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Eighteenth Annual Institute on Securities Regulation in Europe: Practical Implications of U.S. Law on EU Practice

 
Author(s): John W. Banes, Andrew J. Bagley, Diana Billik
Practice Area: Corporate & Securities, International Law
Published: Mar 2019
ISBN: 9781402433276
PLI Item #: 251717
CHB Spine #: B2469

Andrew is EMEA general counsel of Goldman Sachs and head of the EMEA Legal Department. He serves as counsel to the European Management Committee and the Board of Directors of Goldman Sachs International and counsel to, and member of, the Firmwide Suitability Committee and EMEA Conduct Risk Committee. He joined Goldman Sachs in 2000 and was named managing director in 2006 and partner in 2016.

Prior to joining the firm, Andrew qualified as a solicitor at Herbert Smith in London.
Andrew earned a BA in Literae Humaniores from Magdalen College, Oxford, in 1992.


Mr. Banes, a partner based in Davis Polk’s London office since 1994, represents clients in all types of corporate finance transactions involving financial institutions and other European companies. He is also a member of the firm’s white collar and criminal defense practice and the internal investigation practice, and advises non-U.S. and U.S. companies on investigations and compliance matters and related corporate governance, financial reporting and disclosure issues.

Recent Representations
Capital Markets

  • SEC-registered and Rule 144A/Regulation S offerings (including equity, convertible debt, preferred securities, investment-grade and other debt) by European financial institutions, including ABN AMRO, Deutsche Bank, Lloyds Banking Group, UBS, Julius Bär and DnBNor
  • IPOs by European issuers, including ABN AMRO, Telecolumbus, Scout24 and Schaeffler AG.
Corporate Governance, International investigations and Compliance
  • U.S. and non-U.S. companies on the U.S. Foreign Corrupt Practices Act (FCPA) and related anti-corruption matters, including internal investigations and transactional and governance advice
  • Siemens AG on the resolution of the SEC and Department of Justice investigation into violations of the FCPA
  • The audit committee of Royal Dutch Shell in connection with their investigation of Shell’s recategorization of oil and gas reserves
M&A
  • Edwards Group on its sale to Atlas Copco
  • A major European transportation company on various global operational joint ventures
  • Financial advisers to Mittal Steel on its unsolicited offer for Arcelor
Of Note

Mellon Fellow in History, Columbia University, 1986-1987
Teacher (English), Tunghai University, Taichung, Taiwan, 1984-1986

Education
A.B., Princeton University, 1984, summa cum laude
J.D., Yale Law School, 1991, Coker Fellow


Diana is a partner in the International Capital Markets practice at Allen & Overy LLP, resident in the Paris office. Diana specializes in US-targeted cross-border capital markets transactions, including debt offerings, IPOs, secondary equity offerings, rights offerings, recapitalizations and liability management by foreign private and sovereign issuers. She has represented issuers and underwriters across Europe, the Middle East and Africa, and has significant experience in sovereign debt markets and the financial services industry. She also advises foreign private issuers and shareholders on compliance with U.S. federal securities regulation, including financial reporting and disclosure obligations. Diana is admitted to the Bar of the State of New York and the Paris bar. 

Education
J.D., Harvard Law School, 1998
A.B., Vassar College, 1994