For decades, Covington has advised financial services firms on all types of regulatory, enforcement, and transactional matters. Our clients include banks and their holding companies, investment banks, broker-dealers, finance companies, investment managers and advisers, investment funds, pension funds, and trust companies. Our Financial Services Industry Group brings together Covington specialists in banking, securities, commodities, and investment business regulation; investigations and enforcement actions; litigation; private fund and corporate transactions; and tax. Together, we ensure that all our financial services clients benefit from the firm’s deep industry knowledge and experience.
We have been deeply involved in all aspects of financial regulatory reform, leading to the enactment and ongoing implementation of the landmark Dodd-Frank Wall Street Reform and Consumer Protection Act. A multi-disciplinary group of Covington attorneys has been closely following the implementation process and advising clients on a multitude of legal issues and best practices arising from it.
We also regularly represent a range of market participants on matters relating to European financial regulation. Covington has been closely involved in the European regulatory response to the financial crisis, in particular the proposed E.U. Directive for the Regulation of Alternative Investment Fund Managers. For more information on our European Financial Regulatory practice, click here.
Listed below are some of the key areas on which we advise our financial services clients. Click on any practice area name for more information.
- Financial Institutions—Covington is a leader in advising banks, thrifts, their holding companies, and other financial services companies on regulatory and compliance issues. We also provide regulatory and strategic advice in the M&A context to banks and potential investors, as well as advice on capital, branching, insider lending, transactions with affiliates, permissible activities, charter selection, and corporate structure. Our advice extends to both domestic and foreign banks and financial institutions, operating in the United States.
- Regulatory Enforcement and White Collar Defense—For more than 20 years, Covington has been at the forefront in representing financial services firms as well as their officers, directors, and employees in regulatory enforcement actions, internal investigations, and criminal investigations and cases.
- Our Bank Regulatory Enforcement and Investigations practice represents banks, thrifts, their holding companies, and their officers and directors in enforcement actions and cases brought by all of the federal bank regulators, the SEC, FinCEN, the U.S. Department of Justice, and state attorneys general.
- For broker-dealers, investment banks, investment advisers, private equity funds, hedge funds, and other financial services providers, our Securities and Commodities Enforcement practice handles inquiries and enforcement actions initiated by the SEC, CFTC, FINRA, and state securities regulators.
- Our White Collar Defense specialists are widely recognized not only for litigating and winning high-profile criminal cases, but also for devising creative legal strategies to resolve cases long before they draw public scrutiny.
- Bank Investment and M&A—We provide strategic advice to banks and potential investors, and counsel private funds on investments in the US banking industry. We often confront the long-standing obstacles facing investors interested in the banking industry and have shaped novel solutions that have won regulatory approval.
- Corporate Finance—We advise investment and commercial banks, financial advisers, private funds, and other financial institutions as lenders or intermediaries in capital markets offerings, commercial bank lending transactions, structured and project financings, acquisition financings, derivative transactions, and other financings.
- Litigation—Our seasoned trial lawyers and arbitration and appellate specialists represent major financial services providers and their officers, directors, and employees in high-profile, complex commercial, antitrust, securities, and consumer litigation.
- Federal Preemption—Covington lawyers regularly advise national banks and federal thrifts on federal preemption matters and litigate those issues in federal and state courts. This expertise has become all the more important in light of Dodd-Frank's preemption provisions, which may increase states' attempts to regulate the activities of national banks and federal thrifts.
- Investment Management—We represent investment managers and advisers, investment funds and fund managers, and institutional investors on transactional and regulatory matters, including compliance, regulatory, and tax issues, the development of new products, fund formations, investment in funds, secondary transactions, co-investments and refinancings.
- Private Equity— Our private equity group advises clients on all aspects of buyouts, restructuring, refinancing, and IPO and M&A exits. We also have M&A, executive compensation, and tax teams dedicated to private equity transactions.
- Financial Products—Covington’s tax group advises issuers and underwriters on the structuring of innovative financial products, and counsels investors and other capital market participants on the tax consequences of sophisticated financial products. Our practice encompasses domestic and international transactions, exchange-traded and over-the-counter products, hedging strategies, and more.
- Representation of Freddie Mac in connection with establishment of Federal government conservatorship.
- Representation of the former CEO of IndyMac in an SEC federal court action challenging the adequacy of the bank's financial crisis disclosures.
- Representation of the former Sterling Financial Corporation (now a part of The PNC Financial Services Group, Inc.) in consolidated securities class action litigation, as well as inquiries by the SEC and the U.S. Attorney's Office, concerning a massive fraud at a Sterling subsidiary that resulted in the restatement of Sterling's financial statements.
- Representing Wachovia Bank, N.A. before the U.S. Supreme Court in Watters v. Wachovia Bank, N.A. which held that federal preemption barred Michigan State officials’ efforts to regulate a mortgage subsidiary of Wachovia Bank.
- Conducting internal investigations for financial institutions regarding compliance with domestic and foreign anti-money laundering laws, and representing such institutions before the U.S. Departments of Justice and the Treasury and the federal bank regulators.
- Representing Freddie Mac in SEC and OFHEO government inquiries and civil litigation related to its $5 billion restatement of earnings, including negotiation and entry of $125 million civil money penalty and two consent orders with OFHEO; and the favorable comprehensive global settlement of all of the approximately 20 securities class action and derivative lawsuits following an important victory on a novel defense to plaintiffs’ class certification motion.