FacultyFaculty/Author Profile
Martin Rogers

Martin Rogers

Davis Polk & Wardwell

Hong Kong, , HKG


Mr. Rogers is a partner in Davis Polk’s Litigation Department, based in Hong Kong. He is regarded as one of the market’s leading litigation and financial services regulatory lawyers with over 20 years’ experience in Asia, advising on complex litigation, arbitration, regulatory and white collar crime matters, with extensive experience advising leading corporates, the financial services industry and government bodies.

Mr. Rogers is consistently recognized as a leading lawyer by the leading legal directories, including Chambers Asia-Pacific, IFLR1000 and Asia Pacific Legal 500.

Mr. Rogers’ global enforcement and litigation practice focuses on complex regulatory matters, particularly within the financial services and investment banking industry and advises major international and Asian financial institutions and corporations, as well as regulators (including the Stock Exchange of Hong Kong, the Hong Kong Mercantile Exchange, the Hong Kong Futures Exchange and the Securities and Futures Commission).
Before joining Davis Polk, Mr. Rogers:

Acted as Hong Kong Futures Exchange’s external legal adviser on a range of issues Advised the Exchange on issues concerning clearing and settlement

Advised the SFC and Hong Kong Futures Exchange on investor compensation schemes

Advised the Exchange on a range of other issues, including setting up of the listing framework for depositary receipts and amending the Listing Rules

Advised Hong Kong Mercantile Exchange regarding the drafting of the Rule Book and other regulatory issues

Advised the liquidators of CA Pacific, including on default issues concerning CCASS

Advised on a wide range of cross-border insolvency and default issues concerning OTC derivatives Advised sovereign wealth funds on regulatory issues

Acted as a consultant to the People’s Bank of China on cross-border insolvency issues

Advised numerous parties subject to high profile criminal investigations and prosecutions in Asia, particularly corruption cases

Led teams advising clients in relation to hundreds of regulatory investigations by the Hong Kong SFC and the HKMA, as well as numerous other investigations by regulators in India, Indonesia, Japan, the PRC, South Korea, Taiwan and Thailand

NOTABLE CASES REPRESENTING REGULATORS:

SFC -v- Nomura Securities International

SFC -v- Mandarin Resources Corp and Chim Pui Chung SFC -v- Charles Schmitt

Barings collapse (Hong Kong Futures Exchange)

Merger of Stock Exchange of Hong Kong and Hong Kong Futures Exchange (advising Hong Kong Futures Exchange)

Numerous disciplinary proceedings (Stock Exchange of Hong Kong)

LITIGATION

Mr. Rogers is regarded as one of the market’s leading litigation and financial services regulatory lawyers with over 20 years’ experience in Asia, advising on complex litigation, arbitration and regulatory matters, with extensive experience advising corporates, government bodies and the financial services industry.

Before joining Davis Polk, his experience includes:

Acting in an outsourced basis as the Group Head of Compliance of Sino Land Group, a major property development and hotel conglomerate containing three listed companies

Developing a six-dimensional risk management model for a major India corporate to provide a balanced approach to the assessment and improvement of risk-management systems

Advising numerous investment banks in Hong Kong to develop and implement risk management and compliance systems and procedures

At the request of management of numerous local and international businesses, conducting internal investigations into operations (particularly fraud incidents) – clients include international companies operating in the following industries: accountancy, food and beverages, financial services, hotels, oil and gas, media and telecoms

Advising the Hong Kong Exchanges and Clearing Limited regarding the setting up of the listing framework for depositary receipts and amending the Listing Rules

Leading teams advising clients in relation to hundreds of investigations by the Hong Kong SFC and the HKMA, as well as numerous investigations by regulators in India, Japan, the PRC, South Korea, Taiwan and Thailand. This includes leading teams advising major banks and corporations in respect of regulatory and criminal investigations, including advising:

Four banks distributing Lehman Minibonds

CITIC Pacific and its directors in relation to the regulatory and other consequences of its derivatives losses in 2008

The offeror (the Pacific Century Group) on the regulatory investigations arising out the offer to privatize PCCW

REGULATORY

Mr. Rogers has practiced in Hong Kong since 1990. He focuses primarily on complex regulatory matters, particularly for the financial services industry. Before joining Davis Polk, his experience includes:

Leading teams advising clients in relation to hundreds of investigations by the Hong Kong Securities and Futures Commission, the HKMA, as well as numerous investigations by regulators in India, Japan, the PRC, South Korea, Taiwan and Thailand. This includes leading teams advising major banks, funds and corporations in respect of regulatory and criminal investigations. Recent (public examples) include: Representing Bank of China (Hong Kong) and Citigroup, respectively, in their capacity as distributors of Lehman Minibonds

