Andrew Henderson
Counsel
Andrew joined the London office in 2011, as counsel.His practice involves advising private equity fund, hedge fund, sovereign wealth fund and other investment managers and advisers and broker-dealers on: all aspects of UK and European financial services regulation, including the Alternative Investment Fund Managers Directive (“AIFMD”), the Markets in Financial Instruments Directive (“MiFID”), the Capital Requirements Directive, the Market Abuse Directive, the Short Selling Regulation, the Transparency Directive, and the European Markets and Infrastructure Regulation (“EMIR”) and aspects of the Undertakings for Collective Investment in Transferable Securities Directive and Data Protection Directive; compliance systems and controls, including those related to anti-money laundering, sanctions, and anti-bribery; trading documentation, including brokerage, investment management, custody, ISDA and futures documentation; and financial services M&A, including the negotiation of regulatory approvals and regulatory due diligence.
Andrew has past experience working for regulators having being seconded to the UK Financial Services Authority (twice) and the Financial Markets Law Committee Secretariat of the Bank of England as well as having advised various emerging market regulators on law and policy. He also has past experience in advising on enforcement action taken by regulators and has acted for firms, individuals and regulators (including Upper Tribunal and FSA Regulatory Decisions Committee proceedings) in regulatory investigations and enforcement proceedings.
Experience
- Advising various investment managers, particularly private equity managers, on their options for structuring their European businesses and fund raising in Europe in light of implementation of the AIFMD.
- Advising various investment managers on local and international issues relating to the marketing of the funds and placement agent arrangements, particularly with respect to the Middle East.
- Advising various investment managers on trading related issues, particularly in the context of debt instruments, including compliance with the Market Abuse Directive and European Short Selling Regulation.
- Acting for various investment managers in M&A transactions, including private equity fund investments in regulated businesses and the sale and acquisition of private equity related businesses in light of MiFID.
- Advising various fund managers and corporate on reporting, clearing and risk issues under EMIR.
- Advising two sovereign wealth funds on European regulatory issues and arrangements for precious metals trading, including collateral management and custody related issues, respectively.
- Advising a leading hedge fund on regulatory aspects of the purchase of claims with respect to Lehman Brothers and MF Global.
- Helping advise investment managers and individuals on regulatory powers and procedures in the context of the regulatory investigations, including those relating to the alleged manipulation of LIBOR.
Disclaimer
Ropes & Gray International LLP is a limited liability partnership registered in Delaware, United States of America and is a recognised body regulated by the Solicitors Regulation Authority (with registered number 522379).Publications
Publications
EXTERNAL PUBLICATIONS
- Contributing Author: Blair (ed) Financial Services Law (OUP: 2009)
- Contributing Author: Blair (ed) Blackstone’s Guide to the Financial Services and Markets Act 2000 -(OUP: 2010)
- Contributing Author: Nethercott (ed) Islamic Finance: Law and Practice (OUP: 2011)
- Contributing Author: Kirsch (ed) Investment Adviser Regulation (PLI: 2012)
- Various academic and practitioner journals (2001 – present)
ROPES & GRAY PUBLICATIONS
- "Expanding the Market Abuse Regime for European Securities and Investments - What Impact for Investment Managers?", Ropes & Gray client briefing (November 2, 2011)
- "Another Milestone for the AIFMD – Time for Non-EU Private Equity Advisers to Take Stock?", Ropes & Gray client briefing (November 29, 2011)
- "The European Guidelines on Systems and Controls for Electronic and Algorithmic Trading", Ropes & Gray client briefing (March 8, 2012)
- "New European Short Selling Regulation to Take Effect - November 1", Ropes & Gray client briefing (October 23, 2012)
- “New UK Distribution Rules Effective December 31 – the Impact on Fund Managers", Ropes & Gray client briefing (December 13, 2012)
- “AIFMD Implementation – What Should Non-EU Private Fund Advisers be doing? ", Ropes & Gray client briefing (March 6, 2013)
Presentations
- Speaker, "U.S. and European Hedge Funds Regulatory Update," Ropes & Gray webinar (January 18, 2012)
- Speaker, “Another Milestone for the AIFMD: Implications for Non-EU Private Funds”, Ropes & Gray webinar (January 24, 2012)
- Speaker, "Automated Systems in Trading: Hedge fund compliance with recent guidance in the US and Europe on technology and trading systems," Ropes & Gray webinar (April 25, 2012)