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  • John C. Coffee, Jr. – Boeing and the Future of Deferred Prosecution Agreements By John C. Coffee, Jr.
  • Leveraging Information Forcing in Good Faith By Hillary Sale
  • The Dark Side of Safe Harbors Comment bubble 2 By Susan C. Morse
  • John C. Coffee, Jr. – Mass Torts and Corporate Strategies: What Will the Courts Allow? By John C. Coffee, Jr.
  • Compliance’s Next Challenge: Polarization By Miriam H. Baer
  • Will the Common Good Guys Come to the Shootout in SEC v. Jarkesy? And Why It Matters By Eric W. Orts
  • Climate Disclosure Line-Drawing and Securities Regulation By Virginia Harper Ho
  • Board Committee Charters and ESG Accountability By Lisa M. Fairfax
Editor-At-Large Reynolds Holding

The CLS Blue Lion logo Sky Blog

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Columbia Law School's Blog on Corporations and the Capital Markets

Editorial Board John C. Coffee, Jr. Edward F. Greene Kathryn Judge

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May 2016

A Rule of Construction for Salman

By Andrew Vollmer May 6, 2016 by ilyabeylin

The Supreme Court decided to consider the meaning of the personal benefit requirement in an insider trading case based on a tipping violation. It accepted review of the Ninth Circuit’s decision in United States v. Salman,[1] which reached …

The Ever-Expanding 10-K: Why Are 10-Ks Getting So Much Longer (and Does It Matter)?

By Travis Dyer, Mark Lang and Lorien Stice-Lawrence May 5, 2016 by ilyabeylin

Recently, there has been concern among investors, preparers, regulators, and standard setters that corporate disclosure (in particular the annual report, Form 10-K) is becoming increasingly lengthy, redundant, complex, and onerous. In December 2013, the SEC began a comprehensive review of …

How Do LLC Owners Contract Around Default Statutory Protections?

By Peter Molk May 4, 2016 by ilyabeylin

Limited liability companies, or LLCs, have quickly become the form of choice for new businesses.  Companies ranging from the well known, like Chrysler, to the more experimental, such as French fry vending machine makers, to local flooring installers all organize …

Information Processing Costs and Corporate Tax Aggressiveness: Evidence from the SEC’s XBRL Mandate

By Jeff Chen, Hyun A. Hong, Jeong-Bon Kim and Ji Woo Ryou May 3, 2016 by ilyabeylin

In 2009, the U.S. Securities and Exchange Commission (SEC) mandated all registrants to file their 10-K and 10-Q in an interactive format using the eXtensible Business Reporting Language (XBRL). The SEC adopted a phase-in implementation policy: the first phase started …

Dark Side of Equity Gifts by Corporate Executives

By Sureyya Burcu Avci, Cindy A. Schipani and H. Nejat Seyhun May 2, 2016 by ilyabeylin

They say that one should not look a gift horse in the mouth. We decided to go against this proverb and look carefully in the mouth of one such gift horse. After all, we still remember from high school reading …

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TheFilter

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Each business day, our team sifts through blog posts, news stories, and other sources to keep up-to-date on relevant recent developments. The following links will take you to our recommended selections. To see the sources we follow click Filter Sources.

