BRAEDEN ANDERSON
This work began as one lawyer writing carefully about issues he studies and practices.
It now reaches over a million readers, alongside 20,000 newsletter subscribers and 160,000 YouTube followers.
Thank you for being part of this community.
Looking for something specific?
The full Anderson Insights archive is now searchable. Use the search bar to find past content by topic, agency, or keyword. Try searching: “SEC v. Jarkesy,” “ATS regulation,” “custody” or “digital assets”
Hi, I’m Braeden.
I'm a partner at Gesmer Updegrove LLP, where I lead the Securities Regulatory and Enforcement and Digital Assets practice areas. I’ve served as Assistant General Counsel at Robinhood, practiced at Kirkland & Ellis and Sidley Austin, and represented clients in high-stakes matters before the SEC, DOJ, FINRA, and state regulators.
I write and make content for people who don’t have time to guess: founders, lawyers, regulators, and smart operators who know better than to rely on Google or the AI answer without context.
I've been recognized by U.S. Best Lawyers: Ones to Watch® for Financial Services and Securities Regulation, and listed in Marquis Who’s Who in America for contributions to law and public service.
Enjoy the content. I hope you find what you’re looking for. And if you want to talk something through, don’t hesitate to reach out. I’d love to hear from you. It’s really cool when readers become clients.
Evergreen Guide: Broker-Dealer Due Diligence Obligations in Regulation D Offerings
Private placements under Regulation D of the Securities Act of 1933 remain a critical avenue for capital formation, particularly among early-stage and smaller companies. Despite their exemption from registration, these offerings are not exempt from the antifraud provisions of the federal securities laws. Broker-dealers that recommend Regulation D securities must undertake a reasonable investigation into the offering, the issuer, and the surrounding circumstances. This obligation stems from SEC and FINRA rules and is central to satisfying suitability, antifraud, and supervisory compliance requirements. This guide summarizes the regulatory foundation and outlines best practices for broker-dealers conducting due diligence in Regulation D offerings, with particular reference to FINRA Regulatory Notice 10-22.
FINRA Finalizes SLATE Rule 6540: The Definitive Guide to Securities Lending Transparency Requirements (Effective 2026)
On April 2, 2026, FINRA Rule 6540 under the new SLATE (Securities Lending and Transparency Engine) Rule 6500 Series will take effect, ushering in a new era of regulatory transparency in the securities lending market. Mandated by SEC Rule 10c-1a under the Securities Exchange Act of 1934, FINRA’s new framework sets out detailed reporting and public dissemination requirements for securities loans and their modifications. These changes represent a significant expansion in regulatory oversight and transparency and will affect broker-dealers, agent lenders, institutional investors, and other market participants engaged in securities lending. This guide outlines the obligations, timeline, mechanics, legal challenges, and implications of Rule 6540 in a comprehensive manner, providing all the information market participants need to comply and strategize under the new regime.
Executive Misconduct in the Public Eye: A Legal Framework for Internal Investigations Triggered by Reputational Crises
After a CEO is caught on camera in a viral public incident, what should a company do? This article provides a comprehensive guide on crisis management and explores the legal response, from initiating an internal investigation to navigating reputational risk, policy violations, and executive transitions.
Bitcoin as a Strategic Reserve: Policy, Legal, and Compliance Implications
As governments around the world begin to explore bitcoin as a sovereign reserve asset, the legal and operational challenges of holding decentralized digital assets at scale are coming into focus. With the U.S. now consolidating over 200,000 BTC under a newly created Strategic Bitcoin Reserve, federal agencies must confront unprecedented questions around custody, classification, transparency, and compliance. This article examines how sovereign crypto ownership reshapes the legal landscape—where sovereign immunity meets private key management, and where agencies once tasked solely with regulation must now coordinate as market participants. The implications for global reserve policy, national security, and financial law are only beginning to unfold.
Conducting a Tokenized Offering Under Reg A
While there are multiple frameworks available to launch and distribute tokens—including those designed to avoid classification as securities—many of our clients elect to offer tokens as securities for strategic reasons. This can include unlocking broader investor participation, enabling secondary market liquidity, or building long-term institutional trust. Regulation A and Regulation Crowdfunding (Reg CF) are the two primary exemptions that allow for the public issuance of security tokens under U.S. law.
The Evergreen Importance of Special Committees in Corporate Governance
Special committees have long been a cornerstone of corporate governance, particularly in situations involving conflicts of interest, significant transactions, or internal investigations. Their relevance persists, not just as a response to crises, but as a proactive measure to ensure transparency, fairness, and accountability in decision-making. As corporate transactions become more complex and scrutiny intensifies, the role of special committees remains indispensable.
Drafting Effective Board Resolutions: How to Appoint a Special Committee for Internal Investigations
In moments of crisis, such as allegations of misconduct or conflicts of interest, a company's board of directors must act decisively and transparently. One powerful tool at its disposal is the creation of a special committee to oversee internal investigations. This article explores the mechanics of drafting board resolutions to appoint such committees, leveraging insights and best practices from Anderson P.C., a boutique securities law firm specializing in governance and regulatory matters.
Framework for White-Collar Crime in the United States
White-collar crimes are non-violent, financially motivated offenses typically committed by individuals in professional positions of trust. These crimes are generally classified as felonies, the most serious category of offenses, punishable by more than one year of imprisonment. Understanding the classification and legal implications of white-collar crimes is essential for grasping the severity of penalties involved.