Alan L. Beller

USA: New York

Cleary Gottlieb
One Liberty Plaza
New York
NY 10006

Tel: +1 212 225 2450
Fax: +1 212 225 3999


Mr. Beller’s practice focuses on a wide variety of complex securities, corporate governance and corporate matters. Mr. Beller advises regularly senior officials of both U.S. and non-U.S. entities on these subjects, including in connection with SEC filings, corporate transactions and other corporate matters and public and private offerings of securities.

Mr. Beller served as the Director of the Division of Corporation Finance of the U.S. Securities and Exchange Commission and as Senior Counselor to the Commission from January 2002 until February 2006. During his four-year tenure, Mr. Beller led the Division in producing the most far-reaching corporate governance, financial disclosure and securities offering reforms in Commission history. Among his accomplishments were the implementation of the corporate provisions of the Sarbanes-Oxley Act of 2002, the adoption of corporate governance standards for listed companies and the successful completion of comprehensive securities offering reforms.

Recent representations include Citigroup in its $17 billion common equity offering and exit from TARP and its $58 billion equity exchange offer. Mr. Beller has represented the Federal Reserve Bank of New York including in connection with matters involving Lehman Holdings Inc., and represented the advisers to U.S. Treasury in connection with the conservatorship of Fannie Mae and Freddie Mac. He has also represented companies, independent directors and audit committees in connection with financial reporting and other disclosure matters, accounting restatements, compensation issues, director and auditor independence issues, and other matters. Notable earlier transactions in which Mr. Beller was involved included the demutualization and initial public offering of Prudential Insurance Company, the initial public offering of Goldman Sachs, the initial public offering of Instinet and the privatization and initial public offering of Singapore Telecom.

Mr. Beller often chairs or speaks at leading conferences regarding securities law, corporate governance and corporate law matters. He is one of the authors of U.S. Regulation of the International Securities and Derivatives Markets (Tenth Ed., Wolters Kluwer, 2011). Mr. Beller is distinguished as a “star performer” and ranked in the top tier for leading individuals in capital markets by Chambers Global and is ranked in the top tier for leading individuals in capital markets by Chambers USA. He was also featured in Chambers USA’s “spotlight table” for his securities regulation advisory practice. In addition, he is recognized by The International Who’s Who of Business Lawyers, IFLR 1000: The Guide to the World’s Leading Law Firms, The Legal 500 and The Best Lawyers in America as one of the best lawyers in the United States. Mr. Beller was named a “Most Highly Regarded Individual” in capital markets by Who’s Who Legal 2011 and 2012 and “Capital Markets Lawyer of the Year” by Who’s Who Legal 2009, 2010 and 2013.

Mr. Beller joined the firm in 1976, became partner in 1984 and returned to Cleary Gottlieb in August 2006. From 1977 to 1981, he was resident in the Paris office and from 1990 to 1993, he was resident in the Tokyo office. Mr. Beller received a J.D. degree, magna cum laude, from the University of Pennsylvania Law School and graduated from Yale College, cum laude, in 1971.

Mr. Beller is a member of the Board of Directors of The Travelers Companies, Inc. and a member of the Board of Overseers of the University of Pennsylvania Law School.

Mr. Beller is a member of the Bar in New York.

Cleary Gottlieb is an acknowledged leader in U.S. and international capital markets practice. Issuers and market participants throughout the world rely on us for the most current advice on disclosure and corporate governance matters, corporate and securities regulatory issues and transactional structuring. We regularly advise issuers and underwriters throughout the world on company-critical and precedent-setting financings, which span the spectrum of capital markets transactions. The firm was among the first to recognize the importance of the global marketplace, with the opening of its Paris office in 1949. The scope and depth of our international resources are among the firm’s historic strengths and allow us to offer clients seamless advice across markets in their worldwide financing activities.

Cleary Gottlieb lawyers have helped formulate the vocabulary of debt and equity techniques that today routinely move business transactions. Our clients depend on our proven ability to innovate. For decades, our lawyers have played an instrumental role in the most significant advances in the capital markets and have developed many of the techniques that now routinely drive capital raising transactions, including:

  • Playing a leading role in the U.S. IPO, convertible debt and high-yield debt markets
  • Structuring privatizations of industries in Europe, Asia, Latin America and Africa
  • Representing more than 300 non-U.S. issuers in accessing and meeting the requirements of the U.S. capital markets
  • Developing the original Eurobond issues
  • Participating in the creation of Brady Bonds for sovereign issuers
  • Developing securitization techniques, including collateralized mortgage obligations (CMOs) and collateralized debt obligations (CDOs)
  • Developing derivatives products, including interest rate and currency swaps and equity-linked securities, and debt for equity exchanges
  • Adapting U.S. offering structures, such as medium-term notes programs and auction market preferred stock, to the needs of companies and investors in non-U.S. markets

We not only know the rules, we help develop them. Our lawyers have had prominent input into, among others, the SEC’s development of rules governing private offerings (Rule 144A), market trading and stabilization during offerings (Regulation M), offerings outside the United States (Regulation S), structured financings (Rule 3a-7) and selective disclosure (Regulation FD) and foreign issuer deregistration (Rule 12h-6).  Our practice includes two former General Counsel of the SEC, a former Director of the SEC’s Division of Trading and Markets and two former Directors of the SEC’s Division of Corporation Finance, one of whom also served as Senior Counselor to the Commission. Several of our partners have authored The Sarbanes-Oxley Act: Analysis and Practice (Aspen Publishers) and U.S. Regulation of the International Securities and Derivatives Markets(10th ed., Wolters Kluwer), the leading treatise on how U.S. laws and regulations apply to the international capital markets, and a source of practical advice to international practitioners. We also advise on the impact on companies worldwide of EU directives intended to create an integrated European capital market.

A leading international law firm with 16 offices located in major financial centers around the world, Cleary Gottlieb Steen & Hamilton LLP has helped shape the globalization of the legal profession for more than 65 years. Our worldwide practice has a proven track record for innovation and providing work of the highest quality to meet the needs of our domestic and international clients. In recognition of the firm’s strong global practice, its effectiveness in dealing with the different business cultures of the countries in which it operates, and its success in multiple jurisdictions, Cleary Gottlieb received Chambers & Partners’ inaugural International Law Firm of the Year award.

Organized and operated as a single, integrated global partnership (rather than a U.S. firm with a network of overseas offices), Cleary Gottlieb employs more than 1,200 lawyers from more than 50 countries and diverse backgrounds who are admitted to practice in numerous jurisdictions around the world. Since the opening of our first European office in 1949, our legal staff has included European lawyers, most of whom have received a portion of their academic legal training in the United States and many of whom have worked as trainees in one of the firm’s U.S. offices. The firm was among the first international law firms to hire and promote non-U.S. lawyers as equal partners around the world.

Our clients include multinational corporations, international financial institutions, sovereign governments and their agencies, as well as domestic corporations and financial institutions in the countries where our offices are located. Although each of our 16 offices has its own practice, our “one firm” approach to the practice of law offers clients in any office the ability to access the full resources of all of our offices and lawyers worldwide to the extent their matters so require.


Alan Beller is “practical” and “in tune with the SEC,” sources say. Clients recommend his advice on corporate governance matters.
Chambers USA, 2014