In-depth Texas experience
For more than 60 years Cox Smith has helped banks and financial institutions throughout Texas grow profitably while serving businesses and their communities. With a team that includes a past president (and current board member) of the Texas Association of Bank Counsel, and the long-time General Counsel to the Independent Bankers Association of Texas, we thoroughly understand the state’s banking laws – and have played a major role in helping to shape them.

Our working relationships with both state and federal regulators mean that we can effectively assist banking clients with mergers, acquisitions, regulatory compliance and restructuring, as well as cross-border banking issues between the U.S. and Mexico. Large multistate financial institutions and community banks alike know that Cox Smith can handle their legal needs anywhere in Texas.

Texas-based financial institutions with assets ranging from several million to many billions of dollars rely on Cox Smith for guidance with their transactional and compliance needs. For over twenty-five years we have represented the largest Texas-chartered financial institution, counsel a wide range of middle market and community banks statewide, and advise global bank holding companies on acquiring banking assets in the Texas market. Our guidance is not limited to banks and bank holding companies, as Cox Smith lawyers also advise savings banks, credit unions, insurance companies and on-line banking organizations on their full range of business requirements.

Because the banking laws in Texas are among the most complex in the country, these and many other clients rely on us to guide them through the state’s regulatory maze. We don’t just know the law, we provide solutions to regulatory concerns – and because our lawyers have had a key role in drafting many of the state’s banking statutes, we quickly and efficiently understand their application in any given issue. Whether our clients want to introduce a new financial product for consumers, restructure themselves as an S corporation, or acquire a banking operation of any size anywhere in the state of Texas, our firm offers the guidance to get the job done for them.

Mergers and acquisitions
In the past two decades, Texas financial institutions have been active buyers and sellers of banking companies. And since 1996, interstate and branch banking became available in Texas, a large number of institutions from other states have established major operations in the state. Federal legislation has removed many barriers to the combination of banking, insurance and securities businesses, creating rapid and significant industry change that calls for our blend of seasoned counsel, versatile skills and experience.

Cox Smith banking professionals have handled many acquisition transactions for banking clients, helped other clients sell, buy and merge with financial institutions, helped financial institutions acquire insurance agencies and leasing companies, and facilitated FDIC receivership acquisitions. In addition to compliance with relevant Texas laws in the purchase, sale or merger of a banking operation, we handle regulatory issues under the Bank Holding Company Act, Bank Merger Act, Change in Bank Control Act, and many other applicable federal statutes. That includes required approvals by the Federal Reserve Board, the Comptroller of the Currency, the Federal Deposit Insurance Corporation, the Texas Banking Commissioner and any other federal and state regulators.

Formations and capital raising alternatives
Cox Smith banking lawyers regularly handle the formation and chartering of financial institutions. We have obtained opinions from federal and state bank regulators on institutional charters while playing key roles in financial institution conversions to S Corporation status. Typical of our innovative restructuring counsel, we were the first law firm in the country to receive the Comptroller of the Currency’s approval to eliminate a bank holding company through the merger of the holding company into a corporate subsidiary of the national bank affiliate.

Our lawyers also handle the full gamut of capital raising alternatives for financial institutions. That includes helping them raise capital through private placements or public securities offerings. We have helped publicly-traded and private financial institutions participate in the U.S. Treasury Department’s Capital Purchase Program.

Regulatory compliance
Banking operations are subjected to intense scrutiny by federal government regulators. From public attention under the Fair Housing Act and Equal Credit Opportunity Act and close antitrust and supervisory examination of acquisitions and mergers, to the behind-the-scenes compliance requirements of the Bank Secrecy and USA PATRIOT Acts and a host of technical banking regulations from A to DD, our lawyers understand the federal regulatory regime and help keep our clients in compliance. That includes working federal regulators at the Comptroller of the Currency, Federal Reserve Board, Federal Deposit Insurance Corporation as well as with the Federal Trade Commission and HUD.

At the state level, when bank examinations by the Texas Departments of Banking and Savings and Mortgage Lending raise regulatory compliance issues about day-to-day operations, we develop creative strategies that help maintain competitive advantage while complying with fiduciary responsibility to safeguard financial security. Our lawyers help banking clients:

• Develop responses to examiner comments over affiliate loans, executive compensation, insider transactions and similar issues
• Address examiner concerns about asset quality and reserves
• Resolve possible lending limit violations to avoid cease-and-desist orders
• Answer concerns raised under RESPA (the Real Estate Settlement Procedures Act), including questions over controlled business arrangements.

State and federal laws governing credit extended to consumers frequently intersect. Our lawyers understand the full range of consumer lending statutes: RESPA, the Truth in Lending Act and Regulation Z, non-discrimination laws such as the Equal Credit Opportunity Act and Regulation B, the Fair Credit Reporting Act and other credit reporting laws, and privacy rules. We also fully understand the application and provisions of Texas Usury Law, as well as the constitutional limits on home equity loans. Cox Smith represents banking clients before federal and state examiners, agency staff attorneys and other regulators that enforce these regulations on all consumer lending.

Operations and Payments
As banking becomes less about brick and mortar facilities and more about innovative techniques for handling payments, Cox Smith attorneys have stayed in the forefront of developments. Our experience with electronic and mobile payments, innovative stored value card programs, and the myriad state and federal laws and regulations relating to these enables us to provide comprehensive representation to financial institutions and their vendors. Whether an organization has a Texas focus or a multi-state presence, they can expect creative, effective solutions. 

Commercial lending
Our lawyers have a clear understanding of how to protect the lender’s interests within a borrower’s comfort level on a wide range of lending transactions. That includes revolving loans, term loans, revolving and term-loan packages, multiple borrower transactions, loan participations, acquisition loans, letter of credit facilities, and special purpose loans. Because these transactions can be used for many different purposes – merger and acquisition funding, recapitalization, investment syndication, asset purchases and leases, standby letters of credit, and more – we help our clients meet all the requirements of the Uniform Commercial Code and proper collateral protection in the event of default or bankruptcy.

In working with banking clients in lending transactions, we strive to make the deal as straightforward and seamless as possible, and to strengthen their business relationship with the borrower. Our goal is to set out that both sides of the deal understand their responsibilities, while at the same time drafting terms and provisions that build in safeguards to protect the lender’s collateral in the event of default, foreclosure or bankruptcy. We handle the details of:

• Loan and security agreements, guarantees and notes
• Stock pledge agreements
• Subordination agreements
• Intercreditor agreements
• Reimbursement agreements for letters of credit

Given our transactional experience, clients turn to Cox Smith for help with the purchase and sale of distressed financial businesses. Our lawyers offer guidance on clients’ efforts to raise additional equity or sell portfolios and handle contractual disputes as well as major restructuring efforts. We are experienced in the workouts of problem investments, including restructurings, foreclosures and bankruptcies.

Public policy
We represent the interests of banks and financial institutions as legislative and administrative policies governing them are formed. Our extensive contacts within the Independent Bankers Association of Texas, the Texas Association of Bank Counsel and the Texas Bankers Association, as well as our involvement in various Banking Task Forces of the Texas Department of Banking, mean that Cox Smith is in the forefront of all regulatory developments in the state of Texas. And because our banking team includes registered lobbyists, we can effectively make our clients’ views known as new banking laws are developed in the Texas Legislature.

We monitor legislative and regulatory developments that concern the industry, draft legislative and rulemaking proposals, and provide legal and technical support so that our clients can effectively comment on proposed legislation or regulations. Using state and federal rule-making experience, we often propose changes to agency regulations and prepare comment letters on proposed agency rulemakings, including novel legal interpretations to enable our clients to offer new products and services.