Banking LawSeminar. May 6, 2014 Omni Charlotte Hotel Charlotte, North Carolina

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1 Banking LawSeminar May 6, 2014 Charlotte, North Carolina Designed for bank officers and their counsel working in corporate mergers and acquisitions, real estate lending, workouts, regulatory compliance or creditor's rights this Banking Law Seminar will have something for everyone

2 8:00-9:00 AM Registration and Continental Breakfast 9:00-10:30 AM Business Meeting Banking LawSeminar 10:30 AM - 11:00 AM Networking Break 11:00 AM - 12:00 PM Business Meeting Michael G Cortina SmithAmundsen, LLC Chicago, IL John J Rutter Roetzel & Andress Cleveland, OH 12:00 PM - 1:15 PM Lunch 1:30 PM - 4:15 PM Educational Sessions 6:00 PM - 9:00 PM Cocktails and Dinner This USLAW NETWORK Community consists of national and international law firms providing legal services to banks and financial institutions In an age where customers may live all over the world, the USLAW NETWORK provides a platform to assist banks with their legal needs over a large geographical area and in many substantive areas Areas of expertise among the USLAW firms include, but are not limited to: financing of commercial transactions; mergers and acquisitions; real estate lending; regulatory and compliance work; privacy and electronic banking, including credit cards; workouts; litigation and bankruptcy We are excited to host the Banking Law Seminar for clients and member firms in Charlotte, North Carolina on May 6, 2014 at the We encourage clients in the Banking industry to join us for an afternoon of presentations addressing trending issues in the industry Our Banking Law Seminar will address significant changes taking place within the regulatory framework of the banking and financial institution industry, discuss operational and compliance issues at the forefront of the industry as well as consider where the banking industry is headed in the coming years Designed for bank officers and their counsel working in corporate mergers and acquisitions, real estate lending, workouts, regulatory compliance or creditor's rights, this Banking Law Seminar will have something for everyone We certainly hope that you will be able to join USLAW NETWORK's Banking and Financial Institutions Community for a day of valuable educational content and social networking

3 1:30 PM - 2:15 PM BREAKOUT SESSIONS IT S A BRAVE NEW WORLD: IDENTIFYING AND AVOIDING THE PITFALLS OF COMPLIANCE WITH CFPB MORTGAGE REGULATIONS Karen M Neeley, Cox Smith Matthews Incorporated, Austin, Texas The majority of the CFPB s activity to-date has centered on mortgage origination, servicing, and federal disclosures related to the mortgage closing process This session will provide a brief overview of the CFPB regulatory scheme in these areas, and then focus on red flag areas where the regulations lack clarity or may result in pitfalls Some of the regulations that appear simple and straight forward at first glance have rather challenging interpretation issues This presentation will focus on the areas that may become problematic, which may include: the change in the loan originator area, with tricky distinctions between a mortgage loan originator and a loan originator, changes in LO compensation, with expanded potential use of nonqualified incentive compensation plans within new limitations; the myriad ways to establish ability to repay and the consequences (safe harbor versus presumption versus strict proof ); and foreclosure challenges under the new servicing rules as well as the timing concerns for all servicers The CFPB rules present challenges to everyone including regulatory counsel, transaction lawyers, compensation experts and litigators While we can only touch on the issues in this time slot, there should be something for everyone! BANK DUTIES IN THE FACE OF CUSTOMER FRAUD: CAUTIONARY TALES/LESSONS LEARNED FROM THE FINANCIAL CRISIS Michael J Steinlage, Larson King, LLP, St Paul, Minnesota The presentation will review recent well-known cases by receivers against banks and lenders for failing to detect and prevent large scale fraud perpetrated through customer accounts, and study the difference between banks found responsible for aiding and abetting fraud and those that avoided liability Cases discussed will include JP Morgan s recent $26 billion settlement of charges that it failed to police the activities of Bernie Madoff (WSJ 1/8/14) and actions linked to the Tom Petters and Trevor Cook Ponzi-schemes in Minnesota, including the case of Zayed v Associated Bank currently on appeal to the Eighth Circuit (USCA ) BANKRUPT BORROWERS: WHAT SECURED CREDITORS NEED TO KNOW TO PROTECT THEIR LIEN RIGHTS John J Rutter, Roetzel & Andress, LPA, Cleveland, Ohio 2:30 PM - 3:15 PM BREAKOUT SESSIONS The presentation considers Chapter 7, 11 and 13 bankruptcy proceedings from a creditor s perspective The discussion will focus on the remedies available to secured creditors in bankruptcy, the pitfalls that await the unwary, and how creditors pre-bankruptcy conduct can drastically affect a future claim The Bankruptcy Code s varying treatment of lien rights among Chapter 7, 11 and 13 cases is an important consideration as is the benefit of spending as little time as possible in the bankruptcy process through lifts of the automatic stay, reaffirmations, and establishing treatment outside of a debtor s plan It also pays to understand the threats posed by section 363 sales, conversions to Chapter 7, and how debtors and trustees are increasingly using lender liability actions to eliminate or reduce claims Finally, equitable subordination and recharacterization claims are on the rise This discussion will shed light on how the interactions between a creditor and its borrower, from origination to petition date, can adversely affect the status and value of a claim and how the courts define inequitable conduct sufficient to justify subordination

