Blockchain and Financial Services Blog

Collateral Descriptions in UCC Financing Statements

Lenders and their counsel know that it is important to properly describe the collateral on which a lien (mortgage or security interest) is being granted. The purpose of this post is to discuss some recent decisions contrary to what many corporate counsel thought they knew concerning collateral descriptions in security agreements and UCC financing statements. Read More ›

Unique Concerns When Foreclosing Junior Liens on Real Estate in Ohio

There has been some significant activity recently involving the rights and obligations of junior real estate lienors in Ohio who file foreclosures to realize on real estate liens.  The purpose of this post is to discuss that activity and remind lenders and their counsel of one important right of senior lenders that has not changed.  Read More ›

The First Filed Real Estate Interest Has Priority, Sometimes

Uncounted dollars in money, goods and services are routinely transferred in reliance on the priority of a non-ownership interest in real property. Read More ›

West Virginia Medical Cannabis Banking Reforms Take Shape

On April 25, 2019, the West Virginia Treasurer’s Office issued a request for proposals (RFP) seeking bids from financial institutions to provide banking services to West Virginia’s medical cannabis program. Read More ›

So Many Adages So Little Time

The old adage “no harm no foul” applies to tort litigation unless there is a statute or contract that supplies liquidated damages. There is also the one about those “who do not learn from history are doomed to repeat it.” And then, there is the one about the return of a “bad penny.” Far too many idioms are available to describe the case at hand, which is clear evidence that somebody acted foolishly. Read More ›

When a Lender Must File and Send a Form 1099-C to Report Debt Forgiveness

Over the years, I have often addressed questions related to IRS Form 1099-C titled Cancellation of Debt for multiple lender clients. Sophisticated borrower’s counsel also consider possible tax issues as they negotiate the workout of defaulted loans. Read More ›

Small Banks and FinTech: an Opportunity?

Earlier this year BB&T and SunTrust announced a merger that if completed will create the sixth largest bank in the United States.[1] The press release announcing that merger includes the assertion that “Enhanced scale and financial strength will accelerate investment in transformative technology to embrace disruption . . ..” Read More ›

HR 171: Kentucky’s First Step Towards a Sustainable and Innovative Blockchain Market

For anyone who has been paying attention to the recent cryptocurrency craze globally and the growing industry buzz around its underlying technology, it is apparent that blockchain technologies may become the future: the future of online transactions, securing data, supply chains, internal operations and many more. Read More ›

Admit and Legislators Acknowledge That Real Estate Professionals Are Human and Need Protection From Harmless Errors

Ohio and other states where Frost Brown Todd has offices have long had witness and/or notary requirements for the execution of mortgages. Ohio Revised Code Section 5301.01 provides that a “mortgage . . . shall be signed by the . . . mortgagor. . . . The signing shall be acknowledged by the . . . mortgagor . . . before a . . . notary public . . . who shall certify the acknowledgment and subscribe [his or her] name to the certificate of the acknowledgment.” Bankruptcy trustees often try to use their “strong arm” powers[1] to defeat recorded mortgages in order to remove the lien from property of the bankruptcy estate, if the recorded mortgage was defectively executed under state law (in the alternative, the bankruptcy trustee can preserve the lien for the benefit of the bankruptcy estate).

[1]   Bankruptcy trustees so-called strong arm powers include their avoidance powers: the right to avoid competing parties’ interests by acting as if the trustee was a judicial lien creditor, an execution creditor, or a bona fide purchaser. See 11 U.S.C. Section 544. A Chapter 11 Debtor-in-possession can also exercise the strong arm powers. Read More ›

Two offerings – one token: Simultaneous Rule 506(c) and Reg S offerings of security tokens

While the ICO market weathers a frigid crypto winter and awaits further regulatory clarity, many issuers have conceded that their digital asset is a “security” and are proceeding under available exemptions from registration under U.S. securities laws. Read More ›

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Attorney Spotlight

Vincent E. Mauer represents clients in commercial and business disputes with particular emphasis on financial institutions and instruments, including financial institution bonds, securities, insurance policies and commercial loans.

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