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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

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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

The Law and Economics of Benchmark Manipulation

By Andrew Verstein August 27, 2014 by jamesdavidnelson

The following post comes to us from Andrew Verstein, Assistant Professor of Law at Wake Forest University School of Law. It is based on his recent article, “The Law and Economics of Benchmark Manipulation,” which is forthcoming in the Boston …

Sullivan & Cromwell discusses Berkshire Hathaway’s Civil Penalty for Hart-Scott-Rodino Act Violation

By Yvonne S. Quinn, Michael H. Steinberg and Eric H. Queen August 26, 2014 by jamesdavidnelson

Summary

Berkshire Hathaway Inc. has agreed to pay a civil penalty of $896,000 concerning its conversion of notes into voting securities of USG Corporation in December 2013, which was more than five years after Berkshire’s HSR Act filing to acquire …

Latham & Watkins discusses New York’s Proposed Virtual Currencies Regulations

By Alan W. Avery, Vivian A. Maese and Pia Naib August 25, 2014 by tharts1

On July 23, 2014, the New York State Department of Financial Services (NYSDFS), the governmental agency that regulates the financial services and insurance industries in New York, released proposed regulations governing the use of virtual currencies in New York State …

Trading Rules, Competition for Order Flow, and Market Fragmentation

By Ronald Masulis August 6, 2014 by jamesdavidnelson

The following post comes to us from Ronald Masulis, Scientia Professor of Finance at the Australian School of Business. It is based on his recent paper, Trading Rules, Competition for Order Flow and Market Fragmentation, which is co-authored by Amy …

Skadden discusses FTC’s Section 5 Enforcement

By Ian G. John, John H. Lyons and Kenneth B. Schwartz August 1, 2014 by miaotingwu

On July 21, 2014, the Federal Trade Commission (FTC or Commission) accepted a consent agreement, subject to final approval, to settle charges with two Internet resellers of Universal Product Code (UPC) barcodes accused of violating Section 5 of the FTC …

The Crisis: The More We Know, The Less We Understand

By Kathryn Judge July 30, 2014 by jamesdavidnelson

With the stock market regularly surpassing record highs, housing prices surging 13.6 percent in 2013 alone, and unemployment down to 6.7 percent, it is easy to forget just how dire the economic outlook appeared just five years ago. It is …

PwC discusses FINRA’s Proposed Margin Rule on TBA Transactions

By Dan Ryan, Christopher Scarpati and Grace Vogel July 29, 2014 by jamesdavidnelson

With over $186 billion in average daily trading volume, the To-Be-Announced (“TBA”) market serves as a significant funding and hedging vehicle for consumer mortgage origination. Although a large portion of the TBA market is comprised of highly liquid agency MBS, …

High Frequency Trading Reform: The Short Term and the Longer Term

By John C. Coffee, Jr. July 21, 2014 by jamesdavidnelson

High frequency trading has more enemies than friends, but the key question is what are the costs of reform.  Attorney General Schneiderman’s pending suit against Barclays PLC for allegedly misrepresenting that its dark pool (known as “LX”) was “safe” from …

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Skadden discusses the State of DOJ FCPA Enforcement

By Michael K. Loucks and Alexandra M. Gorman July 18, 2014 by miaotingwu

For nearly 15 years, the United States has had the worldwide corruption enforcement stage to itself, reaping billions of dollars in fines and settlement payments from companies that have acknowledged engaging in bribery in foreign countries. That monopoly, however, may …

Force Fannie Mae to Disclose Information About Its MBS

By Brent J. Horton July 17, 2014 by miaotingwu

The following post comes to us from Brent J. Horton, Associate Professor at Fordham University’s Gabelli School of Business. It is based on his recent paper entitled “For the Protection of Investors and the Public: Why Fannie Mae’s Mortgage-Backed …

Legal Theory Lessons from the Financial Crisis

By David M. Driesen July 3, 2014 by miaotingwu

The following post comes to us from David M. Driesen, University Professor at the Syracuse University College of Law. It is based on his article, “Legal Theory Lessons from the Financial Crisis,” which is forthcoming in the Journal …

K&L Gates discusses Use of Hedge Fund Stock Options

By James E. Earle, Joel D. Almquist and Nicholas S. Hodge June 27, 2014 by miaotingwu

The Internal Revenue Service has issued Revenue Ruling 2014-18[1] (the “Ruling”) to clarify that stock options and stock-settled stock appreciation rights (“SARs”), properly designed, can be used as a form of compensation to managers of hedge funds and other “nonqualified …

Commissioner Stein discusses Regulatory Oversight and Systemic Risk

By Commissioner Kara M. Stein June 26, 2014 by tharts1

The following remarks were delivered by Commissioner Kara M. Stein of the U.S. Securities and Exchange Commission before the Peterson Institute for International Economics on June 12, 2014. A copy of the speech is also available here.

Thank you, …

Complex Risks, Disclosure Universes, and Modes of Information

By Henry T.C. Hu June 25, 2014 by tharts1

The following post comes to us from Henry T. C. Hu, Professor at the University of Texas School of Law. It is based on his recent paper, “Disclosure Universes and Modes of Information: Banks, Innovation, and Divergent Regulatory Quests,” which …

Going Public After the JOBS Act

By Carlos Berdejo May 27, 2014 by miaotingwu

The following post comes to us from Carlos Berdejo, Associate Professor at Loyola Law School. It is based on his recent paper entitled “Going Public After the JOBS Act,”  which is forthcoming in the Ohio State Law Journal and is …

The Move Away from Stock Options Continues

By James F. Reda, Kimberly A. Glass and David M. Schmidt May 23, 2014 by jamesdavidnelson

The following post comes to us from James F. Reda, Managing Director, Kimberly A. Glass, Principal, and David M. Schmidt, Senior Consultant, all in the HR & Compensation Consulting Practice at Arthur J. Gallagher & Co. It is based on …

BakerHostetler discusses the Financial Industry Compliance Crackdown

By William K. Kane and Gillian Lindsay Whittlesey May 22, 2014 by tharts1

The need for risk and compliance officers is skyrocketing as lenders and financial market participants remain under strict scrutiny in the wake of the 2008 financial crisis. J. P. Morgan Chase & Co. recently announced plans to add 13,000 officers …

European Banking Union: Imperfect, But It Can Work

By Eilis Ferran May 21, 2014 by jamesdavidnelson

The following post comes to us from Eilis Ferran, Professor of Company and Securities Law, University of Cambridge Faculty of Law, and is based on her recent paper, “European Banking Union: Imperfect, But It Can Work,” which is available here…

PricewaterhouseCoopers discusses the US Liquidity Coverage Ratio Proposal

By Dan Ryan May 13, 2014 by jamesdavidnelson

The following post comes to us from Dan Ryan, Financial Services Advisory Leader at PricewaterhouseCoopers LLP, and is based on a PwC publication.

The US Liquidity Coverage Ratio (“LCR”) debuted in October 2013 when the federal banking agencies – Federal …

Goodwin Procter discusses High Scrutiny of Investment Bankers in Mergers and Acquisitions

By Michael J. Kendall and Naina Bhadra May 6, 2014 by gabriellepaolini

In a decision on March 7, 2014, the Delaware Court of Chancery found RBC Capital Markets, LLC liable for aiding and abetting breaches of fiduciary duty by the Board of Directors of Rural/Metro Corporation in connection with the sale of …

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