The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Angela Ulum and Krista Cooley, Partners—Consumer Financial Services
Angela Ulum joined Mayer Brown after graduating from the University of Michigan Law School in 1996. Angela represents finance companies, commercial banks, and investment banks in a variety of securitization and other structured finance transactions. She has represented clients in private and public asset-backed securities offerings, commercial-paper-funded facilities, and other forms of financing and in portfolio acquisitions and sales involving a wide variety of assets.
Krista Cooley is a partner in Mayer Brown’s Washington, DC, office and a member of the Consumer Financial Services group. She represents companies in the mortgage and real estate industries in connection with regulatory compliance and enforcement matters. Krista defends clients subject to government audits, investigations, and enforcement proceedings before, among others, HUD, the VA, USDA, DOJ, CFPB, and state banking departments in cases involving the False Claims Act, the Program Fraud Civil Remedies Act, and Mortgagee Review Board proceedings. She advises clients about federal and state consumer credit and protection laws and regulations, including RESPA, FHA, VA, USDA Rural Housing Service (RHS), and Home Equity Conversion Mortgage (HECM) requirements.
Describe your practice area and what it entails.
Angela: My practice generally involves two separate—but overlapping—types of work: transactional work and regulatory advice. Currently, a significant portion of my practice is devoted to regulatory implementation and compliance—I advise on the impact of regulations affecting a client’s ability to finance its business, to lend money, or to issue or underwrite securities, and I assist clients in structuring and documenting transactions to comply with applicable law and business objectives.
Krista: My practice involves assisting residential mortgage lenders and servicers in navigating the broad range of U.S. federal and state laws that affect their business operations. I concentrate on helping my clients understand and comply with the complex and constantly changing requirements related to government-insured lending, including loan programs governed by HUD, the VA, and the USDA. Collectively, my practice group covers every aspect of the consumer lending spectrum, including licensing and approvals, regulatory compliance, government enforcement, internal investigations, class action defense, and public policy and government affairs. A large part of my practice involves representing clients subject to government audits, investigations, and enforcement proceedings by federal regulators.
What types of clients do you represent?
Angela: I represent a wide range of finance companies and financial institutions who originate auto loans and leases, equipment loans and leases, and other types of financial assets. I also represent commercial banks and investment banks lending money to, or underwriting securities issued by, finance companies and financial institutions.
Krista: I represent financial institutions and companies en--gaged in mortgage lending and mortgage servicing, as well as real estate industries in connection with regulatory compliance and enforcement matters. I also respond to inquiries from federal regulators.
What types of cases/deals do you work on?
Angela: A significant part of my practice involves representing issuers or underwriters in connection with publicly registered or 144A asset-backed securities transactions. For these transactions, my focus is very much on knowledge of the market and the regulatory requirements for securities offerings generally and securitization transactions in particular. I also work on a wide range of transactions designed to provide funding solutions for finance companies and banks, such as revolving loan facilities, portfolio sales, and joint ventures and other business relationships involving the origination and servicing of loans or leases.
Krista: I have assisted multiple clients in connection with False Claims Act investigations by the U.S. Attorney’s Office regarding the origination of FHA-insured loans. I also represented a consortium of banks and mortgage companies in proposed reforms of the residential mortgage lending programs of the FHA to reduce risk of False Claims Act liability and increase access to credit. I recently drafted a comment letter for a national trade association regarding the current administration’s regulatory reform efforts.
How did you choose this practice area?
Angela: I actually began my career in a different practice area at Mayer Brown and had no knowledge of what financial services as a practice even entailed. During my first year, I worked with a partner in another practice area on a structured finance transaction. Even though the work was very challenging—I had no background in the subject, and the project was fast paced and demanding—I found the deal exciting and interesting. Much of the work in my practice is very relationship oriented—you are working with a team of people (within the firm, with the client, and with the deal team as a whole) to accomplish a common objective. I also like that there is a significant amount of regulatory and legal knowledge necessary to effectively represent clients in this practice, and clients actively seek out lawyers with this expertise and market experience.
Krista: As a summer associate, I had an opportunity to work with attorneys in the practice group on an administrative enforcement matter. I enjoyed the subject matter, the intellectual challenge of learning a new area of law, and—most importantly—the people with whom I worked. The group is structured to service an industry, rather than focus on a particular area of the law, and I appreciated the opportunity to become an experienced counselor in the laws that affect my clients through the lens of their business goals and challenges. This structure allowed me to try different things as a young lawyer and naturally gravitate toward my interests and strengths.
