Rodgin Cohen Wall Street's Lawyer

february 2010 institutional investor 2 03 04 05 06 07 08 09 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 icker opening five questions five questions people this month in finance inefficient

refuse to back that merger. At the consequences cannot be the end of last year, he stepped analyzed. down from his role as chair- 4 You were advising banks man of the prestigious New going into this crisis as well York law firm, affording him as coming out of it. What some time to sit down with deals do you regret? Institutional Investor Staff The transaction I worked Writer Imogen Rose-Smith to on which I wished had never discuss the ongoing fallout of occurred was Wachovia the Great Recession. Corp.’s acquisition of [Oak- 1 How would you rate the land, California–based government’s handling of lender] Golden West Finan- the banking crisis? cial Corp. That was a very On a scale of one to ten unfortunate deal. Wachovia with ten being the highest, was a bank that tended to I would say nine. Letting be quite conservative; they Lehman Brothers go was a walked away from a num- major mistake because the ber of deals. Golden West entire financial system was had an absolute pristine almost immediately plunged record — but it had changed into chaos. Massive govern- its lending practice and ment support programs that was not anticipated. throughout the world were Wachovia made just one required to prevent a finan- bad acquisition, but that led cial collapse. But the actions to its demise. taken by the government in 5 The smaller banks five questions for 2008 and 2009 probably across the country now prevented another Great appear to be bearing the rodgin cohen Depression. brunt of the financial crisis Wall street’s 2 Currently there is little to fallout. What is the prevent the banks from prognosis for them? lawyer getting into the same There are two ways that situation all over again, small banks can be acquired No one has the ear of the New York–based middle even with the higher — the undesirable way and Wall Street’s senior market lender CIT Group capital ratios required of the desirable way. The unde- executives like H. Rod- as it filed for bankruptcy commercial banks. sirable way is for them to fail gin “Rodge” Cohen. The protection. That is why we need legisla- and then be acquired. The senior chairman of law Cohen, 65, has seen a lot, tion. We need tighter and desirable way is for banks to firm Sullivan & Cromwell especially during the past more focused controls in be acquired before they fail. has advised arguably every tumultuous two years. He place, but not anaconda The way the tax code is cur- major banking institution was at the table when the U.S. regulation that squeezes the rently structured, it makes on the Street. At the height government was trying to life out of an institution. It’s more financial sense for an of the recent global financial strike a plan on how to bail always a balancing act. acquirer to buy a bank out of crisis, the attorney, who’s out failed mortgage lenders 3 Do you think President receivership. It is not a coin- calm yet assertive, was Fannie Mae and Freddie Barack Obama’s Volcker cidence that Wells Fargo’s involved in almost every Mac. Cohen was also an Rule and Financial Crisis decision to buy Wachovia key negotiation regarding adviser to Lehman Brothers Responsibility Fee and PNC Financial Services the future of Wall Street, as it began reeling toward proposals will achieve Group’s decision to buy including advising Goldman collapse and helped the com- that balance? National City Corp. came Sachs on becoming a bank pany as it discussed a poten- At this point, all we have are during the 30-day window holding company and then tial deal with Barclays, only the broad contours. Until on that rule opened by the last November instructing to have the U.K. government more white space is filled in, Treasury Department.