Practice

Print PDF Regulation and Compliance

RK&O’s Regulation and Compliance practice serves leading participants in the global financial markets and provides real-time, tailored advice on trading, transactional, and compliance matters.

Our clients are innovators in the financial markets. As a result, they face novel questions about how regulators – both domestically and internationally – may respond to a particular trade, transaction or business convention. We are uniquely positioned to provide that advice, given our past public service as former regulators, our deep experience with the regulations affecting the financial services and securities industries, and our ongoing work as litigators, corporate advisers, and transactional lawyers. Our cross-practice training and experience allows us to anticipate issues for our clients, and address their matters comprehensively and pragmatically.

We handle situation-specific operations questions on a daily basis. Common advice areas include assessing whether insider trading/market abuse concerns mandate that an adviser restrict its trading in an issuer’s securities as a result of receipt of what may be inside information, and analyzing whether a firm’s dealings with other market participants could confer "group" status under Section 13 of the Exchange Act. We regularly assist clients in identifying potential conflicts of interest posed by their potential transactions and addressing the Advisers Act implications of such conflicts. Further, we develop with our clients specific procedures to maintain their "public side" trading status notwithstanding their desire to invest in various parts of an issuer’s capital structure.

For clients that are considering acquiring or merging with a financial services firm, we provide dynamic, multi-dimensional evaluations of the reputational and business risks – focusing on, among other things, the target firm’s compliance orientation, tone at the top, and the quality, effectiveness and scalability of its compliance and management processes. On international questions and transactions, we work closely and effectively with our clients’ foreign counsel and seek to develop a single approach to regulatory matters that addresses the concerns of all regulators that may assert jurisdiction. We regularly help clients anticipate, analyze and resolve potential cross-border regulatory and enforcement issues, particularly with respect to the Foreign Corrupt Practices Act and other anti-corruption legislation, as well as prevailing anti-money laundering laws and regulations.

We assist a wide range of clients in developing compliance procedures that address their unique business structures and risks, and help craft policies for our clients that provide a framework in which their personnel can operate in compliance with regulatory mandates and good business ethics.

Experience

  • Assist numerous clients in developing a comprehensive, tailored approach to confidential information flow issues within their firms.
  • Work with U.S. firms with worldwide operations to identify the regulatory consequences of their evolving businesses and to adopt procedures to limit the risk
  • Evaluated the quality, effectiveness and scalability of the compliance and risk management functions of an adviser with $10B under management, in which our client proposed to acquire a significant ownership interest
  • For numerous investment funds contemplating purchases of equity positions in U.S. public companies, providing comprehensive counsel on the legal and business implications of Rule 10b-5, Section 13, Section 16, potential affiliate status, security resale restrictions, state anti-takeover laws, anti-trust laws, Regulation M, REIT and other tax regulations and poison pills and restrictions related to hedging transactions.

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