Skip to main content

International Banking, Part III: SEC Registration for Foreign Banks 2013


Speaker(s): Anna T. Pinedo, David M. Lynn, Ze'-ev D. Eiger
Recorded on: Mar. 20, 2013
PLI Program #: 46235

Ze'ev Eiger is a Partner in the Capital Markets Group in the New York office of Morrison & Foerster. He also serves as Co-Head of Morrison & Foerster’s Israel Desk. Mr. Eiger's practice focuses on securities and other corporate transactions for both foreign and domestic companies. He represents issuers, investment banks/financial intermediaries, and investors in financing transactions, including public offerings and private placements of equity and debt securities. Mr. Eiger also works with financial institution clients in the equity derivative markets, focusing on designing and structuring new products and assisting with offerings of equity-linked debt securities. He also represents foreign private issuers in connection with securities offerings in the United States and the Euro markets, and financial institutions in connection with domestic and international offerings of debt securities and medium-term note programs. Mr. Eiger is co-author of Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012).

Mr. Eiger recieved his B.A. degree from the University of Virginia in 1999 where he was elected to Phi Beta Kappa, and his J.D. from Georgetown University Law Center in 2002 where he was Senior Articles Editor, Georgetown Journal of Legal Ethics.


Anna Pinedo has concentrated her practice on securities and derivatives. She represents issuers, investment banks/financial intermediaries, and investors in financing transactions, including public offerings and private placements of equity and debt securities, as well as structured notes and other hybrid and structured products.

Ms. Pinedo works closely with financial institutions to create and structure innovative financing techniques, including new securities distribution methodologies and financial products. Ms. Pinedo has particular financing expertise in certain industries, including working with technology-based companies, telecommunications companies, healthcare companies, financial institutions, REITs and consumer finance companies. Ms. Pinedo has worked closely with foreign private issuers in their securities offerings in the United States and in the Euro markets. She also works with financial institutions in connection with international offerings of equity and debt securities, equity- and credit-linked notes, and hybrid and structured products, as well as medium-term note and other continuous offering programs.

In the derivatives area, Ms. Pinedo counsels a number of major financial institutions acting as dealers and participants in the commodities and derivatives markets. Ms. Pinedo advises on structuring issues, as well as on regulatory issues, including those arising under the Dodd-Frank Act. Her work focuses on foreign exchange, equity and credit derivatives products, and structured derivatives transactions. Ms. Pinedo has experience with a wide range of transactions and structures, including collars, swaps, forward and accelerated repurchases, forward sales, hybrid preferred stock, and off-balance sheet structures. Ms. Pinedo also has advised derivatives dealers regarding their Internet sites and other Internet and electronic signature/delivery issues, as well as on compliance matters.

Ms. Pinedo regularly speaks at conferences and participates in panel discussions addressing securities law issues, as well as the securities issues arising in connection with derivatives and other financial products. She is the co-author of JOBS Act Quick Start, published by International Financial Law Review (2013, updated 2014, 2016), contributor to OTC Derivatives Regulation Under Dodd-Frank: A Guide to Registration, Reporting, Business Conduct, and Clearing (Thomson Reuters, 2014, second ed. 2015, 2016 ed.), co-author of Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012, updated 2014, 2016), Liability Management: An Overview (2011, updated 2015), published by International Financial Law Review, co-author of Covered Bonds Handbook, published by Practising Law Institute (2010, updated 2012-2014), co-author of the treatise Exempt and Hybrid Securities Offerings, published by Practising Law Institute (2009, second ed. 2011, updated 2014) and also co-author of BNA Tax and Accounting Portfolio, SEC Reporting Issues for Foreign Private Issuers (BNA Accounting Policy and Practice Series, 2009, second ed. 2012, updated 2016). Ms. Pinedo is also a contributing author to Broker-Dealer Regulation (2011, second ed. 2012), published by Practising Law Institute. Ms. Pinedo co-authored “The Approaches to Bank Resolution,” a chapter in Bank Resolution: The European Regime (Oxford University Press, 2016). Ms. Pinedo contributed to The Future of Bank Funding and Capital: Solutions for Issuers, Opportunities for Investors (IFR Market Intelligence, 2009). Additionally, Ms. Pinedo co-authored "The Ties that Bind: the Prime-Brokerage Regulation," a chapter in Global Financial Crisis (Globe Law and Business, 2009) and "The Law: Legal and Regulatory Framework," a chapter in PIPEs: A Guide to Private Investments in Public Equity (Bloomberg, 2006).