4 BEWARE THE DEBT COLLECTION PRACTICE REQUIREMENTS ARE CHANGING Janet Smith Holbrook, Huddleston Bolen LLP, Huntington, West Virginia Consumer Financial Protection Bureau (CFPB) created under the Dodd-Frank Act recently issued an Advance Notice of Proposed Rulemaking which seeks input as to 162 questions involving all aspects of debt collection including third party debt collectors, debt buyers, as well as creditors collecting their own debts Change is coming and creditors need to position themselves so that they adjust their practices to meet the new requirements The CFPB regulations when promulgated will likely dramatically change all aspects of the debt collection process, including disclosures when the debt is created, communications with debtors and third parties, collection litigation and debt sales The Fair Debt Collection Practices Act enacted in 1977 applies to third parties collecting debts (including attorneys) but exempts a creditor from collecting its own debt The CFPB is exploring which debt collection requirements it should make applicable to a creditor collecting its own debt This is a major change for creditors who do not conduct business in a state, like West Virginia, which already has some debt collection requirements which apply to creditors as well as third party debt collectors AMENDMENTS TO ARTICLE 9: NAME CHANGE ISSUES Lynn Wickham Hartman, Simmons Perrine Moyer Bergman PLC Cedar Rapids, Iowa 3:30 PM - 4:15 PM BREAKOUT SESSIONS Your institution has or will soon be implementing new procedures as a result of the Article 9 Amendments which have been adopted in most states The most substantive change and the one that clients have the most questions are on the name change issues As you will remember, the old rule left a lot of questions as to what name to use when filing against an individual The new rule provides more certainty This presentation will review the newly adopted rules, including the only if rule which was adopted in Iowa and has been adopted in 42 states, Washington DC and Puerto Rico We will provide examples and court cases to help clarify some of your client s questions relating to name changes PUTTING BORROWERS INTO BANKRUPTCY INVOLUNTARILY: WHY, HOW AND TRAPS FOR THE UNWARY Michael G Cortina, SmithAmundsen, LLC, Chicago, Illinois This presentation will discuss the provisions of the United States Bankruptcy Code that allow creditors to involuntarily put debtors into bankruptcy We will discuss the benefits to the creditors when this occurs, the process used to put a debtor into bankruptcy, as well as the problems that may be faced by a creditor that is unsuccessful in putting a debtor into bankruptcy Hotel Information 132 E Trade Street, Charlotte, North Carolina A block of rooms has been reserved at the for seminar attendees The group rate is $189 per night for single/double accommodations To make a reservation at the hotel, please call the hotel at (800) THE-OMNI and reference USLAW NETWORK to make a reservation Deadline to make a hotel reservation is April 14, 2014

