By the Templateez Team · Licensed Attorney · June 2026

Securities Law Intake Forms: What Enforcement and Litigation Attorneys Need to Capture

A securities matter that gets mis-classified at intake — an SEC enforcement action treated as a garden-variety contract dispute, a FINRA arbitration filed in federal court, a 10b-5 claim pursued after the Lampf limitations window has already closed — creates problems that no amount of downstream legal work can fix. Securities litigation and enforcement defense sit at the intersection of federal statute, self-regulatory organization rules, and state blue sky laws, and the intake form is where an attorney first determines which of those frameworks controls the matter, what deadlines are already running, and whether the client's regulatory history is about to become a problem.

Most general litigation intake forms are not built for this. They capture party names, a description of the dispute, and some dates. That is not enough for a practice area where the client's CRD record, the specific securities involved, and the difference between a Section 10(b) claim and a state-law fraud claim can determine both forum and viability. A purpose-built securities law intake form captures the regulatory, transactional, and procedural details that shape every decision from the first meeting forward. Here is what it should include.

Matter type: the classification that drives everything

Securities matters are not interchangeable. The matter type determines applicable law, available defenses, limitations periods, forum, and damages models. Your intake form should present the full taxonomy and let the attorney classify the matter at first contact:

• SEC enforcement action — investigation, Wells notice, administrative proceeding, or civil complaint. Whether the client received a subpoena, a voluntary request for documents, or a formal order of investigation changes the posture entirely. An SEC investigation that has progressed to a Wells notice is a fundamentally different intake than one where the client received a document request last week.
• FINRA enforcement — on-the-record interview, complaint and answer, disciplinary proceeding. FINRA has its own procedural rules, its own sanctions framework, and its own appeal structure through the NAC and then the SEC.
• Shareholder class action — 10b-5 fraud-on-the-market, Section 11/12 claims arising from registration statements, state-law breach of fiduciary duty brought derivatively but repackaged as direct claims. The PSLRA's lead plaintiff provisions and heightened pleading standards make the earliest classification critical.
• Shareholder derivative suit — demand futility, special litigation committee, and the threshold question of whether the claim belongs to the corporation or the individual shareholder.
• Insider trading — tipper-tippee liability, Rule 10b5-1 plan defense, misappropriation theory. Whether the client is the alleged insider, the tippee, or the issuer whose stock was traded determines the entire defense strategy.
• Regulation D private placement disputes — accredited investor verification failures, general solicitation violations, integration of offerings, failure to file Form D. These often arrive as a combination of SEC enforcement and investor rescission claims.
• Broker misconduct — churning, unsuitability, unauthorized trading, excessive markups, failure to supervise, selling away. These typically land in FINRA arbitration rather than court, and the damages models are specific to each theory.

Getting this classification right at intake is not academic. A shareholder class action triggers PSLRA obligations — automatic discovery stays, heightened scienter pleading — that do not apply to a FINRA arbitration. A Regulation D dispute may involve both federal Securities Act claims (with Section 13's one-year/three-year limitations period) and state blue sky claims with entirely different deadlines. The matter type is the first fork in every decision tree that follows.

Client's regulatory status: who the regulators think they are

In securities work, your client is not just a person or an entity. They occupy a defined regulatory category, and that category carries obligations, exposure, and a paper trail that the opposing side already has access to. Your intake should capture:

• Registration status — registered broker-dealer, investment adviser (SEC or state-registered), dual registrant, associated person of a BD, investment adviser representative, transfer agent, municipal advisor, exempt reporting adviser.
• CRD and IARD numbers — these are the keys to BrokerCheck and IAPD records. If your client has a CRD number, every customer complaint, employment termination, regulatory action, and arbitration award in their history is publicly searchable. You need to know what is in that record before opposing counsel tells you.
• Firm affiliation — current and prior BD or RIA affiliations, independent vs. wirehouse, dual registration with both a BD and an RIA. A broker who left a wirehouse to join an independent BD and then started their own RIA has a regulatory trail across three entities.
• Licenses held — Series 7, 66, 63, 65, 24, 3, 79, SIE. The specific licenses determine what products the client was authorized to sell or recommend, which matters enormously in suitability and selling-away cases.

Regulatory history: what is already on the record

Securities professionals carry their regulatory history with them permanently. FINRA's BrokerCheck and the SEC's IAPD are public databases, and anything in them is fair game. Your intake must go beyond asking "have you been in trouble before" and capture the specifics:

• Prior enforcement actions — SEC, FINRA, state securities regulators, or any SRO. Outcome, sanctions imposed, whether the client consented without admitting or denying findings.
• Customer complaints — complaints reported on Form U4, whether resolved by settlement, arbitration award, withdrawal, or denial. The dollar amounts and the nature of the allegations. A pattern of suitability complaints looks different from one disputed fee calculation.
• U5 terminations — the reason-for-termination disclosed on Form U5 when a broker leaves a firm. "Permitted to resign" and "terminated" carry different implications. A U5 that says "terminated after internal review of trading practices" is a red flag that the current matter may connect to a longer pattern.
• Pending investigations or inquiries — is the client currently the subject of any other regulatory inquiry, even an informal one? Parallel proceedings — simultaneous SEC, FINRA, and DOJ investigations into the same conduct — require coordinated defense strategy and Fifth Amendment considerations that shape every decision from day one.
• State blue sky regulatory actions — state securities regulators maintain their own enforcement databases. A client who was sanctioned by Massachusetts and then moved operations to Texas may not volunteer that history. The intake form should ask.

