Futures and Derivatives SECURITIES

WilmerHale’s futures and derivatives practice focuses on advising firm clients on rulemaking, compliance and enforcement regarding futures and derivatives, including advising clients with respect to the recent regulatory reform mandates which provide for extensive new regulations of the swaps and over-the-counter derivatives markets.

Our practice provides advice on all facets of US commodity futures and securities regulatory issues, including the regulation of futures exchanges and clearinghouses, commodity pools and commodity trading advisors, and futures commission merchants. We also advise our clients with respect to the clearing and trading of over-the-counter derivatives, including advising investment banks on the margin of capital effects of different types of derivatives, and market end-users with respect to issues they face in the markets.

Our team—led by the former General Counsel and Chief Counsel, Division of Economic Analysis at the Commodity Futures Trading Commission (CFTC)—handles complex matters involving the overlapping jurisdiction of securities and futures regulations, as well as compliance issues facing financial market participants. Partnering with our enforcement and litigation colleagues, we are well positioned to handle a wide variety of enforcement matters and practice actively before the CFTC and the Securities and Exchange Commission (SEC). We also work with clients to facilitate cross-border transactions and assist clients in complying with, or gaining exemption from, US commodity futures and securities requirements.

WilmerHale represents many of the largest domestic and international banks, broker-dealers, private equity, hedge funds and end users in a wide variety of legal, compliance and regulatory matters involving derivatives. The futures and derivatives practice focuses primarily on the regulatory needs of financial market participants and their dealings with the CFTC, National Futures Association, SEC, Financial Industry Regulatory Authority and other regulators. We have advised on many areas relating to derivatives and other complex products, including information barriers/conflicts of interest, sales practice, trading issues, margin, and net capital requirements.

In addition, we represent a wide variety of clients, including banks, hedge funds, mutual funds, insurance companies and corporations in the structuring, negotiation and documentation of a broad range of equity, fixed income, currency, commodity and credit derivatives. This practice includes the negotiation of International Swaps and Derivatives Association master agreements, trade confirmations and custody and account control arrangements to protect end-user assets in the event of a dealer insolvency. We represent hedge funds in the negotiation of the full range of trading agreements, including prime brokerage, term financing, securities lending and repurchase agreements. We also assist clients with respect to brokerage arrangements, compliance programs, disclosure requirements and fund management.

WilmerHale’s futures and derivatives practice focuses on advising firm clients on rulemaking, compliance and enforcement regarding futures and derivatives, including advising clients with respect to the recent regulatory reform mandates which provide for extensive new regulations of the swaps and over-the-counter derivatives markets.

Our practice provides advice on all facets of US commodity futures and securities regulatory issues, including the regulation of futures exchanges and clearinghouses, commodity pools and commodity trading advisors, and futures commission merchants. We also advise our clients with respect to the clearing and trading of over-the-counter derivatives, including advising investment banks on the margin of capital effects of different types of derivatives, and market end-users with respect to issues they face in the markets.

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Publications & News

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February 6, 2014

2013 CFTC Enforcement Year-in-Review, and a Look Forward

In recent years, the Commodity Futures Trading Commission (“CFTC” or “Commission”) has brought cases of ever-greater significance, against respondents with greater name recognition, for consistently increasing civil monetary penalties.

December 23, 2013

The Volcker Rule Handbook: A Detailed Look at the Final Rule Implementing Section 619 of the Dodd-Frank Act

Three and a half years after passage of the Dodd-Frank Act, the much anticipated final Volcker Rule has been issued.

November 6, 2013

CFTC Approves Proposed Rules on Position Limits

November 1, 2013

WilmerHale Among U.S. News – Best Lawyers® “Best Law Firms” and Again Named International Arbitration “Law Firm of the Year”

The 2014 edition of the U.S. News – Best Lawyers® “Best Law Firms” list names WilmerHale as “Law Firm of the Year” in International Arbitration—this is the second consecutive year that the firm has won this honor—and honors WilmerHale as a first-tier law firm in 27 national and 60 metro-area rankings.

October 7, 2013

Addressing the Need for Speed: CFTC Seeks Comment on Risk Controls for Automated Trading Environments

On September 12, 2013, the Commodity Futures Trading Commission (“CFTC” or “Commission”) published a Concept Release on Risk Controls and System Safeguards for Automated Trading Environments (“Concept Release” or “Release”).

September 16, 2013

CFTC Concept Release on Automated Systems and Risk Controls

On September 12, 2013, the Technology Advisory Committee (“TAC”) of the Commodity Futures Trading Commission (“CFTC” or “Commission”) held a public meeting to discuss the CFTC’s recent Concept Release on Risk Controls and System Safeguards for Automated Trading (“Concept Release” or “Release”).1 Below are brief summaries of both the Concept Release and discussions held during the TAC meeting. We will provide a more comprehensive analysis of the Concept Release in the near future.

August 27, 2013

WilmerHale Broker-Dealer Attorneys Present Webinar on The Final Guidance

WilmerHale Partner Paul Architzel and Special Counsel Gail Bernstein presented a Thomson Reuters webinar on August 21, 2013, addressing the recent provisions made by the Commodity Futures Trading Commission (CFTC) to the Commodity Exchange Act affecting the cross-border application of Dodd-Frank swaps.

July 1, 2013

Thermo Fisher Completes $2.53 Billion Common Stock Offering

A team of WilmerHale transactional lawyers represented Thermo Fisher Scientific Inc. in its recently completed $2.53 billion underwritten public offering of its common stock made in connection with the forward sale agreements described below.

May 23, 2013

CFTC Staff Finalizes Guidance on Anti-Disruptive Trading Practices

The Commodity Futures Trading Commission (CFTC or Commission) has issued final interpretive guidance (Guidance) on prohibitions on certain disruptive trading practices added by the Dodd-Frank Act. The Guidance is applicable to all persons who trade on futures markets or on the coming swap execution facilities (SEFs). In particular, persons trading on these facilities should be aware that certain trading practice prohibitions may be violated without a finding of intent.

April 9, 2013

CFTC Staff Provides Broad Reporting Relief to Non-Financial End-Users

The Commodity Futures Trading Commission (CFTC) staff issued broad no-action relief to non-financial end-users from reporting requirements for new and historical swaps between corporate affiliates. This broad relief is self-effectuating and applies to swaps between wholly-owned or majority-owned affiliates of non-financial end-users where the affiliates’ financial results are included in the parent company’s consolidated financial statements. This relief will significantly reduce the reporting burden for non-financial entities that enter into inter-affiliate swaps.