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The Volcker Rule 2015: What It Means for Financial Institutions and Markets

 
Author(s): Derek M. Bush, William J. Sweet, Jr.
Practice Area: Banking
Published: May 2015
PLI Item #: 58706
CHB Spine #: B2177

Mr. Bush's practice focuses on advising domestic and international financial institutions and foreign sovereigns regarding U.S. bank regulatory matters and legislation. His advisory practice spans a wide range of matters, including new regulatory requirements imposed under the Dodd-Frank Act, restructurings, corporate governance and investments by and in banking organizations. Mr. Bush’s practice also includes representing financial institutions in connection with corporate transactions, including mergers and acquisitions, asset sales, privatizations, capital markets transactions, joint ventures and strategic alliances. He also advises financial institutions and their boards of directors, employees and shareholders in internal investigations and in enforcement proceedings involving the U.S. federal banking agencies. In his advisory, corporate and enforcement practices, Mr. Bush represents clients before the Federal Reserve Board, Federal Reserve Banks, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation and the New York Department of Financial Services. 

Mr. Bush is distinguished as one of the leading financial services regulation lawyers by Chambers Global, Chambers USA, The Legal 500 U.S., The Best Lawyers in America and IFLR 1000: The Guide to the World’s Leading Law Firms and recognized in Law Business Research's The International Who's Who of Banking Lawyers. In addition, Mr. Bush was selected as Best Lawyers' 2014 Washington, D.C. Banking and Finance Lawyer of the Year and is listed as one of the Best Lawyers for financial services by Washingtonian magazine.

Mr. Bush is a frequent speaker on regulatory and corporate matters affecting banks and other financial institutions. His recent publications include "U.S. Regulation of International Activities of U.S. Banking Organizations" in Regulation of Foreign Banks (2012), "Resolution Planning and the Volcker Rule" in The Banker's How to Run a Bank (2012) and "FSOC Reproposes the Nonbank SIFI Designation Rule” in BNA’s Securities Regulation & Law Report (2011). Mr. Bush is a co-author of the Guide to Bank Underwriting, Dealing & Brokerage Activities (West, 18th ed., 2013).

Mr. Bush joined the firm in 1995 and became a partner in 2003. He received a J.D. degree, with honors, from the University of Chicago, where he was an editor of the Law Review. He received an undergraduate degree, cum laude, from Princeton University in 1989. From 1994 to 1995, Mr. Bush served as law clerk to the Honorable Emilio M. Garza of the U.S. Court of Appeals for the Fifth Circuit.

Mr. Bush is a member of the Bar in the District of Columbia. His native language is English, and he speaks Spanish and Swedish.


William J. Sweet, Jr. is head of Skadden’s Financial Institutions Regulation and Enforcement Group and concentrates in financial institution merger and acquisition, regulatory, and enforcement matters. Before joining the firm, he was a staff attorney with the Federal Reserve Board, where he handled bank holding company regulatory, litigation and enforcement matters.

Mr. Sweet represents U.S., Asian, European and Latin American banking, securities and other financial institutions and their boards of directors on the strategic, policy and regulatory aspects of mergers and acquisitions, negotiated investments, joint ventures, restructuring transactions, bankruptcies and receiverships. He also advises private equity firms and others seeking to invest in regulated financial institutions.

In addition, Mr. Sweet regularly advises financial institutions on compliance and enforcement issues with respect to a broad range of governance, risk management, money laundering compliance, Office of Foreign Assets Control sanctions, fair lending, consumer, CRA and other matters, including representation before federal and state regulatory and enforcement agencies.

He represents financial institutions before the Financial Stability Oversight Council, the Federal Reserve Board, Office of the Comptroller of the Currency, Federal Deposit Insurance Corporation (FDIC), the U.S. Department of the Treasury and other financial regulatory agencies on a wide range of rulings, interpretations and approvals.

Mr. Sweet represented clients on various aspects of federal lending, capital and liquidity support programs, including those established pursuant to the Emergency Economic Stabilization Act of 2008. In addition, he has advised investors, banks and thrifts on the acquisition of depository institutions and assets from the FDIC. Mr. Sweet also advises clients on the implementation of the Dodd-Frank Act and on strategic transactional and compliance responses to the act.

Mr. Sweet was recognized as one of the “Most Influential Lawyers” in finance and capital markets by The National Law Journal in 2011. He has been named as a "star individual" in the Financial Services Regulation – Banking Compliance category and ranked in the top tier in the Financial Services Regulation – Financial Institutions M&A area by Chambers USA. Mr. Sweet also has been ranked as a “star individual” for Banking & Finance: Mainly Regulatory in Chambers Global. According to Chambers USA, "he is considered to be one of the world’s leading banking lawyers and has been instrumental in advising a number of the firm’s leading financial services clients in relation to Dodd-Frank, regulatory compliance and transactions." He also has been listed in The Best Lawyers in America, Euromoney’s Guide to the World’s Leading Banking Lawyers, IFLR1000, The Legal 500 U.S. and The International Who’s Who of Banking Lawyers.  Mr. Sweet was named Best Lawyers’ 2015 "Washington, D.C. Banking and Finance Lawyer of the Year" and he was included in Washingtonian Magazine’s 2013 "Best Lawyers" list. He writes on banking issues and appears frequently at seminars on financial institution mergers and acquisitions, regulatory issues and enforcement matters.

