Folake Ayoola is a partner in the firm's Capital Markets and Public Company Advisory practices. Drawing on more than a decade of experience at the U.S. Securities and Exchange Commission’s (SEC) Division of Corporation Finance, she advises companies, boards of directors, underwriters, investment funds, and financial sponsors on complex and high-stakes securities regulatory and disclosure matters.
Folake focuses on SEC reporting and compliance, capital markets transactions and related disclosure strategy, public and exempt securities offerings, mergers and acquisitions, tender offers, going-private transactions, ESG matters, and NYSE and Nasdaq compliance. She counsels boards and senior management on governance and disclosure oversight, shareholder engagement, executive compensation disclosure, and evolving regulatory expectations.
Folake leads disclosure strategy for capital markets and M&A teams navigating novel and sensitive issues under the Securities Act and the Exchange Act, including registration statement strategy, liability exposure, transactional communications, and complex reporting considerations arising in initial public offerings, de-SPACs, S-4 transactions, and other transformative events. She also collaborates with the firm’s enforcement, bankruptcy, and digital asset teams on SEC regulatory questions that arise in investigative, restructuring, and emerging technology contexts. She is frequently called upon in matters involving heightened regulatory scrutiny, novel disclosure frameworks, or significant market sensitivity.
Folake is admitted to practice in the District of Columbia, New York, and Texas.
Professional Experience
Prior to joining Goodwin, Folake held senior roles in the SEC’s Division of Corporation Finance, where she led disclosure reviews and advised on public company reporting, shareholder engagement matters, evolving governance-related disclosure requirements, complex and first-of-their-kind securities law matters and complex capital markets transactions across technology, life sciences, real estate, and emerging digital asset industries. As Special Counsel, she directed review teams evaluating registration statements and Exchange Act reports and advised on high-profile transactions, including SPAC and de-SPAC transactions, REIT spinoffs, innovative pricing structures in registered offerings, the first real estate marketplace lending offering under Regulation A, and the first bitcoin investment fund to become a public reporting company under the Securities Exchange Act of 1934.
Folake served in the Office of Chief Counsel’s Shareholder Proposal Taskforce, evaluating Rule 14a-8 no-action requests involving governance and climate-related matters. As Senior Counsel in the Office of Assessment and Continuous Improvement, she helped establish the office and conducted Division-wide evaluations of the filing review program, assessing review scope, calibration, and consistency across offering types and issuer profiles. She also contributed significantly to the SEC’s Disclosure Effectiveness Initiative, which modernized the public company reporting regime. Her work frequently required balancing capital formation objectives with investor protection mandates under the federal securities laws.
Folake served as Co-Chair of the SEC’s Women’s Committee and chaired the Promotions and Retention Sub-Committee of the SEC’s Diversity Council, where she led implementation of the agency’s mentoring program. In 2020, she received the SEC Chairman’s Award for Excellence.
Prior to the SEC, Folake practiced securities and capital markets law at Simpson Thacher & Bartlett LLP in New York and Baker Botts LLP in Houston.
Credentials
Education
JD
Columbia Law School
LLMHarlan Fiske Stone Scholar, Achievement in International & Comparative Law Award, Articles Submission Editor, Journal of Transnational Law
Columbia Law School
LLBVice President, Law Society
University College London, University of London
Admissions
Bars
- New York
- Texas
- District of Columbia
Recognition & Awards
Folake has been named a Recommended Lawyer by the Legal 500 US for her work in Corporate Governance. Folake was also recognized as a top 25 Corporate Finance and Capital Markets Attorney for 2025 by Attorney Intel.
Publications
- Author, “Part II - Management’s Discussion and Analysis: A Guide to SEC Compliances and Best Practices,” The Review of Securities & Commodities Regulation, January 28, 2026
- Author, “Part I - Management’s Discussion and Analysis: A Guide to SEC Compliance and Best Practices,” The Review of Securities & Commodities Regulation, January 14, 2026
- Co-Author, “Standards of Practice for Investor Relations – Disclosure,” NIRI, June 2023