Pre-eminent in Canada — Blakes is recognized as having Canada's pre-eminent financial services
practice:
Blakes is recognized as having Canada's pre-eminent financial services practice. Chambers Global: The World's Leading Lawyers for Business 2010 ranks Blakes number one in banking and finance: "Often considered the number-one banking firm, this outfit's very high standing is built on its long-running reputation coupled with the sheer size of its team." In 2009, Chambers said "A 'terrifically strong practice,' Blakes nationwide banking group remains a proverbial force at the top end of the market."
The Canadian Legal Lexpert Directory has named Blakes a top performer in banking and financial services every year since the guide's inception in 1997.
IFLR1000: The Guide to the World's Leading Financial Law Firms - 2010 Edition says "Blakes has engineered an enviable banking group." Quotes from the 2009 edition include: "Blakes has a depth to its practice; you're envious of them..." "Clients of the firm praise every aspect of the practice. 'They have top-notch expertise and top-notch execution'...."
Depth of Experience — Blakes is regular outside counsel to many of Canada's leading financial institutions,
as well as leading U.S., European, Asian and other non-Canadian financial service providers. We also regularly
act for borrowers, giving them the benefit of our in-depth understanding of the facilities they seek. Overall,
we can quickly apply our extensive experience in all aspects of financial services to ably assist our clients,
whether in financing transactions (domestic or cross-border), structuring financial service products,
regulatory advice or securitization. We have the capability and depth to advise on all aspects of
financial services from any of our offices, and can seamlessly access the expertise of our tax,
securities, insolvency and other specialty groups as needed to respond to issues as they arise
in any transaction.
Canadian and International Offices — In addition to our five Canadian offices (Montréal, Ottawa, Toronto, Calgary
and Vancouver), our international banking and financial services capabilities are enhanced by our offices in
New York, Chicago, London, Bahrain, Beijing, and associated offices in Al-Khobar and Shanghai, all practising Canadian law. With these offices, Blakes is able to
give our Canadian clients increased insight into developments throughout the world, while facilitating
access to our full range of Canadian expertise for our non-Canadian clients.
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Areas of Expertise
[Lending/Financing]
[Project Finance] [Regulatory] [Securitization and Structured Finance]
[Consumer Finance/Retail Financial Services] [Anti-money Laundering]
[Insurance Business Practice] [Other Advice]
Lending/Financing
The Blakes Financial Services Group has extensive experience in structuring,
negotiating and documenting all types of financing transactions, whether domestic
or cross-border, secured or unsecured. We
regularly act for the leading Canadian lenders, and for non-Canadians lending
into Canada. We act on asset-based loans, syndications, project financings,
trade finance transactions, high-yield offerings, subordinated debt arrangements
and capital markets debt offerings. Together with our Restructuring & Insolvency
Group, we also advise clients in connection with debt restructurings, and have
significant experience in debtor-in-possession (DIP)
financings. For more information on our lending/financing practice, click
here.
Project Finance
Blakes lawyers have extensive experience in large project financings from both the lender and borrower
perspective, including infrastructure, transportation, construction, energy sector, mining and regulatory matters. For
more information on our project finance practice and our infrastructure practice, click here.
Regulatory
Blakes has the largest and most active financial services regulatory practice
in Canada, with leading expertise in banking, life insurance, and property
and casualty insurance. Our lawyers have experience
and depth of expertise in virtually every aspect of financial services regulation,
including strong relationships with federal, provincial and industry regulatory
bodies. We advise on the establishment
or acquisition of financial services entities and compliance with federal
and provincial regulatory requirements that apply to these clients, their products
and their distribution networks. For more
information on our financial services regulatory practice, click
here.
Securitization and Structured Finance
Blakes is also a leader in the securitization arena, having pioneered many of the techniques and deal
structures that are used in Canada today. We advise multi-seller conduits, issuers, originators, investment
bankers, rating agencies, liquidity providers, credit enhancers, trustees, servicers, reporting agents and
monoline insurers, and we regularly act on domestic and cross-border securitization transactions, involving
both conventional and emerging asset classes and structures. For more information on our securitization and
structured finance practice, click
here.