Advising and representing CJTIC Pacific and its directors in relation to the regulatory and other consequences of its derivatives losses in 2008

Advising the offerors (the Pacific Century Group) in respect of the regulatory investigations arising out of the offer to privatize PCCW

Advising Morgan Stanley in relation to the investigation into insider dealing by Jun Du, a senior fixed income banker

Advising sovereign wealth funds (including in particular a Singapore-based government investment body) on regulatory issues

Advising major U.S. and European investment banks in respect of enforcement against defaulting issuers, borrowers and guarantors – situations involving Hong Kong, Indonesia, Korea, Japan, the PRC and Singapore

Representing UBS and other Fils in relation to investigation and enforcement proceedings by SEBI from 2005 onwards

Advising Hong Kong Exchange on various projects, including the establishment of a Hong Kong Depositary Receipts regime

Advising the proposed new Hong Kong Mercantile Exchange

Representing the Securities and Futures Commission in litigation during the 1990s Training provided to regulators, including the MAS, the PBOC and the SFC

ANTI-CORRUPTION

Mr. Rogers is regarded as one of the market’s leading litigation and financial services regulatory lawyers with over 20 years’ experience in Asia. He is the Hong Kong and PRC country representative of TRACE International, a nonprofit anti-corruption body, providing anti-corruption training to local intermediaries and agents. He has represented and advised Hong Kong’s Independent Commission Against Corruption from time to time. Before joining Davis Polk, his experience includes:

Acting in an outsourced basis (for the past four years) as the Group Head of Compliance of Sino Land Group, a major property development and hotel conglomerate containing three listed companies Developing a six-dimensional risk management model for a major India corporate to provide a balanced approach to the assessment and improvement of risk-management systems

Advising numerous investment banks in Hong Kong to develop and implement risk management and compliance systems and procedures

At the request of management of numerous local and international businesses, conducting internal investigations into operations (particularly fraud incidents) - clients include international companies operating in the following industries: accountancy, food and beverages, financial services, hotels, oil and gas, media and telecoms.

Implementing anti-corruption compliance program for a major global investment bank, focused in particular on engagement of third-party consultants and the award of mandates

Advising a U.S. Fortune 500 company on the development and implementation of an anti-corruption and anti-money laundering program for Asia

Advising a major multinational regarding an investigation (involving Hong Kong and Singapore) of alleged corruption involving commodities trading

Advising on allegations of corruption in the real estate project industry in Vietnam Advising an investment bank dealing with corruption by a research analyst

Advising an investment bank dealing with an investigation into alleged corruption by traders.

ARBITRATION

Mr. Rogers’ arbitration experience has been focused in four main areas:

Private equity investment disputes Partnership disputes

Privatized infrastructure price adjustment disputes

Private banking industry disputes, including claims against his clients for alleged mis-selling

Mr. Rogers’ financial industry experience has involved him advising investment banks, commercial banks, private banks, broker-dealers, private equity funds, hedge funds, SWFs and regulators on a wide range of issues, both advisory and contentious. He has led teams responsible for advising and representing five banks (including the largest single distributor) involved in the distribution of Lehman Minibonds.

DEFAMATION

Mr. Rogers is a Member of the Law Reform Commission, Hong Kong Government and is General Editor of the Hong Kong White Book; Member of the Class Actions Sub-Committee of the Hong Kong Law Reform Commission; Fellow of Hong Kong Securities Institute; Chairman, SFC’s Share Registrars’ Disciplinary Panel (2003/2007); Hong Kong and the PRC representative, TRACE (an international nonprofit anti-corruption body).

His defamation experience includes:

Advisory (defence) work for SCMP newspaper Advising the Euromoney Asia group on defence work

Advising on various claims against publishers. Illustrative examples include:

Acting for a high-profile Chinese businesswoman with defamation claims against an Internet site

Acting for officials of the Hong Kong Government bringing defamation claims against a Chinese magazine (Next)

Advising a Chinese business on defamation (malicious falsehood) claims that its products were defective.

