Broker-Dealer Compliance and Regulation SECURITIES

Based in Washington DC and New York, our broker-dealer team has extensive experience in advising the world's leading financial market participants on a wide range of cutting-edge issues, including securities and derivatives regulation, capital markets, compliance and enforcement.

Chambers USA has recognized our financial services regulation practice for several years. Recently, the guide recognized the firm with a top-tier ranking, and described us as having "one of the top financial services practices in the country" and "a depth of knowledge and experience that is really impressive."  Our capabilities include:

  • Regulatory Knowledge
  • Industry Experience
  • Compliance and Enforcement
Lee, Yoon-Young

Yoon-Young Lee

Chair, Broker-Dealer Compliance and Regulation Practice Group

+1 202 663 6720 (t)

yoon-young.lee@wilmerhale.com

Architzel, Paul M.

Paul M. Architzel

Partner

+1 202 663 6240 (t)

paul.architzel@wilmerhale.com

Berkovitz, Dan

Dan M. Berkovitz

Partner

+1 202 663 6352 (t)

dan.berkovitz@wilmerhale.com

Lee, Yoon-Young

Yoon-Young Lee

Partner

+1 202 663 6720 (t)

yoon-young.lee@wilmerhale.com

Newman, Bruce H.

Bruce H. Newman

Partner

+1 212 230 8835 (t)

bruce.newman@wilmerhale.com

Owens, Andre E.

Andre E. Owens

Partner

+1 202 663 6350 (t)

andre.owens@wilmerhale.com

Weldon, Cherie

Cherie Weldon

Special Counsel

+1 212 230 8806 (t)

cherie.weldon@wilmerhale.com

Smith, Tiffany J.

Tiffany J. Smith

Counsel

+1 212 295 6360 (t)

tiffany.smith@wilmerhale.com

Ayalew_Mahlet

Mahlet Ayalew

Senior Associate

+1 202 663 6903 (t)

mahlet.ayalew@wilmerhale.com

Regulatory Knowledge

The partners in the broker-dealer group are experienced practitioners with an in-depth understanding of the industry and markets. Working closely with many firms in the financial services sector, they have developed sophisticated compliance and supervisory programs, conducted internal reviews of business practices and participated in complex negotiations with regulatory authorities. They provide ongoing counseling advice about sales and trading issues, assist in structuring new products and services, and formulate public policy strategies on behalf of clients and trade associations. They have been recognized for outstanding reputations and distinguished work. Chambers USA 2015 selected Partners  Yoon-Young Lee, Bruce Newman and Andre Owens as a leaders in the area of financial services regulation.

Over the last 10 years, the broker-dealer team has assisted in the creation of a number of new securities firms, alternative trading systems and other trading platforms that are now leaders in their respective areas of business. Clients value the integrated solutions delivered through our multi-disciplinary approach, which teams lawyers in the group with other experts in the related fields of Financial Institutions and Investment Management.

Our regulatory experience is both deep and comprehensive, encompassing various industry segments and regulatory subjects, including:

  • Investment Banks – equity and debt capital markets, syndicate practices, regulatory net capital, research issuance, market making and block trading in the secondary market, insider trading and code of ethics, electronic communications and recordkeeping, cross-border trading, and structured products;
  • Hedge Funds – information barriers, derivatives oversight and controls, convertible arbitrage and other trading strategies, short sale compliance, and securities enforcement;
  • Wealth Management – private banking products and services, margin and credit issues, financial planning and asset allocation, anti-money laundering, privacy, wrap fee programs, mutual fund distribution, and suitability policies;
  • Prime Brokers and Custodian Banks – clearance and settlement, trade financing, securities lending, regulatory surveillance and reporting, counterparty insolvency and foreign exchange operation; and
  • Exchanges, ATSs and Other Trading Platforms – market structure, exchange registration and governance, electronic communication networks and alternative trading systems, multi-dealer platforms, and currency trading agreements.

