Sectors

Financial Services

The fundamental nature of financial markets is cyclical. And even during “up” markets, complex regulatory risk and the ever-present threat of lawsuits involving customers, competitors, or government agencies is a defining feature of financial services.

Our financial services team is a strategic partner for each segment of the sector through every part of the business cycle. We deploy the firm’s impressive talent and experience to help clients move past crisis to focus on new growth and opportunity.

Every day, our lawyers work across borders and across disciplines to help clients seize competitive advantages from the accelerating globalization of financial services.

Our full-service, global team combines winning legal and business strategies across the entire sector. Our lawyers routinely provide regulatory guidance to banks, broker-dealers, funds, insurance companies, and other financial institutions worldwide; advise on the acquisition and disposition of financial institutions; assist underwriters of securities offerings; counsel financial advisory firms on mergers and acquisitions; represent financial institutions in structured finance transactions and commercial lending; handle complex litigation and international disputes; and efficiently and effectively resolve government investigations and enforcement actions which result from the ever-expanding regulatory environment in the sector. When needed, we mobilize quickly and assemble a fully scalable team, whether the issue is one of a threatened injunction, respond to government regulators, perform internal investigations, or assisting our clients in crisis management. We develop and defend sophisticated financial products, services, and business methods involving intellectual property (IP), and also assist with labor, employment, benefits, income compensation plans, and executive compensation. We also have an experienced team dedicated to mitigate and remediate the risks of a data breach.

Through our investment management, transactions, corporate, finance, tax, and regulatory practices, the firm counsels clients at the forefront of the trillion-dollar private fund sector. We are a leader in structuring sophisticated alternative investment vehicles and strategically advising pension funds and other investors. We are also leaders in representing institutional investors in private placement financing transactions, including institutional private placement debt issuance, structured finance and securitization transactions, mezzanine finance, and project finance. Our highly ranked structured transaction team routinely represents investment funds and financial institutions in the development of innovative liquidity vehicles as well as the acquisition and disposition of financial companies and assets.

Our financial services litigators are dedicated to representing many of the nation’s largest financial institutions in high-stakes litigation and government regulatory matters and investigations. In the wake of the recent financial services and housing crisis we have been at the forefront of trend-setting lawsuits and investigations of critical importance to the financial services industry—from class actions and commercial litigation to securities enforcement matters, whistleblower/qui tam issues, business methods patent matters, white collar issues, labor and employment (individual and class action) matters, noncompete agreements, and government regulatory matters and investigations. Our matters span many jurisdictions, including state and federal trial and appellate courts. And with our deep bench of former Department of Justice (DOJ), US Securities and Exchange Commission (SEC), Internal Revenue Service (IRS), Financial Industry Regulatory Authority (FINRA), and Commodity Futures Trading Commission (CFTC) lawyers, our strong multioffice, litigation, enforcement, and investigations team is situated to shape the dynamic enforcement landscape on a global scale. This experience equips us to defend our various financial services clients—domestic banks, foreign banks, asset managers, broker-dealers, and tax firms—in every forum.

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Private Fund Industry Update: The Key Tax Developments That Shaped 2023

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GLOBAL CONFLICT ZONES

Securities Enforcement, Government Investigations & White Collar Defense

Offering a powerful mix of sophisticated “Wall Street savvy” and veteran regulatory know-how, our global securities enforcement and white collar practice is one of the largest and most sophisticated in the United States. Our practice combines the experience of more than 150 lawyers in our US offices alone, more than 25 of whom joined us after distinguished careers at the DOJ, US Attorney’s Offices, and the SEC, many in senior positions (including a former Chief Counsel to the SEC’s Chief Accountant, a former supervisor from the US Attorney’s Office for the Eastern District of New York, a former prosecutor from the US Attorney’s Office for the Southern District of New York’s Securities and Commodities Fraud Unit, and other former DOJ prosecutors. Others deploy their experience from former posts at FINRA, the CFTC, and in-house legal departments.

