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Mark Highman
Special Counsel
Fried, Frank, Harris, Shriver & Jacobson LLP

Mark Highman is counsel in the firm's Financial Services Department in New York. Mark focuses on the regulation of broker-dealers, investment advisers, commodity pool operators and commodity trading advisors. He provides guidance on regulatory issues, develops compliance and supervisory procedures, assists clients in responding to regulatory inquiries, and advises on commodity pool issues applicable to structured investment products. In addition, more recently he has been focusing on the evolving regulation of virtual currency transactions.    

Mark has contributed to Lofchie’s Guide to Broker-Dealer Regulation and Lofchie’s Guide to Commodity Pool Operator Regulation. He is a member of the Managed Funds Association CTA/CPO & Futures Committee, and the Legal & Compliance Division of the Futures Industry Association.

Mark has an M.A. in Philosophy, Politics and Economics from The Queen's College, Oxford University, and qualified as a barrister in England (currently inactive). He received his LLM, magna cum laude, from Fordham University School of Law, where he was awarded the Actum Foundation prize in Banking, Corporate and Finance Law. Mark is a member of the State Bars of New York and California.

Experience

Mark’s principal areas of focus include:

Broker-Dealers

  • Broker-dealer registration requirements and exemptions;
  • Formation and registration of broker-dealers; 
  • Regulatory requirements applicable to broker-dealers, including SEC and FINRA requirements applicable to employees, communications, research, customers, AML, privacy, recordkeeping, reporting and supervision;
  • Regulatory requirements applicable to specific types of securities transactions, including options, government securities and private placements;
  • Cross-border securities transactions, research activities, securities offerings and M&A transactions; and
  • Regulation of virtual currency transactions by the SEC, CFTC, FinCEN and States.

Investment Advisers, Commodity Pool Operators & Commodity Trading Advisors

  • CFTC registration requirements and exemptions applicable to commodity pool operators (“CPOs”) and commodity trading advisors (“CTAs”);
  • Regulatory requirements applicable to CPOs and CTAs including CFTC and NFA requirements governing investor eligibility, disclosure, reporting, recordkeeping, advertising, trading, employees and supervision;
  • CPO and CTA registration requirements applicable to securitizations, insurance-linked notes and other structured investment vehicles;
  • Investment adviser registration requirements and exemptions;
  • SEC regulatory requirements applicable to investment advisers, including investment adviser communications, research, soft dollars, trading, AML, privacy, recordkeeping and reporting. 

Practice Areas

  • Bank Regulation
  • Broker-Dealer Regulation
  • Commodities & Futures Regulation
  • Financial Regulation
  • Investment Management Regulation & Compliance
  • Swap Regulation

Admissions

  • New York
  • California

Education

  • University of Oxford, Queen's College B.A.
  • City Law School, London - GDL
  • Fordham University School of Law - LLM
    Magna Cum Laude

Recent Articles & Comments

The CFTC proposal marks an important step in expanding access to non-U.S. derivatives exchanges to U.S. market participants.

Currently, FBOTs are permitted to grant direct trading access to U.S. FCMs, CPOs and CTAs to place orders for their customers (or for commodity pools, in the case of CPOs). However, FBOTs are not currently permitted to grant direct trading access to U.S. IBs.  The proposal would fill this gap by permitting FBOTs to grant direct trading access to U.S. IBs to…

This is a significant proposal that will permit broker-dealers acting as placement agents in offerings of private funds to QPs under Section 3(c)(7) of the Investment Company Act to include projections and targets in fund marketing materials. This represents a significant liberalization of the current regime which prohibits investment projections in broker-dealer communications except in the very limited circumstances, and prohibits target returns in communications to non-“institutional…

While one may be sympathetic to the notion that a temporary no-action letter should not have a permanent life — and it is good of the director to provide substantial advance notice of the expiration of the SEC's no-action letter to SIFMA — it is still reasonable to ask, "Why should the letter expire?" Insofar as broker-dealers produce research, they are subject to a very substantial body of regulation. It is not obvious that there is any benefit in forcing broker-dealers to also register as…

This proposal is part of FINRA's ongoing efforts to bring greater transparency to bond market transactions. In this case, the proposal addresses two types of transactions in which the reported price may not reflect the current market price. The issue for market participants is whether the benefits of obtaining additional information as to these types of transactions warrants the additional implementation costs. TRACE reporting is fertile ground for enforcement action. The more information…