Jarell is an associate in Tonkon Torp’s Business Department. His practice focuses on contract drafting and negotiation, corporate governance, regulatory compliance, and transactional work – from securities offerings and other capital raises to mergers and acquisitions.
Jarell is a 2017 graduate of Lewis & Clark Law School. During law school, Jarell worked summers at Tonkon Torp, engaging primarily with financial services and fund clients. For nearly seven years (prior to and during law school), Jarell worked at a financial services firm registered as a broker-dealer and investment adviser. His responsibilities included reviewing securities offerings, negotiating distribution and other agreements with issuers and product sponsors, and assisting with product-related inquiries as part of SEC and FINRA examinations.
When he is not in the office, Jarell likes to explore the outdoors and take advantage of the great scenery of the Pacific Northwest: whether on a golf course, atop a ski hill, or at a local winery.
International Sale of Interest in Dental Equipment Company
Represented dental parts and equipment company in the sale of one-third of its interest to a public company in Japan. In a truly global transaction, the Tokyo, Japan-based investor had legal counsel in New York, with their principal attorney working out of Hawaii. An insurer in London underwrote the representations and warranties insurance. Tonkon Torp's M&A group assembled a team of Tonkon Torp attorneys to assist in additional intellectual property, tax, and labor and employment issues important to the success of the transaction.
Sale of Form Factory, Inc.
The transaction involved the acquisition of our client, Form Factory Inc., a retail cannabis processor, by Acreage Holdings, a publicly traded company in Canada. The transaction presented complex issues inherent in an international transaction where publicly traded shares serve as consideration for the acquisition of a multi-state cannabis company.
Community Involvement & Activities
Oregon State Bar Securities Regulation Section Executive Committee
Brian Grant Foundation
American Bar Association
Multnomah Bar Association
Tonkon Torp has launched a new practice group, Shareholder Disputes & Governance.
Four Tonkon Torp attorneys have been appointed to Executive Committee leadership positions for their respective Oregon State Bar (OSB) sections.
Tonkon Torp business attorney Jarell Hunt has been elected to the Board of Directors of the Brian Grant Foundation. The Foundation strives to improve the quality of life for those living with Parkinson’s disease through exercise and nutrition programs.
Tonkon Torp attorneys Jessica Morgan and Jarell Hunt hosted a briefing for the Oregon State Bar Securities Regulation Section on April 14. Their program focused on the upcoming changes to and consolidation of the SEC’s advertising and solicitation rules for federally registered investment advisers.
Attorney Danica Hibpshman was appointed to the Oregon State Bar (OSB) Cannabis Section Nomination Committee in October 2019. The committee convened to review and vote on nominations for the section’s 2021 executive board positions.
By Danica Foster and Jarell Hunt – Cannabis businesses will soon face new testing requirements for nearly all cannabis products sold in the Oregon market. This is good news for consumers and businesses alike as the requirements will loosen some of the more stringent sampling requirements previously in place, while also ensuring that Oregon’s testing requirements match those in other legalized states.
The North American Securities Administrators Association (NASAA) released its Investment Adviser Section Annual Report (Report) in April 2021, highlighting 2020 section activities.
At long last, the SEC has finally published its Revised Investment Adviser Marketing Rule. effective as of May 4, 2021. Investment advisers will have 18 months following the effective date, or until November 4, 2022, to come into compliance with the Marketing Rule.
On November 4, the Securities and Exchange Commission (SEC) announced proposals to amend Rules 206(4)-1 and 206(4)-3 under the Investment Advisers Act of 1940 (Act). The proposed amendments are aimed at modernizing these rules.
New “Financial Abuse” Mandatory Reporting Requirements for Oregon Investment Adviser Representatives
Effective January 1, 2018, Oregon’s securities regulation laws started imposing a mandatory reporting requirement in certain circumstances on “qualified individuals”—including investment adviser representatives—to protect “vulnerable persons” from financial exploitation. The amendments to the securities regulation laws will be codified in ORS Chapter 59 and will overlap with ORS Chapter 124 (Abuse Prevention and Reporting), FINRA rules going into effect in February 2018, and the recently enacted Elder Abuse Prevention and Prosecution Act. Those in the financial services industry need to be aware of the changes and the duties they may now have under Oregon and federal law.
Publications & Presentations
“Investment Adviser Representatives May Be Subject to CE Requirements,” Tonkon Torp Legal Update, June 2021
“New Advertising and Marketing Rule(s) for Investment Advisers,” Oregon State Bar Securities Regulation Section, April 2021
“SEC Publishes Revised Investment Adviser Marketing Rule, Effective May 4, 2021,” Tonkon Torp Legal Update, March 2021
“Compliance and Enforcement Update,” Greater Portland Compliance Association, October 2020
“Managing Investment Adviser Compliance in the Global Pandemic,” May 2020
“SEC Proposes Amendments to Advertising and Solicitor Rules,” Tonkon Torp Legal Update, November 2019
“The CFP Board’s Revised Code of Ethics and Standards of Conduct,” Greater Portland Compliance Association, September 2019
“Pro Bono for the Non-Litigator,” Multnomah Lawyer, November 2018
“Federal, State, and Regulatory Changes Protecting Vulnerable Persons from Financial Abuse,” Greater Portland Compliance Association, September 2018
‘Elder Abuse Prevention and Prosecution Act,” Tonkon Torp Legal Update, April 2018
“New ‘Financial Abuse’ Mandatory Reporting Requirements for Oregon Investment Adviser Representatives,” Tonkon Torp Legal Update, January 2018