John L. Douglas
Mr. Douglas is a partner in Davis Polk’s Financial Institutions Group, heading the firm’s bank regulatory practice. As former General Counsel of the FDIC during the savings and loan crisis, he provides clients with the benefit of his first-hand experience in failed and troubled bank transactions. He has been involved in some of the most difficult and sensitive transactions of recent years, including many of the significant bank recapitalizations and restructurings, advising on complex regulatory and enforcement matters and providing sophisticated advice to financial institutions, their officers, directors and investors.
His practice primarily involves helping clients navigate the bank regulatory maze to accomplish business objectives – be they strategic acquisitions or investments or the development of new products – or avoiding unanticipated consequences of regulatory missteps. Thus he has advised existing banking organizations, as well as financial and commercial companies in investments, mergers and acquisition in the financial sector, involving both healthy and troubled (and occasionally failed) institutions. He has guided clients through threatened and actual regulatory enforcement actions and investigations. As would be expected given his background, he is intimately involved in the resolution planning for many of the large systemically important financial institutions.
Part of his practice involves dealing with payment system and technology issues, a work that began in the mid-1990s with nascent prepaid card systems and forms of electronic or digital currency. On behalf of the largest provider of bill payment services for financial institutions, he negotiated direct access to the Fed wire and alternative payment systems, permitting the company to route over $2 billion a day in an efficient and cost effective manner. He has negotiated various investments by banking institutions into technology companies, including a $500 million direct investment for one of the world’s largest banks in exchange for equity and warrants, combined with a complete outsourcing of all bill presentment and payment activities. He has done work for the major card associations as well as for most of the major financial institutions in the payments and fintech areas, and has negotiated various credit card purchase, sale and affiliation arrangements.
As laws and regulations have changed, he has advised financial institutions on the new opportunities such changes present. From Garn-St. Germain in 1982, to FIRREA in 1989, and to Dodd-Frank in 2010, and many in between, each has changed the regulatory landscape, and more changes are imminent. Mr. Douglas is viewed as a trusted advisor on the impact of these legislative and associated regulatory changes.
Mr. Douglas was appointed General Counsel of the Federal Deposit Insurance Corporation in 1987 and continued in that capacity through 1989. This was a period of unprecedented stress on the financial system, and he was involved in the major bank failures and restructurings of the late 1980s, participated in the landmark Financial Institutions Regulatory Reform and Restructuring Act of 1989 and assisted in the organization of the Resolution Trust Corporation. Mr. Douglas is regarded as one of the leading bank insolvency lawyers in the nation.
- Advising TIAA in its acquisition of EverBank Financial Corp., a novel transaction by one of the nation’s largest insurance companies and asset managers of a large Florida-based federal savings bank
- Advising Bank SinoPac on the sale of its U.S. subsidiary, SinoPac Bancorp, to Cathay General Bancorp
Led the recapitalization of Sterling Bank ($730 million in new capital infused by Warburg Pincus and TH Lee) and Synovus ($1.1 billion in new capital)
Advised TH Lee in the $525 million recapitalization of First Banc Corp of Puerto Rico, and assisted in the acquisition of Alostar Bank of Commerce by four private equity funds
Assisted Green Dot Corporation in its groundbreaking acquisition of Bonneville Bank to further its position as the nation’s leading provider of general-purpose reloadable prepaid cards and extend its product offering with a range of bank deposit products
Represented management, placement agents or investors in most of the so-called “shelf charters” and “platform banks” formed for the purpose of engaging in bank roll-up strategies during the current crisis, including SJB Escrow Corp ($1.1 billion committed); NAFH ($1 billion committed); Blue Ridge Holdings ($500 million committed); Community and Southern ($300 million committed); State Bank and Trust ($300 million committed); Community Bank Partners ($250 million committed); and Strategic Bank Partners ($350 million committed)
A consortium of 18 of the nation’s largest banks and a technology company to form the technology backbone for providing home banking services
Six major international banks and a card association in the formation of a major global payments processing company
CheckFree Corporation in obtaining direct access to the major funds transfer systems, allowing it to move over $2 billion each business day
One of the world’s largest asset management companies in the formation and subsequent acquisition of a series of national trust banks
Mr. Douglas has been listed in numerous guides to the world's leading business lawyers, including:
- Chambers USA
- Best Lawyers in America
- Expert Guide to the World’s Leading Banking Lawyers
- Who’s Who Legal–International Who’s Who of Banking Lawyers
- Financial Times Who’s Who Legal International (Banking)
He has twice been named a “BTI Client Service All-Star,” a select group of lawyers recognized for exceptional service to Fortune 100 clients.
Mr. Douglas was named “Lawyer of the Year” in New York, Washington DC and Atlanta in Financial Services Regulatory Law in 2014, 2012 and 2009, respectively, by Best Lawyers in America.
- Director and Chair of the Executive Committee, Financial Services Volunteer Corp. – FSVC is a nonprofit organization formed at the request of President George H. W. Bush to assist countries as they work to develop strong banking and capital markets systems. Headed by Cyrus Vance, Paul Volcker, John Whitehead and currently Bill Donaldson, FSVC has worked in over 40 countries providing hundreds of missions of dollars of technical, unbiased assistance. Among other things, Mr. Douglas has advised the Government of Russia as it established a viable deposit insurance system; Indonesia, as it dealt with the aftermath of the currency crisis of 1999; Egypt, as it attempted to build a viable private banking sector; and such other countries as Croatia, Albania, Jordan, Morocco, Ecuador, Malawi and Algeria. For more information, visit the FSVC website >
- Member, Financial Markets Tribunal, Dubai Financial Services Authority – The DFSA is an economic free-trade zone where financial transactions can be governed by laws chosen by the participants, and where participating financial institutions are subject to world-class oversight and supervision. For more information, visit the DFSA website >
- Member, Executive Committee, University of North Carolina Law School’s Center for Banking and Finance. For more information, visit their website >
- Member, Executive Committee, Rising Star Outreach – RSO is a nonprofit organization assisting those affected by leprosy in India. For more information, visit the RSO website >
- Former Director and member of the audit committee of Providian Financial Corporation, a New York Stock Exchange-traded bank holding company, from 2002 until its successful sale in 2005
- Partner, Davis Polk, 2009-2012, 2015-present
- Partner, Paul Hastings, 2007-2009
- Partner, Alston & Bird, 1982-1987, 1990-2007
- General Counsel, FDIC, 1987-1989
Articles and Books
Resolution of U.S. Financial Institutions | Debt Restructuring, 2nd ed., Oxford University Press, August 2016
Nation Building and Banks: The Importance of Financial Institutions | Maine Law Review, 2008
Too Big to Fail: Do We Need Special Rules for Bank Resolutions? | Institute for Law and Finance, Frankfurt, Germany, 2012