In the past several years, Mr. Sweet has represented in regulatory matters:

  • American Express Company in its $300 million acquisition of Revolution Money Inc. and in an agreement with Lianlian Group (China) to introduce American Express’ digital payments platform — Serve — throughout China. American Express also made an equity investment in Lianlian Pay Inc., an overseas company of Lianlian Group;
  • BlackRock, Inc. in its acquisition of MGPA (Bermuda), Limited, a private equity real estate fund manager with funds throughout Asia and Europe (named “Global Deal of the Year” for 2013 by PERE magazine); and in its $20 billion acquisition of Barclays Global Investors (United Kingdom) from Barclays Bank PLC (United Kingdom). The transaction created the world’s largest asset management firm, operating under the name BlackRock Global Investors, with combined assets under management of more than $3.2 trillion;
  • CITIC Securities Co., Limited (China) in its $374 million acquisition of a 19.9 percent stake in the Asian and European equity brokerage business of CLSA Limited (Hong Kong) and Crédit Agricole Cheuvreux S.A. (France) from Crédit Agricole Corporate & Investment Bank (France), and the subsequent $942 million proposed acquisition for the remaining stake;
  • Citigroup Inc. as issuer in the underwritten sale by the U.S. Department of the Treasury of $2.2 billion of capital securities issued by Citigroup to the Treasury in connection with the Troubled Asset Relief Program;
  • C12 Capital Management LP and Protium Finance LP (a Cayman Islands investment fund) in connection with Barclays Bank plc’s acquisition of the general partner and limited partner interests in Protium. As part of the transaction, Barclays invested $750 million in a hedge fund managed by C12;
  • Deutsche Bank AG (Germany) in its acquisition of the global agency securities lending business of Dresdner Bank AG (Germany) from Commerzbank AG (Germany);
  • First State Bancorporation in its $539 million sale of 20 branches in Colorado of First Community Bank to Great Western Bank;
  • a consortium of private equity investors, including affiliates of Oaktree Capital Management L.P., Pine Brook Road Partners, LLC, Stone Point Capital LLC and an additional private equity investor in the organization of AloStar Bank of Commerce and its simultaneous acquisition of the operations of Nexity Bank from the FDIC;
  • Oriental Bank and Trust, a subsidiary of Oriental Financial Group Inc., in its agreement with the FDIC to assume $785 million in deposits and acquire $1.7 billion in assets (including $1.6 billion in loans subject to loss sharing) of Eurobank, San Juan, Puerto Rico; and
  • WL Ross & Co., The Blackstone Group, The Carlyle Group, Centerbridge Capital Partners, other investors and a management team led by John Kanas in the $900 million acquisition of the banking operations of BankUnited, FSB in an auction by the FDIC, as receiver. This deal was named “Private Equity Deal of the Year” 2009 by International Financial Law Review.

Publications

“New Reporting Requirements Planned for US Financial Services Providers Doing Business With Non-US Persons,” Skadden, Arps, Slate, Meagher & Flom LLP, March 2, 2015

“OFAC and BIS Implement Changes in Cuba Policy,” Skadden, Arps, Slate, Meagher & Flom LLP, January 20, 2015

“MiFID 2: Reforming the Regula- tion of EU Securities and Deriv- atives Markets,” Skadden’s 2015 Insights - Financial Regulation, January 2015

“Lawmakers and Regulators Continue Focus on Strategies for Resolving SIFIs,” Skadden’s 2015 Insights - Financial Regulation, January 2015

“New Provisions Require Struc- tural Change for Foreign Banking Organizations,” Skadden’s 2015 Insights - Financial Regulation, January 2015

“An Update on Economic Sanc- tions Related to Events in Ukraine,” Skadden, Arps, Slate, Meagher & Flom LLP, May 7, 2014

“US Government Announces Ban on High-Technology Exports to Russia and Crimea,” Skadden, Arps, Slate, Meagher & Flom LLP, May 2, 2014

“US Government Halts Licensing for Key Exports to Russia in Response to Events in Ukraine, Skadden, Arps, Slate, Meagher & Flom LLP, April 4, 2014

“Bank Regulators Eyeing Lever- aged Lending,” Law360, February 24, 2014

“Bank Regulators Eye Leveraged Lending,” Skadden’s 2014 Insights - Financial Regulation, January 16, 2014

“The Volcker Rule: A First Look at Key Changes,” The Harvard Law School Forum on Corporate Governance and Financial Regu- lation, December 18, 2013

“Shareholder Activism in the US Banking System,” The Harvard Law School Forum on Corporate Governance and Financial Regu- lation, December 3, 2013

Bar Admissions

District of Columbia

Education

J.D., Georgetown University Law Center, 1978

B.A., Bucknell University, 1974

Experience

Vice-Chairman, Banking Committee, American Bar Association (2005-present)

Former Chairman, Mergers and Acquisitions Subcommittee, Banking Committee, American Bar Association (1998-2003)

Attorney, Board of Governors, Federal Reserve System (1978-1981)