procedures: Fund managers should develop comprehensive policies and procedures that outline their approach to cross trading. These policies should address issues such as conflicts of interest, pre-trade approval processes, and reporting requirements.

2. Ongoing monitoring and supervision: Regular monitoring of cross trading activities is essential to identify and address any potential conflicts of interest or compliance issues. Fund managers should have systems in place to track and analyze cross trading transactions, as well as conduct periodic reviews to ensure compliance with regulatory requirements.

3. Training and education: Fund managers should provide training and education to their staff on the legal considerations and best practices of cross trading. This ensures that all personnel involved in the cross trading process are aware of their obligations and responsibilities.

4. Independent oversight: Consider appointing an independent compliance officer to oversee cross trading activities and ensure compliance with regulatory requirements. This independent oversight can provide an additional layer of assurance and help identify any potential compliance gaps.


Cross trading can be a valuable tool for fund managers, but it comes with significant legal considerations. Understanding the regulatory framework, managing conflicts of interest, meeting disclosure requirements, and implementing best practices are all essential for compliance with the law.

By navigating these legal considerations successfully, fund managers can engage in cross trading activities while protecting the best interests of their clients. Ultimately, staying informed and proactive in fulfilling legal obligations will contribute to the overall integrity and credibility of the finance and trading industry.


  • Q: Are there any specific restrictions on cross trading transactions?

    A: While cross trading is generally permitted, there are certain restrictions that fund managers must adhere to. These include fair pricing, absence of conflicts of interest, and compliance with disclosure requirements.

  • Q: What are the potential benefits of cross trading?

    A: Cross trading can improve liquidity, reduce transaction costs, and provide opportunities for portfolio rebalancing without impacting market prices.

  • Q: What happens if a fund manager fails to comply with cross trading regulations?

    A: Non-compliance with cross trading regulations can result in regulatory fines, reputational damage, and potential legal action from investors or other stakeholders.

  • Q: How can fund managers ensure compliance with cross trading regulations?

    A: Fund managers can ensure compliance by establishing clear policies and procedures, ongoing monitoring and supervision, providing training and education, and appointing independent oversight.

11 October 2023
Written by John Roche