Davis Polk discusses SEC Approval of New FINRA Supervision Rules

The following post is based on a memo originally published by Davis Polk & Wardwell on January 8, 2014. The original publication is available here.

Financial Industry Regulatory Authority (“FINRA”) rules require broker-dealer members to establish and maintain a …

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Gibson Dunn discusses OCC Proposed Guidelines for Heightened Governance Standards for Large US Banks and Their Boards

The Office of the Comptroller of the Currency (OCC) has issued for public comment proposed guidelines (Guidelines) to establish minimum standards for risk management governance at large insured national banks, insured federal savings associations, and insured branches of non-U.S. banks

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Ropes & Gray on Trade Execution Mandate for Certain Interest Rate Swaps

The Commodity Futures Trading Commission (“CFTC”) Division of Market Oversight (the “Division”) announced yesterday that Javelin SEF, LLC’s (“Javelin”) self-certification of available-to-trade determinations (“MAT Determinations”) for certain benchmark interest rate swap contracts is deemed certified. Under CFTC regulations, the swaps …

Majority-of-the-Minority Voting and Fairness in Freezeout Mergers

In a landmark decision now on appeal, In re MFW Shareholders Litigation, the Delaware Chancery Court ruled that a freezeout merger negotiated by an independent special negotiating committee (SNC) and conditioned in advance on approval by a majority-of-the-minority (MOM) vote …

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Milbank discusses Title VII and the Volcker Rule: Same swap, different rules

Now that the final rule[1] implementing Section 619 of the Dodd-Frank Act,[2] commonly known as the “Volcker Rule,”[3] has been implemented, banking entities engaged in swaps activities must plan how they will navigate the two different and overlapping regulatory regimes

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Sullivan & Cromwell discusses Potential Expansion of Liability Theories Under the Martin Act

New York State Attorney General and BlackRock Settle Investigation into BlackRock’s Analyst Survey Program, Signaling Potential Expansion of Martin Act Liability Under “Insider Trading 2.0” Theory 

SUMMARY

On January 8, 2014, the New York State Attorney General and BlackRock, Inc.

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Clifford Chance on Exemptions for Inter-Affiliate and Intragroup Transactions Under Dodd-Frank and EMIR

On January 16, 2014, Clifford Chance released a briefing, available  here, on exemptions for inter-affiliate and intragroup transactions under the U.S. Dodd-Frank Act and the European Market Infrastructure Regulation (“EMIR”).  Both impose obligations requiring the clearing and reporting of …

Cleary Gottlieb discusses U.S. Supreme Court’s Sharp Limits on General Jurisdiction Over Corporate Defendants

On January 14, the U.S. Supreme Court issued Daimler AG v. Bauman, further clarifying—and significantly narrowing—the constitutional limitations on a court’s assertion of general jurisdiction over a corporate defendant. Bauman carries significant implications for how corporate defendants should evaluate their

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Rise of IntercontinentalExchange and Implications of its Merger with NYSE Euronext

The following comes to us from Latoya C. Brown, a practicing attorney in Florida and a former intern at the US Securities & Exchange Commission. The views expressed herein are those of the author and not necessarily those of the

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Alston & Bird on Practical Considerations for the Customer of Dodd-Frank Rule on Segregation of Margin for Uncleared Swaps

The following post is based on a memo originally published by Alston & Bird LLP on January 13, 2014. The original publication can be accessed here.

As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, the …

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Directors Designated by Venture Capitalists and Other Preferred Stockholders Need To Be Mindful of Inherent Conflicts: In re Trados Inc. Shareholder Litigation

The following post is based on a memo released by Pepper Hamilton LLP on September 4, 2013. 

A recent post-trial decision by Vice Chancellor J. Travis Laster of the Delaware Court of Chancery puts directors serving as designees of preferred …