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Reuters
Court Rules $24.9 Billion Dell Buyout Was Underpriced
May 31, 2016
Dealbook
Great Plains Energy Agrees to Buy Westar for $8.6 Billion
May 31, 2016
Bloomberg
The Untold Story Behind Saudi Arabia’s 41-Year US Debt Secret
May 31, 2016
Reuters
Study Finds Auto Executives Cooling Toward Acquisitions
May 31, 2016
Securities and Exchange Commission
SEC Halts Ponzi Scheme Aimed at Middle Class
May 31, 2016
Dealbook
MetLife Suit Raises Questions of Extent of Corporate Liability
May 30, 2016
Business Law Prof Blog
Delaware Bill Proposes Appraisal Right Restrictions
May 30, 2016
Bloomberg
Noble Group Says CEO Alireza Resigns; Plans U.S. Asset Sale
May 30, 2016
Reuters
SEC Fines Federated Investors for Oversight Shortfalls
May 30, 2016
Jim Hamilton's World
Valeant Staff Comment Dialogue Spotlights Non-GAAP Measures
May 30, 2016
Dealbook
Volkswagen Challenges U.S. Jurisdiction in Emissions Scandal
May 27, 2016
Reuters
Takata in Rescue Talks With KKR, Other Investors
May 27, 2016
Bloomberg
Google Beats Oracle on Copyright, Defeating $9 Billion Claim
May 27, 2016
Jim Hamilton's World
Valeant Staff Comment Dialogue Spotlights Non-GAAP Measures
May 26, 2016
Federal Reserve
Federal Reserve Board issues Report on the Economic Well-Being of U.S. Households
May 26, 2016
Reuters
Brazil Investigating Possible Corruption at Olympic Venues
May 25, 2016
Dealbook
Monsanto Refuses Bayer’s $62 Billion Takeover Bid
May 25, 2016
Bloomberg
Alibaba Undergoing SEC Investigation Over Accounting Practices
May 25, 2016
Jim Hamilton's World
SEC to Raise ‘Qualified Client’ Threshold for Performance-Based Fees
May 25, 2016
Commodity Futures Trading Commission
CFTC Issues Final Cross-Border Margin Rule
May 25, 2016
Dealbook
Delaware Effort to Protect Shareholders May End Up Hurting Them
May 24, 2016
Bloomberg
Banks Said to Devise Plans for Cutting Back Online Lending Risk
May 24, 2016
Reuters
EU Regulators Clear $100 Billion-Plus AB InBev, SABMiller Deal
May 24, 2016
Fortune
Companies Find a New Allure in Going Private
May 24, 2016
Jim Hamilton's World
Omitting Speculative Projections Was Not Bad Faith
May 24, 2016
Dealbook
French Insurer AXA to Exit Tobacco Investments After Activists’ Campaign
May 23, 2016
Bloomberg
Banks Must Defend Libor Lawsuits After Judges Warn of Impact
May 23, 2016
Reuters
US Ability to Police ‘Shadow Banking’ Under Threat
May 23, 2016
WSJ Law Blog
BofA Ruling Latest in String of Rakoff Reversals
May 23, 2016
Jim Hamilton's World
Nasdaq Hints at Legal Challenge to IEX Quotations Delay
May 23, 2016
Dealbook
In Memoir, ex-CFO Steps Back From Lehman Legacy
May 23, 2016
Bloomberg
Boeing Wins $11.3 Billion Order for 100 Planes From VietJet
May 23, 2016
Fortune
No Silver Bullet Will Kill Cybersecurity Threats
May 23, 2016
Reuters
Tribune Publishing to Reject Gannett Offer, Will Share Info
May 23, 2016
Jim Hamilton's World
SEC Nominees Move Forward in Confirmation Process
May 23, 2016
Dealbook
A Former Banker’s Push to End ‘Too Big to Fail’
May 20, 2016
Reuters
Ex-Dean Foods Chairman Charged for Insider Trading
May 20, 2016
Business Law Prof Blog
SSRN Acquired by Elsevier
May 20, 2016
Bloomberg
Puerto Rico Debt Deal Snaps Congress Deadlock But Hurdles Remain
May 20, 2016
Securities and Exchange Commission
SEC Releases Guidance on Non-GAAP Financial Measures
May 19, 2016
Dealbook
The Fight Over Privacy and Secrecy in Government Investigations
May 18, 2016
Bloomberg
Trump Invested in Outsourcing Companies He Denounced in Campaign
May 18, 2016
CFA Institute
PCAOB Disclosure of Engagement Partner Finally Reality
May 18, 2016
Reuters
Five Banks Sued in U.S. for Rigging $9 Trillion Agency Bond Market
May 18, 2016
WSJ Law Blog
High Court Takes Broad View of Fraud in Bankruptcy Cases
May 18, 2016
Reuters
SEC Says Cyber Security Biggest Risk to Financial System
May 17, 2016
Dealbook
IMF Takes Firmer Stand Favoring Relief for Greek Debt
May 17, 2016
The Economist
Britons Should Shop Around for Banks, Says Watchdog
May 17, 2016
Fortune
Sheila Bair: The Trump Campaign’s Solution to Student Loan Debt Caters to the Elite
May 17, 2016
Jim Hamilton's World
Regulators Propose Crowdfunding Model Rule for State Offerings
May 17, 2016
Dealbook
Barriers to Board Positions Persist for Minorities and Women
May 16, 2016
Bloomberg
LendingClub Loan Buyers Retreat After Shakeup
May 16, 2016
Reuters
Warren Buffett’s Berkshire Takes $1 Billion Bite of Apple
May 16, 2016
Business Law Prof Blog
The Roles of Nonprofit Board Members
May 16, 2016
WSJ Law Blog
Law Firm Revenue Rising at Pre-Recession Levels
May 16, 2016
FINRA
