Bank Affiliate Transactions: Navigating Regulation W, Sections 23A and 23B of the Federal Reserve Act
Recording of a 90-minute premium CLE webinar with Q&A
This CLE course will provide bank counsel with an analysis of Regulation W, which governs transactions that banks may conduct with affiliates and insiders, and best practices for compliance. The panel will also discuss the impact of Dodd-Frank mandates, including Sections 608 and 619, on the affiliate transaction rules, and the anticipated regulatory and enforcement framework under the new administration. Practical problems and solutions will be discussed.
Outline
- Regulation W Rule 23A
- What constitutes an “affiliate”
- Covered transactions—the seven categories
- Quantitative limitations
- Collateral requirements
- Exemptions
- Regulation W Rule 23B
- Market terms for affiliate transactions
- Attribution rule
- Dodd-Frank Amendments
- Investment funds
- Derivative transactions
- Securities lending
Benefits
The panel will review these and other key issues:
- What are the qualitative and quantitative limits and collateral requirements of Section 23A for covered transactions?
- How does Section 23B ensure that transactions between banks and their affiliates occur on market terms?
- What are the additional restrictions under Regulation W mandated under Dodd-Frank?
- How will the current movement toward financial de-regulation impact Regulation W?
- Practical examples and solutions.
Faculty
Ralph F. (Chip) MacDonald, III
Of Counsel
Jones Day
Mr. MacDonald is a financial services lawyer who focuses on M&As, public and private securities, governance, and... | Read More
Mr. MacDonald is a financial services lawyer who focuses on M&As, public and private securities, governance, and policy issues for clients engaged in this industry. Since 1979, he has helped domestic and international clients including bank holding companies, banks, investment banks, broker-dealers, investment managers, and fintech companies. He advises senior management and boards of directors. Mr. MacDonald also provides strategic and transaction guidance, including evolving areas such as regulatory relief and financial services policy. A growing area is the fintech industry, particularly its regulation and relationships with state, federal, and foreign regulators and traditional financial services companies. Clients range from global banks such as Citibank and BNP to regional and community banks. He often advises commercial businesses with respect to relationships and services with their financial services providers. Mr. MacDonald advises clients frequently regarding financial services M&As, asset and liability transactions, public and private securities offerings, Volcker Rule, investments and risk management, and bank, trust company, credit card, fintech, and other financial services charters.
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Carlton E. Langer
Senior Vice President and Deputy General Counsel
Huntington National Bank
Mr. Langer has over 37 years of experience in banking. He spent the first 30 years of his banking career at... | Read More
Mr. Langer has over 37 years of experience in banking. He spent the first 30 years of his banking career at National City Corporation where he was the lead lawyer in negotiating, documenting and closing more than 60 acquisitions and divestitures. He also had the primary legal responsibility for general corporate matters, securities law compliance and filings, capital issuances, broker dealer regulation, human resources and executive compensation. He joined FirstMerit Corporation as the head of the legal department in early 2010 and was named Executive Vice President and Chief Legal Officer of FirastMerit Corporation in early 2013. He joined The Huntington National Bank in August of 2016 with the merger of FirstMerit Corporation into Huntington Bancshares Incorporated.
CloseSusan Boltacz
Senior Vice President
SunTrust Bank
Ms. Boltacz is the Regulation W Officer and a Senior Vice President at SunTrust Bank, where she has worked for... | Read More
Ms. Boltacz is the Regulation W Officer and a Senior Vice President at SunTrust Bank, where she has worked for over 12 years. She is a lawyer and a CPA with extensive experience in tax, compliance and risk management. Prior to joining SunTrust, she was Senior Counsel at BellSouth (now AT&T), where she was responsible for federal income tax planning and private equity investing, among other matters.
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