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

Smith, Tiffany J.

Tiffany J. Smith

Partner

+1 212 295 6360 (t)

tiffany.smith@wilmerhale.com

Walker, Petal P.

Petal Walker

Special Counsel

+1 202 663 6880 (t)

petal.walker@wilmerhale.com

Weldon, Cherie

Cherie Weldon

Special Counsel

+1 212 230 8806 (t)

cherie.weldon@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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May 16, 2018

Banking Regulators' Examination Authority Does Not Override Attorney-Client Privilege

Notwithstanding the venerable status of the attorney-client privilege and the important purposes it serves, the federal banking regulators and the Consumer Financial Protection Bureau have taken the position that they have the legal authority to override the privilege and compel supervised institutions to produce information protected by the privilege.

May 3, 2018

WilmerHale Lawyers and Practices Recognized in 2018 Edition of Chambers USA

Chambers and Partners announced its rankings for the 2018 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 95 WilmerHale lawyers as leaders in their respective fields.

April 17, 2018

President Trump to Nominate Dan Berkovitz to CFTC

President Donald Trump has announced his intent to nominate WilmerHale Partner Dan Berkovitz to be a commissioner of the Commodity Futures Trading Commission, for the remainder of a five year term that expires April 13, 2023.

April 10, 2018

FinCEN Releases Frequently Asked Questions Regarding Customer Due Diligence and Beneficial Ownership Requirements

Last week the Financial Crimes Enforcement Network (FinCEN) issued much-anticipated Frequently Asked Questions (FAQs) that provide additional guidance to financial institutions relating to the implementation of the new Customer Due Diligence Rule (CDD Rule), set to go into effect on May 11, 2018. This client alert was also published by New York University School of Law's Compliance & Enforcement Blog.

April 2, 2018

FINRA Requests Comment on Proposed New Outside Business Activities Rule

FINRA is seeking comment on a proposed new rule, FINRA Rule 3290 (the “Proposed Rule”), which governs the outside business activities and private securities transactions of registered persons. The Proposed Rule would replace both current FINRA Rule 3270 (Outside Business Activities of Registered Persons) and current FINRA Rule 3280 (Private Securities Transactions of Associated Persons), and is intended to reduce unnecessary burdens and focus compliance resources on activities most likely to pose a risk to investors.

March 27, 2018

SEC Proposes Transaction Fee Pilot for NMS Stocks

On March 14, 2018, the Securities and Exchange Commission (SEC) proposed Rule 610T of Regulation NMS under the Securities Exchange Act of 1934 to conduct a pilot program (Pilot) to study the effect of equity exchange transaction fees and rebates, and changes to those fees and rebates, on order routing behavior, execution quality and market quality.

February 20, 2018

OCIE Examination Priorities 2018

This Client Alert examines the recently released 2018 examination priorities issued by the SEC's Office of Compliance Inspections and Examinations.

February 6, 2018

2017 CFTC Year-in-Review and a Look Forward

In 2017, under the leadership of new Chairman J. Christopher Giancarlo, the Commodity Futures Trading Commission (CFTC or Commission) adopted a notable shift in its enforcement priorities and regulatory agenda.

January 17, 2018

SEC's Fixed Income Market Structure Advisory Committee Discusses Bond Market Liquidity in Its Inaugural Meeting

On January 11, 2018, the Securities and Exchange Commission's (SEC) Fixed Income Market Structure Advisory Committee (FIMSAC) held its inaugural meeting.

January 12, 2018

Global Anti-Bribery Year-in-Review: 2017 Developments and Predictions for 2018

This past year, which marked the 40th anniversary of the U.S. Foreign Corrupt Practices Act (“FCPA"), demonstrated that the FCPA continues to be a powerful tool in combating corruption abroad and encouraging compliance at global companies.