Crowdfunding and the JOBS Act: What Investors Should Know
May 15, 2016
Bloomberg
Uber China Rival Didi to Consider US IPO as Soon as 2017
May 15, 2016
Reuters
Google Faces Record 3 Billion Euro EU Antitrust Fine
May 15, 2016
Jim Hamilton's World
Chair White Describes Initiatives for Smaller Company Capital Formation
May 15, 2016
Securities and Exchange Commission
Whistleblower Earns $3.5 Million Award for Bolstering Ongoing Investigation
May 14, 2016
Bloomberg
Farewell Jack Treynor, Investment Theory Pioneer
May 12, 2016
CFA Institute
PCAOB Disclosure of Engagement Partner Finally Reality
May 12, 2016
Dealbook
RBS Will Not Face Charges Over Rights Issue in 2008
May 12, 2016
Jim Hamilton's World
Electronic Trading for Fixed Income Gaining Momentum
May 12, 2016
Securities and Exchange Commission
SEC Charges Father, Son, Others in Bonds Scheme
May 12, 2016
Dealbook
Puerto Rico’s Fiscal Fiasco Is a Harbinger of Mainland Woes
May 12, 2016
Bloomberg
Pentagon Reboots Silicon Valley Startup as Analysts Cite Flaws
May 12, 2016
Reuters
Financial Messaging Service SWIFT Says Banks Responsible for Own Cybersecurity
May 12, 2016
Business Law Prof Blog
Goldilocks, Consumer Protection, and Over-Caffeinating
May 12, 2016
Jim Hamilton's World
Giancarlo Details Hippocratic Oath for Blockchain Regulations
May 12, 2016
Dealbook
Treasury Dept.’s Never-Ending Fight to Combat Tax Cheats
May 11, 2016
Reuters
U.S. Investigates Market-Making Operations of Citadel, KCG
May 11, 2016
Bloomberg
Staples-Office Depot Merger Collapses After Block by Judge
May 11, 2016
WSJ Law Blog
Judge Rules Against FTC in Hospital Merger Case
May 11, 2016
Jim Hamilton's World
EC Sees No Current Need for EU-Level Crowdfunding Regulation
May 11, 2016
Reuters
US Investigates Security of Mobile Devices
May 10, 2016
Dealbook
Lending Club, Leading Online Lender, Says Its Chief Has Resigned
May 10, 2016
Bloomberg
Panama-Leak Database Makes 200,000 Shells Searchable Online
May 10, 2016
Fortune
These Are the Best and Worst States For Business
May 9, 2016
CFA Institute
European Prospectus Regime Revision Continues
May 9, 2016
Reuters
Trump Proposes Taxing the Wealthy
May 8, 2016
Bloomberg
Israel to Extradite to U.S. Men Accused of Bank Hacks and Fraud
May 8, 2016
Dealbook
Protecting Consumers from FinTech Startups
May 8, 2016
Jim Hamilton's World
Cyber Bill Would Up Ante for Internal Controls Reporting
May 8, 2016
WSJ Law Blog
Rajat Gupta’s Quest to Clear His Name
May 8, 2016
Reuters
Leapfrogging the IPO Gridlock
May 5, 2016
Dealbook
Via Attracts Financing, Despite Silicon Valley’s Nervousness About Ride Sharing
May 5, 2016
Bloomberg
Donald Trump Says Puerto Rico Bondholders Should `Take a Hit’
May 5, 2016
Jim Hamilton's World
ECB Study Calls for Tighter Controls on Release of Market-Moving News
May 5, 2016
WSJ Law Blog
CFPB Arbitration Rule Vulnerable to Legal Challenge, Industry Lawyers Say
May 5, 2016
Dealbook
Owner of New York Stock Exchange Will Not Bid for London Rival
May 4, 2016
Bloomberg
Tom Hayes Taps Crowdfunding to Raise $218,000 for Appeal
May 4, 2016
Reuters
Big Data Breaches Found at Major Email Services
May 4, 2016
Business Law Prof Blog
Shared Ownership & Corporate Incentives
May 4, 2016
Jim Hamilton's World
NASAA Proposes Policy on Electronic Offering Documents
May 4, 2016
Dealbook
Everyone Wants to Get Tough on Antitrust Policy, but Not Really
May 4, 2016
Bloomberg
Petrobras to Raise $1.4 Billion Selling Argentina, Chile Assets
May 3, 2016
Reuters
Seven Big Banks Settle Rate-Rigging Lawsuit for $324 Million
May 3, 2016
Jim Hamilton's World
Blockchain Protocol for Financial Firms Released as Open Source Software
May 3, 2016
WSJ Law Blog
Municipalities Teaming up With Plaintiffs’ Firms to File Suits
May 3, 2016
FDIC
Agencies Propose Net Stable Funding Ratio Rule
May 3, 2016
Bloomberg
Lew Urges Congress to Act on Puerto Rico to Avoid Bailout
May 2, 2016
Dealbook
Fizzled Goldman Sachs Cases Put SEC in Harsh Light
May 2, 2016
Reuters
Johnson & Johnson Ordered to Pay $55 Million in Talc-Powder Trial
May 2, 2016
WSJ Law Blog
The Life and Times of Preet Bharara
May 2, 2016
Jim Hamilton's World
Agency Officials Give Views on Derivatives Enforcement Trends
May 2, 2016
Dealbook
Judges Left Out of Deferred Prosecution Agreements
May 1, 2016
WSJ Law Blog
Give Peace a Chance, Urges Former Solicitor General Ted Olson
May 1, 2016
Reuters
Halliburton and Baker Hughes Scrap $28 Billion Merger
May 1, 2016
Financial Times
US Public Pensions Crisis Is Really Hard to Fix
May 1, 2016
Jim Hamilton's World
House Passes Bill Easing Solicitation Restrictions on Angel Investors
May 1, 2016

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