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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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International Developments

Debevoise on Brexit: The “No-deal Deal”

By Katherine Ashton, Geoffrey Kittredge, Patricia Volhard, Simon Witney, Timothy McIver and Vera Losonci February 9, 2018 by Carly Goeman

It has become common in Britain to argue about whether those who forcefully suggested that a vote to leave the EU would have a very negative effect on the UK economy were wide of the mark.  This argument may be …

Europe Faces Problem of Strong Shareholders and Weak Outside Investors

By María Gutiérrez-Urtiaga and Maria Isabel Sáez-Lacave February 7, 2018 by renholding

Corporate governance literature has largely focused on listed firms with dispersed ownership, but those with controlling stockholders are increasingly important in the United States and Europe. In the U.S., the likes of Google, Facebook, and other technology firms have gone …

How Chinese Investments Can Pass CFIUS Scrutiny

By Laura Fraedrich and Chase D. Kaniecki February 6, 2018 by charlesbluesky

It is no secret that Chinese investments in the United States can face an uphill battle at the Committee on Foreign Investment in the United States (“CFIUS”). CFIUS is an interagency committee of the U.S. government that has broad jurisdiction …

Materiality Disclosures and Their Effect on Investors’ Decisions

By Brant E. Christensen, Aasmund Eilifsen, Steven M. Glover and William F. Messier, Jr February 5, 2018 by renholding

Auditors consider misstatements or omissions in financial statements to be material if they could influence the economic decisions of financial statement users. Additionally, materiality affects how auditors plan and perform an audit and evaluate identified misstatements. Regulators in the UK …

1 Comment  

Preserving Capital Markets Efficiency in the High-Frequency Trading Era

By Gaia Balp and Giovanni Strampelli January 25, 2018 by renholding

Automation and new technology have dramatically changed trading on equity markets over  the past 20 years, and algorithmic and High-Frequency Trading (HFT) have become prominent in U.S. and European financial markets, while regulation has been slow to adapt. Despite increasing …

Sheppard Mullin Discusses the Future of CFIUS After Proposed Reforms

By Reid Whitten and Lisa Mays January 22, 2018 by charlesbluesky

‘Tis the season to wonder, what will 2018 bring? We may speculate on things like a private company making a moon landing or a peace accord with North Korea. We may be certain of things like well-intentioned gym memberships and …

Cleary Discusses Administrative Fines Under the GDPR

By Emmanuel Ronco, Colin Pearson, Hannah Rogers and Natalie Farmer January 16, 2018 by charlesbluesky

Since the adoption of the General Data Protection Regulation (GDPR) in 2016, considerable attention has focused on the vastly increased scope of potential administrative fines, and even more attention is being paid to the issue with the GDPR becoming effective …

The Economics of Disclosure and Financial Reporting Regulation

By Christian Leuz and Peter D. Wysocki January 9, 2018 by renholding

Disclosure and reporting regulation is a central and recurring policy issue that has received significant attention in academic research on accounting, finance, and economics. Further fueling demand for this research are increasingly frequent requests that policy makers and regulators conduct …

Morrison & Foerster Discusses What Global Investors Think About Brexit

By Morrison & Foerster attorneys January 2, 2018 by renholding

Amid the uncertainty Brexit has created, foreign investors are assessing their existing and prospective investments in the UK, with particular focus on Brexit’s potential impact on EU-UK trade and labor mobility. No one has a crystal ball but our MoFo …

Does Shareholder Protection Drive Development of Stock Markets?

By Simon Deakin, Prabirjit Sarkar and Mathias Siems December 20, 2017 by renholding

Does the quality of legal and other institutions make a difference to economic development and growth? In their very well-known studies of the relation between law and finance, Andrei Shleifer and his collaborators (in particular Rafael La Porta and Simeon …

How Five Jurisdictions Enforce Financial Market Manipulation and Insider Trading Laws

By Lev Bromberg, George Gilligan and Ian Ramsay December 18, 2017 by renholding

Insider trading and market manipulation — two of the most high-profile categories of financial misconduct — have resulted in several major cases, and significant sanctions in recent years. Our recent article examines the type, frequency, and severity of sanctions imposed …

Why Corporate Tax Residence Is a Myth

By David Elkins December 11, 2017 by renholding

Corporate inversions have captured the imagination of the public and the popular press as well as that of the academic community. The idea is that a little paperwork can convert a U.S. corporation (which pays tax on its worldwide income) …

How Corporate Tax Systems Affect Cross-Border M&A Prices

By Dominik von Hagen and Fabian Nicolas Pönnighaus December 8, 2017 by renholding

There were more than $1 trillion worth of cross-border mergers and acquisitions in 2016, according to the United Nations Conference on Trade and Development, making them a prominent form of foreign direct investment and an important way for multinational entities …

U.S. Tax Reform Requires an Understanding of Why Corporations Invert

By Michael Knoll December 6, 2017 by renholding

For more than a century, the United States has had a worldwide tax system whereby U.S. taxpayers were subject to federal taxation on all of their income “from whatever source derived.”  In what would be a sharp break from longstanding …

Debevoise & Plimpton Discusses Contingency Planning For Brexit

By Katherine Ashton, David Innes, Geoffrey Kittredge, Patricia Volhard and Simon Witney December 4, 2017 by Carly Goeman

Not many people would have predicted that the third quarter of 2017 – a period that ended six months after Britain gave formal notice of its intention to leave the European Union – would see more private equity investments in …

Investor Choice in Global Markets for Securities

By John Armour, Luca Enriques and Martin Bengtzen November 30, 2017 by renholding

In a recent paper, we explore how globalization has affected the operation of securities markets and the challenges this poses for their regulation. The paper is part of the first phase of the New Special Study of the Securities …

Latham & Watkins Discusses Venezuelan Debt Dilemma

By Les Carnegie, Adam Goldberg, John Houghton, Luis Torres and Sandeep Savla November 27, 2017 by renholding

On November 2, 2017, President Maduro of the Bolivarian Republic of Venezuela announced the creation of a presidential commission, headed by Vice President El Aissami, for the “refinancing and restructuring” of Venezuela’s external debt, estimated at between US$100-150 billion.1…

Lessons from the Evolution of Corporations and Shareholder Rights in China

By Min Yan November 24, 2017 by renholding

Although China seems to have taken far longer than Western developed nations such as the UK, the U.S., and Germany to create a modern corporate system, the imperial Qing government promulgated as early as 1904 a corporate law that included …

2 Comments  

Debevoise & Plimpton Discusses FCA’s Reforms to UK’s IPO Process

By James C. Scoville, Vera Losonci, Laurence Hanesworth and Thomas Matthews November 21, 2017 by Carly Goeman

The UK Financial Conduct Authority (the “FCA”) has published changes to the Conduct of Business sourcebook (“COBS”) to boost the transparency of the IPO process and tackle conflicts of interest that may arise from the interaction between an issuer and …

Gibson Dunn Discusses Proposed Changes to CFIUS Review

By Judith Alison Lee, Caroline Krass, Jose Fernandez and Stephanie Connor November 20, 2017 by renholding

On November 8, 2017, a bipartisan group of lawmakers introduced a long-awaited bill that could significantly alter the process by which the Committee on Foreign Investment in the United States (“CFIUS” or the “Committee”) reviews foreign investment in the United …

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