Securities Enforcement

Walden Macht Haran & Williams’ Securities Enforcement practice represents companies and individuals in investigations and enforcement actions by securities regulators including the Securities and Exchange Commission (“SEC”), the Financial Industry Regulatory Authority (“FINRA”), the New York Stock Exchange (“NYSE”), and state attorneys general and commissions.  The practice focuses on high-stakes investigations and enforcement actions, especially those where careers and the survival of businesses are at stake. It covers the full spectrum of securities enforcement, including matters involving public companies and senior officials; broker-dealers and financial services professionals; hedge funds, private equity funds, and other investment advisers; and crypto. Its practitioners also conduct securities-related internal company investigations. WMHW’s Securities Enforcement lawyers are seasoned courtroom advocates with considerable experience litigating SEC enforcement actions in federal court and SEC administrative proceedings.

WMHW’s Securities Enforcement practitioners bring to their matters a level of intensity, responsiveness, and efficiency associated with a boutique firm. The practice combines the experience of securities enforcement lawyers and SEC alumni with a cohort of trial lawyers who bring to bear an enviable track-record in litigation. Our team’s diverse background includes attorneys who have spent their careers working for, alongside, and in opposition to financial services industry regulators. We promote strategies that guide our clients to effective resolutions, developing proactive approaches to investigations, and pushing back, where appropriate, on aggressive regulatory enforcement.

Home to a nationally-recognized securities enforcement defense lawyer who formerly served as Co-head of Enforcement and Associate Director for the SEC’s Northeast Regional Office, our team draws from its deep experience with the SEC, FINRA and other regulators and its knowledge of regulatory policies, processes and objectives.  Our practitioners pride themselves on their excellent judgment, creativity, strategies tailored for each matter, tenacity, and rigorous attention to detail.

While WMHW lawyers often succeed in avoiding charges altogether, our reputation extends to settling matters using time-tested skills as well as our ability to obtain stunning results at trial. We confidently defend clients in mainstay financial services industries as well as in emerging sectors, including enforcement matters involving D-Spacs and crypto instruments.

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Public Company Accounting and Disclosure.  WMHW’s securities enforcement defense lawyers have represented public companies and senior officials in a wide range of SEC investigations.  Drawing upon experience witnessing the evolution of the public company disclosure and governance legal landscape since the early 2000s, they have handled matters spanning the landscape of public company issues such as financial reporting, internal controls, FCPA, disclosure, executive compensation, cybersecurity, and Regulation FD.  They have successfully represented a spectrum of public company officials — board members, C-suite executives including CEOs and CFOs, chief operating officers, chief compliance officers, and key managers.

Investment Adviser.  WMHW practitioners have represented a broad array of investment advisers — including hedge fund advisers, quant firms, mutual fund advisers, and real estate fund advisers — in scores of SEC investigations and examinations. In many cases they have defended adviser principles, traders and other key personnel. Their matters have included hot-button investment adviser priority topics such as conflicts of interest, insider trading, material nonpublic information (“MNPI”) policies and procedures, market manipulation including SEC Reg M Rule 105, trading in complex financial products, ESG, off-channel communications, allocation of fees and expenses, compliance procedures, valuation of illiquid instruments, short sales, and disclosure. The Firm’s lawyers have achieved for investment advisers noteworthy, client-favorable settlements and, in many cases, decisions by regulators to drop investigations altogether — including matters where regulators have dropped charges against their clients while continuing to pursue others. They also have experience counseling clients to address issues during SEC examinations so they do not result in full-blown enforcement investigations.

WMHW securities enforcement lawyers have particularly deep experience with insider trading matters. That experience ranges from successfully trying insider trading cases on the defense and government sides, and leading the SEC’s successful insider trading case against Martha Stewart, to defending advisers and their personnel in dozens of SEC investigations concerning potential insider trading. They also counsel advisers on MNPI policies and procedures.

Broker-Dealer.  WMHW’s securities enforcement practice offers considerable experience representing Wall Street firms and officials, including broker-dealers of varying size and business lines, in SEC and self-regulatory organization (“SRO”) investigations.  That experience includes Regulation SHO, anti-money laundering, trade surveillance, customer protection rule, high-frequency trading, MNPI procedures, identity theft prevention under Regulation S-ID, prospectus delivery, gifts and gratuities, and alternative trading platforms.  One practice member for several years defended an international bank in DOJ, SEC, state and FINRA investigations into the creation and underwriting of RMBS preceding the 2008 financial crisis. Here, as well, the Firm’s defense lawyers have enjoyed noteworthy success avoiding charges against individuals such as senior desk heads and high-level officials.

Crypto.  WMHW enforcement lawyers have represented prominent crypto firms in cutting-edge regulatory investigations, including matters focused on registration, whether tokens are securities, and extraterritorial jurisdiction. These matters have been before the SEC as well as other regulators.

Internal Investigations and Monitorships.  Corporate boards, audit committees, and management have turned to WMHW’s Securities Enforcement lawyers to conduct sensitive, complex internal investigations — many with an international component. These have involved financial reporting issues such as revenue recognition, internal controls, and related party transactions; disclosure issues such as executive perquisite disclosure; and fiduciary duty. Several of our internal investigations have been for investment advisers, such as matters probing potential misappropriation of client funds, accounting issues, and FCPA concerns.  Our professionals have conducted several investigations for public companies into potential insider trading by executives.

Relatedly, when called upon by law enforcement, we can serve as receivers or monitors.  One member of our team, for instance, served as Monitorship Counsel for Infinity Q (in connection with a Court dissolution of the entity) and U.S. Bank (in connection with settlements between USB and both the SEC and CFTC).

Securities Regulatory Litigation.  WMHW enforcement defense lawyers are formidable litigators. From defeating the SEC at trial and on appeal in an important insider trading case, winning emergency relief in a dozen SEC cases while counsel at the SEC, to recently representing underwriters in an SEC litigation against a household-name manufacturer, members of the WMHW team back up their defense of investigations with the skills to win in court. When SEC matters proceed in parallel with civil litigation, they employ strategies to turn the interplay of the multiple proceedings to their client’s advantage. Similarly, they skillfully coordinate the defense of securities related criminal cases with related SEC litigation.

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