Financial Reform Keeps Law Firm Banking and Securities Practices Busy -- By Sheri Qualters

Regulations for the recently enacted financial reform law are months away, but law firms with strong financial services practices are rolling out the welcome mat for client conferences and filling their calendars with client meetings.

Debevoise & Plimpton of New York, for example, attracted 325 attendees to a July 8 conference organized with one week's notice, including the July 4 holiday weekend, said Greg Lyons, co-chairman of the firm's financial institutions group for the Americas.

The conference predated the July 21 enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act by a couple of weeks, but the firm assumed it wouldn't change much after it passed the U.S. House of Representatives on June 30.

"We're going to be doing more of that [kind of event]," Lyons said. "[The law] really is a fundamental shift in some of the oversight regulations."

Lyons predicted clients will frequently need further guidance and discussion during the next 18 months to two years. He's already got nine client meetings scheduled through the middle of August and expects to travel to Europe in the fall to meet with foreign banks with U.S. operations.

"If you look at the number of provisions and rules and the summary of provisions, [that's] over 170 pages long -- it's a staggering amount of work," Lyons said.

Clients' initial questions have largely focused on the so-called Volcker rule, which generally bans banking institutions from investing in private equity or hedge funds or engaging in proprietary trading, he said. Private equity funds that have banks as advisers or significant investors, or do joint ventures with banks to set up funds, also want to know what it means for them, said Lyons.

The law is designed to be somewhat painful for institutions, but there's a silver lining for some banks. Section 613 of the law will enable national or state banks to open branches in other states as if they were chartered in those states.

"It allows banks to branch interstate without regard to state law, and some of our clients are interested in that," Lyons said.

More than 200 attendees were signed up for Shearman & Sterling's panel discussion Thursday on the global business and legal implications of the financial reform bill, said partner Brad Sabel, who co-heads the New York-based firm's financial recovery and reform advisory group.

Like their Debevoise & Plimpton counterparts, Sabel and other colleagues are meeting with individual clients. "Several of us are a movable feast," Sabel said.

In addition to getting clients up to speed on the Volcker rule, Shearman & Sterling is helping clients set up a plan for complying with the Lincoln Amendment, which will require banks to establish a separately funded affiliate for swap trading activities in two years' time. Once agencies such as the U.S. Securities and Exchange Commission issue proposed regulations for comment, Sabel expects the firm to take an active role in helping clients draft comment letters.

"For big things like this, that can be quite a job," Sabel said.

In the past six months, New York's Proskauer Rose has held at least three webinars covering proposed legislation targeting private investment funds, including the Dodd-Frank bill and proposed European legislation, said Howard Beber, a Boston corporate partner and member of the firm's private investment funds group. Beber's group chiefly advises clients on the Private Fund Investment Advisers Registration Act of 2010 section of the financial reform bill. The private fund act calls for most hedge fund and private fund advisers to register with the SEC and implement compliance measures such as tapping a chief compliance officer, developing a written code of ethics and implementing policies to curb insider trading.

Beber said webinars are a good option for educating the firm's global client base of private investment fund clients. "The response to webinars has been tremendous," he said.

Although extensive regulatory scrutiny is a new phenomenon for private investment fund managers, the Investment Advisers Act dates back to 1940.

"While some particular rules [related to Dodd-Frank] have not yet passed, generally speaking the framework of what private investment fund managers are going to have to comply with is already in place," Beber said.
Aside from government scrutiny, financial services companies have to worry about bounty-seeking whistleblowers. The law calls for the SEC to pay whistleblowers cash rewards of between 10 percent and 30 percent of government sanctions from civil or criminal proceedings that top $1 million and are attributable to the whistleblower's information. The same standards apply to whistleblower information collected by the U.S. Commodity Futures Trading Commission.

"There's going to be an intense focus on compliance" over the coming years, Lyons said.

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