Regulatory Compliance Association Reviews

Pay-to-Play Regulation & Compliance

Date: October 24, 2019
General Session: 12 Noon to 1:30 PM EST
Location: Webcast (Free)

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The Pay-to-Play Regulation and Compliance landscape continues to become more complex and treacherous. The Speaking Faculty comprises seminal experts within the field. This course will provide a comprehensive overview of the federal and state pay-to-play regulatory framework.

Additionally, the Speaking Faculty will deliver a detailed examination of the two forms of pay-to-play regulation:

1.     Strict liability, where a political contribution automatically disqualifies a firm from contracting with the public entity (i.e., SEC Rule 206(4)-5, MSRB Rule G-37, CFTC Rule 23.451, FINRA Rule 2030, and similar state and local laws).
2.     Fraud provisions (e.g., federal honest services fraud) which may trigger a criminal prosecution against the person or firm for proffering the contribution.

The Faculty will provide a complete discussion and analysis regarding the intricate legal mechanics, latest developments, and best practices.


By the end of the session, participants will be able to:

  • Define the types of laws and rules that regulate pay-to-play
  • Define fraud/conflict of interests-based pay-to-play laws
    • Define the relevant federal, state, and local fraud/conflict of interest laws and rules
    • Recognize the areas of conduct and types of arrangements that create heightened risk under fraud/conflict of interests-based pay-to-play laws
    • Identify compliance strategies, systems, and best practices to ensure compliance with these laws
  • Define strict liability pay-to-play laws
    • Define the SEC’s objectives in adopting and enforcing the pay-to-play rule
    • Learn key components of SEC Rule 206(4)-5 for investment advisers
      • Apply relevant definitions under the Rule including what constitutes a covered contribution
      • Recognize opportunities for relief under the Rule from SEC orders
      • Identify results of recent litigation regarding the rule
      • Recognize the risks of an improper contribution by a covered person
      • Apply recently effective restrictions on use of placement agents
    • Identify other federal pay-to-play rules (MSRB Rule G-37 for broker-dealers that underwrite municipal bonds and municipal advisors, CFTC Rule 23.451 for swap dealers, and FINRA Rule 2030 for broker-dealer placement agents)
    • Identify state and local pay-to-play laws and their intersection with above federal pay-to-play rules
    • Identify methods for compliance, monitoring, and testing of political contributions and activity to comply with the patchwork of strict liability pay-to-play laws

Session Chairman:

Walter Zebrowski, JD, CPA, Principal, Hedgemony Partners
Chairman, Regulatory Compliance Association

Senior Fellow from Practice:

Ki Hong, Partner, Skadden, Arps, Slate, Meagher, & Flom

Guest Faculty:

Tyler Rosen, Counsel, Skadden, Arps, Slate, Meagher, & Flom

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