Consumer Finance/Retail Financial Services
The Blakes Financial Services Group advises numerous financial institutions (including
domestic and foreign banks, trust companies, loan companies, credit unions and insurance companies),
money services businesses, consumer finance
companies, and other financial service providers with respect to a wide variety
of retail financial products and services, focusing both on the applicable
regulatory requirements and the legal needs of such businesses
generally. For more information on our consumer finance and retail financial
services practice, click
here.
Anti-money Laundering
The Blakes Financial Services Group has extensive experience in advising all entities subject to
Canadian anti-money laundering and anti-terrorist financing legislation. We act for financial institutions (including domestic and foreign banks, trust
companies, loan companies and insurance companies), money services businesses, foreign exchange businesses, securities dealers, accounting firms and others
in drafting, reviewing and updating anti-money laundering compliance policies. We regularly prepare
anti-money laundering in-house training programs for our clients and are actively involved in the
training process. We also assist our clients in anti-money laundering (AML) compliance specific to
existing products and new product initiatives and advise clients on what to expect and how to
prepare for anti-money laundering compliance audits. For more information on our anti-money laundering practice,
click here.
Insurance Business Practice - Regulatory
Our multidisciplinary insurance business practice provides insurance sector clients with a wide
range of services and also provides insurance advice and representation to financial institutions concerning
their own commercial insurance requirements and issues and third-party insurance products marketed by them,
such as credit insurance. For more information on the regulatory aspects of our insurance business practice,
click here.
Other Advice
We also regularly provide advice in connection with a wide variety of other financial service-related issues,
including: the purchase and sale of lease, loan and credit card portfolios and deposit businesses; First
Nations finance and banking; franchise finance; time-share financings; consumer and commercial loan and
lease programs; letters of credit; securities lending; distribution arrangements with respect to financial
products and services; and outsourcing by financial institutions.
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Survey Recognition
Blakes financial services lawyers have been recognized as leaders in their field by various surveys, including:
- IFLR1000: The Guide to the World's Leading Financial Law Firms - 2010 Edition - Bank Lending, Financial Services Regulatory, and Project Finance
- The Best Lawyers in Canada 2010 - Asset-Based Lending, Banking, Equipment Finance, Project Finance, and Structured Finance
- Chambers Global: The World's Leading Lawyers for Business 2010 - Banking & Finance, Financial Services, and Securitisation
- PLC Which Lawyer? 2010 - Banking and Finance
- The Canadian Legal Lexpert Directory 2010 - "Most Frequently Recommended" in Banking & Financial Institutions every year since the directory's inception in 1997; and in Asset Equipment Finance/Leasing for the past nine years. "Most Frequently Recommended for Asset-Based Lending. "Repeatedly Recommended" for Asset Securitization and Project Finance. "Consistently Recommended" for Financial Institutions Regulatory.
- The 2010 Lexpert/American Lawyer Guide to the Leading 500 Lawyers in Canada - Banking and Financial Institutions, Project Finance, and Asset Based Lending
- The 2009 Lexpert Guide to the Leading U.S./Canada Cross-border Corporate Lawyers in Canada - Banking and Financial Institutions
- Law Business Research's The International Who's Who of Banking Lawyers 2010
- Law Business Research's The International Who's Who of Business Lawyers 2010
- Legal Media Group's Guide to the World's Leading Banking Lawyers 2009
- Legal Media Group's Guide to the World's Leading Project Finance Lawyers 2009
- Legal Media Group's Guide to the World's Leading Structured Finance and Securitization Lawyers 2009
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Professional Activities
Members of the Blakes Financial Services Group have held key positions with various organizations, including:
- Chair, Cross-Border and Trade Financing Subcommittee, American Bar Association (ABA)
- Chair, ABA Securitization and Derivatives Subcommittee
- Chair, ABA Developments in Business Financing Committee
- Chair, Personal Property Security Law Committee, Ontario Bar Association
- Co-chair, Banking Law Committee, International Bar Association (IBA)
- Vice-chair, IBA Securitization Subcommittee
- Board of Directors, Canadian Finance & Leasing Association
- Board of Directors, Association of Commercial Finance Attorneys
- Fellow and Regent, American College of Commercial Finance Lawyers
- Member, Legal Committee, Canadian Finance & Leasing Association
- Member, Expert Advisory Group to UNCITRAL with respect to the Convention on the Assignment of Receivables in International Trade
- Member, Advisory Committee, Journal of International Banking and Financial Law, Butterworths
- Canadian Legal and Regulatory Committee, International Swaps and Derivatives Association, Inc.
