Columbia Law School
Sky Blog
Good morning and thank you, Jim [Burns], for that introduction. I am pleased to be part of the 2023 conference on SEC Regulation Outside the United States to deliver the Fifth Annual Scott Friestad Memorial Lecture.
I had the privilege
November 2023
Morrison & Foerster Discusses Federal Banking Agencies’ Adoption of Climate-Related Financial Risks Guidance
On October 24, 2023, the Federal Reserve Board (FRB), the Federal Deposit Insurance Corporation, and the Office of the Comptroller of the Currency (together, the “Agencies”) released their final Principles for Climate-Related Financial Risk Management for Large Financial Institutions (the …
For Regulators, It’s All About Timing
Regulators have a hard job. Novel financial products are developed and launched all the time. At first, regulators have very little information about these products; it makes sense to let the market develop a bit before taking action. But waiting …
Skadden Discusses What SEC’s Solar Winds Complaint Means for Boards, Information Security Officers
On October 30, 2023, the SEC filed a litigated complaint against SolarWinds, a software development company, and Timothy Brown, its chief information security officer (CISO). The SEC alleges that from October 2018, when SolarWinds went public, to January 2021, SolarWinds …
Making Sense of Multi-Metric Vesting Schemes for Executive Compensation
In the ever-evolving world of corporate governance, executive compensation packages are increasingly tied to specific performance metrics and goals. The leading forces behind this trend are institutional investors, major shareholders, and influential proxy advisers such as Institutional Shareholder Services and …
SEC Commissioner Speaks on Using Enforcement Actions to Set Regulatory Policy
Overtaking Mutual Funds: The Hidden Rise and Risk of Collective Investment Trusts
The retirement security of millions of American workers is increasingly tied to an investment vehicle that most have never heard of, and whose dramatic growth over the last 40 years has received almost no regulatory or academic scrutiny.
With nearly …
ISS Discusses Where ESG Performance Matters Most for Company Valuation
The January 2023 report ESG Performance and Enterprise Value: Do Firms with Stronger ESG Performance Have Higher Valuation Ratios? investigated the relationship between the ISS ESG Performance Score (a normalized version of the ISS ESG Corporate Rating) and two …
Is Regulating AI an Impossible Task?
To regulate artificial intelligence, or AI, it is important to look at the various, and often contradictory, settings where AI operates – and how it is treated there. For example, data privacy generally and in particular open banking, in which …
Sullivan & Cromwell Discusses FTC Rules on Non-Bank Financial Institutions and Data Breaches
On October 27, 2023, the Federal Trade Commission (“FTC”) voted to approve supplemental amendments to the Safeguards Rule (the “Final Rule”) that will require non-bank financial institutions to notify the FTC electronically as soon as possible, and no later than …
Do Meritless Whistleblower Claims Hurt Companies and Shareholders?
A number of regulations encourage whistleblowers to provide tips on corporate financial misconduct. For example, as a part of the 2011 Dodd-Frank Act, Congress enacted a whistleblower program to reward eligible individuals with up to 30 percent of the monetary …
Debevoise Discusses Fifth Circuit Decision on Fixing Share Repurchase Rules
On October 31, 2023, the Fifth Circuit, in Chamber of Commerce of the USA vs. SEC,[1] found that the Securities and Exchange Commission (the “SEC”) violated the Administrative Procedure Act and directed the SEC to “correct the defects” …
What Is the Global Impact of Mandatory Climate-Related Disclosures?
In response to extreme weather events, regulators and standard setters are developing climate-related reporting requirements and standards. The thinking behind making disclosure of firms’ climate-related risks mandatory is that it will allow the market to price these risks, thereby using …
Wachtell Lipton Discusses Executive Order on the Risks of Artificial Intelligence
On Monday, the Biden Administration issued a long-awaited executive order on artificial intelligence, directing agencies across the federal government to take steps to respond to the rapid expansion in AI technology. The order attempts to fill a gap in national …
SEC Chair Gensler on Registration of Security-Based Swap Execution Facilities
Today [November2], the Commission adopted final rules to create a framework for the registration of security-based swap execution facilities (security-based SEFs). I support today’s adoption because, through fulfilling Congress’s mandate, it increases the transparency and integrity of the security-based swap …
Globalization and the Decline of IPOs
Initial public offerings (IPOs) play a vital role in facilitating capital formation and wealth distribution within an economy. The decline and low number of U.S. IPOs over the past 25 years have raised concerns among entrepreneurs, investors, and policymakers. The …
Morrison & Foerster Discusses Antitrust Actions for Third Quarter 2023
The third quarter of 2023 was eventful for both domestic and international cartel enforcers.
In the United States, the Department of Justice (DOJ) continues to revamp policies to sharpen its enforcement efforts. On October 4, 2023, the Deputy Attorney General …
John C. Coffee, Jr. – Mass Torts and Corporate Strategies: What Will the Courts Allow?
Within a month, the U.S. Supreme Court will hear Harrington v. Purdue Pharma, L.P.,[1] a case that (i) could radically change the potential for bankruptcy to serve as the preferred mechanism for corporations seeking to resolve mass torts, …
Skadden Discusses Approach of SEC Enforcement Division to Compliance Officer Liability
In a speech on October 24, 2023, the director of the Securities and Exchange Commission’s (SEC’s) Enforcement Division, Gurbir Grewal, described the scenarios in which the commission would bring an enforcement action against a compliance officer.
In remarks to the …