Mayer Brown’s Bank Regulatory lawyers provide strategic advice and regulatory compliance counseling on the full range of regional, national and international requirements facing today’s highly regulated financial services institutions. Mayer Brown’s bank regulatory lawyers have extensive experience navigating the complex web of regulatory requirements facing globally active financial institutions. We also counsel US regional banks on their most challenging regulatory and supervisory issues.
Our practice extends across the spectrum of financial institutions and business and product lines and involves, among other things, mergers and acquisitions; new product development; governance and oversight; domestic and international regulatory capital, liquidity and other prudential standards; fund formation; fintech and other non-traditional financial services; cybersecurity; regulatory examinations and inspections; and insolvency and dissolution matters. We provide strategic and regulatory advice to our clients’ senior business and legal executives, often working closely with the general counsel and other senior legal personnel to solve an institution’s most complex regulatory challenges. We also collaborate seamlessly with colleagues in our Corporate & Securities, Banking & Finance, Investment Management, Real Estate and other transactional practices regarding the regulatory aspects of significant investments and acquisitions, divestitures, joint ventures and other transactional matters. We have extensive experience working with federal and state financial regulators to obtain the regulatory approvals necessary to achieve our clients’ business objectives.
Financial Reform Legislation
We advise clients with respect to the gamut of US financial services regulation, including all aspects of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank Act) and related post-crisis financial reform measures. In recent years, we have been particularly active in advising clients on enhanced prudential standards, regulatory capital and liquidity requirements, Volcker Rule proprietary trading and covered fund issues, swaps regulation, cybersecurity matters and consumer regulatory issues. As financial markets have recovered and the substantial majority of post-crisis reforms have been implemented, we have also worked with our clients to identify new market trends and opportunities, as well as those areas that may warrant further legislation or rulemaking in order to refine measures adopted in the immediate aftermath of the crisis.
Regulatory Compliance Counseling
We advise clients on all federal and state regulatory and supervisory matters, including those arising under the Bank Holding Company Act, National Bank Act, International Banking Act, Change in Bank Control Act and Home Owners’ Loan Act in the United States; the Financial Services and Markets Act in the United Kingdom; all EU financial services regulations and directives; and the Banking Ordinance, Securities and Futures Ordinance and Insurance Companies Ordinance in Hong Kong. We assist in structuring and documenting regulated transactions and in preparing, submitting and negotiating all necessary regulatory applications and notice filings. We also counsel clients on solving complex management issues associated with corporate transactions and advise boards and board committees on such matters as corporate governance and oversight, transactions with affiliates, internal review, risk management and management succession.
We also advise our clients globally regarding anti-money laundering matters, including under the USA PATRIOT Act and US Bank Secrecy Act; the UK Proceeds of Crime Act; the Hong Kong Drug Trafficking (Recovery of Proceeds) Ordinance and Organized and Serious Crimes Ordinance; and the United Nations (Anti-Terrorism Measures) Ordinance. In addition to day-to-day regulatory compliance counseling on these matters, we also have developed substantial experience with and knowledge of highly sensitive, cross-border anti-money laundering internal investigations for globally active banking institutions.
Working with Regulators
Our bank regulatory practice leverages the breadth and quality of its knowledge, reputation and experience with federal and state financial regulators in the United States as well as their counterparts in Europe and Asia. Our lawyers, both firmwide and within the Financial Services Regulatory & Enforcement practice in particular, have extensive and long-standing relationships with key regulatory bodies. Many have themselves held senior positions at financial regulators. Through these relationships, we have cultivated an excellent reputation among regulators for our creativity, legal and practical acumen, thoughtfulness, responsiveness and integrity. We routinely draw on these relationships in support of our clients’ most pressing business needs.
We have advised or are advising:
- A foreign bank on a variety of legislative and regulatory issues arising from enactment of the Dodd-Frank Act, including with respect to the prohibition on proprietary trading by banking entities (the “Volcker Rule”) and the regulation of over-the-counter (OTC) derivatives.
- A foreign bank on a wide range of emerging legislative and regulatory developments, most specifically in connection with the Dodd-Frank Act and its implementing regulations with respect to the Volcker Rule, derivatives activities, consumer lending and capital compliance.
- An international bank in connection with the expansion of its lending and finance activities across Asia, Africa, the Americas and Europe. This includes developing a form of survey for use by local counsel in 46 countries covering the key regulatory, finance and tax issues that would affect the bank’s ability to conduct cross-border secured lending and to offer and market financial products and services in the various jurisdictions. We are also supervising local counsel’s completion of this legal survey and preparing a summary highlighting the key regulatory issues (required licenses, procedures for establishing branches and approval processes for expanding activities and/or chartering local bank) in each jurisdiction.
- A leading financial institution on a variety of bank regulatory compliance matters over the past year, including establishment of a de novo branch, the ability of a branch of the bank to provide deposit and loan-related services to customers of an out-of-state affiliated bank, the scope of a national bank’s authority to own and develop real estate as bank premises, the permissibility of national bank participation in renewable energy projects and compliance with Federal Reserve Board Regulation K with respect to non-US activities.
- An international bank in its role as financial advisor to the FDIC on a portfolio of bank stock loans acquired by the FDIC as receiver of several failed banks. We assisted the bank and FDIC by preparing a detailed analysis of the various regulatory considerations affecting borrowers and potential purchasers of the loans so that the bank and the FDIC could develop the most efficient structure for disposing of the portfolio. Issues included the effect on borrowers’ ability to serve in the future as officers and directors of other banks, the applicability of various federal and state change in control requirements to potential purchasers of the portfolio and insider and affiliate lending concerns.