Transaction details: the securities and the money

Securities disputes are ultimately about transactions. Generalized descriptions of "investment losses" are not sufficient. The intake form needs to capture the transactional granularity that determines liability, damages, and available defenses:

• Securities involved — specific securities by name, ticker, CUSIP, type (equity, fixed income, options, structured products, private placements, variable annuities, REITs, limited partnerships, cryptocurrency/digital assets). A churning claim involving listed equities is a different animal from one involving illiquid alternative investments.
• Account types — individual brokerage, joint, IRA, Roth IRA, 401(k) rollover, trust, corporate, UGMA/UTMA, discretionary vs. non-discretionary. Discretionary authority is the dividing line in unauthorized trading claims. An IRA account triggers different suitability considerations than a speculative margin account.
• Transaction dates and amounts — purchase dates, sale dates, quantities, prices, commissions, fees. The date of purchase is often the starting point for limitations analysis. The date of sale — or the date the client should have sold — is central to damages calculation.
• Investment objectives and risk tolerance on file — what did the account documentation say about the client's objectives and risk tolerance at the time of the disputed transactions? A "growth" objective on the new account form while the client was 72 and retired is a suitability problem that the documents will either support or undermine.
• Total alleged losses — net out-of-pocket losses, market-adjusted losses, specific transaction losses. Securities damages are calculated differently depending on the theory, and the raw loss number is just the starting point.

Damages theory: how the losses translate into a claim

Securities damages are not simply "I invested $500,000 and now I have $200,000." The damages theory must match the cause of action, and the intake form should capture enough information to identify the viable approaches:

• Out-of-pocket — the difference between the price paid and the actual value of the security at the time of purchase. This is the standard measure for 10b-5 fraud claims and requires establishing what the security was actually worth absent the fraud.
• Rescission / rescissory damages — the buyer returns the security and recovers the purchase price plus interest. This is the statutory remedy under Sections 12(a)(1) and 12(a)(2) of the Securities Act for registration violations and prospectus fraud.
• Benefit-of-the-bargain — the difference between what the security was represented to be worth and what it was actually worth. Common in state-law fraud claims where the measure is more generous than federal out-of-pocket.
• Disgorgement — an equitable remedy stripping the defendant of ill-gotten gains. More relevant in enforcement actions and insider trading cases, but after Liu v. SEC (2020), limited to amounts actually received by the wrongdoer and potentially returnable to victims.
• Well-managed account / market-adjusted damages — in churning and suitability cases, the measure is often what the portfolio would have been worth if properly managed, using an appropriate benchmark index. This requires reconstructing a hypothetical portfolio, which demands detailed transaction history.

Statute of limitations: the clock that is already running

Securities limitations periods are short, and multiple clocks may be running simultaneously. The intake form must capture enough temporal detail for the attorney to assess timeliness at the first meeting, not after they have spent two weeks reviewing documents:

• Lampf rule for 10b-5 claims — one year from discovery (or when a reasonably diligent plaintiff should have discovered the fraud) and three years from the violation. This is a federal rule that does not bend, and the three-year bar is a statute of repose, not a statute of limitations — equitable tolling does not apply.
• Securities Act Section 13 — one year from discovery and three years from the offering for Section 11 and 12 claims. Relevant for claims arising from registration statements and prospectuses.
• State blue sky statutes — state securities laws have their own limitations periods, which vary by state and are often more generous than the federal periods. New Jersey's Uniform Securities Law, for example, has different discovery and repose periods than New York's Martin Act.
• FINRA arbitration eligibility — FINRA Rule 12206 imposes a six-year eligibility rule. No claim is eligible for arbitration if the occurrence or event giving rise to the claim happened more than six years before the filing date. This is an eligibility rule, not a limitations defense — it is applied by the arbitrators and can bar claims that are otherwise timely under state law.
• Key dates for limitations analysis — when did the client first learn of the alleged misconduct? When did they receive account statements showing the losses? When did a news article, SEC action, or restatement put the market on notice? When did the client retain prior counsel, if any? Each of these dates feeds the discovery analysis.

