Session 01 Friday 15.05.15 MODULE 1 Introduction and Background of Banking Law in Ireland The introductory session will consider the current economic market, recent trends and what the market holds for the future in shrinking banking market including the following; The domestic banking market, capital requirements, the impact of NAMA and other developments; the new insolvency and bankruptcy legislation and the impact this may have on banking law and practice going forward. Lecture 2 & 3 Regulation of Banking in Ireland and discuss on-going supervision, Banking Codes of practice. Banking Codes of Conduct such as: Consumer Protection Code, Code of Conduct for Business Lending to Small and Medium Enterprises; and Code of Conduct on Mortgage Arrears. Recent developments. The spirit and main provisions of each code, how banks are implementing the codes, the interpretational difficulties/challenges faced by banks and the consequences for non compliance will be considered. 6 hrs () Key principles of data protection law and anti money laundering legislation. An overview of both practical and financial aspects of formal and informal restructuring. Practical overview of day to day duties of a liquidator and receiver. MODULE 2 - Security Reviews: Legacy Issues and New Lending Lecture 6 An introduction to secured lending: (1) loan /agreements types, commercial v. consumer lending, important terms and conditions (2) security types of security (mortgages, floating charges) including quasi security (set off, retention of title) (3) effect of NAMA on secured lending from a practitioner s point of view.
Session 02 16.05.15 Security reviews from a borrower s perspective Acting for a Borrower - main points: Type of borrower Is the Borrower a consumer? Full recourse/limited recourse? Personal liability, joint and several liability; limited recourse guarantees; oral representations inconsistent with the written contract; is the security a family home? Is deed stamped? Is the loan repayable on demand and if not is there an Event of Default ; If the security is the Borrowers principal private residence has the Code of Conduct on Mortgage Arrears been applied; Limitations on recourse; Disclosure data access requests a powerful weapon; Cross default clauses; Unfair Terms. New Lending: Acting for a Borrower Reviewing a loan offer when acting for a Borrower (main terms to highlight - term, interest margin, security required, events of default, repayment, covenants and conditions); taking security from a company corporate authority, certificates, board resolutions, review of Memorandum and Articles; what about clients with property/assets overseas? Security reviews from a bank s perspective Acting for a bank/lending institution: types and purpose of a security review, documents to be reviewed (loan agreement, and security documents mortgages, guarantees) identifying security defects (section 31 & 60 issues, defective execution, failure to register) bearing on enforceability and security remediation (late filings) taking steps to ensure enforceability, common defects; issue of priority and negative pledge clauses. Crystallisation of floating charges; Issues to be dealt with post appointment by receiver s solicitor; Review of other security documents including assignments of life policies; set-off rights - types and is notice required?, recent trends; 5 hrs MODULE 3 - Restructuring & Refinancing Restructuring: Acting for a Bank Acting for a bank or lending institution in relation to the following; Reviewing a statement of affairs, ongoing review of loans; loan acquisition debt engagement and repayment; So called Equity releases and restructuring accounts, company loans and provision of security (section 31 issues) ascertaining the purpose for which monies used, future liabilities.
The provision of Legal Opinions where your client is entering into security over a foreign asset; Instructing, reviewing and relying on foreign legal opinions where you are acting for an Irish Bank providing a loan to or taking security from a foreign company over an Irish asset, qualifications on such opinions; Advising clients working with NAMA. New Lending: Acting for a bank or lending institution Acting for a bank or lending institution - Overview of current PI insurance position, prohibition on undertakings in commercial property transactions, current forms of certificate of title for residential and commercial lending. Registration in Companies Office overview of issues for banks when taking security. Section 99 Companies Act 1963, Registration in PRA Forms 113 and 114. Session 03 Friday 05.06.15 Dealing with NAMA from a practical perspective. Restructuring: Acting for a Borrower Practitioners will learn the important steps in due diligence and will obtain the knowledge required to advise on drafting a debtor business plan; Conducting negotiations with the bank, repayment plans. Dealing with customer complaints relating to financial products Financial Services Ombudsman (FSO) Recent trends increase in complaints being investigated by the FSO; Typical complaints interest rates, oral agreements; Bank s procedure investigations advising a bank; Jurisdiction and procedure of the FSO; Witness statements; Dealing with employees and former employees; Power of disclosure; Right to an oral hearing; Appeals to the High Court on points of law; Mediation as an alternative when a bank should chose mediation over adjudication. 5 hrs MODULE - Termination: Enforcement of Security and Receivers An overview of enforcement of security options from a Bank s perspective and a borrower s perspective. Acting for the Receiver - Including advising a receiver appointed by NAMA mainly differentiated as they will be statutory receivers under the NAMA act 2009; NAMA drafted deeds of appointment, powers of a NAMA appointed receiver.
