KEITH KESSEL – Senior Compliance Consultant

Keith Kessel is a Senior Compliance Consultant under written contract with Bekker Compliance Consulting Partners, LLC (BCCP), for which he provides global compliance consulting services to BCCP’s financial services clientele.

Professional Experience

BEKKER COMPLIANCE CONSULTING PARTNERS, LLC Senior Compliance Consultant – 2006 to Present

President – Regulatory Compliance Specialists, LLC. 1/07- Present
President – Business Law Services, LLC. 1/07 – Present

Please visit www.regulatorycompliancespecialists.com for a description of services
Perform compliance reviews in compliance with broker/dealer industry regulations.
Perform compliance reviews in compliance with investment advisory industry regulations.
Perform Anti-Money Laundering reviews.
Advise market makers, trading firms, retail, real estate securities syndicates and private placement firms.
Help companies raise capital by developing Private Placement Memorandums, private placement compliance procedures and Selling Group Agreement for issues and the broker/dealers selling the securities.
Conduct federal and state law research for the corporate financing transactions and advise firms accordingly.
Work with broker/dealer due diligence committees to obtain clearance to sell the securities.
Advise on legal obligations relative to perfection of cross border trading and hedge fund placement regulations, anti-money obligations for Holding Companies
Develop and modified WSPs and Compliance Procedures.
Lecture and train companies and its personnel on investment adviser and money manager laws and regulations.
Serve as Special Counsel for Investment Advisers and Broker/Dealers.

Through his firm Regulatory Compliance Specialists, LLC, Keith Kessel, is a contract Senior Compliance Consultant with Bekker Compliance Consulting Partners, LLC (BCCP) and provides compliance consulting services to BCCP’s financial services clientele.

Senior Compliance Officer & Special Counsel. Denver, CO 1/07- 6/07
ALPS Fund Services, Inc. (Consultant) 7/07-12/07

Advised Firm on How to form a new Broker-Dealer and Manage the Development of the Filing Project
Developed International Private Equity Business Line, Contracts, Procedures & Regulatory Approvals.
Worked as co-counsel with issuer on private equity offering for Fund to Fund sale to U.S. QIBs
Managed legal & operational restructuring to accommodate European private equity business
Developed client guidance on licensing usage and regulatory disclosure obligations
Developed written guidance for our institutional clients regarding their Hedge Fund Clients & their Investment Advisers
Drafted and led the business expansion application for (FINRA) regulatory review
Reviewed and revised Written Supervisory Procedures
Reviewed & suggested advisable amendments to the Broker-Dealer & Registered Investment Adviser Codes of Ethics
Reviewed marketing & distribution contracts for compliance with laws and regulations
Developed client communications to help with institutional business from issuer and distributor perspectives
Managed Advertising Review Team
Reviewed accounting & operational practices for compliance with Expense Sharing Agreement
Worked with Internal Audit and Risk Management to identify regulatory and business issues for review
Revised existing audit Engagement Agreement to revise scope and to fulfill securities law obligations
Helped restructure Commission Accounting System & Organization Hierarchy for legal & regulatory compliance
Evaluated Firm’s Filing Procedures for Discretionary Asset Management Reporting to SEC (Form 13F Edgar Filings)
Oversaw Code of Ethics certification for our Fund clients
Oversaw Compliance Surveillance per the Investment Company Act
Oversaw Compliance Surveillance per our Transfer Agent’s legal obligations

Executive Vice President & General Counsel
Affiliated Financial Se vices Corporation A Financial Services Holding Company Austin, TX – 1/06 – 1/07

Reported to President of the Top Tier Holding Company
Served as Secretary to the Board of Directors of Top Tier Holding Company
Advised Board of Directors and Staff on Legal and Compliance Issues of Strategic Importance
Managed and Advised the Chief Compliance Officers of the Broker/Dealer and Investment Advisory Subsidiaries
Developed and Reviewed Distributor and Product Selling Agreements
Developed Acquisition Agreements
Developed Selling Agreements and Compliance Disclosures
Developed Private Placement Memorandums, Subscription Agreements and Associated Compliance Procedures
Developed Compensatory Benefits Plans, Options, Warrants, and other Securities documentation
Developed Securities Notes and Loan Notes
Structured Business Models and the Associated Legal & Compliance Procedures for such Business Models
Developed Business Plan for Venture Capitalists
Advised Board of Directors on Holding Company Strategies and Risk Management Matters
Developed and Prepared Operating Agreements, Partnership Agreements and Articles of Incorporation.
Prepared Filings for LLCs, LLPs and C Corporations
Conducted Legal/Compliance Reviews and Audits

