Banking and Financial Institutions

Financial services companies value our practical experience in guiding their compliance with a wide range of regulatory challenges and the development of alternative structures, transactions and operations impacted by the hundreds of rules stemming from the 2010 Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) and the balance of federal and state regulation which impact nearly every aspect of their business, including the scope of permissible activities, structuring controlling and non-controlling investments in banks, pursuing de novo bank charters, and interpreting the scope and application of the Volcker Rule and the Federal Reserve Board’s (FRB) merchant banking rules. We have deep knowledge of the FDIC receivership process and have advised clients regarding the implications of failed banks on their borrowing and custodial relationships with troubled banks, including during the regional bank failures of 2023.  Our lawyers also advise financial institutions and investors on the regulatory capital and liquidity rules applicable to banks and the implications of those rules for banks and nonbanks alike. 

Bank Sponsored Common and Collective Trust

We assist banks and trust companies with the establishment of collective trust funds, but most often work with investment managers that partner with banks or trust companies in order to make their investment management services available to retirement plan investors. In addition, our lawyers:

• Advise on establishment and operation of the funds and related regulatory requirements.
• Assist with the requirements for maintaining exemption from SEC registration for collective investment funds that are sub-advised by non-affiliated entities.
• Advise financial institutions and investment advisory firms offering collective funds as investment options in 401(k) plans and other retirement products.
• Advise regarding use of common trust funds as investment vehicles for tax-exempt and non-U.S. institutional investors.
• Advise on issues relating to the use of collective funds as vehicles for investing in alternative asset classes.
• Assist financial institutions in converting their common and collective funds into proprietary mutual funds registered with the SEC.

The Volcker Rule

The Volcker Rule imposes substantial compliance requirements on a banking entity’s board of directors and management. Our lawyers are uniquely positioned to advise clients on these matters.

• Our lawyers work with both U.S. and non-U.S. clients to address the wide range of strategic, operational and regulatory issues that are raised by the Volcker Rule, both for banking entities and entities that are not subject to the Rule.
  
• Dechert has authored a comprehensive book on this topic titled The Volcker Rule: Commentary and Analysis which was published by Thomson Reuters in April 2014.

The Bank Holding Company Act and Change in Bank Control Act

The Bank Holding Company Act (BHCA) and the Change in Bank Control Act (CBCA) each impose requirements on banks and their parent holding companies and affiliates with respect to filing obligations and permissible activity limitations. Our lawyers have broad experience in interpreting these statutes and related regulatory agency guidance and are uniquely positioned to assist clients on these matters:

• We have counseled funds, asset managers and other corporate clients in structuring transactions and investments to comply with requirements under the BHCA and the CBCA.
• We often are called upon to analyze cross-border investments and represent global asset management firms in connection with their activities within the United States, including permissible investments under Section 4 of the BHCA and permissible activities of Financial Holding Companies under Regulation Y.
• We regularly counsel private equity fund clients in interpreting the Federal Reserve Board’s interpretations of control under the BHCA and assist in structuring transactions and agreements consistent with these interpretations.