Investment Management Lawyer

The Experience and Insights Investment Managers Need to Make Sound Decisions

Attorney John W. Sellers
Investment Management Lawyer Team Lead
Former DOJ Trial Attorney

The investment management industry is heavily regulated in the United States and abroad. As a result, to protect themselves and ensure they are making informed decisions, it is essential that investment managers, fund sponsors, and other stakeholders rely on the advice and representation of experienced legal counsel. At Oberheiden P.C., we have extensive experience advising clients in the investment management industry, and many of our lawyers and non-lawyer consultants worked for the federal government before entering the private sector.

As a result of this experience, we are well-positioned to represent investment management clients in all areas of compliance and defense. If you have questions or concerns, an investment management lawyer at Oberheiden P.C. can guide you forward with confidence. We can explain everything you need to know in order to avoid costly oversights and miscues; and, if necessary, we can work with the U.S. Securities and Exchange Commission (SEC), Financial Industry Regulatory Authority (FINRA), and other authorities on your institution’s or organization’s behalf. Our expertise extends to assisting investment advisers with regulatory compliance, registration processes, and legal challenges, ensuring comprehensive support for your advisory proceedings.

How We Can Help

We provide a comprehensive suite of legal services for investment management firms and a wide range of other clients involved in all segments of the securities industry. If you have questions or concerns about any (or all) of the following, we invite you to speak with an investment management lawyer at Oberheiden P.C.:

Investment Fund Organization and Capitalization

Our lawyers assist with the organization and capitalization of new investment funds, including hedge funds and private equity, throughout the United States. We also specialize in structuring and organizing private investment funds, such as hedge funds, venture capital funds, and private equity.

Proper structuring and capitalization are both critical for setting the stage for long-term success, and they are critical for effective risk management as well. Our lawyers can discuss the options you have available, develop an appropriate organizational structure based on your goals and needs, and prepare all of the documentation needed to establish a solid foundation for your investment fund going forward.

Investment Fund Day-to-Day Management

In addition to assisting with investment fund organization and capitalization, we also assist with day-to-day management. Investment managers can encounter an extremely wide range of legal issues on a day-to-day basis; and, when these issues arise, informed decision-making is critical. Our investment management attorneys work closely with many clients on an ongoing basis, effectively serving as outside general counsel. In this role, we are able to help anticipate and identify potential issues proactively, and we are able to help our clients resolve potential issues before they lead to costly problems.

SEC Compliance

Investment funds and investment managers of all types need to prioritize SEC compliance. We have extensive experience in organizing and representing investment companies that are registered under the Investment Company Act of 1940, ensuring they meet all legal and compliance requirements. The SEC oversees all aspects of the securities industry in the United States, and its Enforcement Division has become more active in recent years. We help our clients take a proactive approach to SEC compliance that involves not only identifying and duly addressing all pertinent statutory and regulatory requirements, but also comprehensively documenting our clients’ compliance efforts so that they are prepared to withstand scrutiny from the Commission if necessary.

FINRA Compliance

Investment managers that work with retail clients must comprehensively address FINRA compliance as well. FINRA works alongside the SEC to regulate the securities industry in the United States, with a particular focus on brokerage firm and broker-dealer compliance. While many aspects of SEC compliance and FINRA compliance align, FINRA enforces its own comprehensive and complex set of rules, and covered entities must ensure that they are doing what is necessary to consistently comply with these rules on an ongoing basis.

AML Compliance

Anti-money laundering (AML) compliance is a significant concern for many investment management firms and funds as well. Our investment management lawyers routinely advise clients on matters pertaining to AML compliance, including compliance with the Bank Secrecy Act, Money Laundering Control Act, and other pertinent federal statutes. Non-compliance with these statutes can expose organizations and individuals to substantial penalties, so a proactive and comprehensive approach to AML compliance is critical.

OFAC and CFIUS Compliance

The Office of Foreign Assets Control (OFAC) and the Committee on Foreign Investment in the United States (CFIUS) are two other federal authorities that frequently have oversight of investment management firms’ activities and customer relationships. OFAC and CFIUS have oversight of investments involving foreign parties, although the scope of their respective jurisdictions varies in many critical respects. We represent clients regarding OFAC compliance and CFIUS compliance as well.

Other Areas of State, Federal, and International Compliance

Along with the areas of compliance listed above—all of which are largely specific to the investment management and securities industries—investment management firms, funds, and investment companies generally have a variety of other compliance obligations as well. We also provide legal and regulatory advice to registered investment companies, addressing complex challenges within the investment management industry. In addition to advising our clients on industry-specific compliance matters, we are also able to assist with compliance under:

Employee Retirement Income Security Act (ERISA)
Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank)
Internal Revenue Code (IRC)
Federal banking, insurance, and financial services laws
State securities regulations and blue sky laws
International securities laws and regulations
State, federal, and international data security and privacy laws

Even these are just examples. For many of our clients, one of the first steps we take is to conduct a comprehensive compliance needs assessment. Based on this assessment, we can then advise our clients regarding their specific compliance obligations in the U.S. and abroad.

