Services

Gerrish Smith Tuck provides customized and specialized services unique to every client.  While a list of our services is provided below, it is by no means exhaustive, and our unique and lengthy experience as attorneys and consultants specifically for community banks makes us suited to handle other issues that may arise.

Mergers & Acquisitions

Analysis of Business and Financial Issues
Target Identification and Potential Buyer Evaluation
Marketing Process and Acquirer Identification
Preparation and Negotiation of Definitive Agreements
Preparation of Regulatory Applications
Due Diligence Reviews
Tax Analysis
Securities Law Compliance
Leveraged Buyouts
Anti-Takeover Planning
Transaction Pricing Analysis
Fairness Opinions

Bank Holding Company Formations

Structure and Formation
Ownership and Control Planning
New Product and Service Advice
Preparation of Regulatory Applications
Financial Modeling and Analysis

Financial Modeling and Analysis

Financial Statement Projections
Business and Strategic Plans
Ability to Pay Analysis
Net Present Value and Internal Rate of Return Analysis
Mergers and Acquisitions Analysis
Subchapter S Election Analysis

General Corporate Matters

Corporate Governance Planning and Advice
Recapitalization and Reorganization Analysis and Implementation
Board and Management Review and Evaluation
Shareholder Relations and Dispute Resolution
Cybersecurity Incident Response and Management

Capital Planning and Raising

Private Placements and Public Offerings of Securities
Bank Stock Loans
Capital Plans

Subchapter S Conversions and Elections

Financial and Tax Analysis and Advice
Reorganization Analysis and Restructuring
Cash-Out Mergers
Shareholder Agreements
Financial Modeling and Analysis

Taxation

Tax Planning
Tax Controversy Negotiation and Advice

Board and Management Consulting

Customized Director and Officer Strategic Planning Retreats
Long-Term Business Planning
Organizational Study
Operational Efficiency Study
Cultural Surveys
Board Study and Evaluations
Assistance and Advice in Implementing Strategic Plans
Business and Strategic Plan Preparation and Analysis
Director Education

Executive Compensation and Employee Benefit Plans

Employee Stock Ownership Plans
401(k) Plans
Leveraged ESOP Transactions
Incentive Compensation and Stock Option Plans
Employment Agreements
Golden Parachute Agreements
Profit Sharing and Pension Plans

New Bank and Thrift Organizations

Organizational and Regulatory Advice
Business Plan Creation
Preparation of Financial Statement Projections
Interagency Charter and Federal Deposit Insurance Application Preparation
Private Placements and Public Stock Offerings
Development of Bank Policies

Bank Regulatory Guidance and Examination Preparation

Preparation of Regulatory Applications
Examination Planning and Preparation
Regulatory Compliance Matters
Charter Conversions

Problem Banks and Thrifts Issues

Examiner Dispute Resolution
Negotiation of Memoranda of Understanding and Consent Orders
Negotiation and Litigation of Administrative Enforcement Actions
Defense of Directors in Failed Bank Litigation
Management Evaluations and Plans
Failed Institution Acquisitions
New Capital Raising and Capital Plans
Appeals of Material Supervisory Determinations

Estate Planning for Community Bank Executives

Wills, Trusts, and Other Estate Planning Documents
Estate Tax Savings Techniques
Probate

Other

Public Speaking Engagements for Banking Industry Groups
Publisher of Books and Newsletters Regarding Banking and Financial Services Issues
Expert Witness and Litigation Support Services