Financial Products and Markets

Steptoe's Financial Products and Markets team advises clients from concept to launch and beyond on planning, structuring, effecting, and protecting their go-to-market programs for a full range of conventional and bespoke products, transactions and offerings. Together, we bring market-leading insight into the legal, regulatory, business, technology, and policy trends that drive financial products and markets.

Our team includes skilled and knowledgeable regulatory and transactional lawyers with practical, hands-on experience representing clients in matters involving derivatives, fixed-income products, securities, commodities, and insurance. Several of our lawyers served as senior in-house counsel or as part of senior leadership teams, including as chief compliance officer, with financial services companies and leading industry associations. Our team also includes former regulators and senior staff from agencies such as the Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC), and former officials from the Departments of Justice, Treasury and Homeland Security.

Our Clients

We advise clients involved in developing and trading financial products, executing deals, operating trading platforms, and managing markets, including:

• Swap dealers and security-based swap dealers
• Derivatives exchanges
• Clearing firms and futures commission merchants
• Securities exchanges
• Insurance companies and brokerage firms
• Corporations and other end-users
• Financial market utilities
• Public and private companies across sectors such as energy, manufacturing, and health care
• Trade associations

Product Structure and Development

Innovating in heavily regulated financial markets often means launching new offerings into a regulatory framework that struggles to accommodate them. We help clients develop, structure, and market commercially smart and legally compliant financial product offerings. We advise on compliance with existing regulations and novel regulatory issues. Where appropriate, we guide clients in seeking clarification or relief from ill-fitting or onerous rules and regulations through interpretations, rule changes, or discussion with regulators. Our lawyers also counsel and represent market participants on all sides in negotiating and documenting transactions.

Transactions and Deal Execution

We structure and negotiate all aspects of securities offerings, transactions in fixed income products, debt finance transactions, derivatives transactions, and structured finance transactions, whether as stand-alone deals or embedded in larger transactions.

Entity Creation and Compliance

We counsel clients in the creation, registration, and licensure of entities, and assist in planning and structuring their businesses and offerings to align to their commercial objectives with the leanest regulatory and compliance footprint possible. We leverage our strong working relationships with regulators and agencies to help clear the path for our clients’ products and programs while providing as much regulatory certainty as possible.

Our team also assists in building compliance and disclosure infrastructure, encompassing SEC disclosure requirements and emerging issues such as cybersecurity, environmental, social and governance (ESG) and artificial intelligence (AI). We excel in developing market-leading infrastructure for rapidly evolving markets, including digital assets and voluntary carbon.

Regulatory Strategy Shaping the Market

Steptoe provides informed insight into the policies and priorities of agencies regulating and overseeing financial markets and products, as well as the business and technology trends driving the sector today. We understand the inner workings of and interplay between the many federal agencies and self-regulatory organizations, including the SEC, the CFTC, the Financial Industry Regulatory Authority (FINRA), the National Futures Association (NFA), the Department of the Treasury and the Consumer Financial Protection Bureau (CFPB), as well as the Federal Energy Regulatory Commission (FERC), the Federal Insurance Office (FIO), state insurance regulators and industry self-regulatory bodies like the National Association of Insurance Commissioners (NAIC).

To the competitive and commercial advantage of our clients, we are able to apply our knowledge of their business and the existing regulatory framework, identify appropriate areas for advocacy or relief, and pursue less burdensome compliance obligations with agency contacts.  We also anticipate regulatory and compliance trends and help our clients shape the direction of the regulatory agenda and the financial products markets through formal legislative and regulatory rulemaking channels and through informal feedback with regulators and agencies. This includes effective engagement for “no-action” or other exemptive relief for products and activities.

Strategic and Coordinated Advocacy

Critical to our ability to helping clients achieve their regulatory objectives are the relationships we’ve built with, and our access to, the most senior-level regulators at the relevant agencies and independent commissions. We can also engage with key congressional offices, including committees with oversight jurisdiction over the various regulators, where this type of advocacy is needed to help ensure success. Importantly, our in-house and internal agency experience positions us to understand the impact of regulation on our clients and their operations. We use this knowledge to work with regulators to produce practical outcomes that not only address regulatory uncertainty and limit regulatory burden but preserve our clients’ ongoing relationships with regulators.