Governmental Investigations and Defense for Private Equity Funds

We also represent our investment management clients, including those involved with private funds, during governmental investigations and enforcement proceedings. With prior experience as federal prosecutors at the U.S. Department of Justice (DOJ), many of our lawyers are intimately familiar with these proceedings from both sides. In all cases, we take a proactive and results-oriented approach focused on protecting our clients’ interests as comprehensively, quickly, and quietly as possible.

Private Litigation and Alternative Dispute Resolution (ADR)

Our lawyers have extensive experience representing investment management clients, including those involved with venture capital funds, in private litigation and alternative dispute resolution (ADR) as well. Disputes with investors, vendors, joint venture partners, and other entities can arise under a wide range of circumstances, and they can involve substantial liability exposure in many cases. We handle litigation, mediation, and arbitration throughout the United States; and, while we do not hesitate to litigate when necessary, we focus on securing efficient out-of-court resolutions whenever it is in our clients’ interests to do so.

Dr. Nick Oberheiden

Founder

Attorney-at-Law

Lynette S. Byrd

Former DOJ Trial Attorney

Partner

Brian J. Kuester

Former U.S. Attorney

Hon. Kevin McCarthy

55th Speaker, U.S. House of Representatives (ret.)

Government Consultant

Mike Pompeo

Of Counsel

Former U.S. Secretary of State

John W. Sellers

Former Senior DOJ Trial Attorney

Linda Julin McNamara

Federal Appeals Attorney

Nicholas B. Johnson

Former Prosecutor

Roger Bach

Former Special Agent (DOJ)

Chris J. Quick

Former Special Agent (FBI & IRS-CI)

Michael S. Koslow

Former Supervisory Special Agent (DOD-OIG)

Ray Yuen

Former Supervisory Special Agent (FBI)

Entities and Industries We Serve

We provide these services, among others, to an extremely wide range of clients. The following is just a small sampling of the entities and industries we serve at Oberheiden P.C.:

Private Equity Funds
Hedge Funds and Their Managers
Mutual Funds, Closed-End Funds, and Exchange-Traded Funds (ETFs) and Their Managers
Private Equity Funds and Their Managers
Institutional Investors
Brokerage Firms and Broker-Dealers
Securities Exchanges, Clearinghouses, and Other Trading Facilities
Investment Companies
Real Estate Funds

FAQs: Legal and Regulatory Compliance in Investment Management

Which Federal Agencies Have Oversight of the Investment Management Industry?

Several federal agencies have oversight of the investment management industry in the United States. These include the Securities and Exchange Commission (SEC), Office of Foreign Assets Control (OFAC), Committee on Foreign Investment in the United States (CFIUS), and U.S. Department of Justice (DOJ), among others. Additionally, while not a federal agency, the Financial Industry Regulatory Authority (FINRA) also has oversight of investment firms and broker-dealers.

How Often Do the SEC and Other Agencies Target Investment Managers and Funds?

Federal investigations targeting investment managers and funds are becoming increasingly common. As the number of firms and funds continues to grow, and as investment products become increasingly complex, federal authorities are devoting additional resources to doing what they can to protect retail investors.

What Are Some of the Most Common Compliance Issues for Investment Management Firms?

Compliance issues for investment management firms run the gamut from conducting non-compliant unregistered securities offerings to failing to maintain adequate documentation. Due to the varying compliance obligations that can apply, a comprehensive and custom-tailored approach to compliance is essential.

What Are the Consequences of Non-Compliance for Investment Management Firms?

For investment management firms in the United States, federal non-compliance can lead to fines and other penalties, including disbarment from the securities industry. Individual investment managers and fund managers can face these (and other) penalties as well. The specific risks in any particular case depend on the specific legal issues and factual circumstances involved.

When Should I Engage an Investment Management Lawyer?

If you have questions about compliance, if you have concerns about a potential investigation or litigation, or if you have been contacted by any governmental authority, we recommend speaking with an investment management lawyer promptly. At Oberheiden P.C., we advise firms, funds, and other clients throughout all stages of the business lifecycle, and we provide assistance with compliance, risk management, and defense.

Speak with Investment Management Attorneys at Oberheiden P.C.

If you would like to know more about the services we provide to our investment management clients, we invite you to get in touch. We are happy to schedule a complimentary initial consultation at a time that is convenient for you. To speak with a senior investment management lawyer at Oberheiden P.C. in confidence, please call 888-680-1745 or tell us how we can reach you online today.