Securities & Investment Management


The Law Firm of C. Richard Ropka, LLC’s Investment Management practice includes representation of open-end mutual funds and their sponsors, investment advisors, underwriters, administrators, and independent trustees/directors. We counsel these clients on various SEC issues including regulatory compliance, audits and enforcement matters. Our representation also includes preparation of registration statement, private offering materials, proxy statements, and tax opinions.

We counsel clients on general disclosure and reporting obligations under the Securities Exchange Act of 1934, sales of securities under the Securities Act of 1933 and the management of assets under the Investment Company Act of 1940. We continually monitor developments and compliance practices related to corporate governance, and advise audit committees and other board committees on their duties and responsibilities under the Sarbanes-Oxley Act of 2002 and other securities laws.

Drawing on our collective knowledge and experience in the Corporate Finance and Securities, ERISA and Tax areas, the foundation of the firm’s investment management practice is its ability to advise and assist in all facets of a fund’s legal operations.

On a regular basis our Investment Management Group:

  • Manages the Annual Update process, including scheduling, organizing and preparing documents for and directing the process.
  • Drafts, reviews and files registration materials for its clients.
  • Prepares and reviews board memos and other board materials, and attends board meetings.
  • Prepares tax opinions for fund restructurings and reorganizations.
  • Assists clients in responding to the changing investment management environment.
  • Assists fund clients, CCOs and boards to address crucial issues that arise in implementing and testing compliance policies and procedures adopted under the new SEC rules.
  • Drafts disclosure, including those required under the new corporate governance, transparency and portfolio management initiatives.
  • Forms, registers, reorganizes, and represents investment companies, hedge funds, investment advisers and counsel clients on related business matters.
  • Represents clients before regulators, including the Securities and Exchange Commission, the National Association of Securities, Dealers Regulation, Inc. (NASD), and state regulators.
  • Counsels clients on various types of distribution arrangements.
  • Counsels clients on sales, acquisitions and mergers of investment advisers and funds.
  • Assists our clients in developing codes of ethics, insider trading restrictions and other compliance policies and procedures.
  • Assists our clients in conducting self-examinations and internal compliance audits.
  • Advises our clients on corporate governance matters, including advising boards of directors, committees and board members.
  • Prepares and reviews advisory contracts, customer disclosure documents and contracts with service providers.


For more information on our Securities & Investment Management services,
we invite you to contact our office.