Chief Executive Officer; Chief Legal & Compliance Officer. 1/05 – 12/05
AFS BROKERAGE, Inc. Greenwood Village, CO

Reported to Chairperson of the Board of Directors
Advised the Board of Directors on business strategies and applicable legal and compliance implications
Manage the operational. compliance, licensing personnel, sales development and administrative personnel
Served as Chairperson for New Products Due Diligence Committee and Special Review Hiring Committee
Served as firm’s specialist on investment advisory business models and new brokerage services strategies
Overhauled Marketing, Accounting, Compliance and Sales Development functions
Developed and Frequently Revised Written Supervisory Procedures in compliance with laws, regulations & rules
Reviewed, Drafted and Signed numerous contracts
Negotiated, structured and drafted Selling & Networking Agreements, Stock Purchase & Merger Agreements
Negotiated and advised firm merger negotiations and on its ultimate Stock Sale Agreement in 12/05
Developed application and supporting material to obtain regulatory approval to sell the company

Chief Operations Officer & General Counsel. 1/03-1/05
AFS BROKERAGE, Inc. Greenwood Village, CO

Reported to President
Manage the compliance, trading & operations, managerial, sales development, licensing and contracting personnel
Negotiate with counterparties, service organizations and customer affinity groups
Provide counsel for the strategic business and marketing initiatives.
Negotiated, drafted and signed various business, networking, sales, marketing and IT agreements.
Developed joint venture strategy and accompanying contract
Signature Authority with firm’s bank accounts
Established affiliated agency for variable annuity networking
Conducted regional compliance meetings
Responsible for staffing and restructuring Compliance, Licensing and Trading/CSR Departments
Drafted & implemented Employee Handbook
Advised and directed firm on various business developments and proposals
Hired Outside Counsel and Worked as Co-Counsel in Negotiating Legal Settlement with Insurance Company

General Counsel—US & UK Operations. 6/01-12/02 (employee) EVLI BANK. Helsinki, Finland. 1/03-5/03 (consultant) NORDIC PARTNER. New York, NY. 6/01-1/03 (Counsel & Reg. Rep.)

Reported to Chief Executive and Chief Administrative Officer
Advised Board of Directors and Management on Restructuring of U.S. and European operations & business models
Advised on the following operations:

Proprietary Mutual Funds
Discretionary Asset Management
Hedge Funds
Retail Brokerage
Trading Desk & Dealing Activities
Corporate Finance
Research
Developed Compliance Procedures
Reviewed and Developed Numerous Contracts
Developed Shareholders’ Agreements and Options Agreements
Managed and advised company on corporate and LLC filings in Delaware & California, respectively
Advised Helsinki Legal Department on US & UK legal and compliance requirements
Worked with regulators on business matters affecting the firm’s operations

Chief Compliance Officer, Executive Vice President, & General Counsel. 7/98-6/01 AFS BROKERAGE, Inc. and AFFILIATED FINANCIAL SERVICES, Inc. Greenwood Village, Colorado

Reported to President
Directed the compliance program
Managed the legal and regulatory aspects of the broker-dealer and investment advisory business.
Managed Designated Supervisors, the Chief Trading & Operations Officer & Associate Directors of Compliance
Provided counsel to the sales force
Gained the regulatory approval to triple the size of the sales force
Organized and conducted Annual Compliance Conferences for the firm
Interfaced with the industry’s regulators
Interfaced with our securities clearance and settlement firm
Coordinated audits with regulators
Coordinated internal audits
Maintained Membership Agreement with FINRA
Executive contact person for FINRA
Developed contracts, negotiated their terms and routinely conducted contractual reviews
Assessed litigation strategies and managed other disputes.
Developed internal compliance and regulatory programs
Developed legal and compliance manuals
Supervised the hiring and registration of our RRs and their branch offices
Conducted the initial regulatory training of RRs
Developed continuing education requirements and programs
Advised information technology firm on the development of compliance software
Served as Chief Designated Principal assigned to review and approve advertising and sales literature
Served as Chairperson of the firm’s Business Conduct Committee
Served as Chairperson of the firm’s Audit Committee
Served as the Compliance Registered Options Principal (“CROP”)
Firm representative for National Society of Compliance Professionals
Temporarily served as Acting President & CEO
Reported directly to the respective Presidents.

