Attorneys and Consultants
Bruce G. Leto | Partner
Chair, Investment Management/Mutual Funds


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Philadelphia, PA

Bruce Leto counsels investment companies, investment advisers, independent trustees and broker-dealers on securities and corporate matters relating to pooled investment products, including registered and unregistered, open- and closed-end investment companies. Mr. Leto counsels such clients on registration, transactional and compliance matters.

Some of the matters on which Mr. Leto has assisted clients include:

  • drafting and implementing complex compliance programs and procedures to bring clients into compliance with the SEC’s recent sweeping regulatory initiatives

  • structuring and implementing a unique institutional complex of mutual funds involving fund-of-funds, asset allocation, and significant partnership, tax, and international securities law issues; this project involved the receipt of three SEC exemptive orders

  • managing a complex-wide proxy solicitation project involving 108 mutual funds and four proxy statements in which an entire complex moved its funds to the Delaware business trust format, converted investment objectives from fundamental to non-fundamental and modernized all of the funds’ investment restrictions

  • creating and preparing all documentation relating to two closed-end funds offered in firm commitment underwritings, including corporate organization, preparation of the registration statement and preparation of the New York Stock Exchange listing application

  • managing the reorganization of multiple closed-end funds into a combination of other closed-end and open-end funds

  • structuring and supervising the conversion of a closed-end fund into an open-end fund

Notably, Mr. Leto’s peers have named him a Pennsylvania Super Lawyer® consecutively each year since 2004, and as the one of the best corporate securities lawyers in Philadelphia in the March 1999 edition. He was also selected by Ignites, one of the pre-eminent sources for news about the mutual fund industry, as a 2009 "Fund Titan" in the category of Outside Counsel. Fund Titan awards recognize legal and compliance professionals who make a significant mark on the mutual fund industry. In 2010 The Mutual Fund Wire, an online news publication covering the mutual fund and 1940 Act industry, named Mr. Leto one of the "100 Most Influential People in '40 Act Funds." The list included "those people [that] are most likely to step into the spotlight on the wider Wall Street Stage in 2011." Mr. Leto was one of only four outside lawyers on the list and was recognized for having "earned industry-wide respect as a titan in compliance and regulatory matters." Mr. Leto was also named to SmartCEO magazine’s 2011 and 2010 list of the Legal Elite. The list, chosen by the publication’s readers of executives in the Greater Philadelphia area, is comprised of the "go-to attorneys" for business legal advice.

Mr. Leto was included consecutively since 2007 in the editions of The Best Lawyers in America, regarded as a definitive guide to legal excellence in the United States. Selection for Best Lawyers is based on a peer-review survey in which more than 1.8 million individual evaluations are reviewed. Additionally, he was named as a leader nationally in investment funds: registered funds in the 2014, 2012, 2011, 2010 and 2009 editions of Chambers USA: America’s Leading Lawyers for Business. Referred to as "the star of the practice," he was credited for his substantial experience advising independent directors, trustees and mutual fund complexes, along with his recent advising on the TALF program. Mr. Leto was also recognized by Legal 500 in 2011 and 2010 where he was noted as an attorney that "delivers 'solid, reliable advice'" and as "totally solid for mutual funds – a first rate adviser."

Mr. Leto is a member of Stradley Ronon's board of directors. He was also recently appointed to the advisory board of the Mutual Fund Directors Forum, a nonprofit membership organization for investment company independent directors dedicated to improving mutual fund governance. He lectures extensively at seminars sponsored by the Investment Company Institute, National Regulatory Services, the Philadelphia Bar Association and other organizations. He speaks on topics such as mutual fund directors issues, master/feeder structures and multiple classes of shares, pricing of investment company securities and valuation of portfolio securities, soft dollars and directed brokerage.

Investment Management/Mutual Funds
Exchange-Traded Funds (ETFs)
Structured Finance
Private Investment Funds
New Jersey
Pennsylvania Supreme Court
New Jersey Supreme Court
J.D., cum laude, Villanova University School of Law, 1986
B.A., cum laude, Haverford College, 1983
American Bar Association
Board Member, Settlement Music School
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