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Fundamentals of Mutual Funds 2010


Speaker(s): Allan J. Oster, Bibb L. Strench, Clifford E. Kirsch, Eric D. Roiter, Gregory N. Bressler, Laurin Blumenthal Kleiman, Lori A. Martin, Mary Joan Hoene, Robert G Zack, Thomas R. Smith
Recorded on: Jun. 9, 2010
PLI Program #: 22734

Allan J. Oster is Vice President and Associate General Counsel at Nationwide Funds Group, where he focuses primarily on mutual fund product, disclosure and distribution issues. He joined the NFG Legal Department in January 2005. From 1999 through 2004, Mr. Oster was a Director in the Legal Advisory Department of Merrill Lynch Investment Managers, where he specialized in investment management products, including mutual funds, Section 529 programs and separately managed investment advisory accounts, and their distribution.  Prior to that he was an associate at Drinker Biddle & Reath LLP from 1996-1999 and Senior Counsel with the U.S. Securities and Exchange Commission from 1991-1996. Mr. Oster graduated from Boston University School of Law (J.D., cum laude) in 1988 and from Brandeis University (B.A., cum laude) in 1985.


Robert G. Zack is Executive Vice President and General Counsel of OppenheimerFunds, Inc., directing the firm's legal department. He has been associated with OppenheimerFunds for over 28 years. Prior to becoming General Counsel, his responsibilities at OppenheimerFunds included oversight of advertising compliance, registration statements, portfolio securities matters, human resources legal matters, compliance training, litigation management and legislative affairs. He is a member of the Investment Company Institute's Rules Committee, the FINRA Investment Companies Committee and previously chaired and was a member of SIFMA's Investment Companies Committee. Prior to joining OppenheimerFunds, he was an attorney in private practice with law firms in New York City. He received his B.A. from Yale University and his J.D. from the University of Virginia School of Law.


ERIC D. ROITER

Mr. Roiter is presently  a lecturer on law at Boston University School of Law and Boston College Law School. From 1997 to June 2008, Mr. Roiter served as Senior Vice President and General Counsel of Fidelity Management & Research Company (FMR Co.), headquartered in Boston, Massachusetts, the investment adviser arm of Fidelity Investments, the nation’s largest mutual fund group. As General Counsel, Mr. Roiter was responsible for supervising and providing legal advice and representation for all aspects of Fidelity’s mutual fund business. 

From 1985 to 1997, Mr. Roiter was a corporate partner with Debevoise & Plimpton, resident in its Washington, D.C. office, specializing in securities and financial services law.  Prior to joining Debevoise & Plimpton as an associate in 1981, Mr. Roiter was with the U.S. Securities and Exchange Commission in Washington, D.C., serving in various legal positions, including Assistant General Counsel from 1979 to 1981.

Mr. Roiter received a J.D. degree in 1973 and an LLM (specializing in securities laws) in 1981  from Georgetown University Law Center. He received his undergraduate degree from the University of Rhode Island (1970) where he was elected to the Phi Kappa Phi honor society.
 


Overview

Bibb Strench is a partner in the Corporate Transactions & Securities practice group. He focuses on exchange-traded funds (ETFs), closed-end funds, mutual funds and investment advisers. He leads the firm’s award winning ETF practice, representing ETF issuers, ETF platforms and independent trustees of ETF issuers. 

Bibb provides advice on regulatory, compliance, entity formation, auditor independence, corporate governance and other issues related to the operation of the aforementioned businesses. He has experience with unique fund structures including funds with alternative investment strategies, faith-based restrictions and multi-tier levels.

Bibb began his career as a staff attorney in the Division of Investment Management of the U.S. Securities and Exchange Commission, where he witness the granting of the first ETF exemptive order. He has argued 1940 Act issues in federal and state courts, including the landmark mutual fund independent director case, Yacktman v. Carson, et al, and participated in the development of the Uniform Statutory Trust Entity Act.


Cliff Kirsch began his career at the U.S. Securities and Exchange Commission (SEC), became chief legal officer for one of the country’s largest dually- registered broker-dealer/advisers and then joined Sutherland (now Eversheds Sutherland) in 2006. He relies on his regulatory and in- house background and an up-to-date knowledge of regulatory developments to provide practical and innovative counsel to broker-dealers and investment advisers in the areas of securities regulation and compliance.

