Patrick Hayes

Practice Areas

Investment Management

Private Equity

Capital Markets and Public Reporting

Corporate and Finance

Business and Fund Formation

Employee Benefits and Executive Compensation

Privacy and Data Security

Compliance/Regulatory Services

Emerging Companies and Venture Capital

Career

Patrick Hayes counsels registered investment advisers, broker-dealers, family offices, crypto and digital asset traders, and other financial professionals on managing and directing the effective integration of the Securities Act, Exchange Act, Investment Company Act and Advisers Act into his clients' compliance programs.

Patrick also serves as outside general counsel to draft, coordinate, and review all legal documents of the adviser, including contracts, fund formation documents, adviser and fund regulatory filings, and other related materials.

Patrick conducts due diligence and monitors the activities of sub-advisers, third-party managers, and relevant service providers, and will assist with matters before the Securities and Exchange Commission, Commodity Futures Trading Commission, Department of Justice, Financial Industry Regulatory Authority, North American Securities Administrators Association, as well as before state securities commissions, attorneys general and local authorities.

In 2020, Patrick launched The Securities Compliance Podcast: Compliance in Context™, co-sponsored by Calfee and the National Society of Compliance Professionals, a nonprofit, membership organization dedicated to serving and supporting compliance professionals in the financial services industry. Patrick designed the podcast as a personal master class for the securities industry’s legal and compliance professionals.

Patrick serves on the board of directors for the National Society of Compliance Professionals and as co-chair of the NSCP's Governance Committee and as a member of the Executive and Regulatory Advisory Committees. He carries both Series 7 and Series 24 securities licenses and is licensed to practice law in the state of Ohio and the Commonwealth of Kentucky.

Prior to joining Calfee, Patrick served as Investment Management Counsel and Chief Compliance Officer at Graydon Compliance Solutions, LLC and Private Funds and Regulatory Compliance Officer at Fort Washington Investment Advisors, Inc.

Patrick earned his J.D. from the University of Cincinnati College of Law, where he was inducted into the Order of the Barristers for outstanding ability in appellate advocacy. He is also a recent recipient of the Cincinnati Business Courier's Forty Under 40 Award recognizing young professionals in Greater Cincinnati who are crafting successful careers while also giving back to their community.

He joined Calfee in 2019, and he was elected Partner in 2022.

Professional Memberships

National Society of Compliance Professionals, Board of Directors, Publications Committee, Regulatory Advisory Committee

University of Cincinnati Law Alumni Association, Immediate Past President

Cincinnati USA Regional Chamber, C-Change Leadership Program, Class 8

Publications

Podcast

On October 19, 2020, Patrick launched The Securities Compliance Podcast: Compliance in Context™, co-sponsored by Calfee and the National Society of Compliance Professionals, a nonprofit, membership organization dedicated to serving and supporting compliance professionals in the financial services industry. Patrick designed the podcast as a personal master class for the securities industry’s legal and compliance professionals.

The goal of the podcast series is to put Compliance In Context by combining the technical expertise of industry thought leaders and innovators with the practical experience of doers and key decision makers.

The first segment of each episode covers the provocative and trending compliance topics of the day, and the second segment features an expert guest participating in a deep-dive discussion of a significant topic affecting the industry. The final segment of each episode will feature one of four unique recurring series, including comical stories in the investment management industry and new regulatory guidance on controversial issues.

Publications

"Let's Go Crazy – A Princely Look at How the SEC's New Marketing Rule Impacts Solicitors and State Licensing and Registration," Co-Author, National Society of Compliance Professionals Currents publication (September 2021)

The Revenant of Fair Value Cometh for Fixed Income Markets," Co-Author, National Society of Compliance Professionals Currents publication (September 2020)

"Navigating the Impact of COVID-19 for Registered Investment Advisers and Broker-Dealers," Co-Author, National Society of Compliance Professionals Currents publication (April 2020)

Expert in these Jurisdictions

Ohio

Kentucky

Experience

Providing legal counsel on securities regulations affecting a large investment advisory firm with $8+ billion in client assets providing customized financial planning and wealth management services to a broad array of high net worth and other clients, and to serve as the firm’s Chief Compliance Officer (CCO). The CCO is responsible for directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”).