- Canadian contributor to the book Regulation of Foreign Banks
The Blakes Financial Services Group has extensive experience in structuring,
negotiating and documenting all types of financing transactions, including
domestic and cross-border arrangements, secured and otherwise. Our lawyers
regularly act for leading Canadian lenders, and for non-Canadian lenders seeking
to lend directly into
Canada, as well as for numerous foreign legal advisers and their clients wishing
to evidence and/or secure arrangements in Canada under foreign loan facilities.
When necessary, we can draw on the skills
and expertise of our other practice groups, including our Tax, Pension & Employment
Benefits, Securities, Intellectual Property and Real Estate Groups, to meet
the specific needs of each client and to tailor an
appropriate result.
Service and expert advice are provided in relation to various areas including:
- to lenders and borrowers on domestic syndicated and bilateral loan arrangements, including advice to Schedule I, II and III banks in Canada, other Canadian financial institutions and to incorporated and unincorporated Canadian lending vehicles, including limited partnership funds, income trusts and other trust vehicles
- to non-resident lenders and/or their foreign counsel seeking to lend, through syndicated arrangements or otherwise, to domestic borrowers or to secure foreign loans being made to affiliated companies outside Canada, including advice in relation to cross-border guarantee and security issues and solvency and related party concerns
- share and asset acquisition financing, including advice on public and private
take-over and issuer-bid financing, advice in relation to leveraged and other
management buyout arrangements, and advice concerning vendor finance, including
various vendor take-back scenarios and related priority issues
- various asset-backed loan arrangements, "senior stretch," Term A/B, second
lien and mezzanine lending arrangements, along with advice on various forms
of "equity kicker" arrangements involving shares or warrants and related put/call
arrangements and related advice on intercreditor and priorities arrangements
with senior lenders
- public bond finance, trust offerings, trust and other public and private fund financings and convertible debt financings
- various structured finance arrangements, including arrangements involving
single-purpose entities, off-balance sheet scenarios, joint venture, partnership
and other non-traditional lending arrangements and warehouse facilities
- construction loan arrangements involving commercial and residential development, project finance and infrastructure lending, including advice on associated governmental obligations and financial support
- transportation-sector financing, including ship, railcar, highway and aircraft
financing
- primary resource loans, including oil and gas financings, mining and other commodity sectors
- derivative arrangements, including ISDA swap arrangements, commodity and equity derivatives, securities lending and securities repurchase arrangements and other hedging techniques
- tax-preferred financings, including tax-advantaged distress preferred share
financings
- participation and other co-funding arrangements.
For further information, please contact:
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Blakes has the largest and most active financial services regulatory practice in Canada, with leading
expertise in banking, life insurance, and property and casualty insurance. Our lawyers have experience
and depth of expertise in virtually every aspect of financial services regulation, including strong
relationships with federal, provincial and industry regulatory bodies.
