Mark L. Miller

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Shareholder
Baker Donelson Center
Suite 800
211 Commerce Street
Nashville, Tennessee 37201
T: 615.726.5740
F: 615.744.5740

Mark L. Miller, shareholder in the Nashville office, concentrates his practice in banking and financial institutions law, mergers and acquisitions, securities and general corporate law. He has extensive experience in the regulation of financial institutions, acquisition and sale of financial institutions and other entities, formation of de novo community banks, corporate governance and emerging company issues, as well as public offerings and private placements, the preparation of proxy materials and other disclosure documents, and the drafting and negotiating of service agreements and other business contracts. Mr. Miller regularly represents clients before the Federal Deposit Insurance Corporation (FDIC), Board of Governors of the Federal Reserve System (FRB), Office of the Comptroller of the Currency (OCC), Consumer Financial Protection Bureau (CFPB) and state banking agencies, including the Tennessee Department of Financial Institutions.

Representative Transactions

  • $15 million private placement for community bank client.
  • Acquisitions and sales of bank branches and other business units for community bank clients.
  • Purchase of failed bank assets from the FDIC in an assisted transaction.
  • Negotiation of enforcement actions with federal and state bank regulatory authorities for community bank clients, and assisting such clients with enforcement action compliance.
  • Creation and implementation of capital restoration plans for community bank clients.
  • Sale of the securities of numerous community bank clients to the United States Department of the Treasury pursuant to the Troubled Asset Relief Program (TARP) and pursuant to the Small Business Lending Fund (SBLF).
  • Acquisitions of multiple community banks for community bank client.
  • Merger of two publicly traded bank holding companies, forming 2nd largest Tennessee bank.
  • Formation of de novo community bank, Franklin, Tennessee.
  • Formation of holding companies for community bank clients.
  • Creation of policies and procedures for trusts and sales of insurance products for regional bank client.
  • Public offerings to support new branch activities for community bank clients.
  • $20 million initial public offering for NASDAQ listed community bank client.

Publications & Presentations

  • Speaker – "Current Regulatory Environment," Sageworks Risk Management Summit (Fall 2014)
  • Panelist – "The Latest on Dodd-Frank, Basel III and Other Regulatory Hot Topics," Sageworks Risk Management Summit (December 2013)
  • Speaker – Dixon Hughes Goodman Banking Executive Seminar, Knoxville, Tennessee (October 2013)
  • Speaker – Tennessee Bankers Association Bank Directors College (October 2013)
  • Speaker – "Bankers Beware - The Dodd-Frank Wall Street Reform and Consumer Protection Act Impact on Community Banks," Tennessee Bankers Association Membership Meetings (September 2010)
  • Speaker – "Financial Services Reform," The University of Memphis Law Review Spring Symposium (February 2009)
  • Presenter – "Basics of Business Law," TennBarU "The New Lawyer Experience: Bridging the Gap Between Preparation and Practice" CLE (February 2008)
  • Author – "Electronic Storage of Bank Records," Counsel to Counsel magazine (October 2007)
  • Presenter – "Setting up a Corporation," TennBarU "Transactional Law Practice" CLE (December 2006)
  • Presenter – "Business Organization Issues," TennBarU "General Practice Summit" CLE (August 2006)

Professional Honors & Activities

  • Listed in The Best Lawyers in America® in Banking and Finance Law (since 2012); Financial Services Regulation Law (since 2014) 
  • Tennessee Bankers Association, Government Relations Committee
  • Member – Economic Club of Nashville
  • General Counsel and member of Board of Directors, Nashville Area Junior Chamber of Commerce (2006 – 2008)  

Admissions

  • Tennessee, 1999

Education

  • Vanderbilt University School of Law, J.D., 1999
  • Vanderbilt University, B.A., 1996, magna cum laude