Wealthtech
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Practical Guidance for Cutting-Edge Clients
We specialize in counseling wealthtech clients, including investment advisers, broker-dealers, and fintech partners that leverage disruptive technologies to provide cutting-edge investment services and novel investment programs. Select clients include Altruist, Meow, CrowdStreet, Webull, Oportun, and Vauban (Carta).
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Comprehensive Expertise and Practical Experience
Our attorneys understand the unique challenges that come with integrating new technologies and products into the existing regulatory frameworks. We offer practical, tailored solutions, drawing on deep expertise to help investment advisers fulfill their fiduciary duties and otherwise comply with federal and state law.
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Comprehensive Regulatory Experience
We advise companies with financial products and services on a range of legal and regulatory requirements and on interactions with a variety of relevant regulators. We provide clients with strategic counseling designed to align with their business objectives.
• the Investment Company Act of 1940 ('40 Act)• the Investment Advisers Act of 1940• the Securities Exchange Act of 1934• the Securities Act of 1933• the Commodity Exchange Act• the U.S. Securities and Exchange Commission (SEC)• the Financial Industry Regulatory Authority (FINRA)• the Commodity Futures Trading Commission (CFTC)• the National Futures Association (NFA)
We specialize in working with innovative wealthtech companies using technologies such as blockchain, artificial intelligence, and social media to provide cutting-edge investment services and programs.
A Complete Range of Services:
Our wealthtech practice involves the following types of services:
- Setting up and operating alternative investment platforms: We counsel the sponsors of investment platforms that facilitate alternative investments to address structuring, documentation, and regulatory compliance. This includes, for example, angel and venture investing platforms for retail accredited investors; fractional investments in high-value alternative assets like art, real estate, and movies; renewable energy asset trading and investment platforms; and crowdfunding platforms. Typically this work involves counselling that balances Securities Act, Securities Exchange Act (broker-dealer), Investment Advisers Act, Investment Company Act, and Commodity Exchange Act considerations.
- Setting up and operating asset and wealth management platforms: We advise novel broker-dealer and investment adviser clients around Securities Exchange Act and Investment Advisers Act considerations.
- Status and registration issues under the securities laws: We advise on whether companies are subject to regulation as investment companies, investment advisers, broker-dealers, and other regulated entities; on structuring companies and their operations to permissibly avoid regulation; on seeking no-action, exemptive, and similar relief from various regulatory requirements; and, where necessary, on registering with the applicable regulators.
- Blockchain and digital assets: We help structure digital asset offerings, blockchain protocols, investment platforms, and investment vehicles for regulatory compliance.
- Capital markets transactions: We assist companies engaged in mergers, acquisitions, initial public offerings, and similar transactions involving entities regulated under the securities and commodities laws.
Overview
We specialize in working with innovative wealthtech companies using technologies such as blockchain, artificial intelligence, and social media to provide cutting-edge investment services and programs.
A Complete Range of Services:
Our wealthtech practice involves the following types of services:
- Setting up and operating alternative investment platforms: We counsel the sponsors of investment platforms that facilitate alternative investments to address structuring, documentation, and regulatory compliance. This includes, for example, angel and venture investing platforms for retail accredited investors; fractional investments in high-value alternative assets like art, real estate, and movies; renewable energy asset trading and investment platforms; and crowdfunding platforms. Typically this work involves counselling that balances Securities Act, Securities Exchange Act (broker-dealer), Investment Advisers Act, Investment Company Act, and Commodity Exchange Act considerations.
- Setting up and operating asset and wealth management platforms: We advise novel broker-dealer and investment adviser clients around Securities Exchange Act and Investment Advisers Act considerations.
- Status and registration issues under the securities laws: We advise on whether companies are subject to regulation as investment companies, investment advisers, broker-dealers, and other regulated entities; on structuring companies and their operations to permissibly avoid regulation; on seeking no-action, exemptive, and similar relief from various regulatory requirements; and, where necessary, on registering with the applicable regulators.
