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Regulatory Registration & Compliance

We advise investment advisers and broker-dealers through critical legal issues at the start of their business journeys and continue to support their success throughout their lifecycles. Our investment adviser clients include managers of private equity, venture capital, hedge, and other private funds, as well as managers of separate accounts, asset allocators, and wealth managers. Our broker-dealer clients, meanwhile, include traditional brokers, placement agents, and broker-dealers affiliated with investment advisers.

For each of our regulated clients, we offer a broad spectrum of legal services. This begins with an analysis of their proposed activities, clients, and jurisdictions to determine whether and where to register, and the availability of any exemptions from registration. In preparing registration, exemption, and other filings with the Securities and Exchange Commission, FINRA, Commodity Futures Trading Commission, other state and federal regulators, and self-regulatory organizations, we tailor the scope of our services based on our clients’ needs. For our regulated clients (and many unregulated clients), we work with their principals, compliance teams, and outside consultants to create and implement policies and procedures tailored to their operations, assets, personnel, and particular risks. We also advise investment adviser representatives and registered representatives or broker-dealers on the licensing process, changes in employment, and disciplinary matters.

Our regulated clients also turn to us for day-to-day advice on compliance with:

  • The Investment Advisers Act of 1940 (custody, recordkeeping, marketing)
  • The Securities Act of 1933 (including Regulations A, D, and S)
  • The Securities Exchange Act of 1934 (including beneficial ownership reporting)
  • The Commodity Exchange Act
  • Fiduciary issues

As part of the full life cycle of counsel we provide to investment advisers and broker-dealers, Finn Dixon & Herling also regularly advises on service-provider arrangements, personnel matters, employment agreements, strategic transactions, and related tax questions. We help our clients plan for orderly succession, negotiating plans designed to recognize the contributions of founders and senior personnel as well as the drive and potential of rising generations. In conjunction with our mergers & acquisitions practice, we have extensive experience representing purchasers and sellers of control and minority positions, investment advisers, wealth managers, broker-dealers, and other regulated entities, as well as management financing and lines of credit with our debt finance group.

We also offer our regulated clients sophisticated and experienced representation from former SEC enforcement leaders in the case of examination or investigation by the SEC and other governmental and self-regulatory organizations.