Financial Institution Services

Financial institutions that create and offer investment opportunities, products and services face increasingly complex competitive and regulatory challenges. The Commodities Futures Modernization Act, the Gramm-Leach-Bliley Act, and new rules under the federal securities laws are liberalizing the American financial marketplace to keep pace with world markets while blurring the distinctions among banking, securities and insurance business. The attorneys in Balch & Bingham's Financial Products and Services Group advise banks, trust companies, investment advisers, investment companies, and securities firms with respect to all aspects of banking, securities and money management at the local and national levels. We help these clients structure new products and services in an increasingly complex market. The broad resources and experiences of our attorneys permit the Firm to offer an interdisciplinary approach that combines our lawyers' knowledge in many specialized practice areas, such as federal and state banking, securities, tax, ERISA, fiduciary regulation, and insurance.

Asset Management and Brokerage

We represent broker-dealers and investment advisers of all sizes and types before the SEC and state regulators. For these clients, we regularly

Prepare or review registration statements on Form ADV, advisory contracts, codes of ethics and other compliance procedures.
Counsel on regulatory issues such as personal securities trading, trade allocation practices, "soft dollars" and best execution, performance advertising and the application of ERISA.
Provide advice regarding the creation and operation of brokerage and mutual fund “wrap” programs.

Trust and fiduciary investment services

We represent depository institutions, trust companies, and private trustees in the administration of fiduciary responsibilities with an emphasis on financial management and investment vehicles. In this regard, we

Obtain fiduciary powers from appropriate regulatory authorities
Develop policies and procedures for trust departments and companies
Interpret fiduciary instruments and advise as to responsibilities and parameters of the fiduciary management role
Advise as to the establishment, conversion and management of collective investment funds and common trust funds

Bank securities and insurance activities

We represent depository institutions, as well as their holding companies and subsidiaries, with respect to the sale of insurance products and securities. This representation runs the gamut from advising fully licensed broker-dealers to negotiating networking arrangements for sale by third parties. Our representation includes

Licensing entities and individuals with state and federal securities regulators, the NASD and state insurance regulators
Reviewing all public materials for compliance, including websites, advertising, promotional materials and customer contracts
Providing advice and assistance for bank and insurance company compliance programs
Preparing for, and responding to, regulatory examinations
Advising in the development of new financial services and products

Pooled investment vehicles

We represent mutual funds, closed-end funds, and unregistered investment vehicles and serve as counsel to independent directors or trustees of fund complexes. In this role, we

Prepare or review initial and amended fund registration statements, shareholder reports and proxy materials.
Prepare or review board materials, codes of ethics and fund pricing and trading procedures.
Represent clients before the SEC, NASD and other regulatory entities on requests for no-action or exemptive relief and in compliance examinations.
Review advertising, including web sites, and marketing materials.
Prepare documents necessary for the organization and offering of pooled investment vehicles exempt from 1940 Act registration requirements, including venture capital funds, "hedge funds" and other types of investment partnerships or pooled investment vehicles.