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November 2011 Client Alerts

December 19, 2011

Authors

Bryan Cave

November 2011 Client Alerts

December 19, 2011

by: Bryan Cave

FED Releases Second Set of FAQs on Durbin Rules

The Federal Reserve Board recently posted a second set of questions and answers to the “Frequently Asked Questions About Regulation II (Debit Card Interchange Fees and Routing)” on the Fed’s website.  This current release of FAQs has been merged with the previously published FAQs, with the newer questions annotated with the date added.  For a summary of the new issues addressed in the FAQs, please click here to read the Alert published by the Financial Institutions Client Service Group on November 28, 2011.

FinCen Issues FAQs and Holds Webinar on Prepaid Access Rule

The Financial Crimes Enforcement Network ( “FinCEN”) recently released a set of FAQs related to the final rule on prepaid access that was issued on July 29, 2011 (the “Rule”).  The FAQs are intended to provide interpretive guidance for the Rule, not supersede or replace any part of it.  FinCen also recently  gave

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Media Mentions – December 19, 2011

December 19, 2011

Authors

Bryan Cave

Media Mentions – December 19, 2011

December 19, 2011

by: Bryan Cave

With offices all over the world, Bryan Cave attorneys are often quoted in the news.  Recent Media Mentions of Financial Institutions Group attorneys include:

Hightower on BankDirector.com

Atlanta Associate Jonathan Hightower authored an article Nov. 18 for BankDirector.com concerning the pitfalls for banks negotiating lease renewals with insiders. “During the mid-2000s, it was commonplace for a bank, particularly a de novo bank, to lease some or all of their bank facilities from an entity controlled by the bank’s directors,” he wrote. “Most bank directors understand their duty to act in the best interests of the bank, but they are also facing personal financial exposure if the lease is not renewed on terms that allow the [director-owned] entity to continue to service its debt obligations. In addition, given public scrutiny of directors and officers who are perceived to have profited at the expense of the bank they serve, creating a proper

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Bryan Cave Recognized for Outstanding Client Service

December 15, 2011

Authors

Bryan Cave

Bryan Cave Recognized for Outstanding Client Service

December 15, 2011

by: Bryan Cave

Bryan Cave has been ranked number 2 out of approximately 650 law firms which serve Fortune 1000 companies, in BTI Consulting Group’s annual “Client Service A-Team.” BTI’s annual survey of law firm client service performance is designed to identify and recognize those firms which deliver best-in-class service. This marks the 4th consecutive year in which Bryan Cave has been included in the top 30 firms in the survey. “The results of this independent survey are a very important confirmation of our emphasis on client relationships and service,” said Don Lents, Chair of Bryan Cave LLP.  To read more click here.

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Bank Buildings: When Directors Are the Landlords

December 7, 2011

Authors

Jonathan Hightower

Bank Buildings: When Directors Are the Landlords

December 7, 2011

by: Jonathan Hightower

Are any of your bank branches and offices owned by directors? That could spell trouble but it can be handled well. Here’s how.

During the mid-2000’s, it was commonplace for a bank, particularly a de novo bank, to lease some or all of their bank facilities from an entity controlled by the bank’s directors. At the time, these arrangements truly represented a “win-win” situation. The bank was able to occupy built-to-suit facilities while conserving liquidity so that cash could be deployed through making loans with attractive yields. At the same time, the directors, many of whom were real estate professionals, were able to make a sound real estate investment with the knowledge that a very stable tenant would occupy the property.

As we know, much has changed since the mid-2000’s. Vacancies in commercial properties have caused market lease rates to

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Bryan Cave LLP Combines With Holme Roberts & Owen LLP

December 6, 2011

Authors

Bryan Cave

Bryan Cave LLP Combines With Holme Roberts & Owen LLP

December 6, 2011

by: Bryan Cave

The international law firm Bryan Cave LLP and 113-year-old, Denver-based Holme Roberts & Owen LLP (HRO) will combine their practices effective Jan. 1, 2012, following a recent vote by the partners of both firms. Globally, the firm will continue to be known as Bryan Cave LLP. The combination will add exceptional legal capabilities in energy, natural resources and sports law to Bryan Cave’s international resources while expanding the firm’s worldwide presence into the Rocky Mountain region and adding significant new depth and experience in California.

The combined law firm will have more than 1,100 attorneys in over 30 law and professional service offices around the globe. It is expected to rank among the 25 largest in the world.  The combination with HRO will provide additional platforms for the continued expansion of Bryan Cave’s national community banking practice.