Counsel / Compliance Officer. 11/93-6/98.
PHILADELPHIA STOCK EXCHANGE & Affiliates. Philadelphia, PA

Market Surveillance Department

Managed market surveillance staff in the investigation and preparation of insider trading cases
Prepared cases for referral to, and sanctioning by, the SEC.

Legal Department

Engaged in institutional negotiations
Developed contracts and rule change proposals for regulatory review and approval
Routinely interfaced with SEC, the Federal Reserve Bank and other regulators
Served as a project development liaison between our broker-dealer customers and the management team
Served as a legal project leader for customer-related business requests
Participated in committees of the Boards of Directors
Company representative in securities industry committees
Monitored and provided input into automation projects from a legal/regulatory perspective
Conducted research, writing, audits and reviews

Education

TEMPLE UNIVERSITY SCHOOL OF LAW, Philadelphia, PA, Juris Doctor, 5/93

Activities:

Business Law Society
International Law Society
Phi Delta Phi

UNIVERSITY OF MARYLAND, College Park, MD-Bachelor of Science, Business & Management, 5/90

Majors: Double Major--Finance and Marketing

Honors:

Magna Cum Laude
Wall Street Journal Award for Outstanding Securities Analysis
USAA Scholastic All-American
Financial Management Association
Phi Kappa Phi
11th, 12th & 13th Annual National Dean’s List
Golden Key National Honor Society
Dean’s List—7 semesters

Activities

Finance, Banking & Investment Society
American Marketing Association

Licenses

Law Licenses

Colorado
Pennsylvania
Washington, DC

Securities Licenses

Certifications
Investment Adviser Certified Compliance Professionalsm (sponsored by the Investment Advisers Association, National Regulatory Services and the Center for Compliance Professionals)

Committees

FINRA Consultative Committee 2007; FINRA Nominating Committee 2007; FINRA Arbitrator, 1999 – present (Arbitrator Chairperson 2007 – present); FINRA District Committee, 1/04 – 12/06; FINRA Hearing Panel Participant, 2005 and 2006; Member of the Congress of Fellows of the Center for International Legal Studies; Focus Group Member for the National Regulatory Services Compliance Certification Program for Investment Advisers; American Bar Association (“ABA”) Federal Regulation of Securities Committee (2002-present), Developments in Investment Services Committee (2002-present), International Securities Matters Subcommittee (2005) and Financial Services and the European Community Task Force (2005).

Presentations

INTERNATIONAL SECURITIES LAW AND FINANCE Conference, Restructuring the International, Unregistered Broker-Dealer’s Operations to Comply with the U.S. Federal Securities Laws, October 10-13, 2002, Salzburg, Austria (Sponsored by Center for International Legal Studies, Salzburg, Austria); CROSS-BORDER LITIGATION AND DISPUTE RESOLUTION Conference, Reforming Your Clients’ International Business Practices to Improve the Alternative Dispute Resolution Position, Steamboat Springs, CO, February, 10-16, 2002 (Sponsored by Center for International Legal Studies, Salzburg, Austria); White Paper presented to FINRA District Committee – Western District, regarding Templates & Model Disclosures, October 5, 2006; White Paper presented to FINRA District Committee – Western District, regarding Network & Affinity Marketing Rule Proposal, October 5, 2006.

Publications

Authored article entitled International Broker/Dealer and Investment Banking Strategies, published by Kluwer Law International in the Comparative Law Yearbook of International Business of the Center for International Legal Studies, 2007. Authored article published by the Center for International Legal Studies in the International Business Law Bulletin; July-August 2002 edition, entitled Essential Considerations for International, Unregistered Broker-Dealers, Investment Companies, Investment Advisers and Investment Banks.

Memberships - Awards

ABA & Delegate for the Center for International Legal Studies
AFS Brokerage Distinguished Service Award, Evli Bank Certificate of Appreciation; Philadelphia Stock Exchange Dedicated Service Award.

Contact Us

A–Team

careers

services

blog

about us

Home