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Investment Advisers, Commodity Trading Advisors & Institutional Investors

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Sullivan partners have represented investment advisers regulated under federal and/or state law, CFTC-regulated commodity trading advisors, bank-affiliated advisers and investment advisers affiliated with insurance companies.

Our investment advisory clients have included advisers sponsoring registered investment funds, unregistered investment funds and offshore funds, and advisers providing advice only through separately managed accounts. They have included managers offering quantitative investment strategies, automated investment solutions (robo advisers), Environmental, Social, and Governance (ESG)-focused products, as well as Smart Beta-ETF strategies. They also have included non-U.S. investment managers offering U.S. and non-U.S. investment funds to U.S. investors, and managers delegating investment advisory services.

Our work for our clients includes assistance on regulatory matters, compliance matters, SEC and CFTC/NFA examinations, enforcement matters, preparation and negotiation of investment advisory and sub-advisory agreements, cybersecurity, and client privacy matters, as well as trading and settlement.

We also have represented family offices on regulatory matters, and institutional investors (including private pension plans) making investments in alternative investment funds.

Representative Client Work

  • Advising one of the world’s largest multinational investment management firms in a comprehensive reorganization of its business
  • Advising an Australian investment manager on offering non-U.S. funds to U.S. investors
  • Advising a real estate investment manager on compliance with the U.S. Investment Advisers Act
  • Advising a U.S. hedge fund/private equity fund manager merging with another investment adviser
  • Redrafting and harmonizing forms of investment management agreements for a U.S. investment manager to cover multiple product lines
  • Providing advice under the U.S. Investment Advisers Act relating to a sponsor of a website providing portfolio stress testing to retail investors' portfolios
  • Assisting a U.S. investment manager create a cash management program investing in insured deposit accounts
  • Drafting compliance policies and procedures for mid-sized real estate investment manager
  • Advising a multi-billion dollar family office on its investments in hedge funds and private equity funds
  • Representing a European bank in Madoff-related litigation
Viewpoints
All Viewpoints
Q&A with Harvey E. Bines, Attorney at Sullivan & Worcester: Insights on the Wolters Kluwer Treatise Investment Management Law and Regulation
Partner Harvey E. Bines was recently featured in a Q&A with citybiz, discussing his legal career and his work as co-author of Investment Management Law and Regulation, a comprehensive legal treatise published by Wolters Kluwer. First published in 1978, the treatise examines the legal and regulatory framework governing investment management and has evolved alongside significant developments in the industry. In the interview, Harvey reflects on the treatise's origins and how it has adapted to an evolving regulatory landscape. He also discusses his ongoing work on a fourth edition with co-author Steve Thel. Drawing on more than five decades of experience, Harvey also discusses the importance of historical context in understanding investment management law and shares his perspective on potential changes to U.S. retirement policy. Read the full Q&A here.
SEC Establishes Retail Fraud Working Group to Combat Fraud Targeting Everyday Investors
The U.S. Securities and Exchange Commission (“SEC”) announced on July 7, 2026, the creation of the Retail Fraud Working Group, a new initiative within the Division of Enforcement designed to identify and combat fraud targeting main street investors. The announcement formalizes a priority that SEC Enforcement Director David Woodcock previewed in his May 13, 2026, remarks to the Managed Funds Association Legal & Compliance Conference, reflecting the current Commission’s broader back-to-basics enforcement posture. For issuers, broker-dealers, investment advisers, and private fund managers with retail exposure, the announcement signals that retail-facing enforcement will be a sustained focus of the Division’s work in the months and years ahead. Overview The Retail Fraud Working Group will leverage staff and resources across the Commission to identify fraud and other misconduct targeting retail investors, including offering frauds, pump-and-dump schemes, market manipulation, and breaches of duties owed to customers by investment advisers and broker-dealers. The Group’s initiative is threefold: (i) to serve as a dedicated resource to proactively generate cases; (ii) to work with the Commission’s domestic regulatory partners and foreign counterparts; and (iii) to assist with educating retail investors in coordination with the SEC’s Office of Investor Education and Assistance. The Group will be led by Kate Zoladz, Deputy Director, West, and Kim Frederick, Assistant Director of the Asset Management Unit. Ms. Frederick’s role in the Asset Management Unit suggests that adviser and private fund conduct affecting retail investors will be a focus area for the Group. Chairman Paul S. Atkins described the initiative as “a return to the core values and principles of the enforcement program,” and Director Woodcock emphasized the Group’s role in “generating cases, building partnerships with our regulatory counterparts, and using data and technology to find and stop those who seek to take advantage of retail investors.” About Our Small-Firm Task Force Sullivan & Worcester’s Small-Firm Task Force is actively engaged in advising clients on the implications of the Retail Fraud Working Group and can assist with responding to any related SEC inquiries. The Task Force unites the firm’s Capital Markets, Regulatory Compliance, Government Investigations, and Financial Services Litigation practices, each with deep experience advising issuers, broker-dealers, investment funds, and institutional investors in the small-cap, micro-cap, and mid-market segments. Our interdisciplinary team is well-positioned to help clients navigate the SEC’s renewed retail-fraud enforcement priorities and to develop practical, risk-based compliance strategies aligned with the current regulatory environment.
PE Industry Primed To Capitalize On Trump 401(k) Order
John Hunt was quoted in the article "PE Industry Primed To Capitalize On Trump 401(k) Order," published by Law360 [sub. req'd] on August 22, 2025. The article examines the Trump Administration’s executive order aimed at expanding retirement plan access to alternative assets, including private equity, real estate and cryptocurrency. John noted that while the order could broaden investment opportunities, it also raises liquidity and fee considerations. “401(k)s are interesting because so much money is invested through those accounts. However, liquidity is an issue — limited withdrawal rights limit an investor's ability to move assets from underperforming investments to other investments. Also, at issue are the fees and expenses, which are much higher than most retail products and sometimes not fully disclosed, and the terms and investor rights, especially when many institutional investors in the same fund or a parallel fund receive preferred terms,” he said.
Trump's 401(k) Change: What Administrators and Employees Need to Know
John Hunt was quoted in the article "Trump's 401(k) Change: What Administrators and Employees Need to Know" published by Newsweek on August 16, 2025. The article centers on President Donald Trump’s recent executive order directing the Department of Labor to explore ways for 401(k) plans to include alternative investments like private equity, real estate and cryptocurrency. The change has sparked debate over the potential for stronger returns versus increased risks and fees for retirement savers, focusing attention on what plan participants — and those benefiting from them — need to know before embracing such new investment options. "Currently, the biggest exposure is to plan fiduciaries, and the liabilities they have in deciding which investments to make available to plan participants," John said. "For both plan fiduciaries and employees, the most significant questions are understanding the risks and expenses of alternative investments, that is, how financially literate do they need to be before it is prudent for them to invest in these types of investments."

Investment Advisers, Commodity Trading Advisors & Institutional Investors

Investment Advisers, Commodity Trading Advisors & Institutional Investors