Forum: arbitration vs. litigation

Where a securities dispute gets resolved is often determined before the client walks through the door, and the intake form must capture the facts that drive forum selection:

• FINRA mandatory arbitration — if the dispute involves a customer and a FINRA member firm or associated person, FINRA's arbitration forum is almost certainly mandatory under the customer agreement. The client's brokerage account agreement contains an arbitration clause, and FINRA Rule 12200 requires members to arbitrate at the customer's request.
• Class action waiver — FINRA's arbitration rules prohibit class actions in arbitration (Rule 12204). If the client's claim is suitable for class treatment, the arbitration clause may actually work in their favor by forcing individual arbitration where the broker cannot consolidate claimants defensively — or it may block class participation entirely.
• Federal vs. state court — Securities Act Section 22 preserves concurrent jurisdiction in state court for Section 11 claims, but the Securities Exchange Act provides exclusive federal jurisdiction for 10b-5 claims. State-law fraud claims and blue sky claims can be filed in state court. SLUSA preempts state-law class actions alleging fraud in connection with covered securities.
• Existing arbitration or litigation — has a related proceeding already been filed? Is there a pending class action the client may be a member of? Has a lead plaintiff been appointed? These facts determine whether the client is joining existing litigation, opting out of a class, or filing an independent claim.

Wells notice status and regulatory posture

If the client is on the defense side of an enforcement matter, the regulatory posture at the time of intake dictates urgency and strategy:

• Wells notice — has the client received a Wells notice from the SEC or FINRA? A Wells notice means the staff has made a preliminary determination to recommend enforcement action. The client has a limited window — typically 30 days — to submit a Wells submission, which is the single most important advocacy opportunity before charges are filed.
• Stage of investigation — informal inquiry, formal order of investigation, subpoena duces tecum, on-the-record testimony, Wells notice, complaint filed. Each stage carries different rights, obligations, and tactical considerations.
• Parallel proceedings — is the SEC investigation running alongside a DOJ criminal investigation, a FINRA proceeding, a state attorney general investigation, or private civil litigation? Parallel proceedings raise Fifth Amendment issues, joint defense agreement considerations, and the risk that testimony in one proceeding is used in another.
• Cooperation posture — has the client already provided documents or testimony to any regulator? Did they do so with or without counsel? Voluntary cooperation before retaining counsel can create waiver issues and limit strategic options.

Document preservation: what exists and where it lives

Securities cases are document-intensive by nature. Trading records, account statements, compliance files, and electronic communications are the raw material of both the claim and the defense. The intake form must initiate the preservation process immediately:

• Trading records and account statements — monthly and quarterly statements, trade confirmations, margin calls, options assignments. Broker-dealers are required to retain these under SEC Rule 17a-4, but the client's own copies may differ from or supplement the firm's records.
• Communications — emails, text messages, Bloomberg terminal messages, recorded phone calls, written correspondence. In broker misconduct cases, the broker's communications with the client are central. In insider trading cases, the tipper-tippee communication chain is the entire case.
• Compliance files — supervisory review records, exception reports, suitability questionnaires, annual compliance certifications, AML/KYC documentation. These establish what the firm knew, when it knew it, and what it did about it.
• Marketing materials and pitch books — materials provided to the client during the sales process. In Reg D cases, the private placement memorandum and subscription agreements are key documents. In suitability cases, the materials the broker used to recommend the investment establish the representations made.
• Regulatory filings and disclosures — Form ADV, Form CRS, prospectuses, 10-K and 10-Q filings, proxy statements, 8-K disclosures. These are publicly available but should be preserved in their specific versions as of the relevant dates.
• Preservation obligations — has a litigation hold been issued? Does the client understand the obligation to preserve all relevant documents, including electronically stored information? In an SEC investigation, document destruction after receiving a preservation notice or subpoena creates obstruction exposure that dwarfs the underlying securities violation.

Securities cases live and die on documentary evidence. An intake form that does not address preservation at the first meeting risks losing evidence that cannot be reconstructed. This is especially true for electronic communications, which clients routinely delete in the ordinary course of business without realizing they have an obligation to stop.

When the client's case is specifically about investment fraud — churning, Ponzi schemes, material misrepresentations, or unsuitable recommendations — the intake needs to go further into loss calculation methodology, FINRA arbitration eligibility windows, and the distinction between out-of-pocket and benefit-of-the-bargain damages. Our securities fraud intake guide covers those litigation-specific fields in detail.

Why securities intake is different from general litigation

A commercial litigation intake form captures the building blocks of a civil dispute — parties, claims, damages, key documents. A securities intake form does all of that while also navigating a regulatory overlay that most commercial litigators never encounter. The client's CRD record, their registration status, whether they hold a Series 7 or a Series 66 — these are not background details. They determine liability, defenses, and forum. Similarly, an attorney handling corporate formation matters may encounter securities issues when the entity plans to raise capital through a private placement, but the securities-specific intake requirements go far beyond what a formation intake captures.

The complexity compounds because securities matters frequently involve multiple proceedings running simultaneously. The same conduct that triggers an SEC enforcement action may also produce FINRA arbitration claims from customers, a DOJ criminal referral, a state attorney general investigation, and a shareholder class action. An intake form that captures the full picture at the first meeting gives the attorney the information needed to coordinate strategy across all of these fronts rather than discovering each new proceeding as it arrives.

If you are building a securities practice or adding securities capabilities to an existing litigation practice, the Legal Bundle includes securities law alongside 37 other legal practice areas, each with practice-specific intake fields.