“Combining with HRO represents a unique opportunity for both firms to expand the

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FDIC Criticizes Civil Money Penalty Insurance

December 5, 2011

Authors

Ken Achenbach

FDIC Criticizes Civil Money Penalty Insurance

December 5, 2011

by: Ken Achenbach

In recent exam cycles, bankers have generally been no strangers to heightened scrutiny by FDIC examiners on a variety of topics.  In the past several months, the insurance policies carried by banks have been added to the list of potential hot-button items.

Specifically, FDIC examiners have begun to scrutinize bank insurance policies to determine whether the policies provide coverage for civil money penalties (“CMPs”) that may be assessed against bank officers or directors. If any bank insurance policies are found on examination to contain an endorsement extending coverage for CMPs to officers or directors, the FDIC is citing such policies as being in violation of Part 359 of the FDIC’s Rules and Regulations.

Part 359, among other things, prohibits banks and affiliated holding companies from making certain “prohibited indemnification payments.” These prohibited payments include any payment or agreement to pay or reimburse bank

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Best Practices for Bank Boards – Part 1

December 5, 2011

Authors

Jim McAlpin

Best Practices for Bank Boards – Part 1

December 5, 2011

by: Jim McAlpin

Today’s banking industry is constantly being buffeted by waves of financial, regulatory and operational challenges. The increased regulatory burden and related costs impact every financial institution in both the approach to doing business and the expense of doing business. The industry is in transition, with no clear path forward. As a result, there has never been a greater need for well functioning, informed and courageous boards of directors of banks and bank holding companies. There has also never been a more important time for board members to keep in mind that their responsibilities can be boiled down into one simple goal: the creation of sustainable long-term value for shareholders.

Achieving long-term value for shareholders may seem an elusive goal in the current environment. On more than one occasion, bank board members have commented to me that they feel they are now working for the benefit of

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Media Mentions – December 2, 2011

December 2, 2011

Authors

Bryan Cave

Media Mentions – December 2, 2011

December 2, 2011

by: Bryan Cave

With offices all over the world, Bryan Cave attorneys are often quoted in the news.  Recent Media Mentions of Financial Institutions Group attorneys include:

McAlpin on BankDirector.com

Atlanta Partner Jim McAlpin authored the first in a series of articles concerning best practices of bank boards Oct. 25 for BankDirector.com. McAlpin said “there has never been a greater need for well-functioning, informed and courageous boards of directors of banks and bank holding companies. There has also never been a more important time for board members to keep in mind that their responsibilities can be boiled down into one simple goal: the creation of sustainable long-term value for shareholders.” This also was the lead article in the BankDirector November e-mail newsletter.  Click here to read the full text.  The second installment in the series will be published by BankDirector in early December.

Moeling in American Banker, Atlanta Journal-Constitution

Atlanta Partner Walt Moeling

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FDIC Sues Former Directors, Officers and Outside Counsel of Mutual Bank

November 11, 2011

Authors

Bard Brockman

FDIC Sues Former Directors, Officers and Outside Counsel of Mutual Bank

November 11, 2011

by: Bard Brockman

The FDIC sued the former directors and two former officers of Mutual Bank (Homewood, Illinois), along with Mutual Bank’s outside law firm, on October 25, 2011.  Mutual Bank was placed into FDIC receivership in July 2009, and its failure currently is estimated to cost the Deposit Insurance Fund $775 million.  A copy of the FDIC’s complaint is available here.

One of the unique aspects of this lawsuit is the FDIC’s allegations of corporate waste.  For example, the FDIC alleges that the directors approved a $250,000 payment for sponsorship of a “bank function.”  The bank function was actually the wedding of one of the directors, who was also the chairman’s and principal shareholder’s son.  In another example, the FDIC alleges that the directors allowed $495,000 of Bank funds to be used to make payments to another director for his wife’s defense of a Medicare fraud case.  In yet another

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October 2011 Client Alerts

November 7, 2011

Authors

Bryan Cave

October 2011 Client Alerts

November 7, 2011

by: Bryan Cave

NLRB Postpones Effective Date of “Employee Rights” Posting Requirement

The National Labor Relations Board announced on October 5, 2011, the decision to postpone until January 31, 2012 the effective date of its recently published rule requiring employers to post notices informing employees of their rights under the National Labor Relations Act.  The NLRB finalized its new notice-posting requirement in August and at that time announced that the rule would take effect on November 14, 2011.  However, federal lawsuits were filed challenging the rule and prompting many questions and uncertainty from employers across the nation.  To learn more about the rule, please click here to read the Alert published by the Labor & Employment Client Service Group on October 6, 2011.

The Computer Fraud and Abuse Act (CFAA) — The Benefits of a Computer Use Policy That Restricts Employee Access

Employers that provide employees unfettered access to company computer systems may

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