Relevant Experience

• Mergers and acquisitions of healthy and troubled banks, branch sales and purchases, failed bank acquisitions and mergers of equals.
• Asset purchases; changes in control involving both US citizens and foreign nationals; issues regarding risk-based and leverage capital; securities offerings; negotiation of administrative actions; response to civil money penalty referrals and general compliance issues.
• Public and private capital formations and restructurings, tender offers, stock splits and reverse stock splits, and going private transactions.
• Assisting community banks in making Subchapter S federal income tax elections.
• Negotiation of regulatory enforcement actions on behalf of troubled financial institutions and preparation of capital plans, strategic plans, succession plans and other actions to comply with regulatory administrative actions.
• Advising on officer and director compensation packages, stock option plans, ESOPs and KSOPS, and change in control agreements.
• General regulatory work including lending limit, Affiliates Act, Regulation O, AML/BSA and fair lending advice.

Brian is a frequent writer and speaker for community bank groups, including state affiliates of the Independent Community Bankers of America.

Bar Admissions

• Texas

Education
BA, Rice University, 1984

• Handles bank mergers; asset purchases; changes in control involving both U.S. citizens and foreign nationals; issues regarding risk-based and leverage capital; securities offerings; negotiation of administrative actions; response to civil money penalty referrals and general compliance issues.

• Clear as Mud? Understanding The Fed's Change in Control Rules and Common Inadvertent Violations

  By Brian Marek |October 2020