Our deep experience has helped us gain a thorough understanding of our clients’ processes, products, and systems, as well as their market challenges and legal needs. We understand the evolving needs of the participants in this space and combine creative legal acumen with business and market insight. We were proud to be named “Law Firm of the Year” for fintech and marketplace lending at the inaugural LendIt Industry Awards in 2017.
Financial Technology Practice
Chapman’s interdisciplinary fintech team maintains a leading position within the emerging fintech space. Our fintech practice draws upon our banking and financial services, regulatory, corporate, and other practice groups, as well as our strategic footprint with offices in leading financial centers, including New York, Chicago, San Francisco, and Washington, DC. We routinely advise fintech clients on a variety of matters, including:
- Development and implementation of compliance programs, policies, and procedures
- Regulatory matters (applications, advocacy before regulators, and risk analysis)
- Strategic transactions (partnerships, chartering/licensing, restructuring)
- Product and platform design and development
- Mergers and acquisitions of both equity and nonequity assets
- Capital markets and credit financing transactions
Digital Assets and Blockchain
Chapman attorneys have been at the forefront of developments in the digital asset and blockchain space. As the ecosystem of Bitcoin, digital assets, and blockchain technology has matured, so have the diversity, breadth, and depth of our representation. To date we have advised clients across legal products, including regulatory, corporate, investment management, tax, and litigation matters, and across borders on multi-jurisdictional mandates. We also maintain close relationships with leading trade organizations that represent the industry before regulatory bodies and local and federal governmental bodies, including the US Congress and Securities and Exchange Commission (SEC).
Chapman has extensive experience representing internet-based platforms engaged in consumer, student, and small business lending and providing other financial products. We also represent many other clients engaged in marketplace lending transactions, including loan purchasers, warehouse line providers and securitizers. We help our clients comply with the novel legal and regulatory issues presented by these programs and assist them in obtaining access to (or providing) a variety of funding solutions. We wrote the book on the regulatory landscape that the entire industry has come to rely upon: “The Regulation of Marketplace Lending: A Summary of the Principal Issues.”
Issuance Programs and Regulatory Advice. We represent start-up platforms in negotiating loan sale and related agreements with originating bank partners and advise both platforms and investors regarding federal and state consumer protection, lending, and licensing laws and related regulatory requirements.
Lending Facilities. We represent both lending platforms and loan investors in whole loan purchase programs, as well as commercial banks, investment banks and borrowers in the negotiation of warehouse loan facilities collateralized by marketplace loans.
Securitization. We represent sponsors, underwriters and indenture trustees in marketplace loan securitizations. We also represent platforms in connection with their issuance of pass-through notes representing fractional interests in underlying marketplace loans.
Investment Companies and Private Funds. We represent regulated investment companies and private funds in connection with investments in marketplace lending products and were the first to structure a closed-end fund filed with the SEC that focuses in marketplace lending investments.
Fintech and Marketplace Lending Updates
- Client AlertApril 26, 2021
A recent federal district court decision out of Massachusetts found that a bank was the true lender on a loan subsequently transferred to a trust consisting of student loans. Robinson and Spears v. Nat’l. Collegiate Student Loan Trust 2006-2, 2021 WL 1293707, Case No. 20-cv-10203 ADB (D. Mass. April 7, 2021).
- Client AlertApril 14, 2021
In the past few days, two courts have actions that are of significance to marketplace lenders and their funding sources.
- ConferenceSeptember 29–October 1
Chapman sponsored the virtual LendIt Fintech USA 2020 conference.
- White PaperSeptember 2020
The 2020 update of Chapman's marketplace lending guide discusses the Colorado true lender settlement, new “valid when made” regulations, and the latest legal, regulatory, and judicial developments affecting the marketplace lending industry.
- Client AlertSeptember 28, 2020
In 2015, the Second Circuit Court of Appeals issued an opinion finding that, under the doctrine of federal preemption, a non-bank assignee of a bank loan could not charge and collect the rates and fees that the bank could charge and was therefore subject to state law usury limits.