With more than 25 years of experience, Cliff regularly counsels clients on the design and distribution of investment products including wrap-fee programs and other advisory products, mutual funds, bank collective investment funds and insurance products. He also focuses on issues related to the design and implementation of compliance programs at financial services firms.

While at the SEC, Cliff received the Manuel F. Cohen Award, which recognizes younger lawyers who have displayed outstanding legal ability, integrity and judgment and he served as assistant director of the SEC's Division of Investment Management.

Cliff is a frequent speaker at industry conferences, and is the author and editor of two of the leading treatises in the broker-dealer and adviser arena: Broker-Dealer Regulation and Investment Adviser Regulation (published by the Practising Law Institute).

Cliff is also co-founder of the Julia Anne Kirsch Foundation, which seeks to serve the needs of disabled individuals and their families.

Experience

Eversheds Sutherland counsels a coalition of major life insurance companies on evolving state and federal regulations and other legal developments.

Eversheds Sutherland represents a coalition of major life insurance companies, which collectively account for more than 80% of the annuity business in the United States, in their efforts to affect the direction and details of various SEC, FINRA, CFTC, NAIC and state rule proposals and initiatives.

Eversheds Sutherland serves as outside counsel on broker-dealer and adviser regulatory issues for one of the largest independent broker-dealer networks in the country.  Eversheds Sutherland serves as regular primary outside counsel on broker-dealer and adviser regulatory issues for one of the largest independent broker-dealer networks in the country.

Eversheds Sutherland represents coalition of collective trust fund sponsors, advisers and other service providers.

Eversheds Sutherland serves as counsel to the Coalition of Collective Trust Funds. Among other things, Sutherland monitors and reports on legal and regulatory matters affecting collective trust funds.

Professional Activities

Member, New York City Bar Association

Faculty, FINRA Compliance Institute at The Wharton School of the University of Pennsylvania

Former Chair, FINRA Variable Products Committee

Former Board Member, National Society of Compliance Professionals


Gregory N. Bressler serves as General Counsel of SunAmerica Asset Management, LLC and Chief Counsel for AIG Financial Distributors.  Before joining SunAmerica in 2005, Mr. Bressler served as Director of U.S. Asset Management Compliance for Goldman Sachs Asset Management, L.P. and Deputy General Counsel for Credit Suisse Asset Management, LLC.  He began his legal career with Werner & Kennedy before joining Swidler Berlin Shereff Friedman, LLP.

Mr. Bressler has spoken at conferences in the financial services areas, including topics relating to private funds, registered investment companies, investment advisers and broker-dealers.  He has also written articles concerning these topics, including articles published in The Investment Lawyer and The Review of Securities & Commodities Regulation

Mr. Bressler is a graduate of State University of New York at Binghamton, B.S., magna cum laude, and Vanderbilt University School of Law, J.D., where he served as Managing Associate Justice of the Moot Court Board and today serves on the Board of Advisors.


Laurin Blumenthal Kleiman is a co-leader of Sidley’s Investment Funds Global Practice Group. She advises a wide range of domestic and international investment funds and managers on regulatory, compliance and enforcement issues. Laurie is a frequent speaker on investment manager and fund regulation and compliance as well as on issues relating to the advancement of women in law.

Strong advocacy on behalf of her clients has earned Laurie acknowledgment in numerous industry publications, including Chambers USA, The Legal 500 and U.S. News & World Report. She is recognized in the area of Mutual Funds Law by The Best Lawyers in America®, with sources telling the publication: “Ms. Kleiman has been extremely professional and knowledgeable in her service to our firm. We trust her advice explicitly” and “[Laurie] is a true expert in her area, and remarkably commercial and practical.” Laurie was named to Crain’s New York Business’ inaugural “Leading Women Lawyers in New York City” list, where she was lauded as being among the 100 “trailblazing women” who have “found multiple paths to excellence” and have displayed “fierce determination, passion for the law, keen intelligence, and inspiring achievement.” Laurie also was named one of the “50 Leading Women in Hedge Funds” by the Hedge Fund Journal.

