Brian Crowell


Brian Crowell


Brian Crowell focuses his practice on counseling registered investment companies (including mutual funds, closed-end funds and exchange-traded funds), independent trustees and investment advisers on a wide range of matters, including the development and launch of new funds, fund reorganizations and mergers, regulatory and compliance matters relating to existing funds, fund governance issues and the applicability and interpretation of federal and state securities laws. His experience includes representing:

  • Registered Investment Companies: Brian advises clients on the federal securities laws pertaining to the formation, registration and ongoing operations and compliance of mutual funds (including multi-manager funds, funds of funds and master-feeder funds), closed-end funds and exchange-traded funds. 
  • Independent Trustees: Brian assists in advising independent trustees on issues arising under the Investment Advisers Act of 1940 and the Investment Company Act of 1940, as well as various fund governance and compliance issues.
  • Investment Advisers: Brian counsels investment advisers with respect to their obligations under federal and state securities laws. 
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Representative Matters

  • lead associate in connection with the drafting and filing of a complex-wide proxy statement involving over 100 funds (including master-feeder structures) and 10 proposals 
  • lead associate for all registration, regulatory/financial and organizational documents and filings for a $295 billion mutual fund complex comprised of over 120 funds, including with respect to the formation, registration and launch of 30 separate funds
  • assisted, as independent trustees counsel, with a significant upgrade and enhancement to the risk assessment methodology of a fund complex to implement a business process level review of its compliance review and testing procedures
  • assisted in drafting a compliance policy and procedures for a leading mutual fund complex related to the receipt of manager of managers exemptive relief from the SEC applicable to wholly owned and unaffiliated sub-advisers
  • assisted in the representation of a closed-end fund in connection with its initial public offering that raised $215 million, including drafting and reviewing the initial registration statement, organizational board materials and NYSE listing application
  • assisted in the representation of three separate closed-end funds in connection with the offering of a combined $135 million of Variable Rate MuniFund Term Preferred Shares
  • assisted in the representation of a leading independent global investment management firm in connection with the client’s acquisition of more than 120 funds from a multinational financial services corporation, including certain matters related to the rationalization of the client’s product lineup thereafter
  • assisted in the representation of a client related to the redomestication of its closed-end funds to a Delaware business trust format, which included a subsequent merger of several of the funds
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Bar Admissions
  • Pennsylvania
  • J.D., magna cum laude, Villanova University Charles Widger School of Law, Order of the Coif
  • B.S., Villanova University

  • Stradley Ronon Associates Committee

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