PRIVATE BANKING/WEALTH MANAGEMENT

Before joining Davis Polk, Mr. Rogers’ experience includes:

Representing and advising a large number of private banks and wealth management businesses in Asia across a full range of regulatory and litigation matters

Over the past 24 months, representing over 10 different private banks or wealth management divisions of investment banks in connection with more than 50 regulatory investigations and/or litigation cases in Asia, with a particular focus on claims asserted in Hong Kong, Singapore and the PRC

Leading a team of four partners, a consultant and 10 associates all with significant experience of advising in connection with mis-selling claims concerning different structured products, ranging from accumulators and decumulators to DRANs, ELNs, through to structured funds and structured deposits

Advised on other regulatory issues, including: Fraud by clients and/or private bankers Professional investor compliance

Offering restrictions<

Structuring new products to minimize the impact of disclosure of interest issues Staff dealing compliance (including insider dealing issues)

Compliance and operations manuals for the private banking industry

Regulatory issues arising from the provision of finance to controlling shareholders and directors of listed companies

Mr. Rogers has a strong relationship with the regulators in Hong Kong and experience in dealing with the securities and banking regulators in other countries in Asia, including India, Singapore, Taiwan, Korea, the PRC and Japan.

Mr. Rogers is a Fellow of the Hong Kong Securities Institute.

FCPA/INVESTIGATION

Mr. Rogers is regarded as one of the market’s leading litigation and financial services regulatory lawyers with over 20 years’ experience in Asia. He is the Hong Kong and PRC country representative of TRACE International, a nonprofit anti-corruption body, providing anti-corruption training to local intermediaries and agents. Before joining Davis Polk, his experience includes:

Acting in an outsourced basis (for the past four years) as the Group Head of Compliance of Sino Land Group, a major property development and hotel conglomerate containing three listed companies Developing a six-dimensional risk management model for a major India corporate to provide a balanced approach to the assessment and improvement of risk-management systems

Advising numerous investment banks in Hong Kong to develop and implement risk management and compliance systems and procedures

At the request of management of numerous local and international businesses, conducting internal investigations into operations (particularly fraud incidents) – clients include international companies operating in the following industries: accountancy, food and beverages, financial services, hotels, oil and gas, media and telecoms

Implementing anti-corruption compliance program for a major global investment bank, focused in particular on engagement of third-party consultants and the award of mandates

Advising a U.S. Fortune 500 company on the development and implementation of an anti-corruption and anti-money laundering program for Asia

Advising a major multinational regarding an investigation (involving Hong Kong and Singapore) of alleged corruption involving commodities trading

 

COMPLIANCE

Before joining Davis Polk, Mr. Rogers’ experience includes:

Acting in an outsourced basis (for the past five years) as the Group Head of Compliance of Sino Land Group, a major property development and hotel conglomerate containing three listed companies Developing a six-dimensional risk management model for Asia corporates to provide a balanced approach to the assessment and improvement of risk-management systems

Advising numerous investment banks in Hong Kong to develop and implement risk management and compliance systems and procedures

At the request of management of numerous local and international businesses, conducting internal investigations into operations (particularly fraud incidents) – clients include international companies operating in the following industries: accountancy, food and beverages, financial services, hotels, oil and gas, media and telecoms

Implementing anti-corruption compliance programs for major global investment banks and hedge funds, focused in particular on engagement of third-party consultants and the award of mandates

Advising U.S. Fortune 500 companies on the development and implementation of an anti-corruption and anti-money laundering program for Asia
Advising on risk-management controls in the Asia Private Banking industry

Of Note

Country Representative, TRACE (a global nonprofit anti-corruption organization) for the PRC and Hong Kong

Member, Hong Kong Government Law Reform Commission Subcommittee on the introduction of Class Action Procedures in Hong Kong

Fellow, Hong Kong Securities Institute; Member, Professional Events Subcommittee

General Editor, Hong Kong White Book, an authoritative civil justice procedure commentary published by Sweet & Maxwell Asia

Member of the advisory board of the Faculty of Law of the Chinese University of Hong Kong Member of the Board and Honorary Lecturer, Law School, City University of Hong Kong Honorary Lecturer, Law School University of Hong Kong

Chairman of the SFC’s Share Registrars Disciplinary Committee, 2003-2007 Temporary Deputy Registrar of the Hong Kong High Court, 2001-2002

ARBITRATION

Mr. Rogers’ professional appointments include:

Fellow, Hong Kong Securities Institute

General Editor, Sweet & Maxwell Asia’s Hong Kong Civil Procedure – The White Book

General Editor, Sweet & Maxwell Asia’s CJR Practice Manual

Member, Hong Kong Government Law Reform Commission Subcommittee on the possible introduction in Hong Kong of Class Action Procedures

Representative for PRC and Hong Kong of TRACE (a nonprofit anti-corruption organisation) Temporary Deputy Registrar of the Hong Kong High Court, 2001-2002

Professional History

Partner, Davis Polk, 2013-present Partner
Clifford Chance, 2002-2013 Partner
Herbert Smith, 1995-2002

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