- Blockchain and digital assets: We help structure digital asset offerings, blockchain protocols, investment platforms, and investment vehicles for regulatory compliance.
- Capital markets transactions: We assist companies engaged in mergers, acquisitions, initial public offerings, and similar transactions involving entities regulated under the securities and commodities laws.
Alerts
FinCEN Finalizes Rule Requiring AML/CFT Programs for Registered Investment Advisers and Exempt Reporting Advisers
On September 4, 2024, the U.S Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) published a final rule that expands the definition of “financial institution” to include Registered Investment Advisers (RIAs) and Exempt Reporting Advisers (ERAs) and subjects these advisers to certain affirmative anti-money laundering (AML) requirements.1 FinCEN implemented this rule to address perceived risks regarding illicit finance and national security. Covered RIAs and ERAs must comply with the final rule, which requires implementing an AML program that includes certain specified elements, by January 1, 2026. While the final rule generally tracks the existing AML/CFT regime for other financial institutions, RIAs and ERAs had long been outside the ambit of AML/CFT regulations.
Newsletters
Focus on Fintech – Q2 2024
In the latest edition, our attorneys discuss updates and developments from federal regulators, including those related to cryptocurrencies, cybersecurity in financial markets, and the intersection of fintech and AI. They also discuss rulemakings and proposals from the SEC, the CFTC, and FinCEN, and examine a federal appellate court’s recent decision to vacate SEC rules governing private fund advisers. Finally, they conclude with a survey of consumer protection developments, which discusses recent policy initiatives from the CFPB, and a novel payments law passed by the Illinois legislature.
Alerts
Five Issues for Wealthtech Companies to Consider Under the U.S. Securities Laws
Companies in the growing “wealthtech” space often face novel regulatory and legal issues under the federal securities laws. Wealthtech companies blend traditional asset management and brokerage services with new technologies: among others, algorithmic modeling, including but not limited to artificial intelligence (AI); social media tools that allow investors to interact with one another; sophisticated communication protocols that facilitate more efficient trading; and data scraping to generate new sources of information about the economy, investments, and particular investors. Some wealthtech companies are registered broker-dealers or investment advisers; some provide services to these registered entities but are themselves unregistered.
Newsletters
Focus on Fintech – Q1 2024
In this latest edition, our attorneys discuss updates and developments from federal regulators, including those related to the intersection of fintech and artificial intelligence, cryptocurrency and virtual currency updates, and consumer protection. They also discuss rule updates from the SEC and FinCEN, and examine the continued scrutiny by the FDIC, the FTC, and FINRA on fintech marketing. Finally, this issue concludes with a state law round-up, which discusses Kansas’ and Wisconsin’s adoption of a licensing framework for earned wage access providers and New York’s new surcharge law.
Newsletters
Focus on Fintech – Q4 2023
In this issue, we discuss updates and developments from federal regulators, including those related to the intersection of fintech and artificial intelligence, crypto-asset and central bank digital currencies, and consumer protection. We also discuss rule updates from the CFPB, FinCEN, and the FTC, and we look at enforcement actions and consent orders from several regulatory bodies, as well as the SEC’s 2024 examination priorities. Finally, we conclude this edition with our state law round-up, which discusses the New York Department of Financial Services' amendments to its cybersecurity regulations and Florida's recent declaratory statement on money transmitters.
Alerts
Fintech Marketing: Navigating the Complex Waters of Federal Regulation
Creative, attention-grabbing marketing is an art mastered by many fintech companies. However, federal financial and consumer protection regulators are ramping up scrutiny of marketing materials related to financial services, such as banking products, brokerage, or investment advice. Different regulatory frameworks may apply to different services, and fintech companies looking to expand across various types of services should proceed with caution in their advertisements and public-facing materials.
