Overview

Jennifer Connors is a New York financial services attorney who represents broker-dealers, alternative trading systems (ATSs), financial technology (FinTech) companies and other market participants on securities law and market regulation matters. Ms. Connors' practice has a particular emphasis on broker-dealer regulation and compliance issues, trading rules, issues regarding ATSs, electronic trading, cybersecurity, sales practices and anti-money laundering (AML) rules. She also advises FinTech companies and fund management clients with respect to broker-dealer regulation issues, as well as securities offerings and private placements.

In addition, Ms. Connors regularly counsels clients on U.S. Securities and Exchange Commission (SEC) and Financial Industry Regulatory Authority (FINRA) inquiries and examinations, and continuing membership applications (CMAs). She also handles aspects of regulatory examinations and authorizations administered by select non-U.S. regulators, including the United Kingdom Financial Conduct Authority and the Securities and Futures Commission of Hong Kong.

Ms. Connors has more than 20 years of experience in legal and compliance roles at both global financial services firms and innovative FinTech companies. In these roles, she developed comprehensive written supervisory procedures (WSPs) and training programs for brokerage personnel, and served as a key liaison with financial industry regulators. In addition, Ms. Connors has drafted and negotiated vendor agreements, technology license agreements and electronic-access and trading agreements within the context of a FinTech  startup.

Prior to joining Holland & Knight, Ms. Connors was a New York financial services attorney for an international law firm.

Experience

  • Advise with respect to the spinoff and sale of various brokerage units by global financial services firms, including with respect to due diligence, regulatory approvals and supervisory issues
  • Advise clients, including crowdfunding intermediaries, on broker-dealer status issues, including with respect to arrangements with "finders," compliance with Exchange Act Rule 3a4-1 and state broker-dealer registration requirements
  • Advise intermediaries and service providers with respect to broker-dealer, alternative trading systems (ATS) or exchange registration requirements in connection with digital asset offerings and secondary trading
  • Draft and negotiate correspondent clearing agreements, prime brokerage agreements and institutional account documentation
  • Draft and negotiate vendor outsourcing agreements with respect to infrastructure, data and other services
  • Draft and negotiate software license agreements with respect to electronic trading of securities and futures products
  • Advise fund managers and dealer managers with respect to fund distribution and custody arrangements
  • Provide advice to domestic and foreign broker-dealers on the application of the U.S. securities laws to cross-border business, including to outsourcing arrangements, transactions with affiliates and Exchange Act Rule 15a-6
  • Provide regulatory advice on transactions (e.g., mergers and acquisitions) involving regulated entities, including with respect to Financial Industry Regulatory Authority (FINRA) continuing membership applications (CMAs), state and foreign regulatory approvals

  • Provide regulatory advice to trading firms regarding compliance with self-regulatory organizations (SRO) trading-related rules, including best execution requirements, market-making, market access, short selling, trading ahead and interpositioning, trade reporting, books and records, account opening and order audit trail system (OATS) reporting
  • Prepare broker-dealers for regulatory examinations regarding finance and operations (FINOP), and trading and financial compliance examinations (TFCE)
  • Provide advice with respect to broker-dealer net capital, customer protection rule and margin requirements, and assist clients with required regulatory notices of net capital withdrawals and deficiencies
  • Provide regulatory advice to broker-dealer trading firms and others in connection with matters arising under Regulation NMS, including Rules 611, 605 and 606; Regulation SHO, including order marking, locates, threshold securities and close-outs; Rule 10b-10 confirmations and U.S. Securities and Exchange Commission (SEC) large trader reporting
  • Respond and advise with respect to regulatory inquiries and enforcement matters before Financial Industry Regulatory Authority (FINRA) and the SEC, including Wells submissions
  • Provide advice to alternative trading systems (ATSs) and other market participants regarding the application of, and regulatory issues arising under, Regulation ATS and assisting  in connection with required Form ATS  filings
  • Provide advice with respect to options trading regarding applicable SRO rule compliance, including participation in automated exchange auctions, exercise allocations and position limits
  • Develop comprehensive policy and written supervisory procedures to address market access rule (SEC Rule 15c3-5) requirements for equities and fixed income trading desks
  • Draft compliance manuals, written supervisory procedures, expense sharing agreements, employee trading procedures, electronic communications policies, business continuity plans and codes of conduct for global financial services firms
  • Conduct anti-money laundering (AML) audits for clients and assist them in developing AML compliance programs
  • Conduct independent audit and testing functions and draft applicable annual reports to CEOs required in connection with FINRA Rules 3120 and 3130
  • Provide advice regarding soft-dollar arrangements, revenue-sharing agreements and commission recapture/directed brokerage transactions

Credentials

Education
  • Fordham University School of Law, J.D.
  • State University of New York at Albany, B.A., English, summa cum laude
Bar Admissions/Licenses
  • Connecticut
  • New York
Court Admissions
  • Supreme Court of the State of New York, First Judicial Department
Memberships
  • Securities Industry and Financial Markets Association (SIFMA), previously  Securities Industry Association (SIA), Compliance and Legal Society, 1995-Present
  • SIFMA, Compliance and Regulatory Policy Committee, 2011-2012
  • SIFMA, Cross-Border Wealth Management Advisory Group, Co-Chair, 2011-2012
  • Financial Industry Regulatory Authority (FINRA), e-Brokerage Committee, 2010-2012
  • National Association of Securities Dealers (NASD), District 10 Advisory Committee, 2002-2005; Chair, 2004; Vice Chair, 2003
  • Pajama Program, Board of Directors, 2017-Present
  • Fordham Urban Law Journal
Honors & Awards

Publications

Speaking Engagements

News