We advise foreign and domestic financial institutions, M & A advisers and finders, as well as issuers and investors on compliance with the U.S. regulation of broker-dealers rules, including the registration of broker-dealers with the SEC, FINRA membership and compliance with safe-harbors for exemptions from SEC registration, including Rules 3a4-1 and 15a-6, and SEC no-action letters.

Our services include:

  • Advising on all aspects of broker-dealer registration, including preparation and filing Form BD with the SEC, Form NMA with FINRA, and drafting supporting documentation for SEC registration and FINRA and SIPC membership,
  • Advising in connection with the registration of Associated Persons, including preparation and filing of Form U-4 with FINRA,
  • Advising on state registration requirements and support in preparing and filing state registrations,
  • Drafting of formation documents and agreements with broker-dealer employees and service providers,
  • Drafting of compliance documentation and advising in connection with ongoing compliance requirements,
  • Support in connection with ongoing compliance requirements and amendments to federal and state FINRA and SIPC filings, and
  • Advising on safe harbors from broker-dealer registration for:
    • Foreign brokers (Rule 15a-6),
    • Associated persons (Rule 3a4-1),
    • M & A advisers and business brokers under SEC no-action letters.