Community Banking

You can bank on us. Every time.

Our attorneys provide advice and assistance in every necessary area of the law — from mergers and acquisitions to complex regulatory issues — helping our banking clients manage risks, execute strategic transactions and drive sustainable growth. We regularly counsel boards of directors on issues related to the financial modernization legislation at the federal level. Our lawyers share practical experience in purchases or divestitures of branches and related assets and in the development of strategic plans for growth and consolidation.

We also represent numerous regional and local bank holding companies, state and national banks, thrift holding companies, thrifts and other financial institutions. We value all of our financial institution clients, no matter the size, and strive to provide prompt, practical and sound advice based on their needs and objectives. Finally, we take pride in our dedication to client responsiveness, real world experience in the financial services industry and a studied commitment to staying at the forefront of legal and regulatory developments.

Team Lead

Need something? Our team leader can point you in the right direction.

Jared M. Tully

Practice Group Vice-Chair

Charleston, WV

304.348.2404

Community Banking Attorneys

Areas of Focus

Mergers & Acquisitions

Mergers & Acquisitions of financial institutions for cash or equity
Tax-free mergers and stock exchanges
Purchase and assumption transactions involving branches, loans or other assets
Advice in planning for or defending against hostile takeovers

Governance, Shareholder & Tax Issues

Board of Directors procedures and corporate governance matters
Consideration and preparation of tender offers or other redemptions of stock
Change in Bank Control Act compliance
Various tax matters including the making of elections to be taxed under Subchapter S of the Internal Revenue Code
Management and succession planning issues and the preparation of shareholder buy-sell agreements
Reorganizations, restructures and problem financings

Regulatory Compliance

Issues raised by routine regulatory examinations with respect to safety and soundness, Community Reinvestment Act (CRA) matters, Bank Security Act (BSA) issues and compliance, including negotiation of and compliance with a regulatory consent order, formal agreement and memorandum of understanding
Compliance with regulatory capital requirements
Preparation of capital plans in responses to regulatory issues
Regulation O issues involving loans and other financial relationships with directors and officers
Truth in lending, truth in saving, equal credit and other lending and deposit compliance issues
Management of disputes and controversies with regulators

Bank Charters & Holding Companies

Counsel for investment groups on the formation of both state and national banks and holding companies
Preparation of organizers and subscription materials and documents, securities solicitation materials and prospectuses
Preparation of regulatory applications, charter and deposit insurance

Debt & Equity Financing

Initial stock offerings for both banks and bank holding companies
Issuance of debt securities and various private placements of securities, including convertible debentures, trust preferred securities and other forms of preferred equity

Litigation Support

Collections and foreclosures
Defense of consumer claims and counterclaims
Lender liability defense
Employee terminations
Bankruptcy
Regulatory enforcement actions
Employee dishonesty
Workouts

Other Services

Employee benefit issues
Forming employee stock ownership plans
Issuing stock options, stock grants and other employee incentive compensation
Secured and unsecured lending transactions
Interstate and intrastate bank branching opportunities and regulation
Federal and state antitrust law issues
The scope of permissible bank activities and services including various insurance and securities brokerage matters
Various internet banking initiatives
Problem institution resolutions