JOHN SAKHLEH is a partner in the Securities Enforcement and Regulatory group, which received the 2019 Chambers USA Award for Financial Services Regulation Firm of the Year, and was named the Law Firm of the Year for Securities Regulation in 2020 and 2017 by U.S. News – Best Lawyers. John advises a wide array of financial services firms including investment and commercial banks, broker-dealers, investment advisers and private/hedge funds — on a broad variety of regulatory, enforcement, compliance and transactional matters.
John regularly advises on transactions involving U.S. and non-U.S. financial services and FinTech companies. His experience includes advising on transactional and regulatory matters in connection with merger and acquisitions of broker-dealers, investment advisers and other FinTech companies. These complex projects include advising on compliance-related integration issues, technology conversions of systems, migration of customer accounts and trading platforms, restructuring of major business units and obtaining the necessary regulatory approvals in strategic transactions. John also advises numerous financial institutions on trading and technology platforms in connection with (i) evaluating the broker-dealer and investment adviser registration requirements, and (ii) advising on the formation and regulatory approval process for newly formed broker-dealers and investment advisers with the SEC, FINRA, other self-regulatory organizations and clearing agencies.
John’s regulatory and compliance-related practice includes advising clients on general broker-dealer registration and SRO membership, dealer/trader/finder issues, FinTech/trading platforms, clearing firms and related financial responsibility requirements, FINRA advertising rules, Regulation BI, outsourcing arrangements and non U.S. broker-dealer/cross-border registration requirements (Rule 15a-6 and related no-action letters), books and records/electronic recordkeeping issues, Regulation ATS and supervisory liability for CCOs and senior officers.
John’s practice also includes a concentration on enforcement defense and regulatory counseling matters, in which he brings to bear his extensive knowledge of the regulatory schemes governing securities market and regulatory issues for broker-dealers, investment advisers, investment funds and FinTech trading platforms. His securities enforcement practice has covered a broad range of enforcement matters, including investigations of securities fraud, investment adviser misconduct, broker-dealer matters, municipal bond-related trading, capital deficiencies, conversion/integration issues and trading-related investigations, including spoofing. John has defended a wide variety of clients in investigations before the U.S. Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA), the Commodity Futures Trading Commission (CFTC) and the National Futures Association (NFA).
Prior to joining the firm, John worked for the SEC’s Office of Compliance Inspections and Examinations. During his time with the SEC, John was involved with, among other things, the SEC’s market-timing and late trading, proprietary trading and best execution investigations and examinations. Prior to joining the SEC, John worked for a national law firm where he focused on investment company, investment adviser and hedge fund-related issues. John also worked at a large national accounting firm as a Certified Public Accountant (inactive).
Highlights of John’s transactional and counseling experience include the following:
- Parthenon Capital Partner’s acquisition of Kroll Bond Rating Agency LLC
- Morgan Stanley’s acquisition of E*TRADE Financial Corporation
- Goldman Sachs’ acquisition of Folio Financial and Folio Investments
- Goldman Sachs in the spinoff of SIMON Markets, a fintech company that provides a technology platform for structured products
- Hilltop Securities’ merger with First Southwest Company
- Piper Sander’s acquisition and merger of The Valence Group
- Piper Jaffray’s acquisition and merger of Sandler O’Neill
- Piper Jaffray’s acquisition and merger of Weeden & Co.
- Piper Jaffray’s acquisition and merger of Simmons & Company International
- E*TRADE Financial Corporation’s acquisition of OptionsHouse
- E*TRADE Securities’ merger with E*TRADE Clearing
- KeyCorp’s acquisition of Pacific Crest Securities
- FBR Capital Markets & Co.’s acquisition of the securities lending business of Lazard Capital Markets
- Sale of FBR Capital Markets & Co. to B. Riley Financial
- Sale of Wunderlich Securities to B. Riley Financial
- Sale of TradeStation Group and TradeStation Securities to Monex
- Sale of SunGard to Fidelity National Information Services, Inc.
- Sale of Hutchinson, Shockey, Erley & Co. to another financial institution
- Integration of the Huntington Investment Company’s institutional business into Hutchinson, Shockey, Erley & Co.
- Wells Fargo’s acquisition and merger with Wachovia
- Two Sigma Securities’ acquisition of Timber Hill
- Sale of G.X. Clarke & Co. to another broker-dealer
- Sale of Hilliard Lyons to Houchens Industries, Inc
- Sale of Hilliard Lyons to another broker-dealer
- Acquisition and merger of LiquidPoint (Convergex's options trading and technology business)
- Sale of Sun Trading to Hudson River Trading
Highlights of John’s enforcement experience include the following:
- In the Matter of Hilltop Securities Inc. and Daniel C. Tracy – represented broker-dealer in connection with municipal bond trading
- In the Matter of FNY Partners Fund L.P. – represented a fund in a CFTC investigation related to spoofing
- In the Matter of Thomas Donino – represented individual in a CFTC investigation related to spoofing
- Represented a clearing broker-dealer in a FINRA investigation related to Rule 10b-16 margin disclosures
- In the Matter of Guggenheim Partners Investment Management, LLC (2015) – represented a registered investment adviser in an SEC investigation of alleged violations of the Investment Advisers Act of 1940
- In the Matter of IBFX, Inc. – represented retail foreign exchange dealer in CFTC investigation relating to minimum net capital requirements
- In the Matter of IBFX, Inc. – represented retail foreign exchange dealer in NFA investigation relating to minimum net capital requirements, books and records and supervision
- Represented broker-dealers and investment advisers in regulatory examinations relating to trading practices, mark-ups, municipal underwritings, customer fee-related issues, trade errors, conflicts and disclosures, Regulation SHO, Rule 105
- Represented Chief Compliance Officer in CFTC and NFA investigations
- Represented large broker-dealer in a FINRA examination related to underwritings, secondary trading and mark-ups
- Represented large asset management firm in an SEC examination related to whistleblower claims, conflicts of interest and valuation
- Represented large broker-dealer and investment adviser in an SEC examination related to overcharging of advisory and brokerage fees
- Represented large broker-dealer in an SEC investigation related to municipal bond trading and “flipping”
- Represented senior traders in connection with SEC investigation related to municipal bond offerings
- Represented foreign entities and foreign broker-dealers in connection with overseas operations and trading activity, including Rule 15a-6 and foreign finders
- Represented broker-dealer trading firm in connection with short sales
- Represented broker-dealers in connection with fully-paid lending programs
- Represented broker-dealer trading platform in investigation by SEC Office of International Affairs, on behalf of foreign securities regulatory, in connection with marketing and advertising materials
- Represented investment adviser in SEC examination related to cross-trades and principal transactions
- Represented E*TRADE Securities LLC in a FINRA investigation related to supervision of trading activities and its supervisory system