future-focused

Practices

We provide practical and effective advice and solutions for financial services providers to navigate the maze of SEC, FINRA, and Blue-Sky laws and regulations.

Overview

We advise investment advisers, broker-dealers, private equity and venture capital partnerships, investment partnerships, national banks, and oil and gas ventures on a broad range of securities issues.

We prepare disclosure and corporate documents; negotiate and prepare contracts; prepare and file regulatory filings; interpret federal and state securities laws; and represent clients before FINRA, the SEC, and various state commissioners of securities. We also negotiate and prepare employment agreements.

We have special expertise with regard to investment advisers. We routinely advise clients on investment advisor and investment company laws and regulations. We prepare initial and annual filings (Form CRS, ADV etc.), compliance manuals and other supervisory materials, investment management agreements and related filings. We represent investment advisers who are either selling or buying practices.  We also conduct compliance audits and reviews.   

Our securities practice includes matters relating to mergers and acquisitions, broker-dealer fiduciary and suitability issues, fiduciary and trust issues, corporate trust and indentures, private placements, FINRA regulations and requirements and public filings.    

We also work closely with our litigation and employment groups in defending and prosecuting customer securities arbitrations and employment litigation. We also represent clients in connection with related criminal proceedings in state and federal courts. 

Investment Advisers 

We represent a variety of investment advisers from large bank-based practices to single person shops in Louisiana and in the Gulf South. We advise on every step of the way from drafting the corporate documents, preparation of compliance manuals and written supervisory procedures, to preparing and filing Form ADV with the state or SEC.  We negotiate and prepare employment agreements.  We also advise and negotiate the sale or purchase of investment advisor firms. 

SEC and FINRA Audits and Investigations 

We have substantial experience responding to and working with the SEC and FINRA with regard to audit and investigations. We have represented clients in a variety of matters including insider trading, misrepresentation and omission cases, sale of unregistered securities, advertising rule violations, churning, and outside business activities. 

John C. Anjier

John has a unique practice as he handles securities regulatory and transactional matters as well as securities litigation and arbitrations, including white collar crime. In John’s words, “My litigation and transactional experience for over thirty years gives me a unique perspective in helping clients’ needs because I have seen the problems that arise with bad or short-sighted advice.”

Notable Experience

  • Worked closely with the financial services and trust departments of a regional bank on reconfiguring its investment adviser and broker-dealer subsidiaries including the preparation of contracts, disclosure documents, regulatory filings, and written supervisory procedures. (2022).
  • Represented majority shareholder in the sale of a regional broker-dealer and investment adviser. Worked closely with client’s investment consultants to coordinate and to facilitate a nationwide search for potential buyers. Negotiated and drafted term sheet, purchase agreement, and related documents. Coordinated the due diligence and prepared the disclosure schedules. Advised on amendments necessary to investment advisory and customer agreements. Handled communications with other shareholders and employees. (2020-21).
  • Represented independent broker-dealer office in negotiating the sale of the office, including all facets of the transaction including the negotiation of the purchase agreement, employment agreements, incentive compensation. (2022).
  • Represented broker and investment adviser in extensive SEC, Justice Department, FINRA and state investigations relating to Ponzi scheme. Represented client aggressively in multiple investigations resulting in favorable settlements. (2020-21).
  • Advised regional investment adviser on registration requirements of various states in South and Deep South.
  • Represented national broker-dealer in raiding case against another national broker dealer. Arbitrated and litigated case to successful resolution of dispute for client.
  • Defended financial advisor in arbitration and federal injunctive proceeding for alleged breach of restrictive covenants. Negotiated favorable resolution for client. (2020)
  • Currently represents a non-profit church group in preparing annual registration statement and prospectus for fixed income offerings for filing with the State of Louisiana.
  • Advised client on preparation and offering of private equity fund to fund real estate development in southwest Louisiana. Work included formation of the manager/investment adviser and private equity fund. (2019)
  • Prepared investment management agreements for investment advisor and trust department of other regional bank (2018).
  • Obtained substantial settlement for customer in case involving churning of unit investment trusts and senior abuse. Worked with FINRA in connection with related administrative action against broker (2017).
  • Represented investment advisor in proxy fight and related litigation against Epiq Systems, Inc. that resulted in judgment in favor of client and ultimately in a favorable settlement, including the appointment of a majority of the board of directors of the company and its sale. Included preparation and negotiation of director appointment agreements and Williams Act filings (2016).
  • Represented corporate officer in Justice Department and SEC investigations and prosecutions for insider trading. Engaged in extensive factual investigation and negotiated favorable resolution for client. (2017-18)
  • Represented investment advisor in connection with negotiated consent decree with SEC relating to advertising rule violations (2015-16).

We are known for these strengths

  • Broad knowledge of securities laws and regulations.
  • Common sense attitude.
  • Ability to prepare documents efficiently.
  • Efficient resolution of issues.

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