Investment Advisers

Who We Represent

Advising on all aspects of their businesses, we represent clients engaged in a diverse range of advisory services, including overseeing separately managed accounts, wrap programs, registered investment companies, private funds, commodity pools, and other types of pooled and non-pooled investment vehicles. We advise clients that have varied structures and affiliations, including independent investment advisers, wealth managers, advisers dually registered as broker-dealers or commodity trading advisers, investment advisers affiliated with banks and/or insurance companies, and non-U.S. investment advisers. We are also intimately familiar with the various platforms and third-party service providers that all of these different types of investment advisers utilize.

What Sets Us Apart

Our regulatory and litigation know-how in the financial services industry provides us with the unique ability to offer clients a multidisciplinary, customized team approach when confronting any regulatory or enforcement matter. Our regulatory counsel routinely represents financial service providers, funds and boards to ensure legal compliance while maintaining a competitive edge amidst industry advancements and regulatory changes. Stradley Ronon lawyers have been involved in over 250 U.S. Securities and Exchange Commission (SEC) no-action letters in the past 25 years either while at the firm or during their time at the SEC. When necessary, we harness our first-chair SEC trial experience, seasoned litigators and deep subject-matter knowledge to create a team that provides our clients with the best opportunity to achieve a reasonable resolution.

Our Services

Substantive Regulatory Matters

• Investment adviser and commodity pool operator (CPO)/commodity trading adviser (CTA) status determinations.
• Assisting new advisers through all aspects of the registration process, including for exempt reporting advisers.
• Fiduciary duties, conflicts of interest and disclosure.
• Portfolio trading issues, cross-trading practices, best execution and soft dollars.
• Personal securities trading issues, codes of ethics, and insider trading policies.
• Books and records requirements.
• Exemptive and no-action relief.
• Custody issues.
• Marketing, advertising and distribution issues.
• Electronic delivery issues, e-commerce and social media compliance.
• ERISA issues.
• Pay-to-play issues.
• Privacy and cybersecurity.

Transactional Matters

• Mergers and acquisitions and lift-outs.
• Advisory and sub-advisory contracts.
• Referral arrangements.

Personnel

• Employment agreements.
• Buy-sell agreements, stock options and other revenue sharing agreements.
• Cross-border sharing of personnel and internal services agreements.

Compliance Matters

• Policies and procedures under the Advisers Act, CEA and National Futures Association (NFA) rules.
• Assisting with compliance issues and errors.
• Compliance reviews and mock examinations.
• Assisting with routine examinations and responding to SEC staff examination letters and other nonenforcement-related inquiries.

Internal Investigations, Enforcement and Litigation

• Conducting internal investigations, including whistleblower-initiated investigations.
• Representing advisers and their personnel in SEC, U.S. Department of Justice, Financial Industry Regulatory Authority (FINRA) and state regulatory examinations, investigations and actions.
• Advising on attorney-client privilege and electronic communications and discovery.
• Handling litigation involving state and federal securities laws, and regulations of the SEC and private regulatory bodies.

Regulatory Filings

• SEC Form ADV, Form PF, and Sections 13 and 16 filings.
• SEC municipal adviser and Municipal Securities Rulemaking Board (MSRB) registration and municipal-related reporting.
• Commodity Futures Trading Commission (CFTC) and NFA registration and reporting.
• State registration and notice filings.