To our clients and friends:
On March 27, 2020, the President signed the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) into law. It provides over $2 trillion to combat the coronavirus (COVID-19) and stimulate the economy. The CARES Act also contains provisions that can assist financial institutions in preserving capital and easing operations. Our Alert, which summarizes these provisions, is available here.
Read More...In light of the impact of the coronavirus (COVID-19) pandemic on public reporting companies, on March 25, 2020, the Securities and Exchange Commission issued an order allowing public companies, subject to certain conditions, a 45-day extension to file certain periodic reports that would otherwise have been due between March 1 and July 1, 2020. On the same date, the SEC’s Division of Corporation Finance issued guidance regarding its views on disclosure and other securities law obligations that companies should consider with respect to the impact of COVID-19.
Our Alert, which summarizes the steps required for companies to avail themselves of the delayed filing deadline and the SEC’s guidance on disclosure related to the COVID-19 pandemic and related business and market disruptions, is available here
Read More...To our clients and friends:
Many companies are evaluating how best to hold their upcoming annual shareholder meetings in light of the health risks posed by COVID-19. For companies contemplating holding a virtual annual meeting, our alert, which is available here, provides legal and practical considerations.
Read More...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.
Read More...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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