McDonnell Ellis LLP

Financial Services

Brian is a founder partner of McDonnell Ellis LLP, the UK's only specialist financial services law firm, working with a range of financial services firms and law firms without sufficient FS regulatory expertise.

Brian's practice covers all aspects of financial services law and regulation including banking, wholesale financial services, funds and payments.

Brian's practice includes:

- all regulatory perimeter issues;

- client money / CASS;

- E-money / payments regulation;

- systems and controls (including outsourcing);

- governance / SMCR;

- PRA / FCA Handbook queries;

- derivatives / EMIR;

- bank capital / MiFIDPRU;

- cryptoasset / tokenisation issues;

- market abuse;

- money laundering compliance;

- drafting customer terms / commercial agreements with regulatory content;

- collective investment scheme advice;

- funds structuring, including all AIFMD matters;

- financial promotions; and

- regulatory authorisations (including Appointed Rep arrangements).

Brian also assists on corporate transactions including due diligence; warranties; and FCA change of control.

Professional Memberships

Vice-chair of the City of London Law Society Regulatory Law Committee.

Member of the Lexis Financial Services Consulting Editorial Board.

UK legal advisor to the Association of International Life Offices.

Publications

Author of Thomson Reuter’s A Practitioner’s Guide to Inside Information (2nd edition). ​

Work Highlights

INVESTMENT FIRMS / BROKERS

Advising on the MiFID2 perimeter in the context of foreign exchange business.

Advising an international broker on the application of Russia sanctions to its business.

Negotiating and drafting arrangements for a leading UK wealth manager to enter into a sub-IMA with a fund manager to provide liability-driven investment management for its pension fund clients.

Working with a range of firms on documenting / reviewing their Appointed Representative arrangements.

Advising a firm on the client money rules (CASS) impact of a savings account marketplace service.

ASSET MANAGERS / FUNDS

Advising on whether an international investment firm had an 'investment firm group' subject to the Investment Firms Prudential Regime in the UK (and assistance in drafting an ICARA).

Advising numerous clients on whether arrangements may constitute a CIS or AIF; and on the structuring of investments / funds.

Advising a placement agent on its post-Brexit arrangements for structuring its fund marketing business in the EU.

Advising an asset manager on its customer disclosures and, in particular, its compliance with PRIIPS.

Advising an asset manager on its governance arrangements including compliance with the SMCR and Remuneration Codes.

Drafting various investment management agreements; assisting with ISDAs and brokerage arrangements; and supporting managers with their outsourcing arrangements.

FINTECHS / PAYMENTS / CRYPTO

Advising an E-money institution on its crypto exchange and custody offering.

Assisting a large U.S. techco on its FCA authorisation application to become an E-money Institution.

Working on a precious metals "fractional ownership" service.

Advising on and documenting joint venture arrangements between two Payments firms to facilitate client services.

Drafting client terms for payment / e-money services.

Advising a Payments firm on all of its third-party and correspondent banking agreements.

Working with a large e-commerce platform on its strategy and business model in the context of the Payment Services Regulations.

BANKS / INSURERS

Advising a bank on the compliance of a proposed transaction with the UK's ring-fencing regulations; and on how to migrate clients and business assets.

Supporting a small bank on its continued implementation of EMIR and the replacement of LIBOR.

Advising on the issue of regulatory capital instruments (CET, ADT 1 and T2); and liquidity requirements.

Analysis for an unregulated firm as to whether arrangements would constitute a 'contract of insurance'.

Acting for an insurer in connection with FOS complaints and assistance in drafting representations.

Advising banks on ISDA / GMRA documentation.

Advising a global firm of accountants on its approach to BRRD "bail-in" clauses applied to engagements with it by banking clients.

Advising on product design and distribution arrangements.

Advising on the risks associated with reinsurance agreements.

Helping banks and insurers with their customer agreements.

Advising on regulatory reporting issues.

COLLABORATING WITH OTHER LAW FIRMS

Working with lawyers to the company on a premium listing on the London Stock Exchange of an Investment Trust: advising on regulatory matters, including, AIFMD and funds issues / documentation; investment advisory issues; and Appointed Representative arrangements.

Undertaking regulatory and commercial due diligence for a law firm in connection with the purchase of a payments and e-money group of companies.

Undertaking regulatory due diligence for a law firm in connection with the purchase of a group comprising FCA authorised firms.

Assisting a law firm in CIS / AIF structuring to facilitate its funds offering.

Assisting a law firm with crypto regulatory perimeter analysis to support its clients.

English; French (Conversational)

Brian is vice-chair of the City of London Law Society Regulatory Law Committee; and sits on the Lexis Financial Services Consulting Editorial Board. He is the UK legal advisor to the Association of International Life Offices and author of Thomson Reuter’s A Practitioner’s Guide to Inside Information (2nd edition). ​

London Oratory School

University of Oxford