- ArticleThe Banking Law JournalSeptember 2020
The Ofﬁce of the Comptroller of the Currency recently issued its ﬁnal rule codifying as a regulation that the interest charged on loans that is permissible before the loan is transferred remains in effect after the loan is transferred.
- Client AlertAugust 18, 2020
The parties to the closely watched litigation by the Attorney General of Colorado as Administrator of the Colorado Uniform Consumer Credit Code against two marketplace lending platforms have agreed to settle the litigation.
- NewsJuly 2020
On July 22, Online Lending Policy Institute hosted a conversation covering the new FDIC rule issued on June 25 which adopts the common law doctrine of “valid when made” as well as other topics related to fintech.
- Client AlertJuly 24, 2020
The Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation have been quite active in issuing or proposing new regulations and initiatives focused on financial technology and innovation in financial services.
- EventJuly 22, 2020
The Online Lending Policy Institute will be hosting a conversation with Chairman of the FDIC, Jelena McWilliams. Chapman attorney Marc Franson will also be moderating a conversation with FDIC Deputy to the Chairman & Chief of Staff, Brandon Milhorn.
- InterviewJune 2020
On June 11, the Online Lending Policy Institute hosted a conversation covering the expansive advance notice of proposed rulemaking in the fintech space.
- EventJune 11, 2020
Chapman attorney Marc Franson moderated a conversation with OCC Senior Deputy Comptroller and Chief Counsel, Jonathan Gould, on the proposed new rulemaking from the OCC.
- Client AlertJune 1, 2020
On May 29, the Office of the Comptroller of the Currency issued its final rule codifying as a regulation that the interest charged on loans that is permissible before the loan is transferred remains in effect after the loan is transferred.
- Client AlertMarch 27, 2020
H.R. 748 better known as the CARES Act or more informally as the $2 trillion stimulus bill signed by President Trump on March 27, 2020, contains one important provision for all consumer lenders and another two provisions related to federally-backed mortgage loans.
- ConferenceNovember 20, 2019
Chapman attorney Marc Franson spoke at the 5th Annual ABS Tech Conference.
- ConferenceNovember 11, 2019
Chapman attorney Greg Xethalis spoke at the Fordham Law Blockchain Regulatory Symposium.
- ConferenceOctober 23, 2019
Chapman attorney Marc Franson spoke at the 4th Annual Online Lending Policy Summit, hosted by the Online Lending Policy Institute.
- ConferenceOctober 20-21, 2019
Chapman attorneys Kathleen Moriarty and Greg Xethalis spoke at the Digital Asset Strategy Summit.
- ConferenceAugust 5, 2019
Chapman attorney Walt Draney spoke at the Alternative Finance Summit 2019.
- EventMay 15, 2019
Chapman attorney Greg Xethalis spoke at a program held in connection with New York Blockchain Week.
- ConferenceApril 8–9, 2019
Chapman attorney Greg Xethalis spoke at LendIt Fintech USA 2019.
- Client AlertDecember 11, 2018
The state of Colorado initiated two lawsuits against online lending platforms. The suits alleged that the platforms had violated the state’s Uniform Consumer Credit Code by charging interest and some fees in excess of those allowed under Colorado law and that the consumer loan agreements utilized a non-Colorado governing law provision, also in violation of the law.
- ConferenceDecember 5, 2018
Chapman attorney Greg Xethalis spoke at the Digital Asset Investment Forum.
- ConferenceNovember 2, 2018
Chapman attorney Marc Franson spoke at the 4th Annual Investors' Conference on Online Lending.
- Client AlertNovember 1, 2018
On September 30, the Governor of California signed into law Senate Bill No. 1235, which amends the California Financing Law (previously known as the Finance Lenders Law) to impose new disclosure requirements on licensed commercial lenders and brokers including for online lending programs doing business in California.
- ConferenceOctober 16-17, 2018
Chapman attorneys Kathleen Moriarty and Greg Xethalis spoke at the Digital Asset Strategies Summit.
- ConferenceOctober 9, 2018
Chapman attorney Marc Franson spoke at the 3rd Annual Online Lending Policy Summit, hosted by the Online Lending Policy Institute.
