Finn Dixon & Herling LLP provides a broad range of legal services to investments advisers and broker-dealers. The firm’s attorneys regularly assist clients in connection with, among other things: structuring and formation matters; the preparation of regulatory applications; coordination of the application process; the development and implementation of written compliance and supervisory procedures; preparation for regulatory examinations; interfacing with regulators in advance of, during and after regulatory examinations; and contract matters. Attorneys approach each client relationship on an individualized basis, taking into account the specific circumstances applicable to the client as well as the client’s expressed needs and preferences.
Investment Advisers
Finn Dixon’s investment adviser clients range from smaller firms with less than $100 million under management and only a few employees, to larger firms with more than $10 billion under management and hundreds of employees. As for product offerings, clients include firms that provide discretionary or non-discretionary advisory services on a separate (or managed) account basis, firms that offer one or more hedge fund or other investment fund products, firms with complex multi-manager investment platforms, firms that offer products and services oriented toward specific investor types (e.g., high net worth individuals, institutional investors, ERISA investors, insurance company separate accounts), and firms that have multiple service and product offerings.
Our attorneys provide advice with respect to a wide variety of matters, including:
- Structuring and formation of investment adviser entities, including arrangements among principals.
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Development of investment management products and services -- such as hedge funds, funds of funds, multi-fund platforms and managed account programs.
- Exemptions from investment adviser registration requirements.
- Preparation and submission of applications for SEC or state investment adviser registration (Form ADV, Form U-4 (if applicable) and related documents). Interfacing with regulators during the application process.
- Investment adviser agent/representative registration and compliance matters.
- IARD enablement and submissions.
- Development of written compliance and supervisory procedures. Advice regarding implementation and enforcement of procedures.
- Ongoing compliance matters.
- Investment management agreements.
- Compliance review of marketing materials, web sites, etc.
- Investing/trading issues regarding liquid and illiquid positions.
- 1934 Act compliance matters (e.g., Schedules 13D, 13G; Form 13F; Forms 3, 4, 5).
- Derivatives (review of ISDA documentation, negotiation with counterparties).
- Employment and consulting agreements. Other personnel matters.
- Preparation for regulatory examinations.
- Interfacing with regulators prior to, during and after regulatory examinations.
- Marketing agreements.
- Third party marketer due diligence and compliance matters.
- Manager due diligence matters for “managers of managers”.
- Design and implementation of new service/product offerings.
- Seed investments and joint venture transactions.
- Investments by strategic/financial investors.
- Sale of business and succession matters.
Broker-Dealers
Finn Dixon’s broker-dealer clients generally include firms that engage in one or more of the following activities: marketing of hedge funds, private equity funds and other investment fund products; private placements; and investment banking. With respect to fund marketing, the firm represents both independent third party marketers and broker-dealers that are affiliated with investment managers. Finn Dixon has an established hedge fund practice and firm attorneys familiar with both the legal and business aspects of the investment fund industry.
Our attorneys provide advice with respect to a wide variety of matters, including:
- Structuring and formation of broker-dealer entities, including arrangements among principals.
- Preparation and submission of applications for federal and state broker-dealer registration, and NASD membership applications. Interfacing with federal and state regulators and the NASD during the application process.
- Applications for registration of principals and sales personnel.
- CRD enablement and submissions.
- Development of written supervisory procedures. Advice regarding implementation of procedures.
- Ongoing compliance matters.
- Marketing agreements; placement agreements.
- Compliance review of marketing materials, web sites, etc.
- Employment and consulting agreements. Other personnel matters.
- Preparation for regulatory examinations.
- Interfacing with regulators prior to, during and after regulatory examinations.
- Manager due diligence and compliance matters.
- Seed investments and joint venture transactions.
- Investments by strategic/financial investors.
- Sale of business and succession matters.
For further information on this practice area, please contact:
