Courses

Broker-Dealer Regulation and Corporations

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Biography

Consultant, Nichols McGibbon. 1996 to the present

Advising clients concerning compliance issues arising out of the federal securities laws (Securities Act of 1933, Securities Exchange Act of 1934, Investment Advisers Act of 1940, and the Investment Company Act of 1940). Representation includes drafting undertakings required under orders issued by the Securities & Exchange Commission, drafting supervisory structures and compliance procedures for investment professionals (e.g., broker/dealers and investment advisers), opining on possible compliance issues raised by proposed conduct or investment programs of investment professionals, and advising whether registration forms filed with the Securities & Exchange Commission comply with applicable securities laws.

Faculty, Howard University School of Law. 2004 to the present

Faculty, University at Buffalo, State University of New York, School of Law and School of Management. 1996-2004

Co-Director, Securities Clinic at the University at Buffalo. Established a Securities Clinic, which provides legal assistance in resolving disputes with investment professionals involving claims of $25,000 or less. It also provides unbiased investment education to investors. The Securities Clinic is a participant in the Securities and Exchange Commission’s Securities Arbitration Pilot Program.

School of Law:

Course: Broker-Dealer Regulation—Examines the regulatory framework of broker-dealers and investment advisers imposed through the federal securities laws and regulations and rules adopted by self-regulatory organizations (SROs). The course focuses primarily on the role of the Securities and Exchange Commission and its oversight responsibilities with respect to the largest SRO, the National Association of Securities Dealers, Inc. (“NASD”) and the New York Stock Exchange (“NYSE”). The rules of the NASD and the NYSE are also analyzed to gain an understanding of how the securities industry regulates itself.

School of Management:

Course: Business law—Provides an introduction to basic legal principles governing business by examining various areas of substantive law including torts, contracts, partnerships, and securities regulation. The importance of the role of these topics in contemporary business practice is also analyzed.

Senior Counsel, U.S. Securities & Exchange Commission. 1992-1996

Responsible for planning, organizing and conducting investigations and litigation of cases arising under the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940, and the Investment Advisers Act of 1940. Duties included conducting private investigations to determine whether violations of the federal securities laws had occurred, preparing comprehensive reports addressing various legal issues for the purpose of making recommendations to the Commission for a particularized course of action, conducting the institution of administrative proceedings and the prosecution of civil suits, and conferring, coordinating and corresponding with attorneys, accountants, witnesses, U.S. Attorneys, state and federal investigative authorities, stock exchange and NASD officials, state securities commission officials and the general public regarding violations or possible violations of the federal securities laws. Case areas included securities registration and/or offerings; municipal securities; mutual fund fraud, including mutual fund switching; insider trading; and broker-dealer registration, sales practices, operational, and financial requirements.

Safeco Insurance Companies. 1984-1989

Responsible for underwriting decisions on surety bonds requiring extensive financial, business and credit analysis to determine bond risk factors. Surety bond credit extensions ranged from a minimum of $10,000 to a maximum of $26 million. Financial underwriting required creative structuring of credit extensions and strategy formulation for future growth in light of the client’s bonding needs. Surety bond credit was extended to companies in various industries, including manufacturing and construction. Clients included Delta Airlines, Inc., Browning Ferris Industries, Inc., Fuqua, Hardees, Inc., and Blue Bird Body Company.

American Express. 1983-1984

Directed operations of the financial department engaged in the transfer of funds from 38 countries. Conducted financial analyses of exchange rates and banks through which funds were transferred and/or deposited, and performed currency conversions. Monitored the foreign exchange market in the Caribbean and Central and South America to determine the best rate for transfer of funds. Planned production schedules for the supervision of a staff of five. Prepared management reports in order to better manage and increase business volume. Conducted seminars on effective territory management and interdepartmental cooperation.

Royal Trust Bank, N.A. (Florida National Bank). 1981-1983

Provided support to lending officers in conducting credit/financial analysis and research on individual loan requests ranging from $100,000 to $6 million for domestic and foreign customers. Member of Commercial Credit Lending Committee, which determined acceptable commercial credit risks in accordance with bank lending policy. Member of Management Training Program Team responsible for providing training to credit analysts. Instrumental in developing a loan grading system for in-house use. Supervised a staff of five performing financial and risk analysis of various companies requiring the extension of commercial credit for business operations.

Publications

Professional Contributions