Securities INDUSTRIES

WilmerHale's securities practice 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 2013), and cited as "a preeminent team in the regulatory sphere complemented by a solid litigation group" (Chambers USA 2014), 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 practice 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 2013), and cited as "a preeminent team in the regulatory sphere complemented by a solid litigation group" (Chambers USA 2014), 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

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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April 27, 2016

WilmerHale Announces 2016 Pickering Fellow

Senior Associate Fred Kemper has been selected as WilmerHale's 2016 Pickering Fellow. Kemper, based in Boston, is a member of the Securities Litigation and Enforcement and Business Trial Groups.

April 14, 2016

Registration of Associated Persons with Algorithmic Trading Responsibilities

On April 7, 2016, the Securities and Exchange Commission approved the Financial Industry Regulatory Authority's proposal to amend NASD Rule 1032 to require registration as Securities Traders of associated persons primarily responsible for the design, development or significant modification of algorithmic trading strategies, or who are responsible for the day-to-day supervision or direction of such activities.

April 8, 2016

DOJ Launches FCPA Pilot Program to Encourage Corporate Voluntary Disclosure and Cooperation

On April 5, 2016, the Fraud Section of the Department of Justice's Criminal Division issued an enforcement plan and guidance laying out three steps it is taking to intensify Foreign Corrupt Practices Act enforcement.

April 1, 2016

Busy 1st Quarter For FCPA Enforcement

An article by Jay Holtmeier, Kimberly Parker, Erin Sloane, Lillian Potter, Jeanne Gellman and Erin Kuhls, published in the March 31, 2016 issue of Law360, explores cases indicating that even as the DOJ has renewed its focus on individuals, it continues to pursue large cases with corporations—and that the SEC continues to broadly define a "thing of value" under the FCPA.

March 29, 2016

Life and Annuity Series: Significant Litigation Risks 

Insurance companies have confronted significant class action litigation risks on several fronts over the past year.

March 18, 2016

Karen F. Green Named President of Litigation Counsel of America

LCA is an invitation-only trial lawyer honorary society established to reflect the new face of the American Bar.

March 8, 2016

Enhanced North Korea Sanctions Adopted

The United Nations Security Council approved a Resolution last week imposing new sanctions against North Korea in response to its recent nuclear and missile tests. This UNSC action follows the enactment of the North Korea Sanctions and Policy Enhancement Act of 2016 by the United States in late February. 

March 4, 2016

Life and Annuity Series: Captive Reinsurance/Cost-of-Insurance Complaint

The complaint against Banner Life combines the "captive reinsurance" class action claims brought last year with the cost-of-insurance (COI) class action claims that are now popping up.

February 29, 2016

After In re Trulia: Increased Scrutiny for the Give and the Get in Disclosure Settlements

Early in the deal process, companies should seek advice on how best to reduce the risk of deal litigation and, if it arises, how best to navigate the realities of deal litigation during these changing times.

February 29, 2016

SEC's Equity Market Structure Advisory Committee Considers Market Volatility and Customer Issues

The Equity Market Structure Advisory Committee held its third meeting at the Securities and Exchange Commission in Washington DC on February 2, 2016. The Committee is considering whether various regulatory or industry initiatives would improve the function of the US equity markets.

Recognition

  • Chambers USA: America's Leading Lawyers in Business consistently ranks WilmerHale highly among firms nationwide for securities regulation and enforcement work. The 2014 guide cites us as "a formidable securities offering with a preeminent team in the regulatory sphere complemented by a solid litigation group." Individually, Bill McLucas is recognized as a "preeminent" star individual, cited by clients as "extremely fair-minded, thorough and extraordinarily effective" and lauded by the guide for his "stellar reputation for securities enforcement matters." In addition, clients say Harry Weiss is "one of the top attorneys in this space in the country," and Meredith Cross is commended as "a key counselor in the regulatory sphere."
  • Chambers USA: America's Leading Lawyers in Business also highly ranks several of our securities litigation attorneys in the 2014 guide, calling out in Massachusetts: Andrea Robinson as an "acclaimed securities litigator," Jeffrey Rudman for his "impeccable experience and credentials," John Batter as "adept at handling SEC investigation matters," and Bill Paine for his "securities, investigations and civil enforcement actions expertise"; in New York: Fraser Hunter as "exceptionally good, has very good judgment and a calming influence," and Lori Martin as "very diligent and thorough"; and nationally, Doug Davison for his ability to "dig into the details" and again, Jeff Rudman as "thorough, controlled and effective."
  • Chambers USA: America's Leading Lawyers in Business consistently ranks WilmerHale among the top firms in the nation for its broker dealer compliance and regulation practice. "They are the smartest, best people out there on financial services regulation matters, particularly broker-dealer stuff," say clients in the 2014 guide. Individually, Yoon-Young Lee is recognized as "terrific" and lauded for how "sophisticated clients rely on her," Bruce Newman is praised as "uniquely strong in the fixed-income markets," Andre Owens is commended for his "wide and broad experience," and clients note that "his years at the SEC served him really well in that regard," and Stephanie Nicolas is singled out for her "tremendous client service skills and deep understanding of regulatory issues confronting broker-dealer clients."
  • The 2013 edition of The Legal 500 United States recognized our group in the alternative/hedge funds, mutual/funds and securities: shareholder litigation categories. The guide cites WilmerHale's "superior levels of service response time, business acumen, securities law expertise, and strength and depth of team,” and acknowledges the firm’s “broad clientele,” individually recommending Bill McLucas, John Valentine and Andy Weissman.
  • In the 2014 "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. These practices 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 2013 edition of The Best Lawyers in America. In 2009, the guide named William McLucas "Washington DC Securities 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, Harry Weiss and Laura Wertheimer.
  • 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