Fridman Fels & Soto, PLLC’s Securities Litigation and Enforcement Practice lawyers represent individuals and entities in civil and criminal proceedings in state and federal courts across the United States, as well as in administrative proceedings and investigations by U.S. regulatory authorities and self-regulatory organizations (“SROs”). 

Securities Enforcement and Regulatory Matters

The breadth of regulatory scrutiny and enforcement in securities regulation has increased in recent years, particularly in the crypto currency space, but also in other emerging areas such as Environmental, Social, and Governance (“ESG”) disclosures and investments. Our firm has experience handling matters before the regulatory agencies and SROs that clients operating in the securities, commodities, and financial industries regularly face. 

These include enforcement actions and investigations brought by the Securities & Exchange Commission (“SEC”), Commodities Futures Trading Commission (“CFTC”), Federal Trade Commission (“FTC”), Florida’s Department of Business and Professional Regulation, and Florida’s Office of Financial Regulation (“OFR”), among others. While the cases brought by these regulators are civil in nature, they are serious. Regulators have the power to claw back executive compensation and bonuses, and seek disgorgement, monetary penalties, debarment and suspension, suspension of trading, and other potentially career and company ending remedies.

The firm also handles inquiries and investigation brought by SROs with oversight authority over brokers, dealers, registered investment advisors, registered representatives, associated individuals, and other professional in the securities, commodities, and financial industries. The SROs are private organizations such as the Financial Industry Regulatory Authority (“FINRA”), the National Securities Exchanges, National Clearing Agencies, and the National Futures Association (“NFA”), among others. While the SROs are private, they have the authority to investigate, fine, and debar industry professionals or refer violations to regulators and law enforcement officials. Our lawyers regularly represent individuals and entities facing inquiries, investigations and charges brought by these regulators or their SROs, such as:

• Market manipulation schemes—sometimes called a “10b-5 scheme”—involving the deliberate attempt to artificially impact the price or volume of a security, such as wash trading, pump and dump schemes, spoofing, trading at the close, and pooled trading, to name a few;  
• Making materially misleading statements to investors in connection with the offer or sale of a security; 
• Falsifying company books and records or engaging in accounting or auditing fraud;
• Using Material Non-Public Information, also known as Insider Trading or Tipping; 
• Promoting the buying or selling of a security or commodity without disclosing beneficial ownership of the security or compensation by the issuer of the security;
• Offering or selling unregistered securities without the required exemption;
• Offering or selling securities without a license or registration;
• Fraudulent offer or sale of crypto-currency; and 
• Fraudulent Forex (FX) market trading. 

The lawyers in our Securities Litigation and Enforcement Practice frequently appear before the SEC, CFTC, self-regulatory organizations, and state oversight commissions representing clients in civil investigations and administrative proceedings dealing with these issues. Because of our background in government and the frequency with which we deal with these regulators and entities, we bring credibility and expertise to every case. And the regulators we deal with know our background—that, if necessary, we have the experience to vigorously defend our clients at trial. When clients need help navigating inquiries, investigations, subpoenas for documents or testimony, or responding to Wells Notices issued by these agencies or SROs, they turn to us.

Criminal Investigations and Enforcement

Violations of the securities laws can be prosecuted both by the SEC in civil enforcement actions under the Securities Act of 1933 and the Securities Exchange Act of 1934, among other federal statutes, and separately as criminal violations by the U.S. Attorney’s Office and the Department of Justice under Title 18, United States Code, Section 1348 (securities fraud), or as mail or wire fraud under Title 18, United States Code, Sections 1341 and 1343, respectively. The Firm’s Securities Practice Group boasts a formidable group of lawyers who held senior positions with the U.S. Attorney’s Office, DOJ, and the SEC, and are uniquely qualified to handle criminal and civil enforcement actions involving financial crimes, including parallel investigations brought by DOJ and regulators at once. 

Securities Litigation

The Securities Practice Group also defends executives and companies against shareholder litigation in federal and state courts and in matters brought before arbitration panels. We help issuers successfully navigate the myriad causes of action that often arise from earnings calls and disclosures, restatements, and other such material developments. We also have experience handling litigation involving underwriters in litigation alleging liability for misstatements and omissions in registration statements and prospectuses, as well as individual board members and executive officers targeted in securities-related suits and enforcement actions. 

Our clients benefit from the considerable experience our practice group leaders have gained at all stages of the litigation process, including motions to dismiss, summary judgment, settlements, and trials, as well as before domestic and international investment arbitration bodies. 

At the start of each new engagement, we develop a comprehensive strategic plan to manage client risk and exposure, and tailor this strategy to the unique facts of the case. We draw on our experience as trial lawyers and our knowledge of the securities laws to develop an effective plan for each client.