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Government Investigations and White Collar Litigation Group

Government Investigations Group

Photo of Government Investigations Group Government investigations and related enforcement actions and litigation can take many forms, but they have one element in common: They require seasoned counsel to help clients navigate these difficult situations when their businesses and reputations are on the line. McGuireWoods’ national Government Investigations & White Collar Litigation Department has the experience and credibility clients have come to trust with their most sensitive matters.

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Federal District Court Declares Corporate Transparency Act (CTA) Unconstitutional

By Jeffrey M. Hanna, Lauren Mann, Ashley Bouchez and Government Investigations Group on Anti-Money Laundering, Compliance
On March 1, 2024, the United States District Court for the Northern District of Alabama declared the Corporate Transparency Act (“CTA”) unconstitutional.  Enacted as part of the Anti-Money Laundering Act of 2020, the CTA requires certain legal entities to report beneficial ownership information (“BOI”) to the U.S. Department of Treasury’s Financial Crimes Enforcement Network (“FinCEN”). … Continue Reading

FinCEN Issues Access Rule Compliance Guide for Beneficial Ownership Information

By Jeffrey M. Hanna, Lauren Mann and Government Investigations Group on Compliance
Rule Regarding Access to Beneficial Ownership Information Takes Effect On February 21, 2024, FinCEN published a Small Entity Compliance Guide to aid in compliance with the Corporate Transparency Act’s (“CTA”) Beneficial Ownership Information (“BOI”) Access and Safeguards Rule (“Access Rule”).  The Compliance Guide is called the Small Entity Compliance Guide only because federal law requires… Continue Reading

Bank Secrecy Act’s Anti-Money Laundering and Counter Terrorism Financing Requirements to Apply to Investment Advisers

By Aline McCullough, Lauren Mann and Government Investigations Group on Anti-Money Laundering
The Bank Secrecy Act (“BSA”) establishes program, recordkeeping, and reporting requirements for certain financial institutions to combat and detect money laundering, terrorist financing, and other illicit activities.  On February 13, 2024, FinCEN proposed new rules which expand the scope of the BSA to include certain investment advisers, which currently are not subject to any federal… Continue Reading

New York LLC Transparency Act Beneficial Ownership Reporting Requirements to Take Effect

By Jeffrey M. Hanna, Lauren Mann, McGuireWoods LLP and Government Investigations Group on Compliance
On December 23, 2023, New York Governor Kathy Hochul signed the New York LLC Transparency Act (“NYLTA”), which requires LLCs to disclose beneficial ownership information (“BOI”) to the New York Department of State.  Effective December 21, 2024, the NYLTA will impose separate BOI reporting requirements on New York LLCs, which are also subject to the… Continue Reading

Corporate Transparency Act: Three Updates for January 2024

By Jeffrey M. Hanna, Lauren Mann, McGuireWoods LLP and Government Investigations Group on Anti-Money Laundering, Compliance
RELATED UPDATE: Deputy Attorney General Monaco Announces New DOJ Whistleblower Program (March 8, 2024) As of January 1, 2024, the Corporate Transparency Act (“CTA”) has gone into effect. Companies that may be Reporting Companies of Beneficial Ownership Information (“BOI”) should be aware of three key aspects of the CTA.… Continue Reading

FinCEN Extends Time to File Beneficial Ownership Information for Entities Created After January 1, 2024

By Jeffrey M. Hanna, Lauren Mann, McGuireWoods LLP and Government Investigations Group on Anti-Money Laundering, Compliance
The Corporate Transparency Act (“CTA”) was enacted in 2021 as part of the Anti-Money Laundering Act of 2020. The CTA requires certain business entities (“Reporting Companies”) to report beneficial ownership information (“BOI”), and, for entities created or registered on or after January 1, 2024, information with respect to any individual who directly files the document… Continue Reading

FinCEN Specifies When and How Reporting Companies May Use FinCEN Identifiers

By Jeffrey M. Hanna, Lauren Mann, McGuireWoods LLP and Government Investigations Group on Anti-Money Laundering, Compliance
The Corporate Transparency Act (“CTA”) was enacted in 2021 as part of the Anti-Money Laundering Act of 2020, requiring certain business entities (“Reporting Companies”) to report beneficial ownership information (“BOI”), and, for entities created or registered on or after January 1, 2024, information with respect to any individual who directly files the document creating the… Continue Reading

Beneficial Ownership Reporting Requirements under the Corporate Transparency Act

By Jeffrey M. Hanna, Lauren Mann, McGuireWoods LLP and Government Investigations Group on Anti-Money Laundering, Compliance
Corporate Transparency Act Beneficial Ownership Reporting Requirements to Take Effect In 2021, the Corporate Transparency Act (“CTA”) was enacted as part of the Anti-Money Laundering Act of 2020, requiring certain business entities (“Reporting Companies”) to report beneficial ownership information (“BOI”) to the U.S. Department of Treasury’s Financial Crimes Enforcement Network (“FinCEN”).  FinCEN issued the final… Continue Reading

