Financial Adviser Legal Information Center

Featured Books

Securities Law in a Nutshell is an excellent introduction to the United States securities law.

Broker-Dealer Regulation in a Nutshell  is a similar introduction, and while the laws regulating broker-dealers are complex, this book provides an overview of the concepts and regulations.

Investment Adviser Regulation: A Step-by-Step Guide to Compliance and The Law  is an excellent starting point for understanding the regulation of investment advisers.



Featured Articles

Customer Claims in Arbitration I have been representing customers and brokers in securities arbitration matters since 1982. In those 35 years I have handled over 600 securities arbitration cases. Since securities arbitration is such ...

Rule 8210 – How You Respond Makes a Difference For FINRA member firms, and employees of FINRA firms (even those who are not registered) FINRA Rule 8210 (Provision of Information and Testimony and Inspection and Copying of Books) gives FINRA the authority to request documents and testimony from firms, registered persons and, in FINRA’s view, other persons and entities related to a registered person ...

Bitcoin Fraud On the Rise Proponents of the varied cryptocurrencies believe that buying these “coins” will make them millionaires. For some, it is hard to argue, given the spectacular gains in the currency over the past year. However, those of us who have been involved in the securities markets for more than a few years, have seen all of this before ...

How Long Does an SEC Investigation Take? One of the first questions my clients ask when faced with a subpoena from the SEC is how long is this going to take?  Read the article for the answer: How Long Does an SEC Investigation Take? | SECLaw.com

State-level fines and penalties hit 5-year high The SEC has begun to work with the Department of Labor on a fiduciary rule proposal to harmonize the standards of conduct for advisors and broker-dealers, Jay Clayton, the agency’s chairman, told members of the House Financial Services Committee. Clayton’s comments suggest that after months of collecting and reviewing comments on what a uniform fiduciary ...

Advisors Paying More for Compliance RIAs and broker/dealers say they are spending 9 percent more money — and a lot more time — on compliance and regulatory issues. Source: Advisors Paying More for Compliance

Featured Commentary

We represent big producers and teams across the country, and have done so for years. While this article presents an unfair characterization of big producers, it makes a good point. FINRA and the SEC are cracking down and firms are looking to maximize profits (which sometimes means getting rid of brokers). None of that is good for brokers, and the  top teams are not immune from the problems...
John Crudele at the NY Post recently penned a column...

For the past two years we have been investigating investor claims regarding principal protection notes and the litigation and arbitrations that have followed. Millions of dollars have been lost in these notes...

In my view of the world, a broker has no duty to research or consider areas that are outside of their area of expertise, and tax implications of an investment are one of those areas. Excluding tax motivated investments, where the tax considerations  are the basis for the recommendation, it is the realm of tax attorneys and accountants to consider such issues, not brokers and advisers...
It never ceases to amaze me that Bank of America has managed to stay in business. Personally, I always thought they were a terrible bank, with terrible rates, annoying terms and conditions, and really annoying marketing. As a brokerage firm, they have simply bumbled and stumbled their way through the acquisition of Merrill Lynch, turning a unique opportunity into a disaster...

Introductory Materials

Introduction to the Federal Securities Laws – written by securities lawyer Mark Astarita, an overview of the federal regulatory scheme for the financial markets. Written for the non-lawyer, with links to more detailed information

Introduction to the Blue Sky Laws (State Securities Laws) – In addition to the Federal Securities Laws, each state has its own securities laws. Those laws vary from state to state, and require registration or notification of securities offerings, and registration of brokers and brokerage firms. Each state has a regulatory agency which administers the law, typically known as the state Securities Commissioner. This introduction provides an overview of the regulatory scheme. A list of state securities commissioners and their addresses is available in our Guide to State Securities Regulators.

Introduction to Securities Arbitration – In general, and in the securities industry, a party cannot be compelled to arbitrate a dispute unless he has contractually bound himself to do so. Registered representatives and their firms are contractually bound to arbitrate their disputes with their customers, even in the absence of a written contract with the customer. The contractual obligation arises, not from a customer agreement, but their registration with FINRA. For customers and financial professionals, an introduction to the process, from start to finish.

Introduction to the Initial Public Offering Process – in the Corporate Finance section, an introduction to the public offering process

Introduction to Private Placements – in addition to public offerings, many companies raise money by selling securities in a private offering. There are many restrictions and caveats to the process.

Introduction to Insider Trading – there is legal insider trading and illegal insider trading. When investors, regardless of their relationship to the company, trade on material, non-public information, there is a risk that the trading is illegal.

Registration of Investment Advisors – one of our featured articles, an introduction to becoming an investment adviser and what you need to know to start an advisory firm

Guide to Broker-Dealer Registration an updated version of the SEC’s original guide is now online.

Amazon.com makes it easy to order books online, and we have compiled what we believe to be the most useful books for the brokerage legal and compliance officer in the Compliance and Law Department at the SECLaw.com Bookstore.

The Law of Securities Regulation – from West Publishing, an excellent introduction and overview of the securities laws. This is a “hornbook”, books written for law students to introduce a new subject. Excellent reference material for layman, compliance officer or an attorney seeking an introduction to the subject. With full citations, attorneys can quickly locate the major cases on a particular topic and obtain additional information.

Securities Regulation in a Nutshell (6th ED) – This book summarizes the essential background and current status of each major area, while keeping details and citations to a minimum. It includes references to the relevant statutes, SEC rules and releases, and other governmental materials, as well as to “leading cases.”

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Mark Astarita