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Private Fund Regulatory Developments and Compliance Challenges 2020


Speaker(s): Emma L. Rodriguez-Ayala, Jaime Madell, James A. Capezzuto, K. Susan Grafton, Ken C. Joseph, Maurya C. Keating, Michael Neus, Nauman Malik, Philip Hinkle, Randolph A. Stuzin, Regina G. Thoele, Robyn A. Huffman
Recorded on: Jan. 30, 2020
PLI Program #: 277823

Mr. Madell is a partner in the derivatives group at Kirkland & Ellis LLP. Mr. Madell received his B.A. in Music from Columbia University in 2006 (summa cum laude, phi beta kappa), his M.M. in Music from Northwestern University School of Music in 2007 (departmental honors) and his J.D. from New York University in 2011 (cum laude). He is also a Lecturer in Law at the University of Chicago Law School. Prior to joining Kirkland & Ellis LLP, he was a Managing Director and head of derivatives legal at Guggenheim Partners.


Emma Rodriguez-Ayala is an investment management attorney, with a solutions-oriented and business-focused approach to advising clients. She leverages both in-house and private practice perspectives to assist clients their legal, regulatory, and compliance needs, including advising on complex alternative investment structuring, coordinating offerings for private funds, negotiating investments in private funds, performing legal and compliance due diligence on private funds and investment advisers, and developing compliance programs.  

Previously, she was the General Counsel and a Senior Managing Director at Mesirow Advanced Strategies, Inc., at the time, one of the largest funds-of-hedge funds managers worldwide.  She was a member of Mesirow’s Executive and Operating Committees, and served as an interested director on the boards of over a dozen of Mesirow's investment funds.  Emma began her legal career at Sidley Austin LLP’s Investment Fund, Advisers, and Derivatives practice. 

Emma speaks nationally on a variety of topics impacting the investment management industry and on issues related to the development, promotion and retention of women and people of color within corporate America.  She has been named as a Top Latino Leader by the National Diversity Council and a Business Leader of Color by Chicago United, which recognizes individuals who currently serve or are ready to serve as board directors for Fortune 1,000 companies. 

Emma is the Chicago Chapter President for the Association of Latino Professional for America, overseeing a team volunteers supporting over 6,500 members across Chicagoland.  She is a member of the Chicago board of directors of iMentor, a nationwide organization that builds mentoring relationships to empower students from low-income communities to graduate high school and succeed in college.  She is a member of the Private Directors Association.

Emma received a B.S. summa cum laude from Saint Louis University and a J.D. from the University of Chicago Law School.  She lives in Chicago’s Loop with her husband (Eric), son (Lincoln), and neurotic mini-dachshund (George).


K. Susan Grafton is a partner in the Washington, DC, and New York offices of Dechert LLP, where she leads the firm’s Broker-Dealer, Securities Trading and Markets product line. Her practice is wide ranging and includes advising clients on regulatory issues related to nearly every aspect of a broker-dealer’s sales and trading activities and financial, operations and supervisory responsibilities. She represents a variety of broker-dealers, including dually registered retail broker-dealers, institutional broker-dealers, investment banks and placement agents and equity, fixed income, and digital security alternative trading systems. She also advises private funds on broker-dealer registration questions and counsels hedge funds and other asset managers on a variety of trading and soft dollar-related issues.

Ms. Grafton has a unique combination of regulatory, in-house and law firm experience. Previously, she was Vice President and Associate General Counsel at Goldman, Sachs & Co., where she advised the Securities Division on sales and trading issues. She began her career in the Securities and Exchange Commission’s Division of Trading and Markets, working on issues spanning the net capital, margin and other financial responsibility rules to trading rules under the Securities Exchange Act of 1934, including co-authoring Regulation M and administering rules covering short sales, prospectus delivery requirements, issuer repurchases and self-tender offers.

Ms. Grafton has been ranked nationally by Chambers USA in the Broker-Dealer (Compliance) category since 2010. The most recent edition of Chambers notes that “the ‘very smart’ Susan Grafton demonstrates strength advising global broker-dealers and investment banks on a comprehensive range of regulatory matters. Her compliance expertise encompasses, among other areas, SEC, FINRA and CFTC regulations. A source says: ‘She has a wealth of experience and knows how to apply it practically to clients.’”

 


Ken C. Joseph, Esq. is a managing director and Global Leader in Duff & Phelps' Disputes Consulting practice. Ken focuses on serving clients who need informed and proven strategies to successfully navigate a broad spectrum of threats arising from investigations, compliance examinations, litigation, and crisis scenarios. Ken has a unique combination of front-line experience and expertise in U.S. securities law, regulatory compliance, and corporate governance. He served with distinction for a total of over 21 years at the U.S. Securities and Exchange Commission, including service as one of the inaugural supervisors in the Division of Enforcement's specialized Asset Management Unit, and most recently as Head of the Investment Management Examination Program in NY and NJ. He has investigated, supervised, and resolved numerous complex and high-profile cases involving a wide variety of alleged misconduct by market professionals, individuals, and by public and private entities.  Prior to joining the SEC, Ken worked in the financial services industry, as well as in academia.  He is a former Associate Dean of the largest undergraduate college within a major New York-area university.  He currently serves on the Board of Directors of the Harvard Kennedy School New York Alumni Network and the University of North Carolina School of Law Alumni Association.

