The Banking and Financial Institutions practice at Polsinelli has extensive experience advising bank and non-bank financial institutions and their holding companies with respect to a broad range of corporate and business issues. These services include initial corporate formation, licensing, capital raising, establishing new branches, locations or offices, mergers and acquisitions, compliance with regulatory requirements, director and officer responsibilities, employment matters and operational issues. Our attorneys have a deep understanding of our clients and their business in the ever-changing financial environment, which allows us to provide them with straightforward, practical advice to achieve their goals in an increasingly complex regulatory landscape.

Our team has been recognized nationally by Best Law Firms® and has represented numerous clients in the merger, acquisition and divestiture of financial institutions and holding companies, both as buyers and sellers. This includes structuring the deal terms, securities law issues, regulatory applications and acquisition financing. We have also served as issuers’ counsel in various public and private offerings of bank and non-bank financial institutions securities.

We advise executive officers and boards of directors with respect to their responsibilities and obligations. Our attorneys represent financial institutions and holding companies before federal and state regulatory agencies. We appear on behalf of clients as part of the examination process and with the filing and approval of various applications and advising clients with respect to ongoing compliance with federal and state laws and regulations, and responding to regulatory enforcement actions. We help steer our non-banking clients like money transmitters and non-bank lenders through the tangled web of state regulatory requirements, often assisting our clients in developing and submitting applications for licensure. Our clients benefit from the strong working relationships we have developed with the various federal and state regulators.

We provide a comprehensive array of services to the firm’s financial institution clients, including:

  • De novo formation/incorporation (non-bank, bank and bank holding companies)
  • Special purpose (non-bank) subsidiaries (primarily for fee-based income)
  • Shareholder agreements (buy-sell, voting, and the like)
  • Capital raising and securities matters
  • S-Corporation reorganizations
  • Corporate and business planning, including mergers, acquisitions and sales
  • Hostile takeovers/defense
  • Shareholder and board of director controversies
  • Reverse stock splits
  • Vendor agreements
  • Insurance coverage
  • Executive compensation, employment and benefits matters
  • Counseling to avoid regulatory problems
  • Skilled communication and negotiation with all regulatory agencies
  • Planning and implementing corrective actions
  • Compliance with regulatory requirements
  • Capital requirements
  • AML/OFAC matters
  • GLB Act privacy matters and notices
  • Identify theft response
  • Affiliate transactions (23A and 23B, and Reg W and Reg O)
  • Lending and operational regulations
Publications
Congress Passes SBIC Reform Bill Expanding Private Capital and Leverage Limits
Key Takeaways The Senate passed the Investing in All of America Act of 2025 on April 15, 2026. The Act now awaits the President’s signature to become law. Importantly, the Act would revise how private capital is defined and adjust SBIC leverage limits, primarily by increasing the leverage available to standard debenture SBICs and increasing the aggregate limitation for commonly controlled standard debenture SBICs. These changes reshape capital formation and borrowing capacity across SBIC structures. SBICs should assess how the revised leverage framework and new exclusions for certain qualifying investments may affect their financing strategies and portfolio planning. Firms should evaluate eligibility for excluded investments and model impacts on available leverage capacity. On April 15, 2026, the Senate passed the Investing in All of
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FinCEN Order on Suspected Minnesota Fraud Takes Effect
Key Takeaways FinCEN’s Geographic Targeting Order requires banks and money transmitters in Hennepin and Ramsey Counties, Minnesota, to report certain international funds transfers of $3,000 or more from Feb. 12 through Aug. 10, 2026. Covered institutions are not required to collect new information but must report data they are already required to retain under existing BSA recordkeeping rules. Financial institutions should review and update their BSA and AML policies, procedures and reporting workflows to ensure timely identification and reporting of covered transactions. A Financial Crimes Enforcement Network (FinCEN) order recently took effect, requiring financial institutions to identify and report certain transactions that FinCEN believes are associated with fraud on federal child nutrition programs — particularly past and ongoing suspicious activity potentially related to fraud
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