- ConferenceOctober 5, 2018
Chapman attorney Preetha Gist will be speaking at the Alternative Finance Summit 2018: Marketplace Lending, Cryptocurrency and Crowdfunding.
- ConferenceSeptember 19, 2018
Chapman attorney Greg Xethalis spoke at the National Investment Company Service Association Crypto Economy Summit, hosted by Chapman.
- EventSeptember 12-15, 2018
Chapman attorney Kathleen Moriarty spoke at the American Bar Association 2018 Business Law Section Annual Meeting.
- ConferenceJuly 19-20, 2018
Chapman attorney Greg Xethalis spoke at Distributed 2018, a conference that brings together global leaders in the blockchain community.
- ConferenceJune 27, 2018
Chapman attorney Greg Xethalis spoke at Crypto Evolved.
- ConferenceJune 20-22, 2018
Chapman attorneys Marc Franson, Scott Fryzel, John Martin, and Greg Xethalis spoke at the Illinois Bankers Association Annual Conference.
- ConferenceMay 15–16, 2018
Chapman attorney Marc Franson spoke at the Benzinga Global Fintech Awards, which was sponsored by Chapman.
- ConferenceApril 27, 2018
Chapman attorney Kathleen Moriarty spoke at the 2018 Blockchain Technology, Digital Currency and ICO National Institute, hosted by the American Bar Association.
- ConferenceApril 9–11, 2018
Chapman attorneys Marc Franson and Greg Xethalis spoke at LendIt Fintech USA 2018.
- InterviewApril 5, 2018
Chapman attorney Marc Franson participated in the inaugural episode of Talking Fintech with hosts Jeremy Potter and Colin Darke.
- EventFebruary 28, 2018
Chapman attorney Kathleen Moriarty participated in a webinar panel discussion on investing in cryptocurrencies.
- ConferenceFebruary 7, 2018
Chapman attorney Kathleen Moriarty spoke at the Yahoo Finance All Markets Summit.
- ConferenceDecember 7, 2017
Chapman attorney Kathleen Moriarty spoke at the Bloomberg ETFs in Depth Conference.
- Client AlertJune 14, 2017
On June 12, the Department of Treasury issued the first report in a series regarding regulation of the financial system in a manner consistent with Core Principles set forth in Executive Order 13772 signed by President Trump on February 3, 2017.
- ArticleThe Banking Law JournalMay 2017
The May 2015 decision of the U.S. Court of Appeals for the Second Circuit in Madden v. Midland Funding, LLC sent shockwaves through the marketplace lending industry, and nearly two years later the questions generated by this case remain largely unanswered. These questions have been further complicated by the long-awaited remand decision from the U.S. District Court for the Southern District of New York.
- NewsMarch 2017
Chapman Partner Marc Franson participated in a panel discussion, entitled "True Lender and Madden Case: Impact on the Industry Two Years In," at the 2017 LendIt USA Conference.
- RecognitionMarch 7, 2017
Chapman was named the “Top Law Firm” at the inaugural LendIt Industry Awards, recognizing the firm's outstanding achievement in marketplace lending and fintech.
- Client AlertFebruary 28, 2017
On February 27, the U.S. District Court for the Southern District of New York issued its long-awaited remand decision in Madden v. Midland Funding, LLC.
- ArticleIllinois BankerNovember/December 2016
Considering the flurry of activity in the fintech arena, is there a place for banks and, if so, what role can banks play? Given that marketplace lending is the most developed form of fintech today, it can be analyzed to see how banks do play important roles and employ different strategies dealing with this emerging market segment.
- To the Point!Legal, Operations, and Strategy Briefs for Financial InstitutionsDecember 6, 2016
On Friday, Comptroller of the Currency Thomas Curry announced that the Office of the Comptroller of the Currency will issue limited-purpose bank charters to qualified fintech companies.
