Anthony S. Kelly
Partner | Washington, D.C.
Anthony S. Kelly

Anthony S. Kelly, a former Senior Officer in the SEC’s Division of Enforcement, focuses his practice on securities enforcement, compliance, and regulatory matters, with an emphasis on matters concerning the asset management industry.

Prior to joining Dechert, Mr. Kelly served as Co-Chief of the SEC Enforcement Division’s Asset Management Unit. In this role, he led a nationwide unit of attorneys, industry experts, and other professionals responsible for conducting investigations across the asset management industry that focused on investment advisers and service providers to mutual funds, ETFs, BDCs, private equity funds, hedge funds, and other investment vehicles. Mr. Kelly also worked closely with the SEC’s Division of Examinations and Division of Investment Management.

During his 18-year tenure at the SEC, Mr. Kelly supervised and conducted enforcement investigations covering a wide range of issues, including fund valuation, distribution and 12b-1 fees, conflicts of interest, fund governance, the 15(c) process, best execution, insider trading, manipulation, investment adviser and broker-dealer registration, and whistleblower retaliation. He also worked with multiple U.S. Attorneys’ Offices conducting parallel criminal and SEC investigations. In recognition of his SEC service, Mr. Kelly was awarded the Chairman’s Award for Excellence and the Ellen B. Ross Award, which acknowledge his exemplary commitment and performance in enforcing the federal securities laws.

Mr. Kelly now represents entities and individuals in SEC and FINRA investigations and routinely advises asset managers on how to prepare for, navigate, and respond to exams conducted by the SEC’s Division of Examinations. As part of his practice, he also conducts internal investigations and counsels clients on compliance and regulatory matters.

Enforcement Matters

  • Co-lead portfolio manager in SEC and DOJ investigations into hedge fund liquidations following COVID-19 market volatility.
  • Multiple financial services firms and individuals in SEC and CFTC sweeps into off-channel communications.
  • Asset manager in SEC investigation focused on index provider errors.
  • Private equity and venture capital firm in SEC investigation focused on conflicts of interest and portfolio investment write-downs.
  • ETF provider in SEC investigation regarding the role of a social media influencer.
  • Asset manager in connection with SEC investigation looking into proxy voting, political contributions, code of ethics, and whistleblower protection issues.
  • Hedge fund manager and its founder in SEC investigation focused on principal transaction.
  • Real estate fintech firm in SEC investigation regarding cash solicitation.
  • Investment adviser to private fund and ETF in SEC investigation focused on marketing and hypothetical performance.
  • CCO in SEC investigation concerning hypothetical performance.
  • Asset manager in SEC investigation relating to share-class arrangements and cross-subsidization. 
  • Technology-focused ETF provider in SEC investigations.
  • Hedge fund manager and its founder in SEC investigation focused on 21F-17 whistleblower issues.
  • Mutual fund trustee in SEC liquidity rule investigation.
  • Investment adviser and its affiliated broker-dealer in SEC investigation focused on conflicts of interest, fee arrangements, and best execution. 
  • Technology service provider to startups and private companies in SEC, DOJ, and FINRA investigations.
  • President and CCO of retail broker-dealer in multiple SEC and FINRA investigations relating to payment for order flow, trade execution practices, SAR filings, and AML surveillance.
  • Co-founder and chairman of investment bank in FINRA exam regarding outside business activities and private securities transactions.
  • Electronic broker in SEC, FINRA, state, and congressional investigations related to the GameStop meme-stock trading events.
  • Electronic broker in SEC, CFTC, and FINRA investigations regarding AML surveillance and SAR filings.
  • The former CFO and the controller of one of the largest civil contractors and construction material producers in the U.S. in SEC investigation regarding accounting issues and SOX 304 clawback.
  • Two senior-level employees of a multinational Fortune 500 company in SEC and DOJ investigations focused on accounting issues.
  • Publicly traded company and its chairman in SEC investigation concerning disclosure and reporting obligations.
  • Real estate investment trust and affiliated adviser in connection with SEC and DOJ investigations.
  • Founder and managing partner of boutique investment firm in SEC insider trading investigation.
  • Chairman and CEO of multiple SPACs in SEC litigation.
  • Broker-dealer in SEC Reg BI sweep.

