March 11, 2020
Jeff Cardone and Scott Brown presented at the Illinois Bankers Association’s The One Conference on March 5, 2020. Cybersecurity, vendor management and BSA have been of increased focus of the regulators. The presentation, titled “Operational Enterprise Risk Management Hot Topics” discussed the importance of having a strong corporate governance framework and best practices for boards and senior management to deal with evolving cybersecurity, vendor management and BSA issues.
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March 6, 2020
On March 6, 2020, Carroll Bancorp, Inc., Eldersburg, Maryland, the holding company for Carroll Community Bank, a Maryland-chartered bank, and Farmers and Merchants Bancshares, Inc., Hampstead, Maryland, the holding company for Farmers and Merchants Bank, a Maryland-chartered bank, announced the signing of a definitive merger agreement pursuant to which Carroll Bancorp will merge with and into Farmers and Merchants Bancshares, with Farmers and Merchants Bancshares as the resulting company.
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March 3, 2020
Jeff Cardone presented at the Florida Bankers Association’s Asset Liability Management Conference on January 31, 2020 in Orlando, Florida. The presentation titled “Capital Planning in 2020 – Key Considerations for Bank Executives” focused on best practices for community banks with respect to raising capital, including an update on the new community bank leverage ratio, strategic capital planning matters and how to approach capital management, and succession planning and defensive capital planning options.
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March 2, 2020
To our clients and friends:
Acquisitions by credit unions of banks have become much more common over the last few years. As a result, the National Credit Union Administration (the “NCUA”) recently issued a notice of proposed rulemaking (the “Proposed Rule”) to prescribe procedures for reviewing and approving bank acquisitions by federally-insured credit unions (“FICUs”). Specifically, the Proposed Rule: (1) stipulates the information about the bank acquisition transaction that must be provided to the NCUA; (2) provides that all bank acquisition transactions require the prior approval of the NCUA and, for state-chartered FICUs, the prior approval of their state regulators; and (3) ensures that the directors of the FICU proposing a bank acquisition transaction understand the nature and ramifications of the transaction.
Credit unions seeking to acquire banks should understand that there are unique issues involved, such as the manner in which a bank acquisition transaction would be structured and its effects, the regulatory approval process to complete the transaction (including the process applicable to a target bank) and how field of membership issues and impermissible assets and activities of the target bank will be addressed.
Our Alert, which summarizes the key provisions of the Proposed Rule, is available here.
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February 21, 2020
To our clients and friends:
The Board of Governors of the Federal Reserve System has adopted new rules regarding when an investor will be presumed to have, directly or indirectly, acquired control of a banking organization for purposes of the Bank Holding Company Act and the Home Owners’ Loan Act. The new rules, which clarify some of the Federal Reserve’s existing rules and interpretations, relax certain presumptions of control and eliminate, with a few exceptions, the use of passivity agreements. The new rules will become effective April 1, 2020.
Our Alert, which summarizes the key provisions of the new rules, is available here.
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