SEC Issues Risk Alert on Reg BI Deficiencies Identified During Exams

By John Ayanian, Cheryl Haas, McGuireWoods LLP and Government Investigations Group on Compliance, Securities and Commodities
On Jan. 30, the U.S. Securities and Exchange Commission’s Division of Examinations released a Risk Alert identifying perceived weaknesses in broker-dealers’ compliance with the disclosure, care, conflicts of interest and compliance obligations of Regulation Best Interest. Read on for highlights from the alert and how they reflect the SEC’s evolving expectations during examinations… Continue Reading

SEC Focus on Private Fund Advisers Continues With the Publication of EXAMS Risk Alert

By Cheryl Haas, Aline McCullough, McGuireWoods LLP and Government Investigations Group on Enforcement and Prosecution Policy and Trends, Securities and Commodities
On January 27, 2022, the Division of Examinations (“EXAMS”) of the U.S. Securities and Exchange Commission (“SEC”) published a Risk Alert with its Observations from Examinations of Private Fund Advisers. This Risk Alert is one of a series of signals of the SEC’s focus on private fund advisers under Chairman Gensler, including Form PF amendments… Continue Reading

SEC Advisory Fees Focus Continues as Reflected in Division of Examinations Risk Alert and Chair Gensler Comments

By Cheryl Haas, Aline McCullough, McGuireWoods LLP and Government Investigations Group on Securities and Commodities
Recent comments from U.S. Securities and Exchange Commission (SEC) Chair Gensler at the Institutional Limited Partners Association Summit and an SEC Division of Examinations (EXAMS) Risk Alert published on the same day highlight the ongoing focus of the SEC on advisory fees, both in the institutional and retail spaces. In Chair Gensler’s remarks, he expressed… Continue Reading

Webinar: OSHA ETS Employee COVID-19 Vaccination and Testing Mandates

By Government Investigations Group on Compliance, Enforcement and Prosecution Policy and Trends, Government Contracts
New Requirements, Tips and Traps for Large Employers November 10, 2021 Complimentary Webinar 1-2 p.m. (ET) | 12-1 p.m. (CT) | 10-11 a.m. (PT) REGISTER NOW On Nov. 4, 2021, the Occupational Safety and Health Administration (OSHA) issued an Emergency Temporary Standard (ETS) requiring employees of large employers either to get vaccinated or to test negative… Continue Reading

FINRA’s Important Reminder to Firms—Don’t Forget to Supervise Third-Party Vendors

By Cheryl Haas, Alexander Madrid, Aline McCullough, McGuireWoods LLP and Government Investigations Group on Compliance, Enforcement and Prosecution Policy and Trends, Financial Institution Regulation, Securities and Commodities
Overview Broker-dealers, like most companies, rely on third-party vendors for a wide variety of functions.  This common practice of outsourcing does not relieve a broker-dealer of its regulatory compliance and supervision obligations over the outsourced functions.  Accordingly, management and supervision of third-party vendors present important issues that merit careful attention from regulatory, compliance, and legal… Continue Reading

SEC 2021 National Exam Program Examination Priorities

By Aline McCullough, Cheryl Haas, Molly White and Government Investigations Group on Compliance, Securities and Commodities
On March 3, 2021, the Securities and Exchange Commission’s Division of Examinations (EXAMS) (formerly the Office of Compliance Inspections and Examinations (OCIE) released its 2021 examination priorities. Notably, while the majority of the examination priorities echo OCIE priorities from prior years, this year’s EXAMS priorities include a greater focus on climate-related risk and environmental, social,… Continue Reading

CFPB’s “Change of Direction” After One Month: New Goals, More Attorneys

By Government Investigations Group and McGuireWoods LLP on Compliance, Enforcement and Prosecution Policy and Trends, Securities and Commodities
In the month since he became Acting Director of the Consumer Financial Protection Bureau, David Uejio has implemented a “change of direction” at the agency, making sweeping announcements on a weekly basis. Read our complete commentary on McGuireWoods’ Consumer FinSights blog, which assesses where the CFPB stands after the Biden administration’s first month and the likely… Continue Reading

Consolidated Financial Account Reports and Use of Vendors: FINRA Continues Regulatory Scrutiny – What’s Old is New