Providing broad support and counsel to our multinational professional services firm client with $100+ billion in AUM in relationship to the firm’s global investment advisory services. As a new matter, Calfee was retained to support the client's ongoing marketing and advertising efforts in relationship to the new SEC Marketing Rule finalized in November 2022. The client engaged Calfee to further support its private fund complex, including a new private credit fund. As part of its services, Calfee works with the lead portfolio managers to identify and review potential fund investments, assist with due diligence, and review the terms of potential investment in the funds.

Providing legal counsel on securities regulations affecting an SEC-registered investment adviser client with $25+ billion in AUM that provides asset management for institutional investors and wealth management services for high-net-worth and ultra-high-net-worth individuals. Calfee provides back-office support and expert counsel for the CCO and assists him in directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”). As part of its ongoing services over the last two years, Calfee successfully guided the client through an examination by the SEC’s Division of Examinations ultimately concluding with a “no further action” letter with zero deficiencies noted.

Selected to provide legal counsel on securities regulations affecting all aspects of our SEC-registered investment advisor client’s investment advisory business and operations, which has $4+ billion in AUM. Calfee provides back-office support and expert counsel for the Managing Principal and CCO and assists with directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”).

Selected to provide legal counsel on securities regulations affecting an SEC-registered investment adviser with $3+ billion in AUM providing advisory services to both private funds and high-net-worth individuals and to serve as the firm’s Chief Compliance Officer (CCO).

Selected to provide legal counsel on securities regulations affecting an SEC-registered investment adviser with $2+ billion in AUM providing advisory services to high-net-worth individuals and institutional investors, and Calfee serves as the firm’s Chief Compliance Officer (CCO). The CCO is responsible for directing and implementing the firm’s compliance program for supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”).

Providing legal counsel on securities regulations affecting an SEC-registered investment adviser with $2+ billion in AUM providing asset management as a 3(21) and 3(38) investment fiduciary for 401k and corporate pension plans subject to ERISA and wealth management services for high-net-worth individuals. Calfee provides back-office support and expert counsel for the CCO and assists him in directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”).

Selected to provide legal counsel on securities regulations affecting all aspects of our client, an SEC dually registered investment adviser and broker-dealer operations with $2+ billion in AUM. Calfee provides support and expert counsel for the CCO and assists in directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”) and FINRA compliance program requirements under FINRA Rule 3120 and the Annual Certification under Rule 3130.

Selected to provide legal counsel on securities regulations affecting an SEC-registered investment adviser with approximately $1.5 billion in AUM providing advisory services to high-net-worth individuals and small institutions, and to serve as the firm’s Chief Compliance Officer (CCO).

Providing legal counsel on securities regulations affecting the client, an SEC-registered investment advisor and a related family office with a combined total of $1+ billion in AUM and to serve as the firms’ Chief Compliance Officer (CCO). The CCO is responsible for directing and implementing the firm’s compliance program for all supervised persons of the adviser, ensuring effective compliance with Rule 206(4)-7 of the Investment Advisers Act of 1940 (the “Compliance Rule”). Calfee manages the following legal/compliance tasks for the client: Internal audits and compliance testing; annual review/risk assessment; third-party due diligence; SEC examinations and communications with regulators; compliance certifications; Code of Ethics issues; directing/executing the firm’s compliance manual; all marketing/advertising review; employee training/education; firm contracts/client agreements review; completing/submitting all regulatory filings, including SEC, FINRA, CFTC, etc. In addition, Calfee was engaged by the client to assist in a total corporate governance restructuring of both advisors and the investment advisory services each firm provides.

Education