Our lawyers advise numerous regulated financial institutions (including domestic and foreign banks, trust
companies, loan companies, credit unions and insurance companies), and commercial and consumer finance companies and
other financial service providers. We provide these clients with a wide variety of services, including
advice in connection with:
- the establishment or acquisition and regulation of all types of financial service providers, including
compliance with the increasing volume of legislation, regulations, guidance and regulatory practices
that applies to these clients, their products and services, and their distribution networks, including
those of a cross-border nature
- obtaining necessary federal and provincial regulatory approvals, licences and rulings
- policies and procedures to detect and deter money laundering and terrorist financing
- investments in Canadian entities by foreign banks and issues relating to foreign financial service
providers carrying on business in Canada or with Canadian residents
- ownership structures for financial institutions and investments made by financial institutions
- legal, regulatory and structuring issues arising in transactions involving financial institutions,
such as permitted investments, acquisitions, dispositions, amalgamations, reorganizations, private
and public share and debt offerings, joint ventures, intercompany agreements and securitizations
- corporate governance and risk management policies and systems, including compliance programs
- business powers
- industry and institution-specific issues raised by regulators, including the Office of the Superintendent
of Financial Institutions (OSFI), Financial Consumer Agency of Canada (FCAC), Canada Deposit Insurance
Corporation (CDIC), Canadian Payments Association (CPA), Financial Transactions and Reports Analysis
Centre of Canada (FINTRAC), Finance Canada and applicable provincial regulators
- the development of financial services and products, such as deposits, loans,
money transfers, Internet payments and Internet banking, stored value cards,
leases and investment and insurance products, including
legal and regulatory compliance, consumer protection and privacy issues, third-party contracts, product documentation and instructions, marketing and distribution
arrangements
- credit card issuing and merchant-acquiring activities
- outsourcing by or to financial institutions
- cross-border supervision and delivery of services
- data protection
- implementation of BIS (Bank for International Settlements) standards for commercial banks
- licensing matters relating to mortgage lenders, brokers and administrators, loan brokers, deposit brokers,
and insurance agents and brokers
- collection agency and consumer reporting agency licensing matters and other issues in respect of the
operation of these businesses
For further information, please contact:
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Blakes has one of Canada's top-ranked securitization practices. Our team
includes a highly experienced and dedicated group of securitization lawyers,
supported by a cross-disciplinary team of securities, tax
and insolvency law specialists, each of whom has developed particular expertise
in the issues that affect securitization transactions. We have been a leader
in the securitization arena since its inception in
Canada and have pioneered many of the techniques and deal structures that
are used in Canada today. We advise issuers, originators, investment bankers,
rating agencies, liquidity providers, credit enhancers,
trustees, servicers, back-up servicers, reporting agents and monoline
insurers, and we regularly act on both domestic and cross-border securitization
transactions,
involving both conventional and emerging
asset classes and structures.
Securitization lawyers at Blakes have been ranked as leaders in their fields
in The Canadian Legal Lexpert Directory, The Lexpert/American
Lawyer Guide to the Leading 500 Lawyers in Canada, Legal Media Group's Guide to
the World's Leading Structured Finance and Securitization Lawyers, Chambers
Global: The World's Leading Lawyers for Business and Law Business
Research's
The International Who's Who of Securitization
Lawyers.
Structuring sophisticated financial products requires a thorough understanding
of the regulatory environment in which prospective issuers, investors and other
market participants operate, and securitization transactions
in particular are often driven by tax, securities law and regulated industry
concerns and opportunities. Our established and highly ranked practices in
these areas, familiarity with the regulatory process and regular
interaction with policy makers, regulators and rating agencies enable us
to be innovative and, at the same time, provide our clients with sound, practical
structuring advice and creative solutions to achieve optimal
commercial results. Among other things, we acted as counsel to Canada's securities
regulators to develop the offering rules and disclosure requirements for
Canadian ABS prospectus offerings, and participated
in the development of Canada's accounting rules for securitization.