What is a typical day like and/or what are some common tasks you perform?
Angela: As a partner, I spend a significant part of each day on the phone or in meetings. In a typical day, I also draft documents or review documents drafted by others—the phone calls and meetings often relate to discussing document comments with clients or associates, negotiating open issues with opposing counsel, and coordinating resolution of legal issues with subject matter experts. In a typical week, I also review new regulations and legal or market updates and consult with other attorneys on legal interpretation, drafting decisions, and structuring questions. I travel on a regular basis to visit clients, both to build relationships and to present on regulatory topics and legal updates.
Krista: I spend a significant amount of time counseling my clients on regulatory compliance issues and how the various rules governing mortgage lending affect my clients’ businesses. I also spend time drafting and revising written work product in connection with my enforcement matters and crafting unique arguments to counter allegations against my clients in these matters.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Angela: Much of the substantive legal knowledge one needs for this practice area may be learned by actually practicing, so the primary goal of law school for someone who wishes to be a financial services attorney should be to focus on critical thinking and analysis. However, in my experience, one of the most valuable attributes that a new associate can bring to the practice is a basic understanding of how businesses operate. I find it very hard to provide effective advice or to draft meaningful document provisions without understanding the goals of the clients, whether economic, business, accounting, or regulatory related.
Krista: Take as many opportunities as you can to hone your writing and analytical skills. Today, most areas of the law are incredibly specialized and ever evolving, so you will always be learning. Worry less about knowledge in a particular field and more about developing your legal skills so that you can continue to grow and advance as businesses and the legal landscape develop.
What is the most challenging aspect of practicing in this area?
Angela: The most challenging aspect of the practice has changed over time, but in recent years, it has been the rapidly evolving legal and regulatory environment. Unlike some practices that are able to look to the past for precedent and case law, the financial services practice has been creating precedent and leading the market in interpreting new legal requirements and adapting to changing business objectives.
Krista: Two of the biggest challenges in a regulatory practice are (1) assisting clients in interpreting and implementing laws and regulations in an evolving business environment and (2) explaining my clients’ business operations to government representatives in regulatory enforcement actions. I enjoy the challenge of assisting both parties in understanding the goals and motivations of each other to find the best solution for my clients.
What do you like best about your practice area?
Angela: It is challenging to narrow down the many things I like about this practice into a single “best thing,” but if I had to, I would say that what I enjoy the most is assisting clients in solving problems, whether that problem is how to comply with a new regulatory requirement or how to negotiate a successful resolution to a sticky business point in a deal.
Krista: Representing participants in an industry that constantly faces changing requirements and scrutiny from regulators requires collaboration with colleagues to find creative solutions to complex problems. I have greatly enjoyed that process, which has allowed me to create deep and trusting relationships with my clients and colleagues.
What misconceptions exist about your practice area?
Angela: One prevalent myth about this practice area is that in order to succeed, you have to have a strong finance background, and you have to be really interested in finance. My undergraduate major was political science, and I focused on health law and policy in law school. Curiosity, analytical skills, attention to detail, and a desire to counsel clients are all more valuable in this practice area than being able to perform a present value calculation.
Krista: Many new attorneys do not fully appreciate how dynamic and intellectually challenging a legal practice in consumer financial services can be. As an attorney in this space, I have had opportunities to work on projects involving compliance, enforcement, and transactional matters. My experience in representing clients in this area has also required me to collaborate with colleagues in other subject matter areas, such as securities and government contracts.
What is unique about this practice area at your firm?
Angela: Our financial services practice is both broad and deep, and we are very well organized and collaborative with a focus on innovation and creativity. Unlike many other firms, we have extensive experience with both the regulatory and the transactional aspects of the financial services sector and have the ability to advise in multiple jurisdictions—our financial services practice spans the globe. In the years that I have been at Mayer Brown, the culture of collaboration and innovation has always been present, but the growth of the practice has enabled us to provide our clients with even greater experience and expertise than when we were a much smaller practice.
Krista: We provide our clients with a “one-stop,” full-service firm for consumer financial services. As that field has expand-- ed into new industries and legal issues, so has our practice. This evolution has provided me with opportunities to work on regulatory counseling, enforcement, and transactional matters throughout my career, while allowing me to continuously learn and grow as an attorney.