Insights
Alerts
FinCEN Finalizes Rule Requiring AML/CFT Programs for Registered Investment Advisers and Exempt Reporting Advisers
On September 4, 2024, the U.S Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) published a final rule that expands the definition of “financial institution” to include Registered Investment Advisers (RIAs) and Exempt Reporting Advisers (ERAs) and subjects these advisers to certain affirmative anti-money laundering (AML) requirements.1 FinCEN implemented this rule to address perceived risks regarding illicit finance and national security. Covered RIAs and ERAs must comply with the final rule, which requires implementing an AML program that includes certain specified elements, by January 1, 2026. While the final rule generally tracks the existing AML/CFT regime for other financial institutions, RIAs and ERAs had long been outside the ambit of AML/CFT regulations.
Newsletters
Focus on Fintech – Q2 2024
In the latest edition, our attorneys discuss updates and developments from federal regulators, including those related to cryptocurrencies, cybersecurity in financial markets, and the intersection of fintech and AI. They also discuss rulemakings and proposals from the SEC, the CFTC, and FinCEN, and examine a federal appellate court’s recent decision to vacate SEC rules governing private fund advisers. Finally, they conclude with a survey of consumer protection developments, which discusses recent policy initiatives from the CFPB, and a novel payments law passed by the Illinois legislature.
Alerts
Five Issues for Wealthtech Companies to Consider Under the U.S. Securities Laws
Companies in the growing “wealthtech” space often face novel regulatory and legal issues under the federal securities laws. Wealthtech companies blend traditional asset management and brokerage services with new technologies: among others, algorithmic modeling, including but not limited to artificial intelligence (AI); social media tools that allow investors to interact with one another; sophisticated communication protocols that facilitate more efficient trading; and data scraping to generate new sources of information about the economy, investments, and particular investors. Some wealthtech companies are registered broker-dealers or investment advisers; some provide services to these registered entities but are themselves unregistered.
Newsletters
Focus on Fintech – Q1 2024
In this latest edition, our attorneys discuss updates and developments from federal regulators, including those related to the intersection of fintech and artificial intelligence, cryptocurrency and virtual currency updates, and consumer protection. They also discuss rule updates from the SEC and FinCEN, and examine the continued scrutiny by the FDIC, the FTC, and FINRA on fintech marketing. Finally, this issue concludes with a state law round-up, which discusses Kansas’ and Wisconsin’s adoption of a licensing framework for earned wage access providers and New York’s new surcharge law.
Newsletters
Focus on Fintech – Q4 2023
In this issue, we discuss updates and developments from federal regulators, including those related to the intersection of fintech and artificial intelligence, crypto-asset and central bank digital currencies, and consumer protection. We also discuss rule updates from the CFPB, FinCEN, and the FTC, and we look at enforcement actions and consent orders from several regulatory bodies, as well as the SEC’s 2024 examination priorities. Finally, we conclude this edition with our state law round-up, which discusses the New York Department of Financial Services' amendments to its cybersecurity regulations and Florida's recent declaratory statement on money transmitters.
Alerts
Fintech Marketing: Navigating the Complex Waters of Federal Regulation
Creative, attention-grabbing marketing is an art mastered by many fintech companies. However, federal financial and consumer protection regulators are ramping up scrutiny of marketing materials related to financial services, such as banking products, brokerage, or investment advice. Different regulatory frameworks may apply to different services, and fintech companies looking to expand across various types of services should proceed with caution in their advertisements and public-facing materials.
WSGR Events
Fintech Marketing – Navigating the Complex Waters of Federal Regulation
Join Wilson Sonsini partners Amy Caiazza, Jess Cheng, Neel Maitra, and Libby Weingarten for a discussion of how fintech companies can craft innovative marketing campaigns while navigating the complex web of federal regulations. In this program, we will explore the key regulatory frameworks that fintech companies must comply with when marketing their products and services and consider best practices and common pitfalls.
WSGR Events
Fintech Ecosystems Lunch & Discussion
The financial services landscape continues to evolve, with recent innovations ranging from embedded finance to the use of AI for enhancing investment strategies. Please join Wilson Sonsini, KPMG, and Mercato Partners for a lunch discussion on topics of import for the fintech ecosystem, including regulatory, industry, and transaction trends in fintech.