Blakes has played a leading role to achieve many "firsts" in Canadian securitization,
including the introduction to Canada of the co-ownership and master trust models
(widely used to securitize credit cards and other short
maturity interest-bearing assets); structuring some of the earliest Canada/U.S.
and Canada/Europe cross-border deals, as well as the first cross-border securitization
of interest bearing receivables free of Canadian
withholding tax; the first Canadian securitizations of many asset classes,
including equipment leases, stranded costs, residential construction loans,
sub-prime and uninsured residential mortgages, franchise
loans and quasi-governmental grain handling receivables;
the first monoline wrap of a Canadian securitization; and the first "Maple ABS"
- tranches of US and European securitizations issued in C$ to Canadian investors.
We have the expertise to provide cost-effective, experienced and practical
advice on virtually any securitization transaction, and would be pleased to
share our ideas, experience and enthusiasm for securitization with you to
help to further your initiatives in the area.
For further information, please contact any of:
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The Blakes Financial Services Group advises numerous financial institutions
(including domestic and foreign banks, trust companies, loan companies, credit unions and
insurance companies), money services businesses, consumer finance
companies and other financial service providers with respect to a wide variety
of retail financial products and services; focusing on the applicable regulatory
requirements.
We provide advice in respect of all types of consumer financial services including
payment products, deposit accounts, credit products, mortgage loans, insurance,
credit reports and collections. We have particular
expertise in the payment card industry and specifically with respect to credit,
debit, stored value and gift cards, and electronic payments. Our clients include
credit, debit and prepaid card issuers, processors,
merchant acquirers and distributors.
We advise our clients with respect to:
- compliance with financial institutions legislation and related requirements, including consideration of federal — provincial jurisdictional issues
- consumer protection legislation, including disclosure requirements for deposit accounts and credit products
- e-commerce requirements
- requirements with respect to marketing and distributing credit insurance products
- privacy, protection of personal information and credit reporting legislation
- collection agency legislation and prohibited collection practices
- corporate governance and compliance, including identification of compliance elements and reviewing, drafting and updating policies and procedures
- codes of conduct of the Canadian Bankers Association and others
- anti-money laundering and anti-terrorist financing compliance
- portfolio acquisitions and sales
We have extensive experience in preparing and reviewing standard form consumer contracts and we regularly
assist clients with compliance in connection with developing and modernizing their financial products and
services. We are also frequently called upon to assist foreign-based clients who are introducing financial
products and services into Canada on a cross-border basis or through a Canadian-based business.
We also assist financial institutions in their dealings with regulatory agencies and industry
associations, including the Office of the Superintendent of Financial Institutions (OSFI), the
Financial Consumer Agency of Canada (FCAC), the Financial Transactions Reports Analysis Centre
of Canada (FINTRAC), the Canada Deposit Insurance Corporation (CDIC), and the Canadian Payments
Association (CPA) and applicable provincial regulators.
For further information, please contact:
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The Blakes Financial Services Group has extensive experience in advising all entities subject to Canadian anti-money laundering and anti-terrorist financing legislation. We act for financial institutions (including domestic and foreign banks, trust companies, loan companies and insurance companies), money services businesses, foreign exchange businesses, securities dealers, accounting firms and others in connection with their compliance with all aspects of this legislation, including:
- the Proceeds of Crime (Money Laundering) and Terrorist Financing Act
- Guideline B-8 of the Office of the Superintendent of Financial Institutions and Regulation 1300 and Policy 2 of the Investment Dealers Association
- the requirements imposed by the Criminal Code, the United Nations Suppression of Terrorism Regulations and other sanctions legislation with respect to proceeds of crime, terrorist financing and other prohibited financial transactions, including providing advice with respect to screening against terrorist lists, freezing and releasing property and how to handle "false hits" against the terrorist list
- client identification requirements, know-your-customer requirements, record-keeping requirements, reporting requirements and privacy issues surrounding voluntary reporting
- drafting, reviewing and updating applicable compliance elements, policies, practices and procedures
- assistance with designing and delivering in-house training programs
- advice specific to existing products and new product initiatives
- advising clients on what to expect and how to prepare for compliance audits
We also have experience with drafting and making submissions to regulatory authorities with respect to the requirements of this legislation and proposed changes to this legislation.
