Escrow Law and Ethics for Attorneys: Structuring Transactions, Preventing Fraud, and Managing Client Funds

Sally Rowshan | Secured Trust Escrow

Sally Rowshan is a seasoned real estate attorney and escrow expert with over two decades of experience in the title and settlement services industry. A graduate of Georgetown University Law Center, Sally launched her career by founding New Era Title, which became one of the largest title companies in the D.C. metro area before she sold it in 2010. Upon returning to Los Angeles, she founded Secured Trust Escrow, an independent escrow company licensed under California’s Department of Financial Protection and Innovation.

Sally specializes in complex holding escrows, business sales, mergers and acquisitions, and has served as escrow officer for high-profile transactions involving franchises, entertainment contracts, and multimillion-dollar buyouts. Known for her legal precision and fiduciary integrity, she is a trusted partner to attorneys, brokers, and clients across California. Sally was named a Top 100 U.S. Attorney in 2020 and remains active in numerous professional associations. As a graduate of the Spiritual Psychology Program, she integrates mindfulness and spirituality into her company and client interactions. She lives in Manhattan Beach with her two children, both recent graduates of the University of Southern California.

Jennifer Felten | RELAW, APC

Jennifer Felten, Esq. is the principal owner of RELAW, APC, a boutique real estate law firm specializing in Escrow Title and Brokerage Law, Real Estate Development, Estate Planning and Probate. Ms. Felten has worked in the real estate industry since 1993, both on the transactional side as an escrow officer, and now as an advisor and litigator on the legal side. Currently she licensed as an attorney, notary and real estate broker.

Jay L. Hack | The Law Office of Jay L. Hack

My primary practice for over 45 years has been providing legal services to banks, other licensed financial institutions and business corporations. I provide a full panoply of legal services to my clients, from representing them in multi-million dollar merger transactions to dealing with consumer complaints under federal and state laws. I also assist businesses in implementing cutting edge products and services through the use of modern technologies, including Internet-based offerings and blockchain systems for transferring ownership of valuable assets.

My financial institutions practice addresses a full range of legal needs for banks, holding companies, investment advisors and other licensed or regulated financial service providers. I have led the effort to charter multiple de novo banks, consummate bank mergers and engage in capital enhancement transactions. I assist clients in addressing complex regulatory issues and in dealing with examination comments from the FDIC, Federal Reserve, the Comptroller of the Currency, the NCUA and the New York State Department of Financial Services.

I have represented both lenders and borrowers in documenting and closing complex multi-national trade finance transactions, commercial mortgage loans and construction loans. I do not handle residential mortgage loans, I teach a seminar for newly admitted attorneys on The Anatomy of a Residential Mortgage Loan and I regularly advise clients on a full range of consumer compliance matters.

I provide assistance to banks large and small in implementing retail banking programs from positive pay fraud avoidance programs to remote deposit capture programs using scanners and cell phones. I have negotiated contracts with vendors, including virtually every major core data processing system provider, equipment manufacturer, cybersecurity and emergency backup system provider. I also prepare customer agreements and disclosures to protect banks from liability in conducting normal banking transactions and implementing required disclosures on issues from the privacy of customer financial information to funds availability policies.

Session I – Escrow Insights: Securing the Future of Real Estate, M&A, and Digital Transactions | 1:00pm – 2:00pm

• Understand the role of escrow in legal transactions
  • How escrow functions as a protective mechanism in real estate closings
  • How escrow functions as a protective mechanism in corporate M&A deals
  • How escrow functions as a protective mechanism in digital asset transfers
• Apply legal and regulatory frameworks
  • Applicable laws
  • Compliance obligations
  • Jurisdictional variations that affect escrow services
• Mitigate risk and prevent fraud
  • Identify common fraud schemes
  • Implement risk management strategies
  • The use of secure platforms and protocols
• Advise on emerging trends in digital escrow
  • Escrow’s application to blockchain
  • Escrow’s application to NFTs
  • Escrow’s application to cryptocurrency transactions
  • Legal implications
• Escrow holding of attorney funds
  • Responsibilities
  • Risk

Break | 2:00pm – 2:10pm

Session II – Escrow Account Ethics | 2:10pm – 3:10pm

• The model rules and other state laws applicable to escrow accounts
• Funds availability, and what does Federal Reserve Regulation CC have to do with escrow accounts
• Protections all attorneys should follow
• What is an IOLTA and when do I have to use it?
• Specific scams targeting attorneys holding escrow or trust funds
• Documentation requirements