Speaking Engagements
Being Predictive: Financial AI and the Regulatory Future
The arrival of generative artificial intelligence (AI) has captured the imagination of the public and policymakers. While often hailed as the newest new thing in many sectors, AI has been a core financial technology for decades. From market makers to consumer‐facing fintechs, our financial markets both deploy and innovate cutting‐edge AI.
WSGR Events
AI-volution in Financial Services: Navigating the Legal & Regulatory Complexities
Evolution or revolution? AI is emerging as a crucial force in financial services—combatting payments fraud, enhancing investment strategies, and heightening digital engagement. In this program, we bring together industry trailblazers at the forefront of AI innovation in financial services. Hear about how AI is impacting the financial services landscape and the key legal considerations at this fast-changing intersection of technology and regulation.
Speaking Engagements
Consensus 2023
Join us in Austin at Consensus 2023. You’ll have the opportunity to hear from Amy Caiazza, regulatory partner and practice group leader for the fintech and financial services team; corporate Neel Maitra, partner on the fintech and financial services team and former SEC crypto specialist; Jonathan Chan, corporate partner on the fintech and financial services team; and Adam Shevell, partner on the technology transactions team.
Speaking Engagements
TechCrunch Sessions: Crypto
Join us in Miami at TechCrunch Sessions: Crypto. You’ll have the opportunity to hear from Amy Caiazza, partner and the practice group leader of the fintech and financial services team; Neel Maitra, partner on the fintech and financial services team and former SEC crypto specialist; Scott McKinney, a partner focused on emerging technologies in the technology transactions group; and Jonathan Chan, Of Counsel representing technology companies and investors of all types in corporate transactions.
Events
WSGR Events
Fintech Marketing – Navigating the Complex Waters of Federal Regulation
Join Wilson Sonsini partners Amy Caiazza, Jess Cheng, Neel Maitra, and Libby Weingarten for a discussion of how fintech companies can craft innovative marketing campaigns while navigating the complex web of federal regulations. In this program, we will explore the key regulatory frameworks that fintech companies must comply with when marketing their products and services and consider best practices and common pitfalls.
WSGR Events
Fintech Ecosystems Lunch & Discussion
The financial services landscape continues to evolve, with recent innovations ranging from embedded finance to the use of AI for enhancing investment strategies. Please join Wilson Sonsini, KPMG, and Mercato Partners for a lunch discussion on topics of import for the fintech ecosystem, including regulatory, industry, and transaction trends in fintech.
Speaking Engagements
Being Predictive: Financial AI and the Regulatory Future
The arrival of generative artificial intelligence (AI) has captured the imagination of the public and policymakers. While often hailed as the newest new thing in many sectors, AI has been a core financial technology for decades. From market makers to consumer‐facing fintechs, our financial markets both deploy and innovate cutting‐edge AI.
WSGR Events
AI-volution in Financial Services: Navigating the Legal & Regulatory Complexities
Evolution or revolution? AI is emerging as a crucial force in financial services—combatting payments fraud, enhancing investment strategies, and heightening digital engagement. In this program, we bring together industry trailblazers at the forefront of AI innovation in financial services. Hear about how AI is impacting the financial services landscape and the key legal considerations at this fast-changing intersection of technology and regulation.
Speaking Engagements
Consensus 2023
Join us in Austin at Consensus 2023. You’ll have the opportunity to hear from Amy Caiazza, regulatory partner and practice group leader for the fintech and financial services team; corporate Neel Maitra, partner on the fintech and financial services team and former SEC crypto specialist; Jonathan Chan, corporate partner on the fintech and financial services team; and Adam Shevell, partner on the technology transactions team.
Speaking Engagements
TechCrunch Sessions: Crypto
Join us in Miami at TechCrunch Sessions: Crypto. You’ll have the opportunity to hear from Amy Caiazza, partner and the practice group leader of the fintech and financial services team; Neel Maitra, partner on the fintech and financial services team and former SEC crypto specialist; Scott McKinney, a partner focused on emerging technologies in the technology transactions group; and Jonathan Chan, Of Counsel representing technology companies and investors of all types in corporate transactions.
