CBA BANK COUNSEL SEMINAR

The Good, the Bad and Your Bank – What Jurors Tell us about Financial Institutions – and Trends in Alternatives to Jury Trials Speakers:  Deborah Daniloff (Bank of America), Dr. Phillip Anthony (DecisionQuest).  Description:  This program will review the psychology of jurors in banking and accounting cases and offer insights into how they view banks in today’s world, how they use their own experiences with financial issues to evaluate the actions of financial institutions, how they view the government in these difficult economic times and how they make damages decisions.  The panelists will then discuss alternatives to jury trials, including key issues and trends regarding arbitration, judicial reference and other alternative dispute options. 

Bank Operations Shakeout Speakers:  Ted Kitada (Wells Fargo Bank), Gene Elerding (Manatt, Phelps & Phillips).  Description:  From the federal remittance transfer rule to the state’s mandated designation of a centralized location for the service of legal process on financial institutions, the financial services industry has experienced significant, comprehensive changes to the way it does business in California.  The courts have also been actively involved in the instigation of new developments, from a review of security procedures under Division 11 of the Uniform Commercial Code (Article 4A) to the enforceability of arbitration clauses in account agreements.  Further changes are in the pipeline.  This panel will explore many of these topics.

Whose Book (of Business) is it, Anyhow?  What to do Before a Competitor Hires Your Employees – or You Hire Theirs.  Speakers:  Charles L. Post (Weintraub Tobin Chediak Coleman Grodin), Richard Darwin (BuchalterNemer).  Description:  Protecting the willingness of a network to refer business (and growing that willingness to refer) can be essential to a successful banking career or the very survival of a financial institution.  But who owns those referral sources?  What can banks lawfully do to protect this essential intangible asset?  What can departing employees lawfully utilize?  A panel of two attorneys and a banker, deeply experienced in trade secret protection, offer a review of the most recent court decisions and cutting edge strategies to protect trade secrets and maintain the right to compete lawfully.  The presentation will include a brief power point presentation (California emphasis), a panel discussion of recent cases, and questions and answers.

Landmines for Residential Lenders:  Homeowner’s Bill of Rights, Eminent Domain, and More Speakers: Richard Wohl (Citizens Business Bank), Peter Muñoz (Reed Smith), Robert Olsen (Aldrich Bonnefin & Moore).  Description:  This program will discuss developments involving (i) the implementation of SB 900 (Homeowner’s Bill of Rights) which is effective January 1, 2013; (ii) various eminent domain laws passed by or in progress in many local jurisdictions seeking to force restructure of residential loans; and (iii) various local ordinances imposing pre-foreclosure fines on secured lenders for the cleanup of the underlying real estate collateral.

Recent Developments in Commercial Lending Speakers:  Neil Rubenstein (BuchalterNemer), Jeffrey Kirschenbaum (BuchalterNemer), James B. Curtis (Bank of the West).  Description:  This panel will discuss recent developments in commercial real and personal property-secured lending transactions and problem loans, including the state of the parol evidence rule after the California Supreme Court decision in Riverisland Cold Storage, enforcement of guaranties, environmental risks, opportunities and best practices, the U.S. Supreme Court’s decision relating to credit bidding in bankruptcy cases, and pending amendments to Uniform Commercial Code Article 9. 

The Bank is Responsible:  Third-Party Service Providers, Outsourcing, and the “Cloud” Speakers:  Wallace Young (Director, Risk Coordination Unit, Federal Reserve Bank of San Francisco), Anne McEvilly (Aldrich Bonnefin & Moore), Michael Cohn (WolfPAC Solutions).  Description:  Bank regulators are continuing to focus on products and services offered by banks through third parties, and they are holding banks responsible when those third parties inadvertently disclose customer information, engage in conduct regulators deem to be unfair to consumers, or otherwise engage in activities that present operational, reputational and other risks for banks.  This panel will discuss both regulatory requirements and practical steps that banks should take to mitigate their risks when contracting with third-party service providers for such services as on-line and mobile banking, home loan origination and servicing, and payment services.

Social Media:  Emerging Limits Speakers:  Steven Strange (Manufacturers Bank), Aaron Rubin (Morrison & Foerster), Julie O’Neill (Morrison & Foerster).  Description:  By now, most banks are aware of the power and ubiquity of social media (FaceBook, Twitter, etc.) and have adopted, or have at least begun to consider, programs to make use of these communications channels and related employee policies.  This panel will explore recent developments in this area, including legal considerations (such as intellectual property risks, privacy and consumer protection issues) in using social media for marketing purposes, and limits on banks’ ability to monitor and control their employees’ social media usage. 

What are the MSBs of Tomorrow?  Are They Friend or Foe?  Speakers:  Mark Moore (Aldrich Bonnefin & Moore), Thayne Whipple (paysafecard.com).  Description:  What do BitCoin, Square and Google Wallet all have in common?  Not much, as it turns out, other than that they are offering services that look a lot like banking.  This panel will look at the structure of these companies (and of a few other evolving payment servicers) to understand how they operate and to analyze whether they are money services businesses and/or money transmitters.  Are they our competitors, or are they business opportunities?  We’ll help you understand the “next wave” of payment services and deposit duplicators.  We’ll also review what you should ask your deposit customers, and what you should look for, depending on whether you do or don’t want to bank these types of companies.

Then Find a Way to Do It!  Ethics Issues Faced by In-House Counsel Speakers: Michael B. Cahill (General Counsel, City National Bank), Robert A. Meyer (Loeb & Loeb), Donald Scotten (Associate Academic Director, Graduate and International Programs and Adjunct Assistant Professor of Law, University of Southern California).  Description: When management sets goals that approach or exceed the limits of law and regulation, what are the ethical considerations and conflicts faced by in-house and outside counsel and what duties and responsibilities follow?  Where is the line between business and legal decisions?  This panel will discuss ethical issues faced when counseling management about their expectations and drafting appropriate documents and disclosures.

CFPB Enforcement:  The New Paradigm.  Speakers:  Laurel Loomis Rimon (Assistant Litigation Deputy, Office of Enforcement, Consumer Financial Protection Bureau), Nancy R. Thomas (Morrison & Foerster).  Description:  The Dodd-Frank Act gave the CFPB broad enforcement authority, and the CFPB’s investigations “span the full breadth of the bureau’s enforcement jurisdiction” according to the CFPB’s Semi-Annual Report.  The CFPB has issued numerous Civil Investigative Demands and has entered into three high-profile Consent Orders.  What is the CFPB’s enforcement authority, who is subject to that authority, and what role does UDAAP play in the enforcement scheme?  How do State Ags and other federal regulators fit into the enforcement picture?  And what can we learn from the CFPB’s initial enforcement actions?