Industry Experience

Our clients range from financial holding companies, multi-service investment banks, Nasdaq market makers and trade associations to national and regional brokerage houses, exchanges and other market venues. They include Citigroup, Credit Suisse, Goldman Sachs, J.P. Morgan Chase, Morgan Stanley, Royal Bank of Canada, Royal Bank of Scotland and UBS. We also represent hedge funds and other institutional investors that are active participants in our capital markets. In addition, we advise independent broker-dealers and investment advisers that provide wealth management services. Recently, we have:

  • Advised clients regarding acquisition, restructuring and integration of broker-dealer operations in connection with mergers and acquisitions, private equity investments and other capitalization transactions involving a diverse range of financial services firms (e.g., bulge bracket investment banks, institutional asset management and private equity managers, electronic equity and options traders, derivatives dealers, and boutiques).
  • Advised institutional investors in connection with complex trading strategies involving securities and derivatives, including the creation of a centralized clearing platform for credit default swaps.
  • Assisted firms with cross-border trading and related products and services to address capital, margin, insolvency and other regulatory issues.
  • Assisted prime brokers with all aspects of their business, including trade financing, clearance and settlement, and regulatory reporting.
  • Represented dually registered broker-dealer and investment advisers in connection with retail sales practice reviews, variable insurance policies, and fee-based brokerage.
  • Participated on behalf of trade associations and clients in various rulemaking initiatives relating to market structure, issuance of research, and regulation of short sales.

Compliance and Enforcement

We advise financial market participants in connection with regulatory examinations and administrative proceedings initiated by the SEC, the Financial Industry Regulatory Authority, state securities and insurance regulators, and other governmental agencies and self-regulatory organizations. Working closely with our Litigation and Enforcement colleagues, we interface with the regulators on behalf of our clients and, where necessary, assist in the implementation of remediation programs. Examples of recent regulatory actions include market manipulation investigations involving short selling and auction rate securities settlements. Read additional information about our past representation in the enforcement area.

Publications & News

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July 24, 2017

FINRA and the MSRB Issue FAQs on Bond Mark-Up Disclosure

On July 12, 2017, the Financial Industry Regulatory Authority and the Municipal Securities Rulemaking Board published new implementation guidance on the bond mark-up disclosure requirements set to take effect next spring. This WilmerHale Client Alert was republished by Law360.

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 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.

April 27, 2017

AML and Sanctions: 2017 Trends and Developments

This report reviews recent trends and developments impacting financial institutions with respect to the U.S. Bank Secrecy Act/Anti-Money Laundering and economic sanctions regulatory landscape.

March 13, 2017

Death Knell to Merger Litigation for Massachusetts Corporations?

In IBEW Local No. 129 Benefit Fund v. Tucci, the Massachusetts Supreme Judicial Court (SJC) affirmed the dismissal of direct claims for breach of fiduciary duty by EMC shareholders challenging the merger of EMC and Dell, Inc. This WilmerHale Client Alert was republished in Bloomberg BNA's Mergers & Acquisitions Law Report.

February 24, 2017

Form SHC Deadline Approaching for Investment Advisers and Other Reporters

Investment advisers should take note that they may be required to file Treasury International Capital Benchmark (TIC) Form SHC by Friday, March 3, 2017.

February 21, 2017

New York Finalizes Cybersecurity Regulations for Financial Institutions

On February 16, the New York State Department of Financial Services (NYDFS) issued cybersecurity regulations for banks, insurance companies and other financial institutions subject to NYDFS jurisdiction. This WilmerHale Client Alert was republished by the Journal of Investment Compliance, Vol. 18, No. 2, 2017.

February 7, 2017

Global Anti-Bribery Year-in-Review: 2016 Developments and Predictions for 2017

The past year was consequential for FCPA enforcement in numerous respects, including blockbuster penalties, new policy initiatives, and the SEC's first DPA with an individual for FCPA violations.

February 7, 2017

BTI Consulting Recognizes Three WilmerHale Partners as Client Service All-Stars

Partners Paul Architzel, Paul Eckert and Kimberly Wethly were named to BTI's Client Service All-Stars 2017 list.

January 24, 2017

CFTC Proposes Greater Flexibility for Electronic Record-Keepers

In a move that affects everyone required under its rules to maintain records, the Commodity Futures Trading Commission's is proposing to permit greater flexibility in the technology used for electronic record retention and production, to remove the requirement that records be stored in their “native file format” and to no longer require use of a third-party technical consultant. If adopted, the proposed rule will enable record-keepers to update and potentially streamline their current record storage technology and systems.