Clair E. Pagnano
Clair Pagnano concentrates her practice on the representation of registered investment companies and their investment advisors. She regularly advises open and closed-end investment companies and their boards of directors on issues related to new fund development and launch, compliance, and regulatory issues, including the implementation of new rules, fund mergers, liquidations, and restructuring transactions. Clair has extensive experience advising funds and advisers on closed-end fund matters. Through her representation of some of the largest closed-end fund sponsors, Clair has served as lead counsel on dozens of initial public offerings, preferred share offerings, leverage refinancing transactions, proxy contests, tender offers, mergers, liquidations, and open-ending transactions. Clair has worked extensively representing advisers and funds with respect to the use of alternative investment strategies and asset classes. She also has experience working with alternative structures including closed-end interval fund and closed-end tender offer funds.
Clair also regularly advises on exemptive applications and no-action letter requests to the Securities and Exchange Commission. Clair also works closely with funds and advisers chief compliance officers on all aspects on compliance issues.
Prior to joining the firm, Clair was an associate in the investment management group at a large New York City law firm where her practice focused on advising registered investment companies on all aspects of regulation and compliance. From 1999 to 2001 she was a legal product manager for a financial services organization.
- Recognized by Chambers USA for Hedge & Mutual Funds in Massachusetts, 2022-2025
- Recognized by The Legal 500 United States as a Recommended Lawyer for
- Financial Services Regulation, 2025
- Alternative/Hedge Funds, 2024-2025
- Mutual/Registered/Exchange-Traded Funds, 2024-2025
- Private Equity Funds (Including Venture Capital), 2024-2025
Clair's recent presentations have included the following:
- State Street, Chief Compliance Officer Forum, “Regulatory Update 2018,” Boston, MA, October 2018
- K&L Gates and Fund Directions, “Fund Directors Boston Summit 2017”, Boston, MA, June 8, 2017
- Boston Bar Association, “Mutual Fund Fundamentals,” Boston, MA, June 2016
- American Bar Association, “Money Market Fund Reform,” April 2016
- R.R. Donnelley, User Conference Investment Management, Disclosure & Technology, “Money Market Reform” and “Managing Disclosure Rusk,” Boston, MA, June 2015.
- National Regulatory Services, Center for Compliance Professionals, Mastering the Investment Advisers Act of 1940: Sections 201-205, Washington, D.C., September 15, 2009
- K&L Gates continuing legal education seminar, “Closed-end Funds and ETFs,” September 27, 2007
- K&L Gates Breakfast Briefing, “Closed-end Funds Current Issues,” Boston, MA, June 19, 2007
- National Regulatory Services, Center for Compliance Professionals, “Mastering the Investment Advisers Act of 1940: Sections 201-205,” New York, NY, April 2007
- Glasser Continuing Legal Education Seminar, “Mutual Fund Hot Topics: Investment Company Compliance Programs,” Boston, MA, June 7, 2005
- Glasser Continuing Legal Education Seminar, “Mutual Fund Hot Topics: Rule 38a-1, and Proxy Voting Policies and Procedures,” Boston, MA, November 11, 2003
- "SEC proposes swing pricing for institutional money market funds," Thomson Reuters WestLaw Today, 25 January 2022
- “Getting the Deal Through: Fund Management 2018 – United States,” Law Business Research Ltd., August 2018
- Quoted, “How ESG Funds Will Be Impacted By The SEC's Expansion Of The 80 Percent Names Rule,” Forbes, 6 October 2022
- Quoted, "Big Changes Are Coming To The Naming Rules For Funds; Here’s What Investors Need To Know," ValueWalk.com, 14 July 2022
- Quoted, "SEC Names Rule Proposal Could Impact or Ban ESG, Social Money Funds," Money Fund Intelligence, 2 June 2022
- Quoted, "SEC Seeks To Crack Down On Fund Names," ETF, 26 May 2022
- Quoted, "With Expected SEC Rule Vote on ESG, Lawyers Eye Public Comment Period to Weigh In," National Law Journal, 25 May 2022
- Alert mentioned, "Money Market Funds Proposal Highlights," Mutual Fund Directors Forum, 1 February 2022