By Cheryl Haas, Piper McCormick and Government Investigations Group on Compliance, Enforcement and Prosecution Policy and Trends, Securities and Commodities
Overview Consolidated financial account reports can offer a broad – all-encompassing — view of customers’ investments regardless of where the assets are held and may even include non-securities assets. Customers often demand them and firms and financial advisers provide them. FINRA has had these types of communications to customers on its radar screen for years.… Continue Reading

Pitfalls to Avoid in Investment Adviser Compliance Programs: SEC OCIE Risk Alert

By Cheryl Haas, McGuireWoods LLP and Government Investigations Group on Compliance, Securities and Commodities
On November 19, 2020, the SEC’s Office of Compliance Inspections and Examinations (“OCIE”) issued a risk alert, OCIE Observations: Investment Adviser Compliance Programs, to provide the industry with insights regarding their findings in their examinations relating to Rule 206(4)-7 under the Investment Advisers Act of 1940 (“Advisers Act”) or the Compliance Rule.… Continue Reading

OCIE Finds Supervision Failures at Multiple-Branch Office Investment Advisers

By Elizabeth J. Hogan, Alexander Madrid, McGuireWoods LLP and Government Investigations Group on Compliance, Financial Institution Regulation, Securities and Commodities
On November 9, 2020, the SEC’s Office of Compliance Inspections and Examinations (“OCIE”) announced the results of its examination of nearly 40 SEC-registered investment advisers that operate multiple branch offices (the “Risk Alert”). Most of the firms examined conducted their advisory business out of at least 10 branch offices. OCIE observed a wide range of… Continue Reading

Yet Another Mutual Fund Fee Issue or “Death by a Thousand Cuts”: FINRA Sweep of Rights of Reinstatement Waivers

By Cheryl Haas, Molly White, Elizabeth J. Hogan and Government Investigations Group on Financial Institution Regulation, Securities and Commodities
What is the Issue? It may not be “death by a thousand cuts” but it may feel like it, as yet another mutual fund fee issue is being raised by the regulators. FINRA issued a “targeted examination letter” focused on Rights of Reinstatement (“RoR”) due to customers in certain mutual fund sales and purchases. RoRs… Continue Reading

2020 NASAA Fintech and Cyber Security Symposium – A Download of Key Comments

By Molly White and Government Investigations Group on Compliance, Securities and Commodities
On October 27, the North American Securities Administrators Association[1] held its 2020 symposium on Fintech and Cybersecurity. A key theme of the symposium was the impact that the pandemic has had on fintech, cybersecurity, and regulating the financial markets  –  given that regulators and securities industry professionals are largely working from home. The panelists also… Continue Reading

COVID-19: Securities Regulators and Industry Associations Issue Coronavirus Guidance and Relief

By Aline McCullough, E. Andrew Southerling, Cheryl Haas and Government Investigations Group on Compliance, Securities and Commodities
Update: Our May 21, 2020, alert provides our most recent discussion of information and guidance issued by the SEC, FINRA, MSRB and SIFMA. As the Coronavirus, or COVID-19, continues to spread, the widespread impact on the markets, trading, firm operations, compliance obligations – every facet of the market, firms, and individuals working in the industry… Continue Reading

FINRA 2.0: FINRA Releases Its 2020 Risk Monitoring and Examination Priorities

By Cheryl Haas, Molly White, Piper McCormick, McGuireWoods LLP and Government Investigations Group on Compliance, Securities and Commodities
FINRA’s examination program has undergone its most significant reorganization in decades. As stated in a press release, Oct. 1, 2018, FINRA’s goal for the reorganization was to “consolidate its Examination and Risk Monitoring Programs, integrating three separate programs into a single, unified program to drive more effective oversight and greater consistency, eliminate duplication and create… Continue Reading

SEC 2020 National Exam Program Examination Priorities

By Cheryl Haas, Molly White, Piper McCormick, McGuireWoods LLP and Government Investigations Group on Compliance, Securities and Commodities
On January 7, 2020, the Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (OCIE) released its 2020 examination priorities.  OCIE is prioritizing practices, products, and services that it believes present heightened risks to investors or market integrity.  The examination priorities are organized around seven themes, many of which build on OCIE’s priorities from… Continue Reading

SEC Continues Compensation Disclosure Focus With FAQs and Enforcement

By Cheryl Haas, Aline McCullough, McGuireWoods LLP and Government Investigations Group on Enforcement and Prosecution Policy and Trends, Financial Institution Regulation, Securities and Commodities
On Oct. 18, 2019, the Securities and Exchange Commission (SEC) Division of Investment Management staff published Frequently Asked Questions Regarding Disclosure of Certain Financial Conflicts Related to Investment Adviser Compensation (FAQs). Many in the industry view the FAQs as overdue SEC guidance in an area that has been a focus of the SEC Division of… Continue Reading

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