5 About USLAW 2001 The Start of Something Better Mega-firmsbig, impersonal bastions of legal tradition, encumbered by bureaucracy and often slow to react The need for an alternative was obvious A vision of a network of smaller, regionally based, independent firms with the capability to respond quickly, efficiently and economically to client needs from Atlantic City to Pacific Grove was born In its infancy, it was little more than a possibility, discussed around a small table and dreamed about by a handful of visionaries But the idea proved too good to leave on the drawing board Instead, with the support of some of the country's brightest legal minds, USLAW NETWORK became a reality Fast-forward to today The commitment remains the same as originally envisioned To provide the highest quality legal representation and seamless crossjurisdictional service to major corporations, insurance carriers, and to both large and small businesses alike, through a network of professional, innovative law firms dedicated to their client's legal success Now as a network with more than 6,000 attorneys from 100 defense-based law firms, spanning the United States, Canada, Latin America, Europe, Asia and Africa, USLAW NETWORK remains a responsive, agile legal alternative to the megafirms Homefield Advantage USLAW NETWORK offers what it calls The Homefield Advantage which comes from knowing and understanding the venue in a way that allows a competitive advantage a truism in both sports and business Jurisdictional awareness is a key ingredient to successfully operating throughout the United States and abroad Knowing the local rules, the judge, and the local business and legal environment provides our firms clients this advantage The strength and power of an international presence combined with the understanding of a respected local firm makes for a winning line-up A Legal Network Not for Its Member Lawyers Instead a Legal Network for Purchasers of Legal Services USLAW NETWORK firms go way beyond providing quality legal services to their clients Unlike other legal networks, USLAW is organized around client expectations, not around the member law firms Clients receive ongoing educational opportunities, online resources including webinars, jurisdictional updates, and resource libraries We also provide a semi-annual USLAW Magazine, webinars, compendiums of law, as well as annual membership directories and practice group directories To ensure our goals are the same as the clients our member firms serve, our 45- member Client Leadership Council is directly involved in the development of our programs and services This communication pipeline is vital to our success and allows us to better monitor and meet client needs and expectations USLAW Abroad Just as legal issues seldom follow state borders, they often extend beyond US boundaries as well In 2007, USLAW established a relationship with the Trans-European Law Firms Alliance (TELFA), a network of 25 independent law firms representing more than 700 lawyers through Europe Subsequently, in 2010 we entered a similar affiliation with the ALN (formerly the Africa Legal Network) to further our service and reach Additional, USLAW member firms are located throughout Canada, Latin America, and Asia How is USLAW NETWORK Membership Determined Firms are admitted to the Network by invitation only and only after they are fully vetted through a rigorous review process Many firms have been reviewed over the years, but only a small percentage were eventually invited to join The search for quality member firms is a continuous and ongoing effort Firms admitted must possess broad commercial legal capabilities and have substantial litigation and trial experience In addition, USLAW NETWORK members must subscribe to a high level of service standards and are continuously evaluated to ensure these standards of quality and expertise are met USLAW in Review All vetted firms with demonstrated, robust practices and specialties Efficient use of legal budgets, providing maximum return on legal services \investments Seamless, cross-jurisdictional service Responsive and flexible Multitude of educational opportunities and online resources Team approach to legal services The USLAW Success Story The reality of our success is simple: we succeed because our firms' clients succeed Our member firms provide high-quality legal results through the efficient use of legal budgets We provide cross-jurisdictional services eliminating the time and expense of securing adequate representation in different regions We provide trusted and experienced specialists quickly When a difficult legal matter emerges whether it s in a single jurisdiction, nationwide or internationally USLAW is there Success For more information, please contact Roger M Yaffe, USLAW CEO (800) or roger@uslaworg

6 USLAW Homefield Advantage No matter where your legal need may arise, chances are we have a Member Firm nearby Throughout the United States, Europe and South America as well as Asia and Africa USLAW NETWORK provides consistent quality across town and around the world Vancouver, BC Brossard, QC BRAZIL Ottawa, ON ARGENTINA SO U T H A M E R IC A Ethiopia Uganda Kenya Rwanda Burundi Tanzania Finland T EL FA EUROPE Zambia Mozambique Norway Sweden Estonia Mauritius Botswana Ireland South Africa Denmark Latvia England CHINA Russia Lithuania Netherlands Poland Germany Belgium Luxembourg Czech Rep Slovakia Switzerland Austria Dalian Beijing Italy Portugal CHINA Shanghai Kunming Shenzhen Hungary Spain Greece Taiwan Hong Kong Malta Indicates Member Primary Office Location Indicates Member Satellite Office Location

7 CLIENT INVITATION Banking LawSeminar REGISTRATION KINDLY RSVP BY APRIL 28, 2014 FULL NAME (EG, JOSEPH A SMITH) NICKNAME FOR BADGE 132 E Trade Street Charlotte, NC COMPANY NAME A block of rooms has been reserved at the for seminar attendees The group rate is $189 per night for single/double accommodations To make a reservation at the hotel, please call the hotel at (800) THE-OMNI and reference USLAW NETWORK to make a reservation ADDRESS CITY/STATE/ZIP DIRECT DIAL PHONE FAX Deadline to make a hotel reservation is April 14, 2014 I WILL ATTEND: MAY 6TH EDUCATIONAL PROGRAMS MAY 6TH RECEPTION Please fax your registration to or to roger@uslaworg or register online at webuslaworg/banking2014 U S L A W C O R P O R A T E P A R T N E R S