Glen A. Payne

Of Counsel

Summary

Glen Payne specializes in corporate, securities, financial services and investment management law, including public and private offerings of debt and equity securities, business formation and financing, venture capital transactions, broker-dealer and investment adviser representation, corporate governance and compliance examinations and investigations, mutual fund and hedge fund representation, SEC and State Regulatory Agency representation, and securities filings and periodic reporting.

Glen's 40 years of legal experience encompass private law practice at Jones & Keller, servicing as Senior Vice president and General Counsel for INVESCO Funds Group, Inc., a major investment advisory firm and sponsor of the INVESCO group of mutual funds, and service in senior management and legal positions in the Divisions of Corporation Finance and Investment Management of the U.S. Securities and Exchange Commission.

In addition to his legal work, Glen is an avid golfer and coin numismatist.

Experience

From April, 2005 to the Present, Glen has been Of Counsel with Jones & Keller, P.C. While at Jones & Keller, Glen has worked on both public and private securities offerings, and provided legal advice and representation to broker-dealers and investment advisers in the Denver area. He has represented mutual funds, including American Growth Fund and The World Funds, Inc., and hedge funds before the SEC and the Colorado Division of Securities. Glen has also assisted clients in forming corporations and limited liability companies and in finding initial financing. He has also performed internal regulatory compliance examinations for broker-dealer and investment adviser clients, and assisted such clients in defending themselves in SEC staff enforcement investigations. Furthermore, Glen has provided legal advice to boards of directors and board committees.

From May, 1989, until January 1, 2004, when the Legal/Compliance Department of INVESCO Funds Group, Inc. ("IFG") in Denver, Colorado, was moved out of Denver, Glen was a Vice President (then Senior Vice President), Secretary and General Counsel of IFG and a Global Partner of IFG's corporate parent, AMVESCAP, PLC. In this position Glen was responsible for providing, either internally or through outside counsel, all required legal services to ensure successful operation of IFG's investment advisory business, including the INVESCO Group of Mutual Funds. A major part of his job involved Glen being responsible for putting in place, and then monitoring, effective compliance programs and procedures for IFG. Glen was also responsible for ensuring that IFG's wholly-owned subsidiary state chartered trust company (INVESCO Trust Company) was in compliance with the requirements of the Colorado Trust Company Act.

From July, 1973, to May, 1989, Glen was an attorney on the staff of the U.S. Securities and Exchange Commission. While on the SEC Staff, Glen served in senior management and legal positions in both the Divisions of Corporation Finance and Investment Management. During his time on the SEC Staff, among other duties, Glen reviewed and commented on draft mutual fund prospectuses and was responsible for determining the SEC Staff's position on applications seeking exemptions from provisions of the Investment Company and Investment Advisers Acts of 1940. His work at the SEC also involved participation in several major rulemaking projects and other regulatory initiatives to deal with issues facing the investment company and investment adviser industries. This work permitted Glen to develop an expertise in interpreting and applying the requirements of the federal securities law and regulations as they related to investment companies, investment advisors, hedge funds, and broker-dealers.

Significant Representations

  • Advised target mutual fund (~$400 million AUM) in connection with a merger.
  • Provided outside legal services and advice to The World Funds, Inc. and its Board of Directors; and represented these clients in an SEC staff examination of their operations and regulatory compliance and an SEC staff follow-up enforcement investigation.
  • Provided outside legal services and advice to American Growth Fund and Investment Research Corporation; and represented these clients in an SEC staff examination of their operations and regulatory compliance and an SEC staff follow-up enforcement investigation.
  • Represented APS Partners Fund and Sovereign Inherent Return Fund (hedge funds) before the Colorado Division of Securities and other State Regulatory Agencies.
  • Supervised for 15 years the Legal/Compliance Department of IFG (the investment advisor, distributor and transfer agent of the INVESCO Group of Mutual Funds with assets in excess of $30 billion). Drafted prospectuses, proxy statements, shareholder reports and letters, and other documents for the INVESCO Mutual Funds.
  • Drafted written materials for, and participated in, meetings of the INVESCO Mutual Funds, The World Funds, Inc., American Growth Fund and Investment Research Corporation Boards of Directors.
  • Ensured that examinations of the operations and regulatory compliance of IFG, The World Funds, Inc., American Growth Fund and Investment Research Corporation, and the INVESCO Mutual Funds by the SEC Staff and other state and federal regulators went smoothly and were concluded on a successful basis.
  • Represented INVESCO Trust Company in public hearings on proposed trust company rules and regulations before the Colorado Bank Board.
  • Co-Founded and served as President (1994 – 1999), Vice President (1993) and a Member of the Board of Directors (1992 – 1999) of the Association of Colorado Trust Companies (the trade association for Colorado state chartered trust companies).
  • Participated in drafting SEC Rules 12b-1 (governing use of mutual fund assets to pay for fund marketing expenses) and 2a-7 (governing use of the amortized cost valuation method to value money market fund securities while on the SEC Staff.

Honors / Distinctions

  • Best Lawyers® (2006 – 2016), Lawyer of the Year, Mutual Funds Law (2014, Denver)
  • Co-Author with Professor F. Hodge O'Neal, 1978 – 1990 Supplement to Close Corporations: Law and Practice
  • Co-Author, Variable Life Insurance and the Federal Securities Laws, 60 Va. L. Rev. 71 (1974), Reprinted in 16 Corporate Practice Commentator 143 (1974)
  • Author, Book Review, "Squeeze-Outs" of Minority Shareholders: Expulsion or Oppression of Business Associates, 37 La. L. Rev. 297 (1976)
  • Co-Author, CMOs Under The Investment Company Act of 1940, Insights: The Corporate and Securities Law Adviser (November 1987)
  • Author of numerous outlines for legal education and professional program conference workbooks
  • Speaker at numerous continuing education and professional programs and college MBA classes sponsored by bar and community groups, universities, trade associations, and private entities, including the ICI's Mutual Funds – Investment Management and Securities Law Procedures Conferences and the Colorado Bar Association's Rocky Mountain Securities Conference
  • Recognized in The Best Lawyers in America, 2006-2016

Admitted to Practice Before

  • Admitted in Colorado since 2005
  • Admitted in Pennsylvania in 1973
  • Admitted in District of Columbia in 1973

Professional and Community Affiliations

  • American Bar Association (Banking, Business Law, Corporations and Administrative Law Sections)
  • Colorado Bar Association, CBA Securities Law Section
  • District of Columbia Bar Association, DC Bar Securities Law Section
  • Pennsylvania Bar Association, PBA Securities Law Section
  • Served on the Investment Company Institute's SEC Rules Committee, Federal
  • Legislation Committee, and Planning Committee for the ICI's 1993 Annual Meeting.

Overview

Education

L.L.M. (Securities), University of Pennsylvania Law School, 1974

J.D., Duke University School of Law, 1972 (Moot Court Board)

B.A., State University of New York at Buffalo, 1969 (Cum Laude)

Licensed In

Colorado, District of Columbia, Pennsylvania