Securities

WilmerHale's Securities Department of more than 200 lawyers offers premier enforcement, litigation and regulatory capabilities, and is widely recognized for its experience in all aspects of capital markets, investment management, broker-dealer and financial services regulation.

Recognized for providing "superior levels of service response time, business acumen, securities law expertise, and strength and depth of team" (Legal 500 US), and cited as "a standout performer in the regulatory sphere with impressive depths of quality on both the advisory and enforcement sides" (Chambers USA), WilmerHale has played a central role in a number of prominent US federal and state securities investigations and regularly represents companies, directors and senior management in governmental and internal investigations. On behalf of committees of outside directors, we conducted the investigations of Enron, Qwest, and WorldCom, and we represented the Special Committee of the Board of Directors in the Securities and Exchange Commission's (SEC) UnitedHealth options backdating inquiry. For every high-profile securities investigation we have handled, there are many others in which we represented the company or an officer with no charges made.

Our team has earned a national reputation—based on our defense of major class actions—as a leading defender of individuals and companies named in federal or state court by private litigants. We have handled the full spectrum of securities litigation matters, from cases relating to IPO allocation practices, excessive management fees, mutual fund market timing, insider trading, accounting fraud, market manipulation and insurance sales practices, to challenges to our clients' business judgment in derivative actions, corporate control contests, proxy fights and other corporate governance disputes.

Our enforcement and litigation capabilities are complemented by our strength in all aspects of securities regulation. Our broker-dealer, financial services and investment management lawyers have navigated some of the most complex regulatory challenges faced by domestic and international market participants, and have played a pivotal role providing regulatory advice to clients—including investment banks, investment advisers and companies, as well as hedge funds and other alternative investment vehicles—in the current financial crisis.

Our clients rely on the valuable insight of a team of seasoned lawyers who have many years of experience working on the most complex securities matters. Among this experienced group, we count a former SEC Director of Enforcement, a former Chief Litigation Counsel for the Division of Enforcement of the SEC, a former Director of the Division of Corporation Finance of the SEC, a former Regional Director of the Pacific Regional Office of the SEC, a former SEC General Counsel and SEC Deputy General Counsel and a former Chief Counsel of the Division of Economic Analysis, now the Division of Market Oversight, and a former General Counsel at the Commodity Futures Trading Commission.

WilmerHale's Securities Department of more than 200 lawyers offers premier enforcement, litigation and regulatory capabilities, and is widely recognized for its experience in all aspects of capital markets, investment management, broker-dealer and financial services regulation.

Recognized for providing "superior levels of service response time, business acumen, securities law expertise, and strength and depth of team" (Legal 500 US), and cited as "a standout performer in the regulatory sphere with impressive depths of quality on both the advisory and enforcement sides" (Chambers USA), WilmerHale has played a central role in a number of prominent US federal and state securities investigations and regularly represents companies, directors and senior management in governmental and internal investigations. On behalf of committees of outside directors, we conducted the investigations of Enron, Qwest, and WorldCom, and we represented the Special Committee of the Board of Directors in the Securities and Exchange Commission's (SEC) UnitedHealth options backdating inquiry. For every high-profile securities investigation we have handled, there are many others in which we represented the company or an officer with no charges made.

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Contacts

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McLucas, William R.

William R. McLucas

Chair, Securities Department

+1 202 663 6622 (t)

william.mclucas@wilmerhale.com

Davies, Christopher

Christopher Davies

Vice Chair, Securities Department

+1 202 663 6187 (t)

christopher.davies@wilmerhale.com

Hunter Jr., Fraser L.

Fraser L. Hunter, Jr.

Vice Chair, Securities Department

+1 212 230 8882 (t)

fraser.hunter@wilmerhale.com

Robinson, Andrea J.

Andrea J. Robinson

Vice Chair, Securities Department

+1 617 526 6360 (t)

andrea.robinson@wilmerhale.com

Architzel, Paul M.

Paul M. Architzel

Partner

+1 202 663 6240 (t)

paul.architzel@wilmerhale.com

Batter III, John F.

John F. Batter, III

Partner

+1 617 526 6754 (t)

john.batter@wilmerhale.com

Berkovitz, Dan

Dan M. Berkovitz

Partner

+1 202 663 6352 (t)

dan.berkovitz@wilmerhale.com

Berman, Bruce M.

Bruce M. Berman

Partner

+1 202 663 6173 (t)

bruce.berman@wilmerhale.com

Boot, Jeannette K.

Jeannette K. Boot

Partner

+1 212 295 6507 (t)

jeannette.boot@wilmerhale.com

Brown, Lillian

Lillian Brown

Partner

+1 202 663 6743 (t)

lillian.brown@wilmerhale.com

Butts, John J.