Ken's extensive docket of cases and compliance examinations at the SEC included allegations and / or findings of breaches of the anti-fraud provisions, fiduciary duty, disclosure, custody and compliance requirements, as well as the anti-corruption, data privacy and cybersecurity obligations under the federal securities laws. In total, his enforcement and examination matters on behalf of the SEC resulted in the payment of over $1 billion in monetary relief to shareholders, investors and clients. He was responsible for conducting numerous parallel investigations and successful actions in conjunction with federal, state, and local law enforcement authorities. And, he led his team's response to regulatory concerns involving reinsurance products, special purpose vehicles, credit default swaps, auction rate securities, cyber-intrusions, Brexit, high-yield bonds, fee and expense allocations, undisclosed conflicts, and share class selection, among others. While at the SEC, Ken served in leadership positions on several governance committees, including the National Exam Program's Executive Committee and the Risk and Exam Process Committee, where he helped develop national and local examination initiatives and priorities. He also served on the Risk Analytics Committee and contributed to the development of technology solutions to improve his program's analytical capabilities, efficiency, and techniques used to identify actual or potential misconduct.

Ken holds a Juris Doctor degree from the University of North Carolina at Chapel Hill School of Law. He also earned B.S., MBA, and post-graduate degrees in Marketing Management and International Finance from St. John's University, New York. He is admitted to practice law in the U.S. District Court for the Southern and Eastern Districts of New York, as well as the States of New York and Connecticut. He is a frequent speaker at industry panels on matters relating to SEC enforcement and securities law compliance, governance, and risk management and has represented the SEC on several foreign technical assistance missions. Ken also has substantial experience interacting with U.S. and foreign regulators and law enforcement agencies from the state, federal, and international levels, including those from the Department of Justice, the Federal Bureau of Investigation, the United States Postal Inspection Service, the Financial Industry Regulatory Authority, the Federal Reserve, and state securities regulators.

 


Maurya Crawford Keating is an Associate Regional Director in the New York Regional Office of the U.S. Securities and Exchange Commission.  She joined the Investment Adviser/ Investment Company unit of the SEC’s Office of Compliance, Inspections and Examinations in 2018. 

Before joining the SEC, she was a Lead Director and Associate General Counsel in the National Compliance Office of AXA Equitable Life Insurance Company.  Her work for AXA Equitable included advising on a wide range of securities, insurance and investment advisory compliance, product and distribution issues, including international legal and compliance issues associated with AXA Equitable’s affiliation with AXA Group, a global financial services organization.  Maurya was also Vice President, Chief Broker-Dealer Counsel & Investment Advisor Chief Compliance Officer of AXA Advisors, LLC, a full-service broker-dealer and investment adviser.  Prior to AXA Equitable, she was an Associate General Counsel at New York Life Insurance Company and Royal Alliance Associates, Inc.

Maurya received her J.D. from St. John’s University School of Law, and her B.A. and M.A. from The Catholic University of America. She is admitted to practice as an attorney in New York state, and is on the Roll of Solicitors of the Law Society of England & Wales.


Michael C. Neus is General Counsel of ExodusPoint Capital Management, LP. Mike is also an Adjunct Professor of Law at Fordham Law School, where he teaches a course entitled “Investment Management Regulation and Compliance.”  Mike is a frequent author and lecturer on securities, compliance, hedge fund and private equity topics at industry events and for global regulators.  Mike was previously Senior Fellow with the Program on Corporate Compliance and Enforcement at New York University School of Law in 2017-2018.  From 2005 through 2016, Mike was responsible for all legal, compliance, human resource and administrative matters as Managing Partner and General Counsel of Perry Capital, LLC.  Prior to joining Perry Capital in 2005, Mike was the Chief Operating Officer and General Counsel at RHG Capital, L.P., Chief General Counsel of Andor Capital Management, L.L.C., and General Counsel of Soros Private Funds Management LLC. Mike began his professional career as an associate at the law firm Coudert Brothers, in both the Singapore and New York offices.  Mike is a Senior Fellow of the Regulatory Compliance Association and Vice Chair of the American Bar Association’s Business Law Sub-Committee on Institutional Investors. Mike is a former Director, Chairman of the Investment Advisory Subcommittee, and member of the Executive Committee of the Managed Funds Association.  Mike received his J.D. from Columbia University School of Law and his B.A. from the University of Notre Dame.


Nauman Malik is Eagle Point Credit Management’s General Counsel and Chief Compliance Officer. Nauman is primarily responsible for oversight of Eagle Point’s legal and compliance affairs and manages the compliance program of the Registered Investment Adviser.

