FTC Chair Lina Khan on Proposed Amendments to Premerger Notification Form and Hart-Scott-Rodino Rules

By Lina M. Khan June 30, 2023 by renholding

Today [June 27], the Federal Trade Commission, with the collaboration and concurrence of the Department of Justice’s Antitrust Division, is issuing a Notice of Proposed Rulemaking (“NPRM”) to amend the Hart-Scott-Rodino (“HSR”) Form and Instructions.1 This marks the first time

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Skadden Discusses New EU and UK Regimes for Regulating Cryptoassets

By Simon Toms, Azad Ali, Eve-Christie Vermynck and David Y. Wang June 30, 2023 by renholding

The European Union and U.K. are establishing comprehensive regimes for the regulation of cryptoassets. The Markets in Crypto-Assets Regulation (MiCA) was published in the Official Journal of the European Union on June 9, 2023, and will come into force on …

Interlocking Boards Lead to Knowledge Spillovers and Corporate Innovation

By Mark A. Chen, Shuting (Sophia) Hu, Joanna (Xiaoyu) Wang and Qinxi Wu June 29, 2023 by renholding

Knowledge spillovers between firms are a key driver of important economic phenomena such as technological progress (Griliches, 1979), growth in international trade (Grossman and Helpman, 1991), and industrial innovation (Bloom, Schankerman, and Van Reenen, 2013). Although prior research has examined …

What’s in Your Climate Score?

By Madison Condon June 28, 2023 by renholding

An increasing number of consultancies, financial technology firms, data providers, and investment advisory groups offer information about localized physical climate risks like floods, hurricanes, and wildfires. In recent years, mainstream financial services companies have acquired many of the early climate-analytics …

SEC Commissioner Speaks on Shareholder Proposals, Proxy Statements, and Rule 14a-8

By Mark T. Uyeda June 28, 2023 by renholding

Thank you, Christina [Maguire], for that introduction and congratulations on becoming President and CEO of the Society [for Corporate Governance] (the “Society”) this past January. I would like to start by recognizing Darla Stuckey, who retired in April [2023] and

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Lawyers Must Responsibly Embrace Generative AI

By Natalie A. Pierce and Stephanie L. Goutos June 27, 2023 by renholding

The legal industry is on the brink of transformative change driven by the power of generative artificial intelligence (GAI) technologies such as ChatGPT. Goldman Sachs has predicted GAI could propel a 7 percent (or almost $7 trillion) increase in global …

U.S. Assistant AG Speaks on Antitrust Enforcement in Bank Mergers

By Jonathan Kanter June 27, 2023 by renholding

Sixty years ago, the Supreme Court handed down its decision in United States v. Philadelphia National Bank.[1] Today, I would like to discuss the enduring impact of this landmark case.

Philadelphia National Bank is well known in banking

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How Behavioral Ethics Might Improve DEI Initiatives

By Veronica Root Martinez June 26, 2023 by renholding

For decades, companies have expressed support for the idea that their organizations should increase their demographic diversity while establishing a culture of inclusion. In practice, these firms have generally been unsuccessful. The challenge presented when attempting to match the diversity …

Cleary Gottlieb Discusses New York Bill Banning All Non-Competes

By Alan Levine, Emily Barry and Michael Gao June 26, 2023 by renholding

Earlier this week, the New York State legislature passed a bill banning all non-competes entered into on or after 30 days past the bill’s enactment, including those entered into by employees or in connection with the sale of a business. …

A Consequential Circuit Split Casts Doubt on Whether Borak Is Still Good Law

By Mohsen Manesh and Joseph A. Grundfest June 23, 2023 by renholding

On June 1, the Ninth Circuit en banc in Lee v. Fisher issued a consequential decision calling into question the scope of the implied right of action recognized by J.I. Case Co. v. Borak and creating a stark split with …

SEC Chair Gensler Speaks to Investor Advisory Committee

By Gary Gensler June 23, 2023 by renholding

Good morning. I’m pleased to speak with the Investor Advisory Committee. As is customary, I’d like to note that my views are my own as Chair of the Securities and Exchange Commission, and I am not speaking on behalf of

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How a Rise in Acquisition Synergy Changed Entrepreneurs’ Exit Strategies and the IPO Valuation Premium

By Onur Bayar, Thomas J. Chemmanur, Christos Mavrovitis (Mavis) and Evangelos Vagenas-Nanos June 22, 2023 by renholding

Since 2000, of the total number of private firms that have gained access to the equity markets for the first time, more have done so through acquisition by another firm (public or private) than through an initial public offering (IPO). …

Skadden Discusses the FTC’s Plan To Limit Noncompetes

By Anne E. Villanueva, Joseph M. Rancour and Luke J. Cole June 22, 2023 by renholding

As part of its declared focus on fostering competition in the labor market, the Federal Trade Commission (FTC) has proposed to ban most noncompetition agreements, or noncompetes, restricting the activities of former employees. Noncompetes can be a useful tool for …

Why Markets Need More Information to Properly Monitor Banks

By Alireza Gharagozlou June 21, 2023 by renholding

Substantively, banks are pooled investment funds, like mutual funds, exchange traded funds, and so on: They take people’s money and use it to buy financial assets. There is one crucial difference, however. In those other funds, losses are immediately passed …

Sullivan & Cromwell Discusses SEC Adoption of Amendments to Regulation M

By Robert W. Reeder III, Robert W. Downes, Alan J. Fishman and Sarah P. Payne June 21, 2023 by renholding

On June 7, 2023, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation M, replacing the investment-grade exceptions for non-convertible debt or preferred equity securities with credit risk exceptions based on a specified probability of default threshold assessed …

ESG-Linked Swaps and the New Governance School of Regulatory Scholarship

By Ilya Beylin June 20, 2023 by ilyabeylin

To some extent, this is another collection of words about an acronym that collects words, in the largely passive and meaningless manner of a lint roller. Elizabeth Pollman recently developed a deft history of the acronym ESG, which stands for …

Can ChatGPT Help Investors Process Information?

By Alex G. Kim, Maximilian Muhn and Valeri Nikolaev June 19, 2023 by renholding

Since the launch of ChatGPT in November 2022, there’s been an exponential surge in the use of generative AI tools. Anecdotal evidence suggests that these tools are also of considerable interest to financial firms. As a case in point, Ken …

Wachtell Lipton Discusses Congressional Bill Proposing Comprehensive Cryptoasset Legal Framework

By Kevin S. Schwartz, David M. Adlerstein and Samantha M. Altschuler June 16, 2023 by renholding

On June 2, the Chairs of the House Committees on Financial Services and Agriculture jointly released an ambitious discussion draft of new legislation aimed at filling the persistent gap in regulation of spot cryptoasset markets and to resolve lingering uncertainty…

Skadden Discusses How Supreme Court Decision in Jack Daniel’s May Affect AI-Generated Works

By Stuart D. Levi and Jordan Feirman June 16, 2023 by renholding

Among the various types of AI-generated works that are being created and marketed nowadays are works that replicate the sound or visual images of specific artists. In many cases, these works, or the models or tools that helped generate them, …

Clandestine Corporate Political Spending as Illicit Insider Trading

By Michael R. Siebecker June 15, 2023 by renholding

Fueled by the landmark decision in Citizens United, which granted corporations essentially the same political speech rights as humans, corporations continually attempt to control political outcomes, ostensibly to promote shareholder value.[1] During the 2022 election cycle, corporations and business …

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The CLS Blue Sky Blog

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

June 2023