Our team includes veteran litigation, enforcement, and regulatory lawyers who help our clients comply with all requirements as issuers of their own debt and equity securities, and as participants in a full range of corporate finance and public markets and trading activities. In the private funds sector, we assist hedge funds and other private investment vehicles with new Dodd-Frank registration and other requirements. We counsel clients in avoiding potential violations of law, performing internal investigations, and avoiding government action. Should an enforcement action be filed, however, our trial-experienced team works closely in defending our clients vigorously. Because our team includes former federal securities fraud prosecutors and senior SEC enforcement attorneys and supervisors, we have the experience and credibility to assist clients at every stage of a criminal or civil securities/commodities enforcement action. To this end, our former prosecutors and enforcement attorneys are well positioned to defend any type of federal securities or commodities fraud action brought against our financial services clients, and we have represented clients ably in every major enforcement area over the last decade.

Our lawyers regularly represent investment banks, broker-dealers, investment advisers, and other financial institutions and their employees in SEC, DOJ, FINRA, CFTC, state securities, self-regulatory organization (SRO) examinations, and other international regulatory agency investigations and proceedings, including those brought by the FCA and Serious Fraud Office (SFO). From recent regulatory enforcement priorities such as insider trading, high-frequency trading, financial crisis investigations, the Foreign Corrupt Practices Act (FCPA), Bank Secrecy Act/AML violations, accounting fraud, and hedge fund collapses to some of the most significant matters over the last decade, such as auction rate securities, market timing, RMBS, LIBOR, FX, late trading, IPO allocation, and Wall Street research, our securities enforcement and white collar defense lawyers have been at the center of every major initiative affecting the financial services sector. Our experienced lawyers also continuously assess the horizon and counsel clients on new areas of focus, including, most recently, the DOJ’s usage of the False Claims Act and FIRREA against financial institutions, the CFTC’s expanded powers in swap enforcement, the DOJ’s and SEC’s increased emphasis on FCPA violations, and the government’s focus on burgeoning areas of market manipulation.

We regularly counsel and defend clients in relation to allegations of insider trading, financial/securities fraud, whistleblower/cyber security claims, money laundering, issuer disclosure and reporting violations, municipal securities–related violations, and False Claims Act, FIRREA, Sarbanes-Oxley and FCPA violations. In addition, we represent companies in private shareholder and derivative actions and have conducted internal and special investigations covering accounting, disclosure, insider trading, and other matters on behalf of audit and specially formed board committees of issuing companies.

Morgan Lewis counts among its securities enforcement and white collar practice clients many A-list global investment banking and brokerage firms, investment advisers and mutual fund organizations—and their senior executives—including more than half of the largest 100 US securities firms listed by Institutional Investor. The firm’s global investment management practice intersects with our securities enforcement and white collar practices in a client portfolio that includes more than 780 venture capital, private equity; hedge and mutual funds; banks and trust companies; insurance companies; pension consultants; accounting firms; trade associations; transfer agents; and other businesses in the investment management sector.

We also represent several top market centers—both domestic and foreign—including national securities exchanges, clearing agencies, alternative trading systems, and dark pools. Our securities enforcement and white collar team likewise serves as counsel to all major industry associations, including SIFMA, ICI, Managed Funds Association, Money Management Institute, and Bank Insurance & Securities Association.

Broker-Dealers

Our signature broker-dealer compliance and counseling, enforcement, and litigation practice spans the spectrum of broker-dealer trading and markets, including institutional clients and retail or "private client" brokerage and investment advisory businesses.

We routinely represent most of the top US broker-dealers and securities firms, money managers, and public companies—and a broad universe of other broker-dealers and money managers and their employees—in governmental, SRO, and state securities commission investigations and disciplinary proceedings. Our lawyers also conduct internal investigations and counsel broker-dealers on regulatory and compliance issues, including the development and implementation of written compliance and supervisory policies, procedures, and practices. And with our international depth and experience, we are able to counsel broker-dealer clients on all aspects of their businesses and in a variety of jurisdictions in which they operate.

Likewise, our securities lawyers are often tapped to act as pool counsel for individual brokers and traders, most recently in connection with regulatory investigations into potential manipulation of LIBOR and ISDAFIX benchmark rates.

The firm also annually publishes a comprehensive survey and analysis of current enforcement issues affecting broker-dealers titled SEC and SRO Selected Enforcement Cases and Developments Regarding Broker-Dealers, which is highly regarded within the financial services legal community and by regulators.