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Broker-Dealer and Adviser Regulatory Compliance Forum 2012

Speaker(s): Alexander C. Gavis, Clifford E. Kirsch, James A. Capezzuto, James S. Wrona, Jodi Jamison, John Polanin, Jr., Joseph E. Price, Joseph Hirsch, Robert T. Mooney, Stephanie Nicolas, Susan F. Axelrod , Windy L. Lawrence
Recorded on: Feb. 22, 2012
PLI Program #: 34320

Alexander C. Gavis is a member of the Corporate Legal Department of Fidelity Investments in Boston, Massachusetts. He handles legal affairs for Fidelity's retail and retirement financial services businesses and government relations. He is also the chief legal counsel for Fidelity's e-business initiatives.

In addition to his work at Fidelity, Mr. Gavis has extensive experience in the financial services industry, having served at the U.S. Securities and Exchange Commission and the Investment Company Institute, both in Washington, DC. His experience also includes handling mergers and acquisitions at Salomon Brothers Inc, in New York, NY.

He is frequent speaker on regulatory and legal issues and has been appointed to a number government committees. He has served as chair of the Financial Industry Regulatory Authority's E-Brokerage Committee and its Social Media Task Force. He is currently an adjunct professor of law at Suffolk University Law School, and has written a number of articles on securities and e-business law topics. In the Spring of 2000, he was appointed to the Federal Trade Commission's Advisory Committee on Online Access and Security. 

Mr. Gavis received his J.D., cum laude, from the University of Pennsylvania Law School, where he served as Editor-in-Chief of the University of Pennsylvania Law Review.  He also served as a judicial law clerk for The Honorable William T. Allen, Chancellor of the Delaware Court of Chancery for the State of Delaware.  He received his B.A., with High Honors and Phi Beta Kappa, from Swarthmore College. 

Jodi Jamison is Managing Director and Senior Counsel for The Bank of New York Mellon Corporation. As Chief Legal Officer for five of BNY Mellon's broker-dealers, Ms. Jamison provides advice and counsel to the operations and compliance staff on all legal, regulatory and compliance issues impacting the broker-dealers.  In addition, Ms. Jamison provides legal and regulatory support to other BNY Mellon lines of business, including the registered transfer agent. Ms. Jamison has been in her current position since October 2006, and before that she spent 10 years at the Securities and Exchange Commission in the Division and Enforcement and in the Office of Compliance Inspections and Examinations. She earned her law degree from Georgia State University in 1995 and her Bachelors of Business Administration in Finance from the University of Georgia in 1991.  

Joseph S. Hirsch   
Mr. Hirsch is a Branch Chief and a Senior Training Officer at the New York Regional Office of the United States Securities and Exchange Commission, an Adjunct Lecturer in Finance at Baruch College, and a Ph.D. student in Economics of Education at Columbia University. Prior to working at the SEC, Mr. Hirsch was as an Internal Auditor at Chase Manhattan Bank and an Operations Analyst at Prudential Securities Inc. Mr. Hirsch for many years was also an Adjunct Lecturer in Economics at Brooklyn College and an Adjunct Lecturer in Financial Planning at Columbia University. Mr. Hirsch has a master's degree in Economics and Education from Columbia University, a master's degree in Finance from New York University, a bachelor's degree in Economics from Brooklyn College, and his current research interests at Columbia University includes economic and financial literacy, and education and workforce preparation. Over the years, Mr. Hirsch has spoken at various industry conferences and academic institutions on topics relating to his work at the SEC and relating to his academic interests.  

