RegAlert2015-01-27
Added · Updated
SEC Division of Corporation Finance no-action letter: Oppenheimer & Co. Inc.
Oppenheimer & Co. Inc. requests a waiver of disqualification under Rule 506 of Regulation D resulting from an administrative order censuring the firm and imposing a $20 million penalty for supervisory failures and violations of the Securities Exchange Act and Securities Act. The firm argues the underlying conduct did not involve Rule 506 offerings and that disqualification would severely damage its alternative investment, wealth management, and investment banking businesses. Oppenheimer proposes that if the waiver is granted, it will engage a law firm to review its Rule 506 policies and implement recommendations within specified timeframes to mitigate future risks.
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SIDi~EYI SIDLEY AUSTIN LLP BEIJING
1501 K STREET, N.W. BOSTON
WASHINGTON, D.C. 20005 BRUSSELS
(202) 736 8000 CHICAGO
(202) 736 8711 FAX DALLAS
GENEVA thomas.kim@sidley.com
(202) 736-8615 FOUNDED 1866
December 10,2014
By Electronic Mail
Sebastian Gomez Abero, Esq.
Chief, Office of Small Business Policy
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F St., NE
Washington, DC 20549
HONG KONG
HOUSTON
LONDON
LOS ANGELES
NEW YORK
PALO ALTO
Re: Waiver Request of Oppenheimer & Co. Inc. with respect to In the Matter of Oppenheimer & Co. Inc. Dear Mr. Gomez Abero:
SAN FRANCISCO
SHANGHAI
SINGAPORE
SYDNEY
TOKYO
WASHINGTON, D.C.
We are writing on behalf of Oppenheimer & Co. Inc. ("Oppenheimer" or the "Fi1m") in connection with the anticipated settlement relating to In the Matter of Oppenheimer & Co. Inc. The settlement would result in an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A ofthe Securities Act of 1933 and Sections 15(b) and 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (the "Order") against Oppenheimer. We hereby respectfully request a waiver of any disqualification that may arise pursuant to Rule 506 of Regulation D under the Securities Act of 1933 (the "Securities Act") with respect to Oppenheimer or any of its affiliates as a result of the entry of the Order. BACKGROUND Oppenheimer has engaged in settlement discussions with the Division of Enforcement in connection with its investigation of alleged violations of Sections 15(a) and 17(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and Rules 17a-3 and 17a-8 thereunder, and Section 5 of the Securities Act. As a result of these discussions, Oppenheimer has submitted an Offer of Settlement and agreed to the Order, which was presented by the Staff to the Commission. Sidley Austin (DC) LLP is a Delaware limited liability partnership doing business as Sidley Austin LLP and practicing in affiliation with other Sidley Austin partnerships. ACTIVE 204225726v.ll
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Source: Securities and Exchange Commission — original document · Summary generated with machine assistance and reviewed before publication; the authoritative text is the regulator's original document. How RegAlert works
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