Broker-Dealer Counsel
Our Firm provides comprehensive legal counsel and support services designed to address the complex questions and regulatory challenges facing today’s broker-dealer entities. Ongoing counsel may include:
• Preparation and coordination of New Member Applications (NMA) and Continuing Membership Applications (CMA) with FINRA.
• Conducting mock FINRA examinations and firm-wide ris
k assessments.
• Performing branch office audits.
• Drafting, reviewing, and analyzing corporate records, including by-laws, operating agreements, and related documentation.
• Reviewing client-facing documents such as new account forms, privacy notices, prospectus receipts, 1035 exchange disclosures, quarterly performance reports, and marketing disclosures.
• Preparing and reviewing broker-dealer selling agreements.
• Assessing business continuity, disaster recovery, and succession plans.
• Conducting due diligence of third-party service providers.
• Advising on advertising, research, and public communications.
• Addressing gifts, entertainment, and conflict of interest issues.
• Ensuring compliance with net capital and customer protection rules.
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Investment Advisory Counsel
We deliver timely, cost-effective legal counsel to investment advisory firms and managers, helping them remain compliant while focusing on their core business. Our ongoing services include:
• Managing registration processes for both state and federally registered investment advisers.
• Structuring and transitioning to new business associations, such as independent RIAs.
• Advising on compliance with the Securities Act of 1933, Securities Exchange Act of 1934, Investment Advisers Act of 1940, Investment Company Act of 1940, and other governing laws.
• Conducting mock SEC examinations and firm risk assessments.
• Preparing responses to regulatory inquiries and investigations.
• Reviewing and assessing disclosures, including Forms ADV, offering memoranda, performance marketing materials, and RFP responses.
• Advising on fiduciary obligations, reporting and recordkeeping, best ex*****on, soft dollar arrangements, trade allocation and aggregation, and the use of solicitors.
• Developing, testing, and maintaining comprehensive compliance programs.
• Drafting, reviewing, and analyzing contracts, corporate agreements, and related documentation.
• Designing customized Codes of Ethics.
• Developing and testing Regulation S-P privacy policies and safeguarding programs.
• Assessing and testing anti-money laundering programs, business continuity plans, and privacy procedures.
