Brynn Rail is a partner in the asset management group and leads Ropes & Gray’s broker-dealer team. Ranked nationwide by Chambers Global for Broker-Dealer Compliance, Brynn focuses her practice on advising a wide range of market participants on broker-dealer matters. She represents broker-dealers on various regulatory and securities law issues, including SEC registration and FINRA membership, Exchange Act and FINRA Rule compliance, and regulatory inspections and FINRA and SEC examinations and enforcement matters. In addition, Brynn has been active in the asset management space for more than two decades, advising clients on mergers, acquisitions, and other transactions involving broker-dealers.
Clients have described Brynn to Chambers as “one of the best FINRA lawyers we have come across,” “a tremendous attorney who is responsive and innovative and provides her advice in a straightforward, easy-to-understand and common sense manner,” and “very effective because of her deep understanding of the law and ability to tailor it to our circumstances.” She is “always accessible,” “has a good understanding of what market practice is,” and “[is] able to provide legal advice that correlates to risk tolerance.”
Experience
- Advises broker-dealers on broad range of Exchange Act and FINRA Rule compliance matters, including, supervision, sales literature, product distribution, reporting, net capital, customer protection, and trading matters.
- Counsels clients on formation, registration, and expansion of broker-dealers.
- Advises asset management firms regarding exemptions from broker-dealer registration.
- Represents broker-dealers on SEC and FINRA examinations and enforcement matters.
- Advises clients on mergers and acquisitions involving broker-dealers and investments in broker-dealers. Representative matters include:
- Charlesbank Capital Partners and Lido Advisors, LLC, an independent registered investment adviser and portfolio company of Charlesbank, on their completion of a strategic investment from funds managed by HPS Investment Partners, LLC.
- Commonwealth Financial Network, the largest independently owned wealth management firm in the country, in a definitive sales agreement to LPL Financial Holdings Inc.
- Bain Capital in its $4.5 billion take-private acquisition of Envestnet, a provider of integrated technology, intelligent data and wealth solutions.
- Dragoneer Investment Group and SkyKnight Capital, L.P. in their majority investment in Simplicity Group Holdings, Inc.
- Lee Equity Partners and its portfolio company Atria Wealth Solutions, a wealth management solutions holding company and operator of a network of independent broker-dealers, in its sale to LPL Financial.
- TPG Inc. on broker-dealer regulatory matters in connection with its acquisition of Angelo Gordon, a $73 billion alternative investment firm focused on credit and real estate investing.
- LPL Financial on its joint acquisition with Macquarie of Waddell & Reed and carve-out acquisition of the wealth management business of Waddell & Reed; its acquisition of Lucia Securities, a broker-dealer and registered investment adviser with approximately $1.5 billion in AUM; its acquisition of Allen & Company, a broker-dealer and registered investment adviser with approximately $3 billion in client AUM; and its acquisition of the independent broker-dealer network of National Planning Holdings.
- iCapital Network in its acquisitions of Axio Finance, a leading end-to-end service provider to the U.S. structured notes market, and the Artivest platform and operating business, which provides for access to investments in alternatives.