James S. Wrona is Vice President and Associate General Counsel for the Financial Industry Regulatory Authority (FINRA) in Washington, DC. In this role, he is responsible for various policy initiatives, rule changes and litigation regarding the securities industry. Mr. Wrona formerly was associated with the law firm of K&L Gates LLP, where his practice focused on complex federal litigation. He also previously served as a federal law clerk for the Honorable A. Andrew Hauk of the United States District Court for the Central District of California (Los Angeles). Mr. Wrona is a frequent speaker at securities and litigation conferences and author of numerous law review articles, including The Best of Both Worlds: A Fact-Based Analysis of the Legal Obligations of Investment Advisers and Broker-Dealers and a Framework for Enhanced Investor Protection, 68 BUS. LAW. 1 (Nov. 2012); The Securities Industry and the Internet: A Suitable Match?, 2001 COLUM. BUS. L. REV. 601 (2001).

John Polanin, Jr. is Executive Director and Head of Compliance for the Americas at Macquarie Group based in New York City. Before joining Macquarie, John was Global Head of Legal & Compliance Policy for UBS AG. Previously, John worked as Head of Compliance for UBS Wealth Management Americas, Head of Compliance for the Americas at UBS Investment Bank, Managing Attorney for equities at UBS Warburg, and Deputy General Counsel for equity capital markets, transaction services and research at PaineWebber Incorporated. John was in private law practice and served as a Branch Chief in the SEC Division of Trading & Markets, before holding positions as Assistant General Counsel for equities, research and information barriers at Credit Suisse First Boston and Chief Compliance Officer at SG Cowen Securities Corporation prior to joining PaineWebber in 1999.

John graduated from Harvard University in 1980 and Catholic University School of Law in 1983 and received a Master of Laws degree in Securities Regulation from Georgetown University Law Center in 1990. John is admitted to the bar in Maryland (1983) and D.C. (1984). John is also the author of "The Finder's Exception from Federal Broker-Dealer Regulation," published in Volume 40 of the Catholic University Law Review in 1991.

John is an active member and co-chair of the Compliance and Regulatory Policy Committee of the Securities Industry and Financial Markets Association. John is a former member of the NYSE Compliance Advisory Group and the Executive Committee of the Law and Compliance Division of the Futures Industry Association.

WINDY L. LAWRENCE  is Chief Compliance Officer, Senior Vice President and Counsel at AXA Distributors, LLC, an affiliate broker-dealer of AXA Equitable Life Insurance Company (AXA Equitable). She earned her Juris Doctor from Duke University School of Law and Bachelor of Arts from Wellesley College. Ms. Lawrence is admitted to practice law in New York and is a general securities registered principal.

In her capacity as Chief Compliance Officer, she leads the AXA Distributors Compliance Department, and is primarily responsible for ensuring the continuous compliance by AXA Distributors with all federal and state securities and insurance regulations. Ms. Lawrence also leads the Advertising Compliance Department, which supports AXA Equitable and all of its affiliated broker-dealers.  As head of Advertising Compliance, she is responsible for the regulatory and legal review of all corporate public communication, social media, advertising, direct marketing and product training.  She also represents AXA Equitable on advertising-related insurance industry efforts and regulatory rule-making initiatives.

Ms. Lawrence joined AXA Equitable's law department in 2004, as counsel in the Corporate, Tax and Investment practice group, specializing in securities regulations, transactional and general corporate matters. Immediately prior to joining AXA Equitable, Ms. Lawrence practiced as a corporate associate at Hughes Hubbard & Reed LLP, as a member of the firm's Mergers & Acquisitions and Capital Markets groups.

Ms. Lawrence serves on the advisory board of directors of InMotion, a 501(c)(3) non-profit organization, which provides pro-bono legal services to economically disadvantaged women in the New York City area. Ms. Lawrence is a member of the Executive Leadership Council, a 501(c)(6) non-profit leadership organization comprised of senior level African-American executives in Fortune 500 companies.

In 2008, Ms. Lawrence received the 40 Under Forty Achievement Award by The Network Journal, a monthly print and online business magazine for African-American professionals and business owners.

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.


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

Susan F. Axelrod is Chief Supervisory Officer for Merrill Lynch Wealth Management. In this capacity, she oversees supervisory risk culture, driving shared accountability for end-to-end supervision at all levels of leadership. She also is a key leader in activities that focus on regulatory, financial and reputational risk.