SEC Exams

  • Investment advisers to private equity funds, private credit funds, hedge funds, and CLOs focused on conflicts of interest, fees and expenses, allocation, valuation, MNPI, marketing and advertising, and custody.
  • Investment advisers to mutual funds, ETFs, BDCs, and SMAs.
  • Exams focused on compliance with co-investment relief conditions.
  • Routine exams of foreign-based investment advisers.
  • ESG-focused exams.
  • Investment adviser to registered open-end investment company that received a management fee that was subject to a performance adjustment.
  • Cause exam of investment adviser focused on personal trading and front running.
  • Fund board of independent fund administrator in connection with SEC exam focused on change of control issues.

Internal Investigations

  • Governance and Nominating Committee of mutual fund board regarding internal review of interfund lending.
  • Review of marketing and advertising materials for technology-focused venture capital fund, including a related review of advisory personnel’s electronic communication practices.
  • Asset manager regarding internal review of dealer-interposed cross trades.
  • Technology service provider to startups and private companies regarding internal review of data sharing practices.
  • Private equity fund adviser regarding internal review focused on valuation of fund holdings and related performance reporting and marketing.
  • Asset Management Roundtable - Focus on Recent and Emerging Regulatory Developments — Dechert LLP, Washington, D.C. (November 14, 2024)
  • AI Roundtable — Dechert LLP, Boston, MA (October 10, 2024)
  • AI Roundtable — Dechert LLP, New York, NY (October 9, 2024)
  • Continuing the Engagement: A Conversation with the SEC’s EXAMS and Enforcement Staff — ICI, 2023 Securities Law Developments Conference, Virtual (October 26, 2023)
  • Dechert Breakfast Briefing During the ICI Conference: Current Developments Affecting the Fund Industry — Dechert LLP, Palm Desert, CA (March 21, 2023)
  • SEC and CFTC FinTech Enforcement Trends — FinTech 2022, Practising Law Institute, New York, NY (December 2, 2022)
  • SEC Compliance and Enforcement – The Catholic University of America Columbus School of Law’s ESG Investing Under the Federal Securities Law Conference, Washington, D.C. (October 28, 2022)
  • CCO / Enforcement Roundtable — Los Angeles Investment Management Symposium, Dechert LLP, Los Angeles, CA (October 27, 2022)
  • CCO / Enforcement Roundtable — San Francisco Investment Management Symposium, Dechert LLP, San Francisco, CA (October 25, 2022)
  • Regulatory Roundtable Dinner — Dechert LLP, Boston, MA (October 6, 2022)
  • ESG Developments in the EU and U.S.: Impact on U.S. Asset Managers – Dechert LLP, Boston (September 22, 2022)
  • ESG Developments in the EU and U.S.: Impact on U.S. Asset Managers – Dechert LLP, New York (September 20, 2022)
  • Mutual Fund Litigation and Enforcement Update — Mutual Fund Directors Forum, Washington, D.C. (November 17, 2020)
  • ESG Considerations for U.S. Asset Managers — Dechert LLP, Webinar (May 19, 2020)
  • Selective Disclosure and Insider Trading Considerations for U.S. Fund Managers in the Current Environment — COVID-19 Coronavirus Business Impact Webinar (May 1, 2020)
  • Compliance Issues in the Current Environment — Dechert LLP, COVID-19 Coronavirus Business Impact Webinar (April 21, 2020)
  • 2020 Fund Governance & Regulatory Insights — Mutual Fund Directors Forum, Washington, D.C. (March 5, 2020)
  • OCIE and Enforcement: Evolving with the Times — ICI 2019 Securities Law Development Conference, Washington D.C. (December 3, 2019)
  • Excessive Fee Litigation and Enforcement: Recent Decisions and Trends — Mutual Fund Directors Forum, Webinar (May 7, 2019)
  • A Conversation with Dechert and Leading Credit Manager GCs and CCOs: A View from Washington — 5th Annual Permanent & Private Capital Summit, New York, NY (April 4, 2019)
  • Expectations For SEC Exams As Private Credit Market Grows – Law360 (March 2025)