Amy B. Caiazza
Partner
Amy is a securities, fintech, and blockchain partner who advises clients on regulatory and transactional matters involving the securities and commodities laws.
Megan J. Baier
Partner
Megan represents technology and life sciences clients in corporate transactional matters.
Mark B. Baudler
Partner
Mark is a corporate law veteran, having advised start-ups and mature public companies for more than 25 years.
J. Matthew (Matt) Lyons
Partner
J. Matthew (Matt) Lyons is a corporate partner in the Austin office of Wilson Sonsini Goodrich & Rosati, where his practice focuses on the representation of companies and their investors in the emerging companies ecosystem. For the past 25 years, he has been a leading attorney in the Texas market, advising public and private companies, venture and private equity funds, and entrepreneurs on new entity formation, venture financings, public and private offerings, mergers, acquisitions and divestitures, and issues related to corporate governance and executive compensation. Matt’s clients include companies in the technology, life sciences, healthcare, retail and CPG, and media and communications industries.
Allison B. Spinner
Partner
Allison is head of the firm’s corporate department. She represents companies, investment banks, and venture and private equity firms in corporate transactions and governance matters.
Bradley H. Doline
Of Counsel
Brad brings significant expertise in cross-border transactions across a range of sectors, with a particular focus on emerging companies, venture capital, and fund formation.
Alice Cao
Associate
Alice Cao is an associate in the Washington, D.C., office of Wilson Sonsini Goodrich & Rosati, where she advises companies in the fintech and financial services spaces on transactional and regulatory matters involving securities and commodities laws.
People
Amy B. Caiazza
Partner
Amy is a securities, fintech, and blockchain partner who advises clients on regulatory and transactional matters involving the securities and commodities laws.
Megan J. Baier
Partner
Megan represents technology and life sciences clients in corporate transactional matters.
Mark B. Baudler
Partner
Mark is a corporate law veteran, having advised start-ups and mature public companies for more than 25 years.
J. Matthew (Matt) Lyons
Partner
J. Matthew (Matt) Lyons is a corporate partner in the Austin office of Wilson Sonsini Goodrich & Rosati, where his practice focuses on the representation of companies and their investors in the emerging companies ecosystem. For the past 25 years, he has been a leading attorney in the Texas market, advising public and private companies, venture and private equity funds, and entrepreneurs on new entity formation, venture financings, public and private offerings, mergers, acquisitions and divestitures, and issues related to corporate governance and executive compensation. Matt’s clients include companies in the technology, life sciences, healthcare, retail and CPG, and media and communications industries.
Allison B. Spinner
Partner
Allison is head of the firm’s corporate department. She represents companies, investment banks, and venture and private equity firms in corporate transactions and governance matters.
Bradley H. Doline
Of Counsel
Brad brings significant expertise in cross-border transactions across a range of sectors, with a particular focus on emerging companies, venture capital, and fund formation.
Alice Cao
Associate
Alice Cao is an associate in the Washington, D.C., office of Wilson Sonsini Goodrich & Rosati, where she advises companies in the fintech and financial services spaces on transactional and regulatory matters involving securities and commodities laws.
Wilson Sonsini's Fintech and Financial Services Group represents an expansive list of wealthtech companies.
