Securities

     
       

Overview

Our Securities team includes attorneys who have worked at the U.S. Department of Justice and FINRA Enforcement, and several broker-dealers, as well as many highly experienced defense attorneys, all of whom have significant trial experience. We are committed to delivering positive results in the most efficient manner.

Wilson Elser’s Securities practice team has extensive experience handling the claims that arise in the securities and financial services industries, including regulatory inquiries and enforcement actions, customer disputes and intra-industry disputes. Our success is due to the diverse experience of our outstanding team. Indeed, our team includes attorneys who have worked at FINRA and its predecessor, NASD; the Department of Justice; large and small broker-dealers; and as outside counsel to broker-dealers, registered representatives and financial advisors. In addition, we have team members in the financial and regulatory centers of New York and Washington, D.C., and in key hot spots such as Florida, California, Illinois and Texas, as well as the ability to partner with lawyers in 44 states. In addition, we regularly collaborate with colleagues whose practices focus on ERISA, insurance, and employment law, and thus can offer a holistic and seamless approach to problem solving, dispute resolution, and litigation. Consequently, we have the ability to deliver outstanding results across the United States.

In addition, we understand our clients’ businesses, the laws and regulations governing their businesses, and the rules of the many fora in which their disputes are resolved. We regularly represent clients in state and federal courts, at FINRA Dispute Resolution, and before the various regulatory and governmental organizations with jurisdiction over securities-related disputes. We also understand the challenges confronting our clients, which have been intensified by unprecedented regulatory oversight and erratic economic conditions. We recognize the risks raised by regulatory scrutiny, enforcement proceedings, customer complaints and industry disputes and are mindful of these risks when we are entrusted to resolve these matters. Moreover, we have ready access to a central bank of briefs, transcripts and research materials, and we can leverage the collective knowledge of our team members without “reinventing the wheel” or squandering our clients’ resources.

We have extensive experience across the many disputes that arise in the financial sector, including regulatory matters, customer disputes and industry disputes, such as:

  • Customer Claims in Arbitration & Litigation

    The Wilson Elser team has handled all manner of customer dispute litigation at FINRA Dispute Resolution and in federal and state courts across the United States. Our experience enables us to quickly assess and evaluate claims and determine the best and most cost-effective litigation strategy. We have successfully represented claims involving traditional allegations of churning, unauthorized trading, overconcentration, and unsuitable recommendations as well as more complex claims arising out of the sale of novel or complex products, Ponzi schemes and failed tax shelters. We know the laws and have worked with the players, including regulators, the plaintiffs’ bar, arbitrators, experts and other defense counsel. Thus, we are well positioned to resolve disputes. Our clients include small, mid-size and large national broker-dealers; investment advisors; and individual registered representatives – and we make each a priority.

  • Securities Enforcement Proceedings

    We have experience with enforcement proceedings from virtually every angle. Indeed, our team includes former regulatory and government attorneys who have brought enforcement proceedings, as well as seasoned in-house counsel and defense counsel who have defended firms and individuals that found themselves in the crosshairs of regulators and prosecutors. Our team’s experience allows us to effectively communicate with regulators and prosecutors and to determine when to negotiate and when to fight. We have successfully represented clients during federal grand jury investigations, FINRA investigations, SEC investigations and during proceedings before state regulators. Thus, we are well equipped to represent our clients when responding to the gamut of regulatory and governmental inquiries, from Rule 8210 requests to an SEC proceeding to a grand jury investigation. While we strive to resolve every inquiry without the need for formal action, our team members are, at their core, experienced trial attorneys who can and have successfully tried matters to conclusion when necessary.

  • Regulatory Compliance & Risk Management

    In addition to representing clients during disputes, we regularly advise them on compliance issues and risk management issues in their own businesses. We have worked with clients to contain the risks inherent in their businesses by helping them evaluate their supervisory procedures, hiring procedures and product review processes.

    Among other things, we advise clients on:

    • Advertising rules
    • Anti–Money Laundering
    • Compliance and Supervision Procedures
    • Conflicts of Interest
    • Due Diligence and New Product Reviews
    • Market Making
    • Privacy and Data Security
    • Private Placements
    • Record Retention policies
    • Employment, compensation and employment termination issues
    • Registration issues (including U-4 and U-5 issues, and form ADV issues)
    • Research rules
    • Sales Practice issues
    • SEC and SRO exam responses
    • Selling Agreements and Indemnity Arrangements
    • U-4, U-5 and RE-3 reporting obligations.
  • Internal Investigations

    Wilson Elser’s attorneys draw on their considerable experience to assist clients in planning and executing internal investigations related to potential violations in securities, banking, and other laws, as well as breaches of fiduciary duty. With deep knowledge of industry practices and relevant governing statutes, rules and regulations, our attorneys are proactive in helping to resolve suspected problems and make appropriate disclosures to regulators when warranted. We manage our clients’ sensitive internal investigations and, when requested, assist in dealing with the press and the public. In close collaboration with in-house counsel, Wilson Elser conducts investigations for major full-service and discount brokerage firms, investment advisors, boards of directors, audit committees and corporate management.

  • Industry Disputes

    Wilson Elser’s Securities team has helped the firm’s clients successfully navigate all manner of industry disputes, including disputes between broker-dealers and between broker-dealers and registered representatives. We have successfully litigated a wide range of these disputes, including matters involving:

    • Selling Agreements and Indemnity Arrangements
    • Non-competition, Non-solicitation and Protocol disputes
    • Clearing disputes
    • Discrimination, wrongful termination and harassment claims
    • Compensation and promissory note disputes
    • Whistleblower actions and claims.

    Our understanding of the securities industry, the Protocol, and the unique rules that apply in FINRA arbitrations enable us to effectively and aggressively represent our clients in matters involving registered persons. In addition, we have an in-depth understanding of the state and federal laws which affect employment matters and collaborate, when necessary, with our colleagues in Employment & Labor to get the best results for our clients. In addition, we actively pursue alternative dispute resolution and mediation, as appropriate.