Financial Products and Services
We help all kinds of financial institutions, and other organisations active in the sector, to launch new products and services or improve existing ones.

Authorisation and regulation

All aspects of the regulatory framework under the Financial Services and Markets Act 2000 (FSMA):

• The scope of regulated activities and available exemptions and exclusions
• Appointed representatives
• The Senior Managers & Certification Regime (SMCR)
• The Financial Services Compensation Scheme (FSCS)
• The Financial Ombudsman Service (FOS)

Payments and e-money

Advising on regulatory requirements under the Payment Services Regulations 2017 and the Electronic Money Regulations 2011, including:

• Authorisation and registration
• Appointment of agents
• Conduct of business requirements
• Capital resources and requirements
• Safeguarding customers’ funds

Advising on regulation by the Financial Conduct Authority, specifically:

• Its approach to regulating payment services and electronic money
• The perimeter of its regulatory powers
• The scope of exemptions and exclusions

Advising banks on:

• Their terms and conditions for payment accounts
• The FCA’s rules and guidance in the Banking: Conduct of Business Sourcebook
• Applicable statutory requirements, such as the Payment Accounts Regulations 2015

Mortgages

Advising across the full lifecycle of mortgage lending:

• Origination: we act for mortgage lenders in the preparation of template forms of lending and security documentation for originating new business, including regulated mortgage contracts, consumer buy-to-let mortgages, article 3(1)(b) loans and unregulated buy-to-let mortgages
• Servicing: we advise on the processes and systems for complying with ongoing servicing requirements under the Mortgages and Home Finance: Conduct of Business Sourcebook for regulated mortgages and the Mortgage Credit Directive Order 2015 for CBTL mortgages
• Disputes and enforcement: we support mortgage lenders with advice on managing complaints under mortgage contracts, dealing with customers in financial distress and investigating financial crime
• Funding: drawing on our firm’s extensive expertise in debt capital markets and securitisation, we carry out due diligence reviews of mortgage portfolios for residential mortgage-backed securitisations (RMBS), covered bond programmes, forward flow contracts, mortgage warehouse facilities and loan book sales

Secured business lending and asset and invoice finance

Supporting high street banks and specialist lenders by:

• Preparing template forms of loan documentation for lending to companies, partnerships, trusts, associations and sole traders
• Preparing the full range of security precedents for any category of asset being offered as collateral

Advising providers of asset and invoice finance on:

• Documentation for lease, hire, hire-purchase, discounting and factoring
• Supply chain finance
• Electronic trade receivables platforms

Consumer lending

Advising:

• Lenders and credit brokers on the conduct of business requirements under the Consumer Credit Act 1974 and the FCA’s Consumer Credit Sourcebook
• Lenders and credit brokers on the documentary formalities for pre-contractual information and credit agreements
• Unregulated businesses on the regulatory perimeter for credit-related regulated activities, including the scope of the exemptions for high-net-worth customers and business purposes.
• On non-commercial lending by individuals to family members and friends.

Wealth and private banking

Our services for private banks and wealth managers include:

• Advising on the application of the FCA’s Client Assets Sourcebook (CASS) to investment management and custody arrangements for investment portfolios
• Preparing template forms of loan and security documents for portfolio lending or margin lending

Specialised financial products

Advising:

• Islamic banks on their Shariah-compliant mortgages or regulated home purchase plans
• Businesses in the prepaid funeral plan industry on the FCA’s rules in this area

Derivatives and securities financing

Acting in the negotiation and documentation of over-the-counter derivative contracts and securities financing transactions, including:

• Interest rate hedging products under ISDA master agreements
• Repurchase transactions under master repurchase agreements
• Securities lending under master securities lending agreements.

Advising on the regulation of derivatives and securities financing transactions under:

• The Financial Services and Markets Act 2000
• The European Market Infrastructure Regulation
• The Securities Financing Transactions Regulation

Working closely with colleagues across our firm to advise on bespoke financing contracts, such as:

• Longevity swaps for pension schemes
• Virtual power purchase agreements in the energy market

Treasury solutions

Advising credit institutions, investment firms and other regulated bodies on various aspects of the regulatory capital treatment of their exposures, including:

• Enforceability of security precedents as credit risk mitigation techniques
• Enforceability of on-balance sheet netting under cash-pooling products
• Compliance of capital instruments with prudential requirements for own funds
• Treatment of clearing exposures for over-the-counter derivatives

Financial market infrastructure

Providing in-depth analysis and legal opinions on financial markets legislation, including:

• Bank ring-fencing and banknote issuance
• Market contracts, market charges and financial collateral arrangements
• Payment systems, securities settlement systems and settlement finality
• Exchanges, clearing houses, central counterparties (CCPs) and central securities depositories
• Default rules, special administration regimes and insolvency
• Set-off and netting

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