Recent client successes include the following:
Other Regulatory Matters
- Counselled Meow on registered investment adviser issues based on a neo-bank investment program
- Secured exemptive orders under the Investment Company Act of 1940 for Confluent and Cloudflare
- Structured and helped launch Vauban (Carta)’s equity investment program
- Structured tracking stock program for FIG Technologies related to development of gaming products
Representative Financings
- Altruist’s $169 million Series E financing
- Altruist’s $111 million Series D financing
- Crowdstreet’s Series D financing
- Meow’s Series A financing
- Paxos’ $300 million Series D financing
- Public.com’s $220 million Series D financing
- Public.com’s $65 million Series C financing
Representative Transactions
- Altruist’s acquisition of Shareholders Service Group
- Oportun’s acquisition of Digit
- Public.com’s acquisition of Otis Wealth
- Bakkt’s acquisition of Apex Crypto
- Bakkt’s acquisition of Bumped
- Bakkt’s acquisition of VPC Impact Acquisition Holdings
- Bakkt’s follow-on offering
- SK Growth Opportunities’ acquisition of Webull
Client Successes
Wilson Sonsini's Fintech and Financial Services Group represents an expansive list of wealthtech companies.
Recent client successes include the following:
Other Regulatory Matters
- Counselled Meow on registered investment adviser issues based on a neo-bank investment program
- Secured exemptive orders under the Investment Company Act of 1940 for Confluent and Cloudflare
- Structured and helped launch Vauban (Carta)’s equity investment program
- Structured tracking stock program for FIG Technologies related to development of gaming products
Representative Financings
- Altruist’s $169 million Series E financing
- Altruist’s $111 million Series D financing
- Crowdstreet’s Series D financing
- Meow’s Series A financing
- Paxos’ $300 million Series D financing
- Public.com’s $220 million Series D financing
- Public.com’s $65 million Series C financing
Representative Transactions
- Altruist’s acquisition of Shareholders Service Group
- Oportun’s acquisition of Digit
- Public.com’s acquisition of Otis Wealth
- Bakkt’s acquisition of Apex Crypto
- Bakkt’s acquisition of Bumped
- Bakkt’s acquisition of VPC Impact Acquisition Holdings
- Bakkt’s follow-on offering
- SK Growth Opportunities’ acquisition of Webull
Related Practices
Related Industries
Recent Insights
Alerts
FinCEN Finalizes Rule Requiring AML/CFT Programs for Registered Investment Advisers and Exempt Reporting Advisers
On September 4, 2024, the U.S Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) published a final rule that expands the definition of “financial institution” to include Registered Investment Advisers (RIAs) and Exempt Reporting Advisers (ERAs) and subjects these advisers to certain affirmative anti-money laundering (AML) requirements.1 FinCEN implemented this rule to address perceived risks regarding illicit finance and national security. Covered RIAs and ERAs must comply with the final rule, which requires implementing an AML program that includes certain specified elements, by January 1, 2026. While the final rule generally tracks the existing AML/CFT regime for other financial institutions, RIAs and ERAs had long been outside the ambit of AML/CFT regulations.
Learn More
Newsletters
Focus on Fintech – Q2 2024
In the latest edition, our attorneys discuss updates and developments from federal regulators, including those related to cryptocurrencies, cybersecurity in financial markets, and the intersection of fintech and AI. They also discuss rulemakings and proposals from the SEC, the CFTC, and FinCEN, and examine a federal appellate court’s recent decision to vacate SEC rules governing private fund advisers. Finally, they conclude with a survey of consumer protection developments, which discusses recent policy initiatives from the CFPB, and a novel payments law passed by the Illinois legislature.
Learn More
Recent Events
WSGR Events
Fintech Marketing – Navigating the Complex Waters of Federal Regulation
Join Wilson Sonsini partners Amy Caiazza, Jess Cheng, Neel Maitra, and Libby Weingarten for a discussion of how fintech companies can craft innovative marketing campaigns while navigating the complex web of federal regulations. In this program, we will explore the key regulatory frameworks that fintech companies must comply with when marketing their products and services and consider best practices and common pitfalls.
Learn More
WSGR Events
Fintech Ecosystems Lunch & Discussion
The financial services landscape continues to evolve, with recent innovations ranging from embedded finance to the use of AI for enhancing investment strategies. Please join Wilson Sonsini, KPMG, and Mercato Partners for a lunch discussion on topics of import for the fintech ecosystem, including regulatory, industry, and transaction trends in fintech.
Learn More
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