BRAEDEN ANDERSON

Welcome to Anderson Insights.

We provide authoritative analysis on securities and commodities regulation, SEC and FINRA enforcement, and legal developments affecting crypto, digital assets, fintech, and financial services, authored by Braeden Anderson.

Please enjoy our legal writings. If you want to talk anything through, send Braeden an email.

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K. Braeden Anderson 1/28/26 K. Braeden Anderson 1/28/26

Referral Programs, Finders Fees, and Interval Funds: How to Grow Without Triggering Broker-Dealer or Marketing Rule Landmines

Fintech founders love referral programs for the same reason regulators are skeptical of them: incentives work.

If you are offering an interval fund direct-to-consumer (especially on a “self-distributed” model), a well-designed incentive program can become your most efficient acquisition channel. The wrong program, or the right program implemented the wrong way, can create problems fast: unregistered broker activity, improper compensated solicitation, and RIA Marketing Rule violations, often all at once.

This article is meant to help you spot the issues early, frame the choices, and understand why “just pay people for referrals” is not a clean concept in the securities world. It is not a blueprint you can copy-paste into your business. The details matter, and the compliance architecture matters even more.

K. Braeden Anderson 7/18/25 K. Braeden Anderson 7/18/25

Regulation A and the Role of Finders: A Fresh Look at an Old Dilemma

The SEC’s Small Business Capital Formation Advisory Committee will convene on July 22, 2025, to revisit two of the most important—yet perennially underdeveloped—components of the U.S. private capital markets: Regulation A and the regulatory treatment of “finders.” Both topics go to the heart of one of the SEC’s toughest policy challenges: how to responsibly expand capital access for small and emerging businesses without sacrificing investor protection.

K. Braeden Anderson 10/30/24 K. Braeden Anderson 10/30/24

Companies Seeking Capital—Be Wary of “Consultants” and “Finders”

For smaller companies and startups seeking to raise capital, encountering consultants or “finders” who promise to connect them with potential investors is common. While these individuals may offer valuable introductions, companies must carefully consider the legal framework surrounding these services. Engaging unregistered individuals in capital-raising activities can lead to regulatory and legal consequences that can jeopardize the success of the funding round and the company’s future growth. However, a legally compliant path exists for certain “finders” to operate without triggering registration as a broker-dealer.

K. Braeden Anderson 9/20/24 K. Braeden Anderson 9/20/24

Broker-Dealers vs. Unregistered Finders in Capital Raising

Determining whether an intermediary operates as a finder or an unregistered broker-dealer is a nuanced and fact-specific inquiry that can present significant challenges. For unwary entrepreneurs, corporate executives, and equity fund sponsors, the stakes are high; engaging a third party that inadvertently crosses the line into broker-dealer territory can result in serious regulatory repercussions.

Featured

Braeden Anderson

K. Braeden Anderson serves as a Partner at Gesmer Updegrove LLP, where he leads the firm’s Blockchain & Digital Assets and Securities Enforcement & Investigations practices. He also chairs Mackrell International’s Blockchain & Digital Assets Group and its Securities Enforcement & Investigations Group.

Named to Best Lawyers: Ones to Watch® in America (2025) for Financial Services Regulation Law and Securities Regulation, Mr. Anderson has built a national reputation as a securities regulatory and enforcement attorney operating at the intersection of traditional finance and emerging technologies. His practice focuses on advising financial institutions, fintech companies, investment advisers (including robo-advisors), broker-dealers, trading platforms, and digital asset companies in complex regulatory, enforcement, and compliance matters before the SEC, CFTC, FINRA, DOJ, and state regulators.

Within the digital asset and blockchain space, Mr. Anderson regularly counsels clients on issues involving market structure, tokenization, robo-advisor and broker-dealer registration, custody frameworks, AML and KYC obligations, and secondary trading considerations for regulated assets. His work spans both established financial institutions and early-stage ventures, helping clients operate within rapidly evolving regulatory environments with precision and strategic clarity.

Mr. Anderson also represents professional athletes and sports organizations in connection with regulatory and investigative matters requiring careful handling and discretion.

Prior to joining Gesmer, Mr. Anderson founded a Washington, D.C.-based law firm. He previously served as Assistant General Counsel at Robinhood Markets, Inc. (HOOD), where he advised on significant regulatory and enforcement matters. Earlier in his career, he practiced at Kirkland & Ellis LLP and Sidley Austin LLP in New York and Washington, D.C., representing clients in matters involving major federal enforcement authorities and providing regulatory advice on complex financial matters.

Mr. Anderson is an active contributor to the national conversation on securities and digital asset regulation. He publishes a widely followed weekly newsletter that has reached millions of legal and financial professionals and produces video content on YouTube for an audience of over 160,000 subscribers. He is also the editor of this legal publication, Anderson Insights, where he provides in-depth analysis for regulators, in-house counsel, and compliance professionals.

Mr. Anderson is also the creator of The Long Game with Braeden Anderson, a new digital series on YouTube exploring the intersection of golf, discipline, and high-performance thinking, featuring match-play conversations with legal executives and business leaders.

He was recently recognized as the most-read fintech thought leader in the United States in Mondaq’s Spring 2025 Thought Leadership Awards.