  • Investment Adviser Duty of Care: SEC Enforcement and Policy – The Investment Lawyer (February 2023)
  • Compensation Clawback Crackdowns – An Emerging Enforcement Focus, FCPA Professor, November 7, 2022
  • ESG Developments in the EU and U.S.: Impact on U.S. Asset Managers, Boston - Dechert OnPoint (September 22, 2022)
  • ESG Developments in the EU and U.S.: Impact on U.S. Asset Managers, New York - Dechert OnPoint (September 20, 2022)
  • Showdown at the Fifth Circuit Corral—Panel Rules SEC Home-Court Proceedings Violate Multiple Constitutional Provisions -  Dechert OnPoint (May 25, 2022)
  • Securities and Derivative Litigation: Quarterly Update - Dechert OnPoint (May 02, 2022)
  • “Hashing” It Out: Federal Jury Decides Some Cryptocurrency Products are not Securities - Dechert OnPoint (November 18, 2021)
  • Second Circuit Upholds Enforceability of SEC Tolling Agreements - Dechert OnPoint (October 04, 2021)
  • The Many Shades of Global ESG and Sustainable Investing: Enforcement, Examination and Compliance Risks - Dechert OnPoint (May 18, 2021)
  • Dechert On Demand: Hot Topics for Fund Managers - Dechert OnPoint (February 23, 2021)
  • Congress Restores and Codifies Expansive SEC Disgorgement Authority - Dechert OnPoint (January 31, 2021)
  • Dechert LIBOR Update Series - Dechert OnPoint (November 30, 2020)
  • SEC Enforcement Division Releases 2020 Annual Report: COVID-19 Impacts Enforcement as Whistleblower Program Boosts Enforcement - Dechert OnPoint (November 20, 2020)
  • AIMA Regulatory Deep Dive Programme – U.S. - Dechert OnPoint (September 17, 2020)
  • The Supreme Court Affirms, But Limits, The SEC’s Disgorgement Authority - Dechert OnPoint (July 06, 2020)
  • Asset Management Litigation/Enforcement Flash Report - Dechert OnPoint (May 22, 2020)
  • COVID-19 Business Impact Series: Selective Disclosure and Insider Trading Considerations for U.S. Fund Managers in the Current Environment - Dechert OnPoint (May 01, 2020)
  • ESG Considerations for U.S. Asset Managers Webinar - Dechert OnPoint (April 24, 2020)
  • COVID-19 Coronavirus Business Impact: Compliance Issues in the Current Environment - Dechert OnPoint (April 21, 2020)
  • Managing Enforcement and Litigation Risks for Asset Managers in the Current Economic Climate - Dechert OnPoint (April 01, 2020)
  • COVID-19 Coronavirus Business Impact: Regulatory Impact – Focus on Global Market Abuse Risks - Dechert OnPoint (March 31, 2020)
  • Environmental, Social and Governance (ESG) for Asset Managers - Dechert OnPoint (February 12, 2020)
  • OCIE Releases 2020 Examination Priorities - Dechert OnPoint (January 30, 2020)
  • SEC’s Enforcement Division Releases 2019 Annual Report: Asset Management Industry Enforcement Leads to Record Numbers - Dechert OnPoint (December 04, 2019)
  • U.S. Regulatory Priorities Seminar Series: Recent SEC Inspection and Investigation Trends - Dechert OnPoint (June 26, 2019)
  • 2019 Global Alternative Funds Symposium - Dechert OnPoint (June 04, 2019)
  • California '40 Acts Group Luncheon Discussion - Dechert OnPoint (April 26, 2019)
  • Investment Management Institute 2019 - Dechert OnPoint (March 21, 2019)
  • Current Developments Affecting the Fund Industry - Dechert OnPoint (March 19, 2019)
  • US Blockchain Enforcement and Litigation Update - Dechert OnPoint (January 31, 2019)
  • Hedge Funds Nuts & Bolts: Washington Update - Dechert OnPoint (January 09, 2019)
  • U.S. SEC Focus Areas in the Registered Funds Industry - Dechert OnPoint (December 28, 2018)
  • SEC Enforcement Staff Takes Aim at the BDC Space in Two Recent Actions - Dechert OnPoint (December 21, 2018)
  • SEC Staff Releases Statement on Digital Asset Securities Issuance and Trading and Provides Guidance on Resolving Unregistered ICOs - Dechert OnPoint (December 05, 2018)
  • SEC Co-Chief of Asset Management Unit Heads to Dechert in Washington, D.C. - Dechert OnPoint (November 12, 2018)
Services
    • The George Washington University, B.B.A., Finance, 1999, summa cum laude
    • Georgetown University Law Center, J.D., 2004
    • District of Columbia
    • Maryland