John J. Butts

Partner

+1 617 526 6515 (t)

john.butts@wilmerhale.com

Cahn_Mark

Mark D. Cahn

Partner

+1 202 663 6349 (t)

mark.cahn@wilmerhale.com

Experience

We bring unparalleled breadth and depth of experience to matters involving the securities markets. Our team includes former officials from the Securities and Exchange Commission, Commodity Futures Trading Commission, Department of Justice, Federal Bureau of Investigation, Federal Reserve Board and the Financial Conduct Authority of the UK.

Our approach is collaborative. Combining our diverse expertise into pragmatic solutions, together we have:

  • Counseled clients in hundreds of matters before the DOJ, SEC, NASD, NYSE, AMEX, state regulators and Congress, in the past five years alone
  • Defended more than 300 separate securities and market conduct class actions in the last decade
  • Established, registered and represented more than 200 open-end and closed-end funds with a wide variety of investment objectives and policies, including the representation of nine closed-end investment companies in initial public offerings in 2003 and 2004 with total proceeds of over $4.6 billion in the last 18 months
  • Served as counsel to over 70 mutual fund groups, over 50 registered investment advisers, over 50 broker-dealers and over 50 hedge fund managers
  • Navigated some of the most complex regulatory issues facing capital market issuers, underwriters, broker-dealers, investment companies and advisers, and other domestic and international market participants

Publications & News

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June 19, 2017

Implications of the Supreme Court's Kokesh Decision

Earlier this month, the Supreme Court ruled unanimously in Kokesh v. SEC that a claim for disgorgement arising from the violation of federal securities law constitutes a “penalty” for purposes of the general statute of limitations provision in 28 U.S.C. § 2462.

June 13, 2017

One Year After Ambac: Sharing Information Among Deal Parties

In this Law360 article, Daniel Halston, Alexandra Boudreau and Jeffrey Schomig explain that the common interest doctrine remains a thorny issue one year after the major Ambac Assurance Corp. v. Countrywide Home Loans Inc. decision.

June 9, 2017

The Legal 500 United States 2017 Recognizes 125 WilmerHale Lawyers Across 28 Practice Areas

The Legal 500 United States has released its 2017 rankings, recommending 125 WilmerHale lawyers—including 12 who are named to its elite “Leading Lawyers” list and two on its “Next Generation Lawyers” list—and 28 practice areas in its 11th edition.

June 1, 2017

CFTC Rewrites Recordkeeping Requirements

The Commodity Futures Trading Commission (CFTC or Commission) has significantly amended its recordkeeping requirements, a change that will affect all entities and individuals who are required to maintain books and records under the Commission's rules.

May 30, 2017

The National Law Journal Names WilmerHale Washington DC Litigation Department of the Year

The National Law Journal has named WilmerHale the 2017 Washington DC Litigation Department of the Year in the General Litigation category.

May 26, 2017

ETF Boards Need to Apply Gartenberg Differently

In this article, published in Fund Directions, Amy Doberman argues that boards, when engaging in advisory fee deliberations for exchange-traded funds, must take a fresh approach, factoring in external distribution, unitary fees and operational differences from mutual funds.

May 26, 2017

WilmerHale Lawyers and Practices Recognized in 2017 Edition of Chambers USA

Chambers and Partners announced its rankings for the 2017 edition of Chambers USA: America's Leading Lawyers for Business, with WilmerHale listed among the nation's best in 50 practice area categories. Chambers also ranked 86 WilmerHale lawyers as leaders in their respective fields.

May 24, 2017

CFTC Increases Anti-Retaliation Protections for Whistleblowers

On May 22, 2017, the Commodity Futures Trading Commission (CFTC or Commission) amended its whistleblower rules to enhance protections for whistleblowers against retaliation and assert its own authority to bring enforcement actions against retaliation.

May 18, 2017

Uncertain Future For CFPB Small Business Data Rule

An article by Daniel Kearney, Skye Perryman and Daniel Hartman, published by Law360, discusses the uncertain future for the Consumer Financial Protection Bureau small business data rule.

May 4, 2017

Corporate Governance in the Trump Era: A Note of Caution

In a recent article in Westlaw Journal Corporate Officers & Directors Liability, William R. McLucas and Rachel Murphy warn companies against relaxing their corporate governance and oversight standards due to expectations that under the Trump Administration, the government's law enforcement efforts with respect to corporate conduct may be less aggressive than what we have seen over the past decade or so. This article was also published in the Harvard Law School Forum on Corporate Governance and Financial Regulation.

