Ethan L. Silver
Partner, Lowenstein Sandler
Ethan is a recognized leader in the representation of broker-dealers in regulatory, enforcement, and compliance matters related to federal and state securities laws and regulations, and the rules of self-regulatory organizations such as the Financial Industry Regulatory Authority (FINRA). He also spearheads an emerging practice representing regulated financial technology companies, including mobile-first brokerage platforms, robo-advisers and cryptocurrency focused businesses.
The regulatory portion of Ethan's work focuses on advising broker-dealers on formation issues, including guiding them through obtaining FINRA membership and the state registration process. He also advises clients on how to obtain FINRA approval of continuing membership applications for changes of ownership and for material changes to their businesses.
Ethan counsels broker-dealers on compliance with Security and Exchange Commission (SEC) regulations and related FINRA rules, including:
- Net capital and customer protection rules
- Trading and reporting rules
- Foreign broker-dealer/cross-border requirements
- Books and records requirements
- ATS formation and operation
- Rules relating to advertising and sales materials
- Margin rules
- Finder issues and related fee payment/splitting issues
Ethan also guides clients through SEC and FINRA examinations, and helps them develop and update written supervisory procedures and compliance manuals. Financial institutions benefit from his advice on compliance with anti-money laundering regulations and related issues.
Ethan regularly counsels clients on whether they require broker-dealer registration, and assists them in obtaining interpretive guidance and no-action relief from the SEC, FINRA, and the states. He co-authored the "M&A Broker No-Action Letter" granted by the SEC, which permits M&A brokers to receive transaction-based compensation without registering as broker-dealers.
On the enforcement side of his practice, Ethan advises clients on a range of proceedings with the SEC, FINRA, and state regulatory authorities, and he regularly prepares and defends witnesses in:
- FINRA on-the-record interviews
- SEC testimony connected with investigations relating to allegations of fraud, failures to supervise, and sales practice violations
- Form U4 disclosure issues and potential MC-400 applications
- Trading and reporting issues