Why you should attend
The explosion of new financial products over the past decade, the implosion of the credit markets and the resulting significant new regulatory requirements underline the importance of a basic understanding of financial products. While these instruments have been, in the view of many, invaluable investment tools, and have presented enormous potential for product manufacturers and investors, they also create potentially significant legal risks and challenges for their promoters, users, legal counsel and regulators. This seminar is designed as a hands-on learning tool to explain the fundamentals that you need to know when dealing with the more common financial investment products in the marketplace today.
What you will learn
- Learn how mutual funds and similar products are structured and distributed
- Explore how hedge funds and other private funds are structured and operated following the controversial JOBS Act and in light of government enforcement agencies’ efforts surrounding them
- Evaluate universal life insurance, variable insurance products, guarantees and life settlements
- Discuss flow-through entities, including BDCs and similar vehicles
- Gain an understanding of the effects of the credit crisis on securitized products
- Analyze the mortgage market since the financial crisis, including the role of Fannie Mae, Freddie Mac and the FHA, and the emergence of covered bonds as a financial product
- Gain insight into the use of swaps, collars, options, futures and forwards to hedge portfolio positions
Earn one full hour of Ethics credit exploring special responsibilities of counsel: delivery of legal opinions, responses to auditors, attorney reporting requirements and more.
Who should attend
Attorneys at all levels who are involved in securities, corporate, banking and finance, and insurance law, as well as in-house counsel, financial planners, financial advisers, bankers and accountants.
DAY ONE: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 1:00 p.m.
9:00 Introduction and Opening Remarks
Clifford E. Kirsch, Robert S. Risoleo
9:15 Laying the Foundation Part I - Financial Product Fundamentals
- Overview of the various financial products, their creation and use
- Options, futures and swaps: a conceptual overview
- Changing landscape for financial products under Dodd-Frank
- Risk management in the current regulatory environment
Robert S. Risoleo, Rebecca J. Simmons
10:15 Laying the Foundation Part II - Distribution of Financial Products
- Public offerings of financial products
- Rule 144A and other private offerings
- Special considerations for asset-backed securities
- Selected disclosure considerations: risk factors; third party disclosure; ongoing disclosure considerations
Gary M. Brown, Robert S. Risoleo
11:15 Networking Break
11:30 Mutual Funds and Similar Products
- Overview of the regulatory structure
- Impact of Dodd-Frank on mutual funds
- Organizational structure
- Regulatory requirements under the Investment Company Act
- Distribution channels
- Recent regulatory initiatives including 12b-1 fees
- Special considerations regarding exchange traded funds (ETFs)
- Update on regulation of money market funds?
Mary Joan Hoene, Clifford E. Kirsch, Laurin Blumenthal Kleiman
1:00 Lunch Break
Afternoon Session: 2:00 p.m. - 5:00 p.m.
2:00 Hedge Funds and Other Private Funds
- The establishment and operation of hedge funds
- New structures
- The regulation of hedge funds
- Analysis of new private adviser rules
- How the products compete with mutual funds
- The SEC enforcement focus
- FINRA considerations regarding broker-dealer sales of hedge funds
- JOBS Act implications
Bruce Karpati, Scott J. Lederman
3:30 Networking Break
3:45 Insurance Products
- Universal life insurance
- Variable insurance products
- Life settlements
Gary M. Brown, Dodie Kent, Clifford E. Kirsch
DAY TWO: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 12:45 p.m.
9:00 Flow-Through Entities and Tax Considerations
- Considerations under the Investment Company Act
- Business Development Corporations (BDCs) and similar vehicles
- Tax treatment of flow through entities and other financial products
- Tax reform and other anticipated regulatory initiatives
Cynthia M. Krus, Richard G. Larkins
10:15 Networking Break
10:30 Securitized Products
- Structuring techniques and transaction features
- Changes in the market since the financial crisis
- Regulatory and legislative developments
- Status of traditional and new asset classes
- The future of structured finance
Stuart M. Litwin
11:30 Mortgage-Related Products and CDOs
- Analysis of the mortgage market since the financial crisis
- The role of Fannie Mae, Freddie Mac and the FHA
- The future of mortgage-backed securities
- Anatomy of a collateralized debt obligation (CDO)
- Emergence of covered bonds as a financial product
Chris M. Gavin, Rebecca J. Simmons
12:45 Lunch Break
Afternoon Session: 1:45 p.m. - 5:00 p.m.
