David J. Harris

david-harris

David J. Harris

Partner

Washington, D.C. | 1900 K Street, NW, Washington, DC 20006-1110
+1 202 261 3385 | +1 202 261 3333

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David J. Harris provides regulatory and transactional advice on a wide range of matters in the financial services industry. Mr. Harris works with investment funds (registered and unregistered, onshore, and offshore), investment advisers, broker-dealers, banks (U.S. and foreign), thrifts, trust companies, credit unions, insurance companies, commodity trading advisers, commodity pool operators, and futures commission merchants, as well as financial services holding companies.

Mr. Harris’ experience includes counseling clients on the application of laws and regulations administered by the Securities and Exchange Commission (SEC), the Board of Governors of the Federal Reserve System, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation (FDIC), the National Credit Union Administration, the Commodity Futures Trading Commission, the U.S. Treasury, the Financial Stability Oversight Council (FSOC) and the Federal Trade Commission, industry self-regulatory organizations, state regulatory agencies having jurisdiction over securities, banking, and insurance activities, and representing clients in their negotiations with these regulators.

Mr. Harris also advises financial institutions on privacy regimes. He works with clients to develop policies, privacy agreements, and compliance/audit programs so that they can efficiently manage their privacy obligations under the Gramm-Leach-Bliley Act, the Fair Credit Reporting Act, the SEC’s Regulation S-P, and related privacy regulations of other federal regulators, the states, and the European Union. He also advises clients on how their privacy obligations are affected by other federal statutes and regulations, including anti-money laundering obligations under the Bank Secrecy Act, as amended by the USA PATRIOT Act.

Experience
  • Establishment and ongoing representation of registered investment companies (including mutual funds, unit investment trusts, and business development companies), as well as offshore funds, private funds, and UCITS.
  • Transactional and regulatory advice to registered investment companies and private funds in connection with fund reorganizations and transactions with affiliates.
  • Representation of investment funds and advisers in connection with derivatives and other complex financial transactions, including negotiation and documentation of ISDA master agreements, schedules, and credit support annexes, PSA master repo agreements, tri-party custody arrangements, and 12b-1 fee financings.
  • Acquisitions and dispositions of depository institutions and their holding companies, including acquisitions of failed depository institutions involved in FDIC receivership proceedings.
  • Obtaining state and federal regulatory approvals in connection with rebuttals of the presumption of a change in control in connection with significant investments in banks, thrifts, industrial loan companies and bank holding companies.
  • Establishment of collective trust funds exempt from SEC regulation, and conversely conversions of common and collective trust funds into mutual funds.
  • Representation of financial institutions with regard to the fiduciary and trust aspects of dealings with their affiliated investment funds.
  • Representation of banking organizations on issues under the Federal Reserve’s Reg K with regard to permissible international activities and private equity investments outside the United States.
  • Representation of financial holding companies, bank holding companies, national banks and trust companies with regard to the bank regulatory issues raised by their hedge fund operations, including banks’ authority to invest in hedge funds, scope of financial holding companies’ merchant banking authority, and non-voting equity investments by bank holding companies.
  • Advice on Gramm-Leach-Bliley “push-out” of bank brokerage activities, and compliance with Regulation R, jointly adopted by the Federal Reserve and the SEC.
  • Advice on Dodd-Frank Wall Street Reform and Consumer Protection Act requirements and implications for asset managers.

Includes matters handled at Dechert or prior to joining the firm.

Education
  • Purdue University, B.A., B.S., 1978, with High Honors, Phi Beta Kappa and Pi Kappa Phi
  • Georgetown University Edmund A. Walsh School of Foreign Service, M.S.F.S., 1982
  • Georgetown University Law Center, J.D., 1982, magna cum laude, 1982, topics editor of Law and Policy in International Business
Admissions
  • Pennsylvania
  • District of Columbia
  • United States District Court for the District of Columbia