Navigation in today's
financial waters.


In the old days, navigators used a sextant to sight the horizon. But what do you do when the horizon shifts on a daily basis? That's the dilemma financial and banking institutions face in today's market. Mergers. Regulatory compliance. Delinquent borrowers. Waffling on Wall Street. The global economy. The list is endless. So how do banks and financial entities keep it all straight? They hire Underberg & Kessler. We are immersed in the latest financial law, and have a practical knowledge of financial institutions and how they work. We help financial clients chart a position to stave off loss and risk even as sudden storms arise. 

For these reasons, a number of banks and financial institutions have selected Underberg & Kessler as their law firm. They come to us for assistance in areas such as: 

  • Capital structure
  • Regulatory compliance
  • Holding company formation and operation
  • Investments
  • Environmental issues
  • Capital financing 
  • Commercial and mortgage lending
  • Litigation
  • Trust and investment services, and more

Our financial clients range from small independent banks to multibillion-dollar bank holding companies. We assist them in everything from day-to-day legal representation to large, complicated transactions, all with the goal of staying the course of fiscal stability.

Relevant Experience

  • Formation of bank holding companies, including issues regarding capital structure, takeover defenses and financing, as well as preparation of bank holding company applications, proxy material and other securities-related material. 
  • All phases of bank mergers and acquisitions, including negotiation, document preparation and filing. 
  • Closing of loan transactions of many types, both secured and unsecured, ranging from complex syndicated loans to small term loans and mortgages, including most advantageous structuring of loans with industrial development agencies and certified development corporations’ involvement, SBA guaranties, SBA 504 transactions, NYSERDA, Linked Deposit and other incentive programs. 
  • Representation of numerous banks and mortgage bankers in high-volume residential mortgage loans while meeting and exceeding the reporting and timing requirements of the lenders. 
  • Representation of banks and trustees, as fiduciaries or co-fiduciaries, in complicated trust administrative matters, including defense of clients in Surrogate Court proceedings and appeals. 
  • Consultation and negotiation with federal and New York State bank examiners on a variety of regulatory issues. 
  • Ongoing legal advice to an investment advisory firm, including compliance with the Investment Advisors Act of 1940 with respect to disclosure, SEC filings and compliance with blue sky requirements of several states. 
  • Establishment of collective investment funds (such as common trust funds and pooled funds), advice regarding fund mergers and divisions, and ongoing legal compliance. 
  • Advice to banks and bank holding companies regarding permissible securities activities of banks, such as the establishment of proprietary mutual funds and their compliance with applicable regulations. 
  • Advice to banking clients relating to many legal disciplines other than banking law, including environmental, litigation, securities, tax and real estate matters. 
  • Representation of banks in collection matters ranging from large complicated bankruptcy proceedings to routine foreclosures.

Our Team

Rochester, NY
Banking, Creditors’ Rights
Rochester, NY
Banking, Corporate & Business, Environmental, Estates & Trusts, Municipal
Rochester, NY
Banking, Real Estate
Rochester, NY
Banking, Real Estate
Rochester, NY
Banking, Corporate & Business, Creditors’ Rights
Rochester, NY
Banking, Corporate & Business, Municipal