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

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 expertise 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. Please click here for additional information about our past representation in the enforcement area.

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:

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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

Bernstein, Gail C.

Gail C. Bernstein

Special Counsel

+1 202 663 6155 (t)

gail.bernstein@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

Publications & News

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July 27, 2015

A Bold New Regulatory Landscape for Research: SEC Approves FINRA Rules Addressing Conflicts of Interest for Equity and Debt Research

More than ten years after the Global Research Settlement and the adoption of NASD Rule 2711, the Securities and Exchange Commission has approved new FINRA rules addressing conflicts of interest for both equity and debt research analysts and research reports.

May 21, 2015

SEC Equity Market Structure Advisory Committee: Assessing Complexity in the U.S. Equity Markets

On May 13, 2015, the Equity Market Structure Advisory Committee held its inaugural meeting at the Securities and Exchange Commission in Washington, D.C.

May 19, 2015

WilmerHale Practices, Lawyers Ranked Among Nation’s Best by Chambers USA

Chambers USA: America's Leading Lawyers for Business announced its final rankings for the 2015 edition, with WilmerHale ranking among the nation's best in 46 practice area categories. Chambers also ranked 86 WilmerHale attorneys as leaders in their respective fields.

May 18, 2015

FINRA Allows Use of Related Performance Information in Communications Regarding Mutual Funds with Financial Intermediaries and Other Institutional Investors

On May 12, 2015, the staff of the Financial Industry Regulatory Authority issued an interpretive letter to Hartford Funds Distributors, LLC that conditionally allows distributors of mutual funds to include certain types of related performance information in communications with institutional investors, including registered broker-dealers and investment advisers.

April 30, 2015

SEC Proposes Rules to Oversee Non-US Firms’ Swap Activity in the United States

On April 29, 2015, the US Securities and Exchange Commission proposed new rules to enhance its oversight of non-US firms’ security-based swap activity in the United States.

April 15, 2015

Congressional Panel Approves Legislation on Iran Nuclear Deal

The Senate Foreign Relations Committee unanimously passed legislation that would allow Congress to review—and potentially block—any final deal reached with Iran over its nuclear program.

April 14, 2015

Expanding Oversight of Active, Proprietary Trading Firms: SEC Proposes Amendments to Rule 15b9-1

On March 25, 2015, the Securities and Exchange Commission ("SEC" or "Commission") proposed an amendment to Rule 15b9-1 (the “Proposal”) under the Securities Exchange Act of 1934 ("Exchange Act") that, if adopted, would close an historical exception to the general requirement that registered broker-dealers must become members of a registered national securities association ("Association"), effectively, the Financial Industry Regulatory Authority ("FINRA").

April 13, 2015

Report Highlights Bank Vendor Cybersecurity Vulnerabilities

On April 9, the New York State Department of Financial Services released a report on bank vendor cybersecurity that highlights the risk that hackers will use third-party service providers to gain access to bank data.

April 6, 2015

Parameters of Iran Sanctions Relief Announced

On April 2, 2015, the United States and its P5+1 negotiating partners, together with Iran, announced the key parameters of the Joint Comprehensive Plan of Action (JCPOA) regarding Iran’s nuclear program.

March 30, 2015

The Resurrection of CFTC Administrative Enforcement Proceedings: Efficient Justice or a Biased Forum?

An article by Dan Berkovitz, published in the March 2015 edition of The Journal of Investments & Risk Management Products Futures & Derivatives Law Report, Vol. 35, Issue 2.