Catherine Ellen Napolitano

Norton Rose Fulbright US LLP

New York
United States
T:+1 212 318 3391
New York
United States
T:+1 212 318 3391
Catherine Ellen Napolitano

Catherine Ellen Napolitano



Catherine E. Napolitano counsels clients to structure products in compliance with CFTC-NFA and SEC-FINRA rules and cross-border rules, implementing compliance programs under the Dodd-Frank Act, the Monetary Authority of Singapore, European Market Infrastructure Regulation and Latin America.

Catherine has combined in-house and private practice experience focusing on insurance products, UCITs, bank collective investment funds, stable value and GICs, private funds, registered funds, electronic platform offerings and complex and bespoke derivatives transactions. She advises banks, swap dealers, futures commission merchants and their associated persons, investment managers, commodity trading advisors, insurers, trustees, custodians, fund advisers, municipalities and international sovereigns. She also advises defined benefit and defined contribution plans, and in many representations, focuses on operationalizing and implementing compliance programs. 

Catherine has extensive experience in physical commodities, energy, agricultural markets and merchandising. She served as a Market Surveillance Director at CME-NYMEX covering energy and precious metals markets regulation and enforcement. Her transactional experience includes mergers and acquisitions, over-the-counter derivatives, prime brokerage and securities lending. Catherine is a member of the New York and New Jersey Bars and has served as regulatory reform Co-Chair on ISDA and SIFMA Steering Committees.

Professional experience

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JD, Brooklyn Law School, 2000
MBA, St. John's University, 1991
BS, St. John's University, 1984

  • New Jersey State Bar
  • New York State Bar
  • Lead Global Counsel responsible for CFTC & NFA compliance at leading Global Bank and developed a bank-wide Commodity Exchange Act compliance system over 14 years covering institutional defined benefit, defined contribution, insurance and institutional clients. Liaise with the CFTC and SEC for no-action letters, interpretive relief to achieve compliance.
  • Lead Derivatives Counsel at Global Bank providing multi-asset cross-border regulatory compliance support to private wealth management, alternative investment and mutual fund division.
  • Represented a Global Bank responding to a Federal Reserve Board Order requiring review of sales, trading and business conduct policies and controls, culminating in a report demonstrating measures to achieve compliance. The intensive analysis resulted in satisfying the Federal Reserve Board Order.
  • Counsel to a state-sponsored precious metals and bullion depository providing regulatory and structuring advice to achieve compliance with local state laws, CFTC, SEC, DOL, IRC regulations. Advised on legislative drafting to accomplish the commercial goals of the depository.
  • Senior Fund lawyer responsible for private and registered fund formation in-house and in private practice responsible for multiple fund launches from 1996-2007.
  • Enterprise-wide Legal & Compliance Lead for Global Bank responsible for Dodd-Frank Act and cross-border regulatory reform and implementation from 2010-2014.
  • Lead Counsel to multi-jurisdictional end-users and agricultural producers and merchandisers in connection with regulatory inquiries, investigations and enforcement matters.
  • Lead Counsel to clients establishing Swap Execution Facilities and other electronic trading platforms in compliance with applicable laws. Obtain relief relating to futures and physical commodities trading and implement structures compliant with U.S. and International Exchanges and CFTC rules.