Recognition

  • Chambers USA: America's Leading Lawyers for Business consistently ranks WilmerHale highly among firms nationwide for securities regulation and enforcement, securities litigation, and broker-dealer compliance and regulation.
    • Securities regulation and enforcement. The 2017 guide cites the firm as "terrific, frankly top of this space" and praises the team's "sound judgment." Individually, Bill McLucas is recognized as a star individual and "a dominant force in the space;" Harry Weiss is noted as "one of the leading experts in the field" who "knows the securities laws inside and out;" Meredith Cross is commended for her experience with advising public companies on an extensive range of issues in the securities regulatory space and is described as "a very deep subject matter expert who has the ability to communicate effectively and produce common-sense, practical and actionable recommendations;" and Doug Davison's clients note his "strong communication capabilities" and describe him as a "good lawyer and a very decent guy."
    • Securities litigation. In the 2017 guide, clients say: “They know how to interpret the law and give honest and balanced guidance” and the "firm has, it goes without saying, smart lawyers who understand business." Several attorneys are recognized individually, calling out in Massachusetts: Andrea Robinson for her “crisp and pristine writing" and her "intelligent, anticipatory approach” and Bill Paine as “a very significant practitioner;” in New York: the "very smart" Fraser Hunter for his “expertise in securities enforcement actions and civil disputes” and Lori Martin as being "very smart and knowledgeable, particularly when it comes to investment advisory and 40 Act issues;” and nationally, Christopher Davies is noted as “a very capable attorney" who has a "good, sober grasp of the issues" and takes a "proactive approach."
    • Broker dealer compliance and regulation. The 2017 edition notes "the firm's excellence in the broker-dealer space,” with sources calling our attorneys “very well respected" and "terrific for coming to a rational outcome on something that might be disputed.” Individually, Yoon-Young Lee is recognized as "a trusted adviser and one of the most respected advisers in the space;" Bruce Newman is praised as “incredibly thoughtful and clever,” Andre Owens is described as "highly respected in the broker-dealer compliance area,” and Stephanie Nicolas is singled out for being "knowledgeable" and "practical."
  • The 2017 edition of The Legal 500 United States recognized our group in the securities litigation: defense category. The guide states that our team "has an excellent business sense and terrific depth" and that our practice "provides outstanding service and practical, useful advice." Individually, the guide recommends Bill McLucasChristopher DaviesMatthew MartensMichael BongiornoFraser HunterLori MartinAndrea Robinson, Timothy Perla, John Batter and Peter Kolovos.
  • In the 2014-2017 "Best Law Firm" rankings by U.S. News and Best Lawyers, several of WilmerHale's securities practices are ranked in the first tier nationally, as well as in Boston, New York and Washington DC. Practices ranked include derivatives and futures law, mutual funds law, private funds/hedge funds law, securities/capital markets law, securities litigation and securities regulation. In 2011, WilmerHale was named "Law Firm of the Year" in securities litigation.
  • Fifteen securities lawyers were recognized for their work in their respective fields, and selected by peers for inclusion in the 2015 edition of Best Lawyers in America. William McLucas was named a 2009 Washington DC Securities Law "Lawyer of the Year."
  • Our group was recognized with the Corporate INTL Magazine  Global Award as Securities Litigation Law Firm of the Year in California in 2013.  
  •  Daily Journal named Michael Mugmon to its prestigious "Top 20 Under 40" list, featuring California lawyers under the age of 40, selected for his service to clients and impact on the legal industry.
  • Washingtonian magazine named four WilmerHale lawyers to its "Stars of the Bar" list in 2012, including Yoon-Young Lee, William McLucas and Harry Weiss.
  • WilmerHale was named one of five "Securities Defense Firms of the Year" for 2009 by the editors of Law360—one of the nation's leading publishers of legal news and information.

Volcker Rule Resources

On December 10, 2013, the Federal Banking Agencies, together with the SEC and CFTC, adopted a Final Rule to implement Section 13 of the Bank Holding Company Act (the Volcker Rule), which was added by Section 619 of the Dodd-Frank Act.

Our Securities and Financial Institutions teams have compiled for you these relevant resources to help reinforce your understanding of the Volcker Rule.

WilmerHale Publications and Presentations

Statutory and Rule Text

Agency Statements

Federal Reserve Statements on the Volcker Rule, December 10, 2013

FDIC Statements on the Volcker Rule, December 10, 2013

OCC Statement on the Volcker Rule, December 10, 2013

SEC Statements on the Volcker Rule, December 10, 2103

CFTC Statements on the Volcker Rule, December 10, 2103