BNP Paribas Panama branch asset purchase and assumption of liability agreement
Arias, Fábrega & Fábrega acted as counsel to BNP Paribas Wealth Management, in connection with the sale of its private banking business to the Bank of Nova Scotia (Scotiabank), including assets and assumption of liabilities.
The closing came after more than six months of negotiations that included in-house teams for BNP Paribas and Scotiabank headquarters, as well as external counsel for both banks in Panama and the Cayman Islands. This transaction follows The Bank of Nova Scotia's earlier purchase of a portion of BNP Paribas' commercial banking business in Panama, of which ARIFA also participated as Seller's counsel.
Due to the unusual business structure of BNP Paribas Wealth Management, which included traditional banking services, as well as separate trust and brokerage operations, The Bank of Nova Scotia presented BNP with a unique and complex transfer structure.
Scotiabank designated two different acquiring entities to assume the totality BNP's private bank business. Lawyers were required to review and group each of BNP Wealth Management's assets and liabilities, and then negotiate and tailor very specific assignment contracts, to accommodate this unique structure.

