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| - Bank Securities Firm Joint Ventures. We regularly advise banks and investment companies, brokerage firms, investment advisory firms and insurance companies on various cooperative and joint venture arrangements involving the development, marketing, and sale of investment/securities products and in structuring appropriate compensation arrangements.
- Structured Loan Products. We advise financial institutions on the structural and regulatory aspects of their structured loan product offerings such as traditional and synthetic collateralized debt obligation ("CDO") pools, including risk-based capital, affiliate transaction, "Chinese Wall" and other relevant legal and risk management issues.
- Foreign Banking Organizations. We regularly advise foreign banking organizations with respect to the U.S. regulatory aspects (permissibility, licensing / application requirements, and the like) of their domestic banking and capital markets activities in a variety of geographic locations.
- Securitization Activities. We represent many financial institutions on regulatory aspects of their securitization activities. Through our work with diverse bodies such as the American Securitization Forum and other securitization industry groups on regulatory and accounting matters, our Firm is known as a leader in this area.
- Capital Products. We have assisted our issuer and intermediary clients in the development and offering of innovative capital products, such as stand-alone and pooled trust preferred securities ("TPS") offerings.
- Risk Management. We advise many institutions on a wide variety of risk management issues pertaining to the entire spectrum of capital markets and capital management activities.
- Acquisition of Global Asset Management Business. We represented a leading bank asset manager in the acquisition of a multi-billion dollar passive (index) global asset management business.
- Post Merger Integrations. We have advised banking organizations on the structural and regulatory issues associated with newly-acquired broker-dealer and investment management firms.
- Private Investment Funds. We represent multinational and large regional banking organizations in the creation, documentation, and offering of domestic and offshore private investment funds employing both traditional and more aggressive investment strategies, as well as persons investing in such vehicles.
- AML Enforcement Action. We recently represented a commercial bank in an administrative enforcement action before a federal financial regulatory agency involving anti-money laundering compliance matters.
- Asset Allocation Programs. We have represented several major banks and mutual fund groups, as well as a leading mutual fund transfer agent/administrator, in the design of mutual fund-based and individualized investment advisory ("asset allocation") management programs and assisted clients with the drafting of agreements and documentation for use in these programs.
- Cash Sweep Programs. We represent a number of banks on legal issues arising from the establishment of cash sweep programs for retail and institutional customers and assist clients with the drafting of agreements and documentation for use in such programs.
- Interstate Trust Marketing. We advise leading banks and trust companies in connection with the nationwide marketing of trust products and services.
- Common and Collective Trust Funds. We have represented numerous banks and trust companies on the regulatory and compliance issues in connection with the establishment, operation, management and offering (where permitted) of their common and collective trust funds, including the retention of outside managers/advisers.
- Collective Trust Fund Conversions to Mutual Funds. We have represented several of the largest banks in the conversions of their funds to proprietary mutual funds, including advising on the fiduciary, securities, ERISA, corporate, and tax issues raised under federal and state law.
- Fiduciary and Agent Compensation. We advise banks, trust companies, and other fiduciaries on permissible forms of compensation for a fiduciary and its agents and affiliates and assist them in drafting compensation agreements.
- Multi-Tiered Fee Structure for Collective Investment Fund. We represented a leading bank in designing and obtaining regulatory approval for charging multi-tiered fees to participants in the same CIF.
- ERISA. We represent a wide variety of clients on the full range of issues raised by the Employee Retirement Security Act of 1974, as amended, (ERISA) and, together with our nationally recognized ERISA practice, advise clients on ERISA issues arising from the management and administration of pension funds and other ERISA assets, collective investment funds, compensation arrangements, conflicts of interest, and third party services.
- Fiduciary Conflicts Issues. We regularly advise bank and other fiduciaries on a broad range of conflict-of-interest, duty-of-loyalty and related issues arising in connection with their investment management, compensation, proxy voting, and affiliate business relationship issues.
- Custody and Agency Activities. We regularly advise leading financial institutions, custodians, agents and service providers domestically and abroad on structural and regulatory issues associated with their activities. For example, we have advised a major bank custodian on domestic and foreign contractual, regulatory and prudential issues arising in connection with its global "contractual settlement" services for its clients.
- Establishment of On-Line and Internet Delivery Systems. We represent major banks in the U.S. and abroad in their development of on-line and Internet-based delivery and distribution of banking, securities, and other financial products and advise them on e-commerce legal and regulatory issues.
- Marketing Financial Services Over the Internet. We advise financial services companies on the legal issues associated with electronic contracting, marketing financial services over the Internet, and domain name registration and protection issues.
- Electronic Commerce Alliances. We have negotiated and documented alliances and joint ventures among financial institutions and between financial institutions and leading technology companies to further e-commerce business.
- Electronic Commerce Investments. We have negotiated and documented banking and other financial services firms' investments in electronic commerce technology or marketing businesses.
- Creation of Internet Banks. We have represented clients (banks and others) in chartering Internet banks and thrifts including the formation, development, and implementation of business and organizational plans.
- Web Site Disclosures. We have advised and assisted clients on the preparation of Web site disclosures for financial products.
- E-Mail and Internet Use Policies. We have advised and prepared for clients an internal company policy governing employees' use of the company's e-mail system and Internet usage.
- Commercial Paper Exchange. We represented a banking organization in its participation in an electronic marketplace for the purchase and sale of its commercial paper among institutional investors.
- Encryption Laws. We have surveyed and analyzed for clients the encryption laws and related regulatory policies of selected foreign countries.
- On-Line Securities Sales and Servicing. We have advised leading mutual fund organizations on their ongoing compliance issues arising from the use of the Internet for securities sales and account servicing.
- Nationwide Internet Marketing and Sales of Trust and Investment Products. We have represented several major banking institutions in the development and implementation of Internet/electronic distribution of trust, securities, and investment products.
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