SEC Releases Report on Regulation S-K’s Disclosure Requirements

On December 20, 2013, the Securities and Exchange Commission released a report, required by Section 108 of the JOBS Act, that reviews the disclosure requirements in Regulation S-K.   The report summarizes the Commission’s prior initiatives, reviews the current disclosure requirements, …

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Editor's Tweet: SEC Releases Report on Regulation S-K's Disclosure Requirement

Morrison & Foerster discusses When Legal or Compliance Personnel May Be Subject to Failure to Supervise Liability Under the Securities Laws

The SEC has provided some much-needed clarity on the issue of when broker-dealer compliance or legal personnel may be considered to be supervisors. On September 30, 2013, the Division of Trading and Markets (the “Division”) issued a set of eight

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Editor's Tweet: Morrison & Foerster discusses When Legal or Compliance Personnel May Be Subject to Failure to Supervise Liability Under the Securities Laws

Shearman & Sterling discusses Basel III Framework: The Credit Valuation Adjustment (CVA) Charge for OTC Derivative Trades

The credit valuation adjustment charge in Basel III appears, at first glance, to be the preserve of quantitative analysts and the like. However, while complex, the CVA charge requires more widespread attention as it materially increases the required capital for

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Editor's Tweet: Shearman & Sterling discusses Basel III Framework: The Credit Valuation Adjustment (CVA) Charge for OTC Derivative Trades http://wp.me/p2Xx5U-1C8

Conflicts of Interest and Competition in the Proxy Advisory Industry

The following comes to us from Tao Li, Assistant Professor, Warwick Business School

Proxy advisors, private firms that help investors decide how to vote their shares, play an extremely powerful role in shaping corporate governance. As institutional investors vote billions …

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Editor's Tweet: Prof. Tao Li on Conflicts of Interest and Competition in the Proxy Advisory Industry

How Financial Institutions May Benefit from Changes to the Rule Against Perpetuities

In the late 1980s, large financial institutions successfully marketed a new exemption in the tax code authorizing the perpetual insulation of wealth from federal transfer taxes. Specifically, the 1986 tax code reforms included an exemption from the federal Generation Skipping …

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Editor's Tweet: Reid Weisbord of Rutgers Law on How Financial Institutions May Benefit from Changes to the Rule Against Perpetuities

Morrison & Foerster discusses CFTC Speculative Position Limits Proposal

On November 5, 2013, the Commodity Futures Trading Commission (“CFTC” or “Commission”) proposed new speculative position limits. The proposal (“New Proposal”) would establish spot-month and non-spot-month limits for 28 core physical commodity contracts and their “economically equivalent” futures, options, and

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Editor's Tweet: Morrison & Foerster discusses CFTC Speculative Position Limits Proposal http://wp.me/p2Xx5U-1En

The Underappreciated Importance of Personal Jurisdiction in Delaware’s Success

In an article to be published this Spring in the DePaul Law Review, I argue that Delaware’s position as the center of corporate litigation has been rooted in two unique but unconstitutional approaches to personal jurisdiction over fiduciaries. Until Delaware …

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Editor's Tweet: Eric Chiapinelli on The Underappreciated Importance of Personal Jurisdiction in Delaware’s Success http://wp.me/p2Xx5U-1EE

Faegre Baker Daniels Discusses Presentations in the Era of General Solicitation

The following post is based on a memo originally published by Faegre Baker Daniels LLP on November 15, 2013 which is available here.

In September 2013, the long anticipated final rules issued by the Securities and Exchange Commission (SEC) …

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Editor's Tweet: Faegre Baker Daniels Discusses Presentations in the Era of General Solicitation http://wp.me/p2Xx5U-1DY

A Corporate Culture Channel: How Increased Shareholder Governance Reduces Firm Value

The following comes to us from Jillian Popadak, an applied economics doctoral student in the Business Economics and Public Policy Department at Wharton, University of Pennsylvania.

Corporate governance affects firm value, capital productivity and economic growth. Given its economic importance, …

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Editor's Tweet: Wharton's Jillian Popadak on A Corporate Culture Channel: How Increased Shareholder Governance Reduces Firm Value