Chapman routinely advises clients in connection with virtually all aspects of broker-dealer activities.

We represent broker-dealers in connection with a wide range of activities including:

  • registration,
  • retail customer services,
  • capital markets activities,
  • trading,
  • private placements, and
  • investment company and private fund distribution. 

We are experienced in the legal, regulatory, compliance, risk management and operational issues impacting broker-dealers and assist clients with Securities and Exchange Commission (SEC) registrations and Financial Industry Regulatory Authority (FINRA) membership.

Some of the services we provide to broker-dealer clients include:

  • Registration, including drafting of Form BD;
  • Providing advice on compliance with reporting obligations;
  • Drafting policies and procedures, supervisory procedures, exception reporting, continuing education and heightened supervision plans;
  • Preparing and reviewing disclosure documents, underwriting and selling group agreements, contracts and sunset arrangements with registered representatives, and fee sharing agreements;
  • Reviewing advertising and promotional materials;
  • Providing guidance on SEC net capital requirements;
  • Providing counsel on the sale, acquisition and mergers of broker-dealers;
  • Assisting with internal investigations and compliance audits;
  • Assisting with preparations for SEC, FINRA and state securities commission examinations, responding to any adverse findings and negotiating the terms of a resulting actions; and
  • Providing counsel in connection with customer and member to member arbitration proceedings and litigation.

We also work with a variety of clients to analyze their organizations’ practices and structures to determine whether they are engaging in broker and/or dealer activity requiring registration.




Broker-Dealers Updates

We have always been focused on finance.

  • 1913
    TS Chapman partners with Henry Cutler to form Chapman and Cutler
  • 1st
    Chapman's first client in 1913 is still a client of the firm today
  • 22
    Diverse financial practices serving regional, national, and global clients
  • 6
    Offices across the country and in key US financial centers

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