Karen Pelzer
  1. Counsel

Ms. Pelzer is counsel in Davis Polk’s Financial Institutions Group in New York, where she provides financial regulatory advice.  Her practice focuses on financial services reform, regulatory implementation, M&A and capital markets transactions involving financial institutions and the preparation of living wills. Her clients include many of the largest U.S. and foreign financial institutions.  Prior to joining the Financial Institutions Group in 2011, Ms. Pelzer was a member of the firm’s Mergers and Acquisitions Group and provided corporate advice on public and private M&A transactions.  Ms. Pelzer started her career practicing law in Germany and provided corporate, capital markets and M&A advice to a broad range of clients.  She is qualified to practice in both the United States and Germany.

Work Highlights

financial institutions work

Ms. Pelzer has provided bank and financial regulatory advice in connection with:

  • Financial reform, including compliance with, the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) and its implementing regulations
  • Regulatory implications for domestic and foreign financial institutions of the Bank Holding Company Act of 1956, as amended, including in connection with control determinations, internal reorganizations, and permissible expansions of activities, including under Regulation K
  • The preparation and filing of significant bank regulatory applications for domestic and foreign financial institutions, including preparation and submission of applications in connection with Sections 3 and 4 of the Bank Holding Company Act of 1956, as amended, election of financial holding company status and applications to establish foreign bank branches, agencies or representative offices
  • The preparation of resolution plans submitted to the Board of Governors of the Federal Reserve System and the Federal Deposit Insurance Corporation pursuant to Section 165(d) of the Dodd-Frank Act and on resolution matters generally
Mergers and Acquisitions Work

While in the firm's Mergers and Acquisitions Group, Ms. Pelzer provided advice to financial institution, corporate and private equity clients in connection with:

  • Public and private M&A transactions, including drafting and negotiating share and asset purchase transactions, merger agreements, tender offers and related transaction agreements
  • Shareholder agreements, commercial agreements and other corporate documents, including in connection with joint venture formations
  • General corporate advice, including on corporate governance and contract interpretation issues

Of Note

  • Member, Section of Business Law, Content Director of the Banking Law Committee of the American Bar Association
  • PhD Scholar (Stipendiatin) of Arbeitskreis Wirtschaft and Recht, Germany
  • Author of a PhD on Shareholder Information Rights in the European Union (Das Auskunftsrecht der Aktionäre in der Europäischen Union), AHW 141, 2004, PhD mentor: Prof. Dr. Marcus Lutter, Bonn, Germany

Professional History

  • Davis Polk since 2008
  • Hengeler Mueller, 2005-2008

Bar Admissions

  • State of New York
  • Frankfurt, Germany

Education

  • Erste Juristische Staatsprufung, University of Cologne, 1999
    • with honors
  • Diplom-Kauffrau, University of Hagen, 2002
  • Ph.D., University of Bonn Faculty of Law, 2003
    • magna cum laude
  • Juristische Staatsprufung, Cologne Higher Regional Court (Oberlandesgericht Köln), 2004
  • LL.M., Columbia Law School, 2011
    • Harlan Fiske Stone Scholar

Languages

  • German
  • Spanish