Prior to joining Eagle Point Credit Management in June 2015, Nauman was an attorney with Dechert LLP’s Financial Services Group and focused his practice on investment advisers, private funds (including hedge funds and private equity funds), open and closed-end registered investment companies, and non-US fund distribution matters. Prior to Dechert, Nauman was General Counsel and Chief Compliance Officer of an Asia-focused alternative investment manager that managed a variety of investment strategies, including equities, real estate and managed futures, and that had operations that spanned across the United States, India and Singapore. During his 4 year tenure, Nauman was responsible for managing the legal aspects of the firm as well as the firm’s SEC-compliance program.

Nauman obtained his J.D. (cum laude) from Georgetown University Law Center and graduated Magna Cum Laude from the University of Pennsylvania’s Wharton School with a B.S. in finance, marketing and operations and information management.

 


Philip T. Hinkle provides advice to U.S. registered funds (including open-end and closed-end funds) and their investment advisers and boards on a wide range of aspects of the fund business. Mr. Hinkle has significant experience with registered funds’ use of derivatives, leverage, and alternative strategies, registered fund and investment adviser merger transactions, and a broad range of other regulatory and compliance matters and fund governance issues applicable to registered funds. Mr. Hinkle also advises private fund managers on establishing new registered fund businesses.

Mr. Hinkle is actively engaged in the firm’s global derivatives and structured products practice. He regularly works with U.S. and non-U.S. investment managers and other financial institutions in engaging in a range of derivatives and other transactions. Mr. Hinkle represents clients in negotiating derivative, repurchase agreement, cleared repurchase agreement, and other trading documentation. He also advises clients on related regulatory matters, including compliance with requirements under the Investment Company Act of 1940, requirements adopted under the Dodd–Frank Act, and other requirements under the Commodity Exchange Act. Mr. Hinkle also regularly advises clients on requirements on commodity pool operators and commodity trading advisors.

The most recent edition of Chambers USA recognized Mr. Hinkle as an “Up and Coming” lawyer for Investment Funds: Regulatory & Compliance. The directory notes that clients comment that he is “very practical, solution-oriented and highly responsive.” Mr. Hinkle was recognized as a Rising Star in the area of investment funds in the IFLR1000’s Financial and Corporate 2017 guide. In 2016, he was named a Rising Star by the Mutual Fund Industry Awards 2016, selected by the editorial staff of Fund Action and Fund Directions. He was also recognized in the 2016 edition of The Legal 500 (US) in the area of mutual/registered funds.

Mr. Hinkle serves as Co-Chair of Dechert’s LGBTQ Affinity Group and is also a member of the Firm’s Hiring Committee.

 


Randy Stuzin is a Member and General Counsel of King Street Capital Management GP, L.L.C., where he is responsible for the firm’s global legal and compliance departments.  Prior to joining King Street in March, 2014, Randy spent 14 years at Goldman, Sachs & Co. , where he was Managing Director and General Counsel of the Investment Banking Division, overseeing a team of securities, capital markets and M&A lawyers around the world, and also served as Global Head of Business Selection and Conflicts Clearance for the Equities and FICC Divisions. Randy was previously a Vice President in the Legal Department at Lehman Brothers and began his career as a corporate associate at Cravath, Swaine and Moore. Randy received a B.S. from Cornell University and a J.D. from New York University School of Law.


Regina G. Thoele is Senior Vice President of Compliance at NFA.  Her current responsibilities include overseeing the Compliance Department's exam, investigation, financial surveillance, and risk management programs; working on enforcement cases; advising Members on compliance issues; assisting NFA Member committees; participating in industry conferences; and developing and monitoring Compliance Department goals.  In addition, Ms. Thoele works with NFA’s Legal Department to develop rules and interpretive guidance, makes presentations to NFA’s Executive Committee and Board of Directors and to other outside organizations, and develops strategic plans and initiatives for NFA’s Compliance Department.  From July 1994 until March 1998, Ms. Thoele held the position of Arbitration Manager and was responsible for supervising staff and helping manage the Arbitration program.  Ms. Thoele has also served as an adjunct faculty member at the Illinois Institute of Technology, where she taught a compliance course. 

Ms. Thoele attended Indiana University and received a B.S. degree in finance.  Ms. Thoele also received her designation as a Certified Regulatory and Compliance Professional through the NASD Institute at The Wharton School, as well as her designation as a Certified Fraud Examiner through the Association of Certified Fraud Examiners. 


Robyn A. Huffman is General Counsel and Chief Compliance Officer of FCO Advisors LP and is a member of the Senior Management Team. Ms. Huffman is responsible for overseeing the compliance program and legal matters. Prior to joining the firm, Ms. Huffman was a Managing Director and Associate General Counsel at Goldman Sachs, where she spent sixteen years managing legal and regulatory matters for Goldman’s fixed income businesses in the U.S. At Goldman, she had diverse product-level responsibilities as well as regulatory and compliance duties. Prior to her tenure at Goldman, Ms. Huffman was a partner in the New York office of Orrick, Herrington & Sutcliffe LLP, where her practice focused on debt financings for state and local government capital projects, municipal asset securitizations, debt restructuring and complex project finance transactions with a municipal component. Ms. Huffman earned both her B.A. and J.D. from the University of Illinois, where she was a member of the Law Review.


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.