For further information, please contact:
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Our multidisciplinary insurance business practice provides our insurance sector clients with a wide range of services and also provides insurance advice and representation to financial institutions and other clients concerning their own commercial insurance requirements and issues and third-party insurance products marketed by them, such as credit insurance.
In the corporate and commercial sphere, Blakes advises insurance sector clients
on mergers, acquisitions and dispositions, incorporations, establishment of
branches, restructurings, financings, tax matters, regulatory issues, onshore
and offshore reinsurance arrangements and related trusts, real estate and portfolio
investment management, and the development, marketing and distribution of new
insurance products.
Our insurance business practice includes members of our Financial Services Group, who are among the most experienced in Canada in the regulation of financial institutions, including foreign and domestic life and property and casualty companies. We regularly advise these clients on a wide variety of issues including:
- the current regulatory framework and any draft legislation or proposals affecting our insurance sector clients
- incorporating and organizing new insurance companies and establishing authorized branches of foreign insurance companies
- regulatory requirements in respect of proposed transactions (including portfolio
and company acquisitions and dispositions, demutualization and partnering arrangements)
and insurance products (including life insurance, group insurance, property
and casualty insurance, and investment products such as segregated funds),
structuring such transactions and products to ensure regulatory compliance
and representing the involved parties before regulators and industry associations
- developing the required documentation and internal controls for new products
- structuring and negotiating arrangements for the marketing and sale of insurance products through bank channels and bank products through insurance channels, including contract, disclosure, marketing and distribution issues relating to such arrangements and issues arising from customer sharing between banks, insurance companies and insurance licensed distributors of financial services arising from the Insurance Business (Banks) Regulations
- corporate governance issues affecting insurers and advising their boards of directors on their composition, committees and responsibilities
- identifying and structuring related party arrangements in order to comply with all regulatory requirements and developing guidelines for such transactions
- agent and broker licensing issues and the creation and termination of distribution arrangements with brokers and agents
Blakes litigators provide full commercial litigation support to our insurance
company clients in all aspects of their operations, including disputes arising
out of share purchase agreements
to purchase or sell insurance companies and other material commercial transactions.
We provide advice and litigation representation to life insurance companies
with respect to complaints
received regarding sales practices and negligent or inappropriate advice
given to clients by their insurance advisers. We are currently defending a
major Canadian life insurance company
in a putative class proceeding concerning one of their segregated funds
and in other proceedings involving complex reinsurance arrangements. We provide
support in due
diligence in M&A situations to assist our clients in assessing the risks
in acquiring insurance business assets. We successfully represented Transamerica
Life Canada in
litigation against ING Canada Inc. arising out of Transamerica's purchase
of NN Life Insurance Company of Canada. Our litigators also represent financial
institutions
in respect of the performance or termination of significant service
and outsourcing agreements that are material to the operation of credit insurance
programs and other
insurance programs ancillary to major product lines for Canadian
chartered banks and other financial institutions.
Blakes Litigation Group has extensive expertise in the litigation and alternative dispute
resolution of commercial insurance matters that impact financial institutions, in their capacity as
insureds, in various aspects of their business. Our coverage experience and expertise extends to
financial institution bonds, crime insurance policies, commercial general liability policies, property
and business interruption insurance, boiler and machinery coverage, directors' and officers'
liability/corporate reimbursement insurance and related corporate indemnity issues, professional
errors and omissions insurance, fiduciary liability coverage and environmental impairment
liability insurance.
We also provide coverage advice and counsel to insurers and other sponsors in disputes under
credit and health insurance, life insurance and travel insurance policies. Our litigators have
represented insurance associations before the courts in the leading Canadian cases on automobile
insurance rating programs and punitive damages. We have also represented insurance companies in
hearings before administrative tribunals and government commissions on matters affecting their
daily business operations.
For further information, please contact:
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