Amy J. Greer focuses her practice on securities enforcement and litigation matters. A former regional trial counsel for the US Securities and Exchange Commission’s (SEC) Philadelphia office, Amy brings insight from that experience when addressing litigation and investigations by the SEC, the US Department of Justice (DOJ), the US Financial Industry Regulatory Authority (FINRA), and self-regulatory organizations, as well as state attorneys general and securities commissions.
Amy’s clients include broker-dealers, investment advisers, hedge funds, mutual funds, securities issuers and reporting companies, and commodities traders. She advises them on allegations of insider trading, financial reporting and accounting claims, fraud allegations related to securities offerings, and investigations into structured and complex products and trading.
She also counsels on Dodd–Frank Act and Sarbanes–Oxley Act issues and handles inquiries concerning sales practices, whistleblower claims, anti-money laundering issues, and violations of the US Foreign Corrupt Practices Act. Amy coordinates efforts with ongoing criminal investigations, multiple enforcement/regulatory efforts, and civil litigation. She also assists clients by conducting internal investigations and providing counsel on regulatory examinations and compliance issues. Given the nature of her practice, Amy often partners with subject matter experts from Morgan Lewis’s investment management or labor and employment practices. Amy was recently recognized by Legal 500 in the Securities Litigation: Defense category.
Prior to joining Morgan Lewis, Amy served as chief litigation counsel at the SEC’s Philadelphia regional office and managed a team of lawyers overseeing a wide variety of enforcement matters.
Her long history of volunteer service includes both pro bono work and service to the bar.
Represented multinational brokerage and financial markets technology firm in connection with Market Access Rule compliance investigations and negotiated favorable settlements with multiple regulators.
Represented multiple investment advisers and dually registered investment adviser-broker dealer firms in connection with the SEC's share class selection disclosure (SCSD) self-reporting initiative. The SCSD initiative targeted the adequacy of disclosures by financial services firms of conflicts of interest when recommending mutual fund share classes that pay distribution fees (12b-1 fees) to the firms or their affiliates, when lower cost share classes are available.
Successfully persuaded the SEC Staff to close investigation of high-yield bond fund, its portfolio manager, bond trader, and chief compliance officer, in connection with Staff's review of pricing of trades in illiquid securities.
Served as counsel to an investment adviser and its affiliated broker-dealer referred to SEC Enforcement following an OCIE examination, in connection with allegations that the adviser had failed to adequately disclose potential conflicts of interest arising from its mutual fund share class selection practices and receipt of mutual fund shareholder servicing fees. Successfully narrowed SEC focus to obtain a favorable settlement for the client.
Represented several affiliated broker-dealer firms in connection with FINRA's investigation of sales practices and customer disclosures related to L-share variable annuity products. We were able to obtain a favorable settlement for these clients, at a critical time in their businesses.
Successfully persuaded SEC Enforcement to close an investigation of our investment adviser client, opened upon referral from an examination, related to Staff concerns about sales practices and potential conflicts of interest.
Convinced SEC Enforcement to close its investigation of our global financial services client, which had been opened based on allegations by a putative whistleblower, asserting a variety of claimed securities laws violations.
After multiple referrals of examination findings were consolidated, successfully resolved SEC Enforcement matter charging multiple compliance failures and breaches of fiduciary duty by affiliated dual registrant firms, including failure to disclose the conflict of interest present by the selection of higher cost mutual fund share classes, when lower cost share classes were available, and reverse churning issues.
Represented a large financial services firm in connection with an SEC investigation into trading in advance of the initiation of research coverage; the matter was closed with no action.
Represented an individual client in investigation for potential violations of Regulation SHO and potential fraud and other claims, in connection with a complex options trading strategy. Convinced the SEC Staff to close the matter as to our client.
Defended a major financial institution in an SEC investigation into mortgage securitization and marketing practices and related financial reporting issues.
Represented a registered representative in connection with a FINRA investigation of his broker-dealer’s regulatory lapses, resulting in no action taken against the client.
Represented the former retail broker-dealer entity of a major financial institution in a FINRA investigation into sales practices related to the sale of mutual funds, resulting in a favorable settlement.
Defended a regional market making firm and its principal in an SEC/FINRA enforcement investigation concerning allegations of Regulation SHO violations, resulting in no action by the SEC and a favorable settlement with FINRA.
Conducted significant internal investigation for financial services client related to issues discovered during company's annual internal compliance audit related to a defect in a technology application used for securities trading and other processes.
Conducted an internal investigation for a trust company concerning the board’s management of a potential securities law violation.
Conducted an internal investigation for a healthcare company in connection with claims that personnel disclosed material nonpublic information.
Advised a multinational client with its response to a DOJ grand jury investigation, which revealed that the client may have been the victim of a fraud perpetrated by certain employees and outside vendors. Conducted an internal investigation, assisted by the client's internal audit capability and an outside forensic accounting firm, and advised on disclosure issues.
Represented an individual client investigated by the SEC Market Abuse Unit. The client was sent a Wells Notice, advising that the staff was considering an enforcement action for potential violations of Regulation SHO, the antifraud provisions, and the fraudulent short sale rule in connection with a complex options trading strategy. Successfully convinced the SEC staff that the client had no intent to violate any rules or statutes.
Represented a large financial services firm in connection with an SEC investigation into trading in advance of the initiation of research coverage.
Represented a mortgage originator/servicer/underwriter/issuer in a $10 billion residential mortgage-backed securities litigation, which was successfully settled.
Favorably settled a private securities litigation and SEC enforcement action on behalf of the former CEO of a publicly traded medical services company in connection with allegations of financial fraud.
Successfully represented a dissident shareholder group in proxy contest litigation, resulting in the annual meeting and director election going forward as scheduled and the dissidents all being elected to the board of directors.
College of William & Mary, Marshall-Wythe School of Law, 1989, J.D.
Gettysburg College, 1985, B.A.
District of Columbia
US Court of Appeals for the Second Circuit
US Court of Appeals for the Third Circuit
US Court of Appeals for the Fourth Circuit
US District Court for the Eastern District of Pennsylvania
US District Court for the Western District of Pennsylvania
Awards and Affiliations
Member, Law Firm of the Year, Securities Regulation, US News/Best Lawyers – Best Law Firms (2019)
Recommended, The Legal 500 US (2016)
SEC Chairman's Award for Excellence (2007)
Partnership Award, Allegheny County Bar Foundation (2005)
Emissary for Justice Award, Pennsylvania Legal Services (2003)
Outstanding Service Recognition, Neighborhood Legal Services Association (1995)
Pro Bono Program Outstanding Volunteer, Allegheny County Bar Association (1995)
Pro Bono Publico Award, American Bar Association (1995)
Member, New York City Bar Association
Member and Former President, Allegheny County Bar Association (Pittsburgh)