Amber A. Hay | People | Arnold & Porter

Amber Hay primarily advises traditional financial institutions (banks, savings associations, and credit unions), nonbank financial services companies, as well as financial technology companies on a wide range of regulatory, transactional, and general corporate matters, including matters within the supervisory jurisdiction of the Federal Reserve Board, the OCC, the FDIC, the CFPB, and FinCEN, as well as state financial regulatory agencies. Amber routinely advises clients on laws, regulations, and legislative developments related to prudential regulations, virtual currencies (including Stablecoins and other digital assets), electronic payments, custodian activities including those involving digital wallets, and service provider arrangements between banks and non-banks (e.g., banking as a service and third-party vendor management). Amber also advises clients in the structuring of corporate transactions and commercial arrangements related to the offering of payments and credit products and services using technology, as well as the acquisition and sale of financial institutions and non-bank financial service companies.

Amber is a member of the firm's working groups on ESG matters, cryptocurrency, Web3 and blockchain technology, and developments under the Biden Administration.

Prior to joining the firm, Amber was a senior attorney at the Board of Governors of the Federal Reserve System in the Legal Division's Bank Regulatory and Policy Group, where she reviewed acquisition, divestiture and activity proposals of financial institutions under the various banking laws, including the Bank Holding Company Act, Change in Bank Control Act, Home Owners' Loan Act, the Dodd-Frank Act, and the Federal Reserve Act. While at the Federal Reserve Board, Amber was also seconded to the U.S. House of Representatives, Financial Services Committee, where she advised Congress members on the implications of banking legislation.

Focus Areas

Experience

First Citizens BancShares on its all-stock merger of equals with CIT Group, creating the 19th largest bank in the United States based on assets.
Numerous financial institutions on a variety of mergers and acquisitions, including public company mergers.
Banks and broker-dealers regarding sweep deposits and brokered CD programs. Developing and documenting bank deposit products and broker sweep arrangements.
U.S. and foreign financial firms and institutions on compliance with state banking laws and regulations, including but not limited to laws related to consumer protection, cybersecurity, safety and soundness, money service business, and laws regulated to services tailored to virtual currencies and other digital assets.
Banks on investments in and acquisitions of FinTech companies, finance businesses, broker-dealers, and investment advisers.

U.S. and foreign banks on Volcker Rule and merchant banking rule compliance in structuring joint ventures, investment programs and private fund products.
Board of directors on corporate governance matters and enforcement proceedings brought by the New York State Department of Financial Services and NCUA.
Trade association regarding advocacy related to disclosure of Home Mortgage Disclosure Act itemized loan-level data.