Ms. Pinedo has been included in Best Lawyers in America, Euromoney's Expert Guide for Capital Markets and Expert Guide for Women in Business Law, Super Lawyers, Crain's New York Business "Forty Under 40," Investment Dealer's Digest "Forty Under 40" and Hispanic Business's "100 Most Influential Hispanics." Ms. Pinedo has been ranked by Chambers USA as one of America's leading capital markets-derivatives and capital markets-structured products lawyers and has been recognized as a notable lawyer for financial services regulation-broker dealer (compliance). Chambers Global has ranked Ms. Pinedo as one of the world's leading lawyers (recommended in capital markets–structured products). Ms. Pinedo has also been cited as a recommended lawyer for capital markets in the IFLR1000 Guide to Leading Lawyers, and as a recommended lawyer by The Legal 500 US for her work in capital markets: debt, equity, and global offerings, as well as structured finance and REITs. Ms. Pinedo was a recipient of the Burton Award for Legal Achievement in 2007, 2009 and 2011 which honors excellence in legal writing. Ms. Pinedo was also a winner of the 2013 Euromoney LMG Americas Women in Business Law Awards as the Leading Lawyer in the Americas in the category of Structured Finance, which includes Derivatives. Ms. Pinedo also received the Client Choice Award in Capital Markets by Lexology in 2016.

Ms. Pinedo is a member of the American Bar Association's Committee on the Federal Regulation of Securities, a member of the subcommittee on Disclosure and Continuous Reporting, vice-chair of the subcommittee on Securities Registration, and a member of the task force on the future of securities regulation. She has participated in the drafting committee for the ABA's comment letters on such topics as securities offering reform, revisions to accelerated filing, smaller public company proposals, and various JOBS Act related matters. Ms. Pinedo also is a member of the ABA Committee on the Regulation of Futures and Derivatives Instruments. Ms. Pinedo is a chair of the Structured Products Association Legal, Regulatory and Compliance Executive Committee. She is a member of the Mortgage Bankers Association’s Mortgage REIT Council and a member of the MBA’s Secondary & Capital Markets Committee.

Ms. Pinedo is an adjunct professor at the George Washington University School of Law and member of the George Washington University Center for Law, Economics & Finance Advisory Board. Ms. Pinedo is a member of the Visiting Committee of the Law School of the University of Chicago. Ms. Pinedo was a member of the University of Chicago Legal Forum during her time at the University of Chicago Law School.

Education

Georgetown University (BSFS, 1990)

University of Chicago Law School (J.D., 1993)


Co-chair of the firm’s Securities Practice, Mr. Lynn also advises small public companies, Fortune 100 corporations, underwriters and other market participants on corporate finance matters and best practices for disclosures and compliance. In addition, Mr. Lynn has unique capabilities in a variety of areas, including disclosure counseling, securities transactions, SEC inquiries and investigations, and securities litigation. In his previous role as chief counsel of the SEC’s Division of Corporation Finance, Mr. Lynn was responsible for, among other things, interpretive policy and guidance, rulemaking, and no-action and exemptive relief. He also advised the Division’s senior management, as well as other Division offices and SEC divisions and offices, on matters related to securities offerings and public reporting. Mr. Lynn’s work involved drastic revisions to the SEC’s executive compensation and “related party” disclosure rules, an area in which he continues to focus, as well as implementation of the SEC’s Sarbanes-Oxley Act of 2002. Mr. Lynn is co-editor of TheCorporateCounsel.net, CompensationStandards.com and The Corporate Counsel. He is a co-author of the “Executive Compensation Disclosure Treaty.” A thought leader on topics relating to the federal securities laws, Mr. Lynn is chair of the American Bar Association Business Law Section’s Federal Regulation Securities Committee, and is co-chair of the Practising Law Institute’s Annual Securities Regulation Institute in New York. Mr. Lynn also serves as President of the SEC Historical Society. A Chambers USA-ranked “Band 1” leading lawyer for securities regulation, Mr. Lynn was also named in Best Lawyers for 2017 and rated as a leading lawyer in 2014 by Legal 500 for Capital Markets: Equity Offerings, as well as Capital Markets: Debt Offerings. Awards Chambers USA Securities: Regulation: Advisory - Nationwide, 2016 Best Lawyers Corporate Governance Law, 2017 Legal 500 Capital Markets: Equity Offerings and Capital Markets: Debt Offerings, 2014 2 Ethisphere Instiute  Attorneys Who Matter, 2013 Publications “Practice Pointers on Navigating the Securities Act’s Prohibition on General Solicitation and General Advertising” The Investment Lawyer Vol. 23, No.9, September 2016 “Annual Review of Federal Securities Regulation” The Business Lawyer, Vol. 69, Iss. 3, May 2014 “Considerations for Foreign Banks Financing in the US” International Financial Law Review, March 2014 Speaking Engagements Speaker, “Global Capital Markets & the US Securities Laws 2016,” PLI Seminar, April 27, 2016 Co-presenter, “Shareholder Engagement and Corporate Governance Developments,” International Finance Law Review webinar, March 16, 2016.