Our lawyers have extensive experience advising clients on exchange-traded fund (ETF) formation and the development of new products. We counsel a variety of financial firms on entering the ETF business, including those creating their own ETF trusts, those launching ETFs using third-party platforms and those becoming sub-advisers to ETFs offered by existing fund complexes. We guide ETF sponsors through complex and evolving legal issues and help facilitate the efficient and timely launch of their ETFs. Once a new fund is launched, we advise on a broad range of issues including regulatory filings and compliance and board matters. We have developed close relationships with leading ETF service providers necessary to operate an ETF, including administrators, Authorized Participants (APs), custodian banks, exchanges, index providers and market makers. Our experience with these service providers helps ensure a coordinated and effective approach to the legal and other services necessary to offer ETFs. We also work with boards of directors on all aspects of establishing and overseeing ETFs.

ETF Reg Insights

Exchanges Adopt Streamlined ETF Generic Listing Standards
ETF Reg Insights
April 13, 2020

The ETF Evolution Continues: SEC Approves Four New “Proxy Basket” Active Semi-Transparent ETFs
ETF Reg Insights
December 2, 2019

ETF Complexes Should Prepare Now to Comply with New Rule 6c-11 to be in a Position to Unlock Its Key Regulatory Advantages by Year-End
ETF Reg Insight
October 3, 2019

Converting a Mutual Fund to an ETF: Key Considerations
ETF Reg Insights
July 15, 2019

SEC Poised to Permit ActiveShares ETF: First Non-Transparent Actively Managed ETF
ETF Reg Insights
April 11, 2019

Preparing for the Next Generation of Actively Managed ETFs
ETF Reg Insights
January 29, 2019

SEC’s Proposed ETF Rule Removes Some Conditions Compared to Prior Exemptive Orders, But Adds Others
ETF Update
August 1, 2018

Proposed ETF Rule Comes with Widely Expected Conditions and Some Notable Twists
ETF Update
July 09, 2018

SEC to Consider ETF Rule Proposal at June 28, 2018 Open Meeting
ETF Update
June 22, 2018

ETF Organization

In addition to providing the legal counsel necessary to organize an ETF, we assist clients with planning and structuring their businesses. We help them evaluate their options and provide guidance on the business decision to create a stand-alone ETF trust or offer an ETF on a third-party platform. We have extensive experience drafting and negotiating the full range of documents for new ETFs including prospectuses, exemptive and 19b-4 applications, initial board materials and vendor agreements. We advise financial firms on navigating “first-of-its-kind” ETFs through the approval process at the SEC, other regulatory agencies and the exchanges. In counseling our ETF clients on new products, we collaborate with other Thompson Hine attorneys who focus on securities market, taxation, intellectual property and licensing issues. We also reach out to key industry participants, including market makers and authorized participants, who help vet the product and trading issues relating to the purchase and sale of ETF shares.

Ongoing Counseling

After the launch of an ETF, we provide an array of compliance and regulatory support services to our investment management clients. We advise on reporting, disclosure obligations, trading and brokerage practices, valuation matters, anti-money-laundering rules, Regulation S-P (privacy policies), proxy voting, distribution practices, advertising limitations, website compliance, and relevant tax and ERISA matters.

Investment Management Group

Our ETF practice is part of the firm’s Investment Management group, which services all types of investment funds (both registered and unregistered) and the investment advisers, banks, brokerage firms and other financial institutions that offer these funds and other products. Our deep understanding of the investment strategies related to different types of investment vehicles enables us to provide clients with comprehensive guidance on how to adapt strategies to an ETF and the product’s numerous regulatory restrictions and limits.

Market Matters: ETF Liquidity Rule & ETF Regulation Under the New Administration
April 10, 2017

This episode features Bibb Strench, a partner in Thompson Hine’s Investment Management practice group, discussing the SEC’s regulation of ETFs.

Webinar Recordings

IM Coffee Chat - Raising the Ante - The Impact of Valuation Rule 21-5 on Fund Advisers - 3.16.2022

IM Coffee Chat - Responding to a Cybersecurity Incident: Reporting and Disclosure Obligations - 3.2.2022

IM Coffee Chat - Crypto/NFT Hot Topics - 2.2.2022

IM Coffee Chat - ERISA Update for Investment Advisers and Fund Managers - 1.19.2022

IM Coffee Chat - Launching an ETF - 12.01.2021

IM Coffee Chat - Diversity in the Boardroom - 11.3.2021

IM Coffee Chat - Recent Trends in Shareholder Litigation - 10.27.2021

IM Coffee Chat - Crypto Update: What Was Included in the Infrastructure Bill? - 10.13.2021

IM Coffee Chat - Enforcement Considerations for Trustees, Municipal Advisors and Issuers - 10.6.2021

IM Coffee Chat - A Guide to Mutual Fund Insurance - 7.27.2021

IM Coffee Chat - Resolving Exam or Enforcement Issues - 7.14.2021

IM Coffee Chat - Non-compete Agreements: What You Need to Know - 6.30.2021

IM Coffee Chat - Handling Regulatory Inquiry – Step One: Practice Makes Perfect with Mock Exams - 6.23.2021

IM Coffee Chat - So, You’re Not a Statistician: Value at Risk for Trustees - 6.16.2021

IM Coffee Chat - NYAG Blue Sky Law Modernization in Practice - 6.9.2021

IM Coffee Chat - Protecting Your Intellectual Property: Beware the Trolls - 5.26.2021

IM Coffee Chat - Considerations for Fund Governance - 5.19.2021

IM Coffee Chat - Session Fifteen - Private Equity in the Registered Fund Structure - 5.5.2021

IM Coffee Chat - Session Fourteen - The Current State of Private Equity - 4.29.2021

IM Coffee Chat - Session Thirteen - ERISA's Five-Part Investment Advice Test - 4.21.2021

IM Coffee Chat - Session Twelve - Cannabis and Division of Investment Management - 4.14.2021

IM Coffee Chat - Session Eleven - Converting a Mutual Fund to an ETF - 4.7.2021

IM Coffee Chat - Session Ten - ESG Investing from Different Angles - 3.31.2021

IM Coffee Chat - Session Nine: R.I.P. ESG? Implications of Recent ERISA Guidance on ESG Investing - 2.24.2021

IM Coffee Chat - Session Eight: New Adviser Advertisement Rule – Performance Advertising - March 17, 2021

IM Coffee Chat - Session Seven - SEC's New Marketing Rule: Testimonials, Endorsements and Solicitation Activity - March 10, 2021

IM Coffee Chat - Session Six - SEC’s New Marketing Rule: Redefining “Advertisement” - March 03, 2021

IM Coffee Chat - Session Five - 2021 Form ADV Updates - February 26, 2021

IM Coffee Chat - Session Four - Building a Diverse Board - February 24, 2021

IM Coffee Chat - Session Three - Diversity in the Boardroom - February 17, 2021

IM Coffee Chat - Session Two - Bitcoin ETPs - February 10, 2021

IM Coffee Chat - Session One - Cryptocurrency Products: State of Play - February 3, 2021

Webinar Series for Private Funds – It's a New Day: Fees & Expenses and Codes of Ethics - August 26, 2020

Webinar Series for Private Funds – It's a New Day: Conflicts, Part II - August 12, 2020

Webinar Series for Private Funds – It's a New Day: Conflicts, Part I - July 29, 2020

Webinar: Seizing Opportunities in the ETF Marketplace - December 01, 2016