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Matheson advises JPMorgan Chase Bank, N.A. on the Restructuring of its Existing EU Credit Institutions

Matheson is pleased to have advised JPMorgan Chase Bank, N.A. on the restructuring of its existing EU credit institutions, by way of a simultaneous cross-border merger of JPMorgan banks in Ireland, Luxembourg and Germany and the conversion into J.P. Morgan SE, a new European company (Societas Europaea) headquartered in Frankfurt, Germany.  

A cross-departmental team led by corporate partner Caroline Kearns and senior associate Eugene Reavey from Matheson’s Financial Institutions Group, together with litigation partner Brendan Colgan and senior associate Kathryn Rice, tax partners Turlough Galvin, Kevin Smith, Matthew Broadstock and associate Jen Preston and regulatory partner Joe Beashel advised JPMorgan on the Irish aspects of the structuring, preparation and implementation of the simultaneous cross-border merger, working with lead counsel Freshfields Bruckhaus Deringer in Germany. 

The outcome of this transaction is a more scalable, well capitalized, and simplified structure for JPMorgan’s  EU-based clients to interact with. JPMSE offers products and services across JPMorgan’s businesses, including its Corporate & Investment Bank, Commercial Bank and Private Bank, and provides access to EU liquidity for clients operating globally. The reorganization of the firm’s EU legal entity structure sees no change to its existing office locations, which are now run as a JPMSE branch network across the European Economic Area (EEA), with significant operations in Dublin, Luxembourg and Paris.  JPMSE is subject to prudential supervision by the European Central Bank, in cooperation with BaFin and Deutsche Bundesbank in Germany, and CSSF in Luxembourg. In certain respects, it is also subject to conduct of business supervision by the National Competent Authorities, including the Central Bank of Ireland, in the respective jurisdictions where it has established branches in the EEA.        

Caroline Kearns, corporate partner in Matheson’s Financial Institutions Group, said; “Congratulations to our client JPMorgan on the conclusion of this pivotal firmwide project. This transaction is a further example of the strength and depth across Matheson’s market leading Financial Institutions, Litigation, Tax, Employment and Financial Regulatory teams, and of our experience in successfully delivering for clients on complex and innovative transactions involving global financial institutions.”

For more information about our legal services, please contact a member of the Financial Institutions Group or your usual Matheson contact.