Noreen Kelly


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  • New York University School of Law, JD, 1998
  • The University of Texas at Austin, BA, Philosophy, cum laude, 1995
  • New York
  • U.S. District Court for the Eastern District of New York
  • U.S. District Court for the Southern District of New York

Noreen is the managing partner of the New York office and the head of the Financial Institutions Industry Team. Noreen focuses her practice on commercial litigation and white collar criminal defense.

She has represented a variety of clients – financial institutions, broker dealers, investment advisors, and other businesses – involved in complex commercial disputes in several state and federal courts, including in bankruptcy courts.

Noreen also regularly advises clients facing regulatory and criminal investigations by the Department of Justice, the Securities and Exchange Commission, the Financial Industry Regulatory Authority, as well as state attorneys general. She has conducted internal investigations on behalf of audit committees and other entities involved in allegations of securities fraud, accounting fraud, violations of the Foreign Corrupt Practices Act and embezzlement. Noreen has evaluated and designed the anti-corruption compliance regimes of public companies, financial institutions and portfolio companies, and she has led anti-corruption training for executives and their employees.

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Noreen Kelly
T: +1 212 548 7025F: +1 212 715 62901251 Avenue of the Americas
20th Floor
New York, NY 10020-1104

Represented investment bank with respect to claims that CLO, TruPS, and ABS CDO traders, engaged in misconduct such as front running, mis-marking of trading book, inappropriate proprietary trading post-Volcker, and inappropriate mark-ups of positions sold to clients. 

Represented financial advisor with respect to claims of breach of fiduciary duty and breach of contract made by the Government of the US Virgin Islands in connection with a municipal securities issuance.

Represented issuer and underwriter with respect to multiple claims by monoline insurers for breach of contract, indemnity and reimbursement related to residential mortgage-backed securities offerings.

Represented investment bank and certain of its employees in connection with investigations by DOJ, SEC, NCUA, FINRA, and various state AGs, regarding issuance of  residential mortgage-backed securities.

Represented a public company director, CEO of a public company and CEO of a private entity in connection with insider trading investigations by the SEC and the DOJ.  Representations resulted in declination, judgment of acquittal, and deferred prosecution, respectively.

Represented a major financial institution in connection with multiple investigations of potential bribery associated with bond offerings in Latin America. Matter resulted in declination by the DOJ and the SEC with respect to the institution.

Represented an audit committee in connection with internal investigations of alleged FCPA violations by employees of one of its foreign subsidiaries.

Represented New York-based private equity fund in lawsuits and proceedings pending in New York and Florida state courts as well as bankruptcy court, related to the fund’s efforts to recover losses from executives of a failed portfolio company.

Represented private equity funds in connection with investigations by the SEC, the New Mexico attorney general, and the North Carolina attorney general into the use of placement agents to solicit investments from public retirement funds.

Represented a federal savings bank in an adversary proceeding brought by a federally sponsored home loan bank, or constructive trust and unjust enrichment, to recover $41.5 million deposited with certain entities as collateral for a derivative transaction. Successfully moved for summary judgment with respect to all claims by the home loan bank against the savings bank.

Represented entities associated with a global financial services firm in moving to dismiss a complaint in an adversary proceeding by a home warranties company challenging the entities’ right to foreclose on approximately $80 million of “repo” collateral prior to the home warranties company’s bankruptcy.

Selected for inclusion in America's Leading Lawyers for Business, Financial Services Regulation: Banking - Enforcement & Investigations, New York, Chambers USA, 2017

Legal Aid Society’s Pro Bono Publico Award, 2013

Thurgood Marshall Award for Capital Representation, New York City Bar Association, 2008

Burton Award for Effective Legal Writing, 2005

Co-author, "Privilege Protection in an Era of Cooperation," New York Law Journal, November 21, 2016
Co-author, Recent Developments in the Enforcement of the U.S. Foreign Corrupt Practices Act, Journal of Securities Compliance, Vol. 1, No. 3, March 13, 2008
Panelist, Delaware Corporate Law Update with Former Chief Justice Myron Steele, McGuireWoods Complimentary Presentation, January 14, 2015
Speaker, "Can You Be Commercial and Compliant?," FCPA Transactional Diligence:, Complimentary Live Program, December 3, 2014