Laurie is an active proponent of advancement of women in the legal profession. She is a member and former firmwide co-chair of Sidley’s Committee on Retention and Promotion of Women, which oversees the SidleyWomen initiative. Sidley has been recognized repeatedly for its groundbreaking women’s initiatives, including by Working Mother Magazine’s “50 Best Law Firms for Women, by the Women in Law Empowerment Forum (WILEF), and by Chambers’ with its “Most Inclusive Firm for Minority Women Lawyers” and “Outstanding Firm in Advancing Gender Diversity and Inclusion” honors. Laurie is a frequent speaker on diversity issues, is a member of the WILEF advisory board and was named “2016 Gender Diversity Lawyer of the Year” by Chambers. Laurie is also a member of the Managed Funds Association’s Outside Counsel Forum, the Vanderbilt University Law School Board of Advisors and the board of trustees of the Adaptive Sports Foundation.

Education

  • Vanderbilt University Law School (J.D., Editor, Vanderbilt Law Review)
  • Vanderbilt University (B.A., English and Psychology)


Lori A. Martin is partner in the Securities and Litigation/Controversy departments of WilmerHale, where she is resident in the New York office. She handles regulatory proceedings and litigation on behalf of investment advisers, open and closed-end investment companies, hedge funds, and broker dealers offering investment advisory services. She was selected as the “Mutual Funds Law Lawyer of the Year” in the New York area by The Best Lawyers in America® in 2014 and 2020. Prior to joining WilmerHale, she was First Vice President and Assistant General Counsel of Merrill Lynch Investment Managers.

Her publications include: “Litigation Under the Investment Company Act of 1940,” Vol. 2, Chapter 26 Mutual Fund Regulation (Practicing Law Institute, 2017) (Clifford E. Kirsch, ed.); “Supreme Court Endorses Gartenberg, But It's Not the Same Old Standard,” WilmerHale Client Alert (April 5, 2010) (with Matthew A. Chambers); “Enforcement Trends and Themes,” Investment Management Institute (Practicing Law Institute, 2007-2019); “State Regulators and the Mutual Fund Industry,” 39 The Review o/Securities & Commodities Regulation 219 (Nov. 15, 2006) (with Cristina Alger); and “Emails and the Recordkeeping Obligations of Investment Advisers,” 12 The Investment Lawyer 16 (February 2005).

Ms. Martin's recent speeches include: "Investment Management: Enforcement and Litigation Trends," panel presentation at the Investment Management Institute 2019 conference, sponsored by the Practising Law Institute (New York, New York) (March 22, 2019) ; “Excessive Fee Litigation, Contract Renewal and Share Class Developments,” panel presentation at the PLI Basics of Mutual Funds and Other Registered Investment Companies 2018 conference (New York, New York) (May 14, 2018); “Investment Management:  Enforcement and Litigation Trends,” panel presentation at the PLI Investment Management Institute 2018 conference (New York, New York) (April 30, 2018); “Key Legal and Regulatory Issues:  Asset Management,” panel presentation at the SIFMA Compliance & Legal Regional Seminar (Boston, Massachusetts) (June 7, 2017); and “Valuation Issues, SEC Examinations & Enforcement Actions,” panel presentation on a webinar co-sponsored by Deloitte & WilmerHale (June 19, 2013).

Ms. Martin graduated with honors from the University of Chicago School of Law in 1988, where she was a member of the University of Chicago Law Review. She graduated with honors from Wellesley College in 1985.


Ms. Hoene is a recognized securities and investment management attorney with diverse experience in the financial services industry, and particular expertise with the Investment Company and Investment Advisers Acts of 1940. She works with fund sponsors, investment advisers, broker-dealers, commodity trading advisors, ETFs, registered and private funds, banks, insurance companies and the independent directors of investment companies.

She has held senior positions with several financial service institutions, including acting as Independent Fund Chief Compliance Officer at Bank of America, where she was responsible for establishing and defining the fund compliance program for mutual fund families aggregating more than $200 billion in assets, following the bank’s merger with FleetBoston Financial Corp.

Ms. Hoene also served as the first Deputy Director of the Securities and Exchange Commission’s Division of Investment Management, managing the disclosure, chief counsel, investment adviser and EDGAR pilot programs, and coordinating policy positions in legislative, self-regulatory and state matters, inspection and enforcement, and overall Division policy.

Practice Areas

Securities
Corporate
Financial Institutions Regulatory and Enforcement

Education

  • B.A., 1970 Seattle University (English)
  • J.D., 1975 University of Notre Dame School of Law