Expertise

Ben is a Corporate Partner based in our London office with a particular focus on advising clients in the financial services sector.  

Ben's experience includes advising on a wide range of corporate and strategic transactions including UK and cross-border mergers and acquisitions (including acquisitions under the UK Banking Act 2009), disposals, joint ventures, intra-group restructurings and advising the boards of companies, building societies, friendly societies, co-operatives and other entities on directors' duties and a variety of constitutional, corporate governance, strategic and regulatory driven matters and projects.  

Clients that Ben has advised include banks, building societies and other lenders, mutuals, wealth and asset managers, brokers and stock exchanges, amongst others.

During 2014 Ben spent time on secondment to Nationwide Building Society serving as Acting Deputy Group General Counsel.

Ben closely monitors regulatory developments and advises clients on compliance and the strategic importance of regulatory change.  

Experience

Some highlights of Ben's transactional experience include advising:

  • the founding banks on the creation of the Business Banking Resolution Service, a groundbreaking new independent dispute resolution service for small and medium-sized businesses in the UK
  • StoneX on its acquisition of Dublin-based fintech company Chasing Returns
  • Virgin Money on the establishment of its strategic investment and pensions joint venture with Standard Life Aberdeen in respect of Virgin Money Unit Trust Managers Limited 
  • a commodities exchange on the disposal of its stake in a UK clearing house
  • a European bank on the wind down and closure of its London corporate banking branch
  • on various director/shareholder disputes and governance related projects in relation to regulated firms
  • various UK savings and mortgage providers on disposals of mortgage portfolios (including lifetime and equity release mortgages) and the entry into forward flow arrangements
  • a major banking group on various intragroup restructurings of its UK wealth and investment management business (including, amongst other things, in relation to its stockbroking, share dealing and pensions and investment businesses) 
  • a major bank on the substantial intragroup hive up of the banking and wealth and investment management businesses of its off shore bank subsidiary, involving court approved banking business transfer schemes in Jersey and the Isle of Man and a transfer of its Guernsey branch business
  • Hong Kong Exchanges and Clearing Limited on its £1.388bn recommended cash offer to acquire The London Metal Exchange 
  • on the establishment of Reclaim Fund Ltd (RFL) and the creation of the UK dormant assets scheme, on the subsequent launch of the alternative scheme for smaller banks and building societies and on the change to RFL's ownership and governance structure following the decision by the Office of National Statistics in September 2019 to classify RFL as a public body and its subsequent change in  status to become a Non-Departmental Public Body sponsored by HM Treasury, acting at arm's length from Government
  • the UK retail banks on the creation of, and their investment, in Big Society Capital Limited 
  • Bank of Montreal on its acquisition of UK-based institutional asset manager Pyrford International

In addition, Ben heads our market leading Building Societies and Mutuals team and is recognised for his particular expertise in the field. He has also served on a variety of industry and sector working groups.  

Ben's significant experience advising building societies and other mutuals includes acting on numerous strategic transactions, building society mergers, acquisitions, restructurings, governance and constitutional matters (including AGMs) and on a wide range of innovative developments in the sector, including advising: 

  • Nationwide on its mergers with Portman, Derbyshire and Cheshire building societies, as well as its partial acquisition of Dunfermline Building Society under the UK Banking Act 2009 and its subsequent social housing book acquisition from the Bank of England's wholly owned subsidiary DBS Bridge Bank Limited 
  • Nationwide on the establishment of Nationwide UK Ireland (and subsequent closure many years later) and on the closure of its branch in the Isle of Man
  • Nationwide on the launch of its lifetime mortgage product and related arrangements 
  • Yorkshire Building Society on its mergers with Barnsley and Norwich & Peterborough building societies
  • Skipton Building Society on its mergers with Scarborough and Chesham building societies
  • Holmesdale Building Society on its merger with Skipton Building Society
  • Portman Building Society on its merger with Lambeth Building Society
  • Britannia Building Society on its merger with Co-operative Financial Services; the first merger between two different types of mutual organisation under new enabling legislation
  • the Building Societies Association (BSA) on the drafting and launch of the 7th Edition of the BSA's Model Rules
Testimonials

"keen to work alongside clients to ensure that work is delivered most efficiently" Legal 500 – M&A

"Ben is a pragmatic and solution focused individual who demonstrates excellent collaboration skills to find the best outcome for his clients" Legal 500 - Corporate Governance

"'well-equipped to untangle the most complex regulatory issues' - particularly as they pertain to strategic and regulatory driven transactions within the building society and mutuals sectors"  Legal 500 – Financial Services

"We see [Ben] as our in house Counsel. He is pragmatic, responsive and provides great reassurance to our Board that we are well represented legally" Legal 500 – Corporate Governance

"singled-out for [his] particular experience of advising building societies and mutuals". Legal 500 – Corporate Governance

"Ben Koehne...is noted for his recent participation in large-scale strategic regulatory projects relating to the banking industry" Legal 500 – Financial Services: Non-Contentious/Regulatory

"great experience in the building society sector" Legal 500 – Corporate Governance

Ben Koehne focuses on the financial services sector, and is a go-to adviser for building societies on governance and strategy." Legal 500 - Financial Services: Non-Contentious/Regulatory                

As a "notable" practitioner, "Ben Koehne….specialises in advising on corporate, strategic and regulatory-driven transactions and projects in the financial services sectors"  Legal 500 - Financial Services: Non-Contentious/Regulatory

"Ben Koehne was great. When others were getting bogged down in the minutiae, Ben was able to take matters up a level to focus on the commercial imperatives & galvanise his team appropriately" Legal 500 - M&A

Publications

Governance Expectations of the board, Building Societies Association (2018)

Chapter on Director's Duties of Sweet & Maxwell's "A Practitioner's Guide to Directors' Duties and Responsibilities" (6th Edition) (2019)