Before joining Merrill Lynch, Susan was Executive Vice President of Regulatory Operations at FINRA. In that capacity, she oversaw the Office of Fraud Detection and Market Intelligence and Member Regulation.

Previously, Susan was the FINRA Executive Vice President and head of Member Regulation—Sales Practice, with responsibility for ongoing surveillance and examinations, both routine and investigative, of FINRA-regulated securities firms. She moved into that role from Senior Vice President and Deputy of Regulatory Operations, where her responsibilities included assisting in the oversight of the Market Regulation, Enforcement and Member Regulation functions at FINRA. She also played a key role in the integration of NASD and NYSE Member Regulation.

Prior to joining FINRA in 2007, Susan was Chief of Staff to the CEO of NYSE Regulation for three years. In this position, her responsibilities included overseeing operations on a day-to-day basis and acting as a liaison with various business areas including finance, human resources, government relations and communications.

Susan joined the NYSE in 1989 as a Staff Attorney in the division of enforcement and became an Enforcement Director in 1997. Among the cases she handled were those involving specialist and floor broker misconduct, insider trading, upstairs trading, sales practice violations, and financial and operational compliance issues. She received her J.D. from the Hofstra University School of Law in 1989 and her B.A. from Emory University in 1986.

Susan is also a member of the board for Volunteers of America for the Greater New York Area, and her expertise is frequently featured in both television and print. She is married with two children and resides in New York City.

Stephanie Nicolas is a Partner in WilmerHale’s Securities Department, and a member of the Broker-Dealer Compliance and Regulation Group.  Ms. Nicolas has extensive experience handling a broad range of broker-dealer regulatory and enforcement issues and conducting internal reviews and compliance audits.  She works with major investment banking firms and other financial institutions to develop policies and procedures for a range of broker-dealer activities and issues, including conflicts of interest and information barriers, regulatory reporting and technology, firm-wide supervision, capital markets, research, trading, and sales practice issues.  Ms. Nicolas received her JD, magna cum laude, Order of the Coif, from Georgetown University Law Center, 1999, and her BA from Brown University, 1994.

James Capezzuto is the chief compliance officer for Oppenheimer Asset Management and its affiliated advisers. Previously, Mr. Capezzuto was an associate regional director at the Securities and Exchange Commission, responsible for the New York regional investment adviser and investment company exam programs. He has also served as a chief compliance officer at New York Life Investors,  US counsel and chief compliance officer at Aberdeen Asset Management, senior counsel at UBS Global Asset Management, chief compliance officer at Banc of America Alternative Strategies and senior counsel at Deutsche Bank/Morgan Grenfell Asset Management. Mr. Capezzuto received his JD from New York Law School and his BA in English from the University at Buffalo. He has over 25 years of legal and compliance experience in the asset management industry.

Joseph E. Price is the Senior Vice President, Corporate Financing/Advertising Regulation at FINRA. The FINRA Corporate Financing Department regulates capital-raising activities of broker/dealers; including equity, debt, REIT, closed-end fund and limited partnership offerings. The FINRA Advertising Regulation Department regulates broker/dealer sales materials, mutual fund advertisements and other communication with the public. Joe previously worked in various capacities at the Securities and Exchange Commission (SEC). He was an Assistant General Counsel and a Special Counsel in the Office of General Counsel and he was the Deputy Chief of the Office of Disclosure and Investment Adviser Regulation in the Division of Investment Management. Prior to working at the SEC, he was a litigator in the Bureau of Competition at the Federal Trade Commission. Joe also worked as a Compliance Investigator at the Coffee, Sugar and Cocoa Exchange. He was an Adjunct Professor at Georgetown University Law Center from 1994 to 2003, where he taught "Current Issues in Securities Regulation" and "Disclosure under the Federal Securities Laws." He was an Economics major at the University of Wisconsin and received his law degree from Fordham University.