Investment Management SECURITIES

Combining a track record of financial regulatory agency service and extensive investment adviser experience, our lawyers provide comprehensive representation to the investment management industry.


Registered investment companies and their directors, private funds, investment advisers and broker-dealers turn to us for advice on their most challenging and complex regulatory, litigation, enforcement and transactional issues. Clients rely on us for the seasoned insight of a team that includes lawyers who have served in senior positions in the Securities and Exchange Commission's (SEC) Division of Investment Management and the Commodity Futures Trading Commission (CFTC), and as in-house counsel to investment advisers managing registered funds. Our lawyers have substantial experience in all facets of the investment management business, its regulation, and the defense of investment advisers and funds in litigation and regulatory proceedings. We also counsel venture capitalists, hedge funds, offshore funds and their directors, and other unregistered investment companies and their advisers on fund formation, operation and compliance.

McLucas, William R.

William R. McLucas

Chair, Securities Department

+1 202 663 6622 (t)

william.mclucas@wilmerhale.com

Architzel, Paul M.

Paul M. Architzel

Partner

+1 202 663 6240 (t)

paul.architzel@wilmerhale.com

Boot, Jeannette K.

Jeannette K. Boot

Partner

+1 212 295 6507 (t)

jeannette.boot@wilmerhale.com

Martin, Lori A.

Lori A. Martin

Partner

+1 212 295 6412 (t)

lori.martin@wilmerhale.com

Pierce, Leonard A.

Leonard A. Pierce

Partner

+1 617 526 6440 (t)

leonard.pierce@wilmerhale.com

Schnall, Matt

Matthew Schnall

Partner

+1 617 526 6892 (t)

matt.schnall@wilmerhale.com

Silva, Timothy F.

Timothy F. Silva

Partner

+1 617 526 6502 (t)

timothy.silva@wilmerhale.com

Wu, Dino

Dino Wu

Partner

+1 212 295 6436 (t)

dino.wu@wilmerhale.com

Faust, John M.

John M. Faust

Special Counsel

+1 202 663 6105 (t)

john.faust@wilmerhale.com

Jackson, Richard F.

Richard F. Jackson

Special Counsel

+1 202 663 6445 (t)

richard.jackson@wilmerhale.com

Experience

Our Investment Management Group has extensive experience representing clients on investment company, investment adviser, hedge fund and broker-dealer regulatory issues, as well as related issues affecting banks and pension funds, and other matters involving investment and financial products. In recent matters, we have:

  • Represented investment advisers, broker-dealers, independent trustees and special committees with respect to directed brokerage, securities lending, expert networks and insider trading, and front-running and risk assessments relating to subprime exposure, as well as related inquiries by the SEC, CFTC, self-regulatory organizations and state attorneys general
  • Obtained exemptive relief from the disqualification provisions of the Investment Company Act on behalf of large financial services firms
  • Developed an investment pool structure to facilitate international offering and asset management of investment funds
  • Created a structure for employee ownership of a private investment fund that does not require registration under the Investment Company Act
  • Served as transactional counsel and/or regulatory counsel to financial services companies in acquisitions of investment management firms with purchase prices ranging from tens of millions to billions of dollars
  • Resolved a FINRA proceeding involving retention and supervision of electronic communications

Background

Several members of our group—which practices in the firm’s Boston, New York and Washington DC offices—have held important positions in the Securities and Exchange Commission’s (SEC) Division of Investment Management and the Commodity Futures Trading Commission (CFTC). Our broader Securities Department, of which the Investment Management Group is a core part, includes a former director and a number of former assistant and associate directors of the SEC's Division of Enforcement and a number of former members of the SEC’s Office of General Counsel, including a former General Counsel and a Deputy General Counsel. Members of the Investment Management Group also have held senior positions with registered investment advisers.

Publications & News

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February 5, 2015

SEC and FINRA Release Cybersecurity Sweep Reports, Promise Increased Scrutiny of Regulated Firms

Continuing their heightened focus on the information security practices of regulated firms, both the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA) released reports Tuesday summarizing the results of their cybersecurity sweeps.

January 27, 2015

Global Anti-Bribery Year-in-Review: 2014 Developments and Predictions for 2015

The year 2014 witnessed several notable developments in the enforcement of the Foreign Corrupt Practices Act. In Global Anti-Bribery Year-in-Review: 2014 Developments and Predictions for 2015, WilmerHale attorneys discuss notable trends and developments in 2014, and look ahead to possible trends in 2015.

January 5, 2015

WilmerHale Announces the Elevation of Partners and Special Counsel

We are pleased to announce the elevation of our new partners and special counsel.

December 22, 2014

Keeping Current with Form 8-K: A Practical Guide 2014

We have prepared this Guide to assist public companies in understanding and complying with the Form 8-K reporting requirements. This Guide describes Form 8-K primarily from the perspective of a US operating company that has a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 and that is not a shell company, a smaller reporting company, a foreign private issuer, an asset-backed issuer or an investment company.

December 15, 2014

SEC Requests Comment on NMS Plan to Implement Tick Size Pilot Program for Small Cap Stocks

In June, the Securities and Exchange Commission issued an order directing the national securities exchanges and the Financial Industry Regulatory Authority act jointly in developing and filing with the Commission a national market system plan to implement a tick size pilot program.

July 31, 2014

FinCEN Releases Long-Awaited Proposal on Customer Due Diligence (CCD) and Beneficial Ownership

On July 30, the Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued proposed regulations that would formalize certain financial institutions’ Customer Due Diligence (CDD) requirements and expand the degree to which those institutions must look beyond the nominal account holder to identify the natural persons who own or control certain legal entity customers.

May 22, 2014

Eleventh Circuit Adopts Broad Definition of Government "Instrumentality" Under FCPA

On May 16, 2014, the Eleventh Circuit, in the first appellate decision on the issue, affirmed a broad definition of “instrumentality” of a foreign government within the meaning of the FCPA, providing important guidance in determining who should be considered a "foreign official" under the statute.

May 1, 2014

Whose Refund Is It? Ninth Circuit Holds Tax Refund Belongs to Bankruptcy Estate of Bank Holding Company, Not to Receivership Estate of Subsidiary Bank

The Ninth Circuit's recent decision in the IndyMac Bancorp bankruptcy case, which holds that disputed tax refunds belong to the bankruptcy estate of holding company IndyMac Bancorp, rather than to the FDIC as the receiver for IndyMac Bank, suggests that courts may limit the Eleventh Circuit decisions to their facts.

May 1, 2014

CFTC Issues Oral Recordkeeping No-Action Relief to Asset Managers

On April 25, 2014, the Commodity Futures Trading Commission (CFTC) extended time-limited no-action relief for certain asset manager members of swap execution facilities (SEFs) and designated contract markets (DCMs) from the oral recordkeeping requirement of CFTC Regulation 1.35(a) in connection with the execution of swaps.

April 22, 2014

SEC To Examine Cybersecurity Preparedness at More Than 50 Registered Broker-dealers and Investment Advisers

On April 15, 2014, the Securities and Exchange Commission's Office of Compliance Inspections and Examinations issued a "Risk Alert" announcing steps being taken to assess cybersecurity preparedness in the securities sector.