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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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Finance & Economics

Federal Reserve Governor Discusses the Financial System and Future Changes

By Governor Jerome H. Powell April 26, 2017 by Jeff Himelson

Thank you for inviting me to speak here today (April 20).1 I will begin by looking back at the global financial crisis and the great recession, which were arriving on the horizon at about this time 10 years ago. …

Arnold & Porter Discusses Arbitration Battles

By Sean Morris and Caitie Lynch April 24, 2017 by Jeff Himelson

It’s been five years since Concepcion made “clear” that the Federal Arbitration Act (FAA) preempts state laws that forbid class action waivers.  Concepcion did not protect arbitration agreements from laws of general applicability (such as unconscionability), but it …

Elite Law Firms Cash in on Market Knowledge

By Elisabeth de Fontenay April 17, 2017 by renholding

The legal advisory market for major corporate transactions is dominated by a relatively small number of elite law firms.  What value do these law firms provide?  Regulatory expertise, innovative drafting, speed of execution, and reputational cachet have all been offered …

Federal Reserve Governor Discusses the History and Structure of the Fed

By Governor Jerome H. Powell April 12, 2017 by Jeff Himelson

I am delighted to have this opportunity to speak at West Virginia University. Thanks to Brian Cushing for inviting me here today.1

Gathered in this part of West Virginia, we are located in the Fifth Federal Reserve District, which …

Cleary Gottlieb on the Trade Implications of Brexit

By François-Charles Laprévote, Simon Jay, Jonathan Kelly, Maurits Dolmans and Bob Penn April 7, 2017 by Carly Goeman

The UK Government triggered on March 29, 2017, Article 50 TEU.  As a result, the UK is likely to have exited the EU by March 2019.

In a speech delivered on January 17,  Prime Minister (“PM”) May explained …

Auctioneers as Market Makers and Their Role in Managing Price Momentum

By Tanjim Hossain, Fahad Khalil and Matthew Shum April 6, 2017 by renholding

Whether in large auction markets involving worldwide sales of, say, automobiles or in more specialized forums like the Tsukiji, Tokyo, fish market, auctioneers provide a platform for buyers and sellers to interact.[1] They also play an important role in …

Proskauer Rose Discusses the Promise of Blockchain

By Jeffrey Neuburger April 4, 2017 by Jeff Himelson

The blockchain protocol (a form of a ‘distributed ledger system’) was originally designed as a platform to process Bitcoin transactions.  The protocol enables peer-to-peer transactions and eliminates the need for a trusted intermediary to verify and process the transactions.

The …

The Law and Economics of Shadow Banking

By Hossein Nabilou and Alessio M. Pacces March 31, 2017 by renholding

In our recent paper, we discuss the economic case for regulating shadow banking and ask three questions. First, what is shadow banking? Second, why should it be regulated? And third, what’s an efficient way to regulate it? We focus on …

Covington & Burling on FDIC Vice Chair Hoenig’s Plan for Financial Holding Companies

By Mike Nonaka, Dwight Smith and Nikhil Gore March 28, 2017 by Carly Goeman

As has been widely reported, FDIC Vice Chairman Thomas Hoenig put forward in remarks to the Institute of International Bankers on Monday, March 13, a “Market-Based Proposal for Regulatory Relief and Accountability” (the “Hoenig Proposal” or the “Proposal”).  If …

PwC Discusses How Financial Institutions Can Bolster Defenses Against Risk

By Dan Ryan, Mike Alix, Armen Meyer and Adam Gilbert March 24, 2017 by renholding

Many financial institutions1 have implemented the three Lines of Defense (LoD) model to help define their risk management frameworks and bolster supervisors’ (e.g., desk heads and senior traders) abilities to monitor risk.2 However, as frameworks for managing financial …

Unicorns, Guardians, and the Concentration of U.S. Equity Markets

By Amy Deen Westbrook and David A. Westbrook March 21, 2017 by renholding

Developments in private and public markets are changing the role equity plays in the United States, i.e., what “stock” means as a matter not only of investment and corporate governance, but also of political economy.  For several generations, a broad …

Shearman & Sterling Offers a Primer on House Blueprint for Tax Reform

By Laurence E. Crouch, Matthew P. Wochok and Michael B. Shulman March 21, 2017 by renholding

The election of Donald Trump in November has substantially increased the likelihood of major tax reform in the near future. While it is uncertain what shape such reform will take, there has been renewed interest in the so-called “Blueprint” for …

How Creditors Affect Resource Allocation at Firms in Technical Default

By Nuri Ersahin, Rustom M. Irani and Hanh Le March 10, 2017 by renholding

A central topic in financial economics is how the allocation of cash flow and control rights among providers of corporate finance should evolve with firm performance. Theoretically, allowing for a transfer of control to creditors when a firm is in …

Do Creditors Actively Influence Corporate Tax Planning?

By Chi Wan and Yijia Zhao March 2, 2017 by renholding

In our recent paper, we provide strong empirical evidence that banks play an active role in shaping borrowers’ tax planning. Our evidence is drawn from a comprehensive analysis of the impact of debt covenant violations on corporate tax avoidance.

Covenants …

Detecting Risk Through Firms’ Emails

By Sanjiv Das, Seoyoung Kim and Bhushan Kothari February 27, 2017 by renholding

Recent advances in financial technology (FinTech) have dramatically transformed the financial landscape with respect to the way we access, invest, and transfer financial capital. In our recent article, we explore a promising avenue for the use of natural-language processing in …

PwC on Basel Committee’s Views of its Fundamental Review of the Trading Book

By Dan Ryan, Julien Courbe, Mike Alix, Adam Gilbert and Armen Meyer February 24, 2017 by renholding

On January 26 the Basel Committee on Banking Supervision (BCBS) released its first set of Frequently Asked Questions (FAQs) on the Fundamental Review of the Trading Book (FRTB). The BCBS published the FRTB in January 2016 with the intent to …

Jones Day Explores Trump’s Plan for the Future of American Infrastructure

By Richard P. Puttré, Brian L. Sedlak and Kevin J. McIntyre February 20, 2017 by Jeff Himelson

President Donald J. Trump’s “America’s Infrastructure First” plan is one of the Trump Administration’s priorities during his first 100 days in office. Throughout the campaign, President Trump heralded his plan to build and restore highways, tunnels, airports, bridges, and water …

Operating Risk and the Rights of Lenders to Control It

By Stephen Karolyi and John Sedunov February 16, 2017 by renholding

Operating risk is a major concern for firm management and stakeholders. Stark examples of losses due to corporate operations include BP’s $17.2 billion loss in June 2010 following the Deepwater Horizon incident (Wong and Yousuf, 2010) and Freeport-McMoRan’s $13.9 billion …

Sullivan & Cromwell Discusses Banking Organization Capital Plans and Stress Tests

By Kathryn E. Collard, Sarah C. Flowers and Benjamin H. Weiner February 14, 2017 by Jeff Himelson

On January 30, 2017, the Federal Reserve published a final rule,[1] initially proposed on September 26, 2016,[2] that will modify the CCAR capital plan and stress testing rules applicable to bank holding companies (“BHCs”) with $50 …

Keeping Bank Examinations Confidential in Litigation

By Eric B. Epstein, David A. Scheffel and Nicholas A.J. Vlietstra January 27, 2017 by renholding

In a bank examination, regulators evaluate a financial institution’s compliance with applicable laws and regulations.  The process is generally non-public, and the bank examination privilege helps keep it confidential.  But questions have recently arisen about how the privilege is meant …

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