Session 04 06.06.15 Lecture 6 Mortgage in Possession Appointment of a receiver what happens and when; What are the steps? Judgment mortgages priority issues; Well charging orders, possession and sale. Enforcement of Guarantees where Guarantors were joint and several are of unequal covenant strength. Enforcement of Judgments against Companies & Individuals. Revenue Debt. Solicitors Undertakings. Potential liability for Receivers. Contractual & Equitable Remedies. Overview of enforcement of security against companies. Effect of liquidation on a bank; dealing with a liquidator, timing, options available for a bank in terms of engaging the liquidator to secure and realise secured assets, attending and voting at meetings; liquidator obligations to bank, rights and powers of liquidator viz a bank; Schemes of Arrangement. Examinerships and their effects on banks how to deal with banks when a borrower seeks court protection; challenge by banks to petitions and grounds for mounting such challenges recent case law; Preparing Schemes of Arrangement; Dealing with an Examiner when drafting a Scheme; Priority of debts; Section 10 certificates; Write down of secured debts; Dealing with guarantors; Unfair prejudice test; Post-examinership relationship with liquidation. Professional negligence claims What is the SOL for suing solicitors for negligence or breach of contract; Proofs; Expert report; Discovery; Mediation as an alternative dispute resolution method. Issues regarding defective certificates of title and avenues of redress by the bank. 6 hrs
Acting for the bank appointing a receiver Receiverships erally - Pre enforcement issues; Checklist; Codes of conduct complied with; Calling events of default or on demand facility, drafting, issuing and serving letters of demand; Dealing with borrowers evading service; Set off rights; Does the Bank have a contractual Power to appoint a receiver (Start Mortgages, Lynch v. Kavanagh) Invitation to appoint; What are the required time periods before appointment; Overlap with examinership 3 day rule and relationship with liquidation; Drafting deed of appointment of receiver, filings; Colaterisation; Types of Receivers and powers of receivers; Dealing with receiver s solicitor; Implications for company; Dealing with contentious borrowers resisting enforcement; Trends here and in UK such as fixed asset receivers and pre pack receiverships; Lecture 6 Session 05 13.06.15 Lecture 9.30am- 10.30am will be webcast Commercial litigation from a banks perspective Recent trends, guarantees general principles, common defences being mounted to guarantees misrepresentation, extinguishment proofs, professional negligence claims against solicitors and auctioneers, breach of contract, mis-selling of financial products, negligent lending, managing such litigation. 1hr Session 06 Friday 19.06.15 Workshop NOT Webcast 10.30am 1.30am Workshop NOT Webcast 2pm 5pm Workshop I Interactive session onsite attendance required as not webcast. Workshop II Interactive session onsite attendance required as not webcast. Module 5 Personal Insolvency and A Commercial and banking considerations, security reviews, facility offers and letters, guarantees, personal guarantees, secured and unsecured debts, creditors, objections, practical considerations. 2.5hrs & 1 hr M&PD 2.5hrs & 1 hr M&PD 6 hrs
&3 Overview of the Personal Insolvency Act 2012: the role, aim and obligations of the Personal Insolvency Practitioner, the Insolvency Service, proposals for Arrangements, debt relief notices, debt settlement arrangements, personal insolvency arrangements, assets, the family home, post Arrangement. Creditors meetings and enforcement options for Creditors. The MARP Process, Preinsolvency issues, Codes, Consumer Credit Acts and key points for consideration., 5 & 6 Law. Practice and procedures. Acts of bankruptcy, proceedings, adjudication, post bankruptcy, assets, pensions, the family home, buy to let properties, potential conflicts of interest. Procedures and Rules. tourism. Short case study. Session 07 20.06.15 and Personal insolvency from a practical perspective. Recent case-law and developments. From a Creditor s perspective: Review of debt settlement arrangements and personal insolvency arrangements both secured and unsecured debts; challenges, concerns and some uncertain aspects the new debt arrangements present to creditors; protections afforded to creditors and options open to creditors when challenging a debt settlement arrangements/personal insolvency arrangements; drafting and presenting proposals as part of a debt settlement arrangement/personal insolvency arrangement. Dealing with from the Creditors perspective. 3 hrs The practical aspects from the debtors perspective Workshop Workshop III - Interactive session onsite attendance required as not webcast. 2.5hrs & 1 hr M&PD Assignment (Word Limit 2,500 words) *PLEASE NOTE THAT TOPICS/SPEAKERS MAY BE SUBJECT TO CHANGE