- ArticleLending TimesJuly 25, 2016 (Originally Published July 22, 2016)
A recent decision of the Maryland Court of Appeals could require marketplace lenders and others who arrange for federal or state banks to fund consumer loans to consumers residing in Maryland to obtain licenses as “credit services businesses” and could prohibit them from arranging those loans at interest rates exceeding the applicable Maryland usury caps.
- Client AlertMay 16, 2016
On May 10, 2016 the U.S. Department of the Treasury published a white paper entitled “Opportunities and Challenges in Online Marketplace Lending.” The White Paper follows the “Request for Information” which the Department published in July 2015 to solicit public input on various topics concerning marketplace lending.
- ArticleFDIC Emphasizes Corporate Leadership to Address the Key Risk Management Issues Raised by Cybersecurity and Marketplace LendingPratt's Privacy & Cybersecurity Law ReportMay 2016 (Originally Published February 3, 2016)
Pratt's Privacy & Cybersecurity Law Report republished a special edition of Chapman's To the Point! newsletter.
- Client AlertMarch 21, 2016
On Friday, March 18, 2016, the United States Supreme Court issued a call for the views of the Solicitor General of the United States before it decides whether to hear an appeal from a Second Circuit Court of Appeals decision rendered last May in the case of Madden v. Midland Funding, LLC.
- To the Point!Legal, Operations, and Strategy Briefs for Financial InstitutionsMarch 10, 2016
On March 7, the CFPB announced that it is accepting consumer complaints about online marketplace lenders, giving consumers “a greater voice in these markets and a place to turn to when they encounter problems.” The CFPB also issued a bulletin to provide consumers with information on marketplace lending.
- Client AlertFebruary 1, 2016
A recent decision of the U.S. District Court for the Eastern District of Pennsylvania has highlighted once again the regulatory risks that the so-called “true lender” doctrine can create for internet-based lenders who partner with banks to establish exemptions from applicable state consumer protection laws.
- Client AlertNovember 9, 2015
A recent decision of the Maryland Court of Special Appeals could impact marketplace and other lenders who arrange for federal or state banks to fund consumer loans in Maryland at rates in excess of the applicable Maryland usury caps.
- Comment LetterSeptember 30, 2015
Chapman attorneys served as drafting counsel on a comment letter submitted to the Department of the Treasury by the Structured Finance Industry Group.
- ArticleFederal Court Decision Creates Uncertainty for Non-Bank Loan Assignees and Certain Marketplace Lenders Regarding the Scope of Federal Preemption of State Usury LawsThe Banking Law JournalSeptember 2015 (Originally Published June 3, 2015)
The Banking Law Journal republished a Chapman Client Alert.
- Client AlertAugust 13, 2015
In the case of Madden v. Midland Funding, LLC, the Second Circuit narrowly interpreted the scope of federal preemption of state usury laws under the National Bank Act as such laws apply to certain non‑bank loan assignees.
- To the Point!Legal, Operations, and Strategy Briefs for Financial InstitutionsJuly 29, 2015
In this edition:
- Telephone Consumer Protection Act Declaratory Ruling
- CFPB First Monthly Complaint Report
- Treasury Department Inquires about Marketplace Lending
- To the Point!Legal, Operations, and Strategy Briefs for Financial InstitutionsMay 8, 2015
In this edition:
- U.S. Supreme Court Will Not Hear CashCall Case – Uncertainty for Marketplace Lenders?
- FinCEN Current Priorities
- Guidance on Youth Savings Programs
- Overdraft Update – CFPB Enforcement Action
- Adrienne Ancheta
- Jim Audette
- Kelley Bender
- Valerie Clark
- Walter Draney
- Aaron Efta
- Marc Franson
- Melanie Gnazzo
- Jenny Kawamura
- Roy Kim
- Kenneth Marin
- Giovanni Merich
- Kellie Merkel
- Timothy Mohan
- Tobias Moon
- Kathleen Moriarty
- Orion Mountainspring
- Abby Nyantakyi
- Barry Pershkow
- Kathryn Puls
- Matthew Stone
- David Sykes
- Simone Tatsch
- Marilynn Tham
- Morrison Warren
- Kelly Winstead