1:45 Derivatives Products
- Use of swaps, collars, options, futures and forwards to hedge portfolio positions
- Documentation for derivatives
- Structured and exchange traded notes
- Impact of Dodd-Frank: swap trading, clearing and trade reporting
- Special issues associated with credit derivatives
- Insolvency issues
Kenneth L. Josselyn, Donna M. Parisi, Kiye Sakai, Rebecca J. Simmons
2 :45 Networking Break
3:00 Derivatives Products
Kenneth L. Josselyn, Donna M. Parisi, Kiye Sakai, Rebecca J. Simmons
4:00 Ethical Challenges and Other Hot Topics in Financial Products
- Special responsibilities of counsel: delivery of legal opinions, responses to auditors and attorney reporting requirements
- Rating agency perspectives
- FINRA’s new suitability and know your customer rules
- Anticipated rule-making regarding broker-dealer and investment adviser uniform standard of care
Janet Holmes, Clifford E. Kirsch, Robert S. Risoleo, James S. Wrona
~ Senior Vice President, Head of Americas Regulatory Affairs, Moody's Corporation
Kenneth L. Josselyn
~ Managing Director, General Counsel-Finance & Corporate, Goldman, Sachs & Co.
~ Chief, Asset Management Unit, Division of Enforcement, U.S. Securities and Exchange Commission
~ Vice President and Associate General Counsel, AXA Equitable Life Insurance Company
~ Executive Director and Counsel, UBS Securities LLC
New York City Seminar Location
PLI New York Center, 810 Seventh Avenue at 53rd Street (21st floor), New York, New York 10019. Message Center, program days only: (212) 824-5733.
New York City Hotel Accommodations
The New York Hilton & Towers
1335 Avenue of the Americas, New York, NY 10019. 1 block from PLI Center. Reservations 1-800-HILTONS or, 1-877-NYC-HILT. Please mention that you are booking a room under the Practising Law Institute Corporate rate and the Client File # is 0495741. You can also make reservations
online to access Practising Law Institute rates.
The Warwick New York Hotel, 65 West 54th Street New York, NY 10019. 1 block from PLI Center. Reservations 800-223-4099 or, hotel direct 212-247-2700. Please mention that you are booking a room under the Practising Law Institute Corporate rate. Reservations on line at www.warwickhotelny.com Click reservations in menu bar on left. Select desired dates. In 'Special Rates' drop down window select Corporate Rate. In 'Rate Code' enter PLIN. Click search and select desired room type and rate plan. Or, you may email reservation requests to: firstname.lastname@example.org
Sheraton New York Hotel & Towers
, 811 7th Avenue, New York, NY 10019, 1-800-325-3535 or (212) 581-1000. When calling, please mention Practising Law Institute and mention SET#311155. You may also book online
PLI's live programs are approved in all states that require mandatory continuing legal education for attorneys, except Arizona. Please be sure to check with your state for details.
Please check the CLE Calculator above each product description for CLE information specific to your state.
Special Note: In New York, newly admitted attorneys may receive CLE credit only for attendance at "transitional" programs during their first two years of admission to the Bar. Non-traditional course formats such as on-demand web programs or recorded items, are not acceptable for CLE credit. Experienced attorneys may choose to attend and receive CLE credit for either a transitional course or for one geared to experienced attorneys. All product types, including on-demand web programs and recorded items, are approved for experienced attorneys.
Please note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement.
If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.
Credit will be granted only to the individual on record as the purchaser unless alternative arrangements (prearranged groupcast) are made in advance.