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Securities Regulation
The Truth About Shareholder Activism
The following comes to us from Paul C. Hilal, a Partner at Pershing Square Capital Management, a New York City-based hedge fund founded in 2004.
Is shareholder activism good for the world?
A simple question, and yet it’s the subject …
Our Debate on the Williams Act and Shareholder Activism: Takeaways for the SEC
Our Blog’s most recent Marketplace for Ideas series has considered whether the SEC should tighten its rules under the Williams Act, which now require that investors must disclose purchases of a 5% or greater stake in public companies within ten …
Commissioner Gallagher discusses Federal Preemption of State Corporate Governance
The following remarks were delivered by Commissioner Daniel M. Gallagher of the U.S. Securities and Exchange Commission in New Orleans, Louisiana, at the 26th Annual Corporate Law Institute at Tulane University Law School on March 27, 2014. A copy of …
Weil Gotshal discusses SEC Speaks 2014: Charting a New Course for Enforcement Efforts
This year’s “SEC Speaks” conference in Washington, D.C., was most notable for an obvious shift in the SEC’s enforcement priorities. Several significant issues and efforts that had been the subject of extensive discussion last year – including financial crisis and …
Crowdfunding’s Impact On Start-Up IP Strategy
The following comes to us from Sean M. O’Connor, Professor of Law, University of Washington School of Law. This post is based on the forthcoming article of the same name in the Symposium issue of the George Mason Law Review …
The Herbalife Circus
You can’t make this stuff up. Reality is more bizarre than fiction. Good as “House of Cards” or “Game of Thrones” are, they cannot match the Herbalife battle for the sheer confrontation of economic power, the treachery among rivals, or …
Stock-Market Law and the Accuracy of Public Companies’ Stock Prices
The following post comes to us from Kevin S. Haeberle, Post-Doctoral Research Scholar, Program in the Law & Economics of Capital Markets, Columbia Law School & Columbia Business School.
It is well understood that society is better off when …
Commissioner Aguilar discusses Addressing Risks to Protect Investors
The following remarks were delivered by Commissioner Luis A. Aguilar of the U.S. Securities and Exchange Commission in Washington, D.C. at SEC Speaks on January 21, 2014. A copy of the speech is also available here.
Thank you for …
The Impact of Income Disparity on Financial Regulation
The following post is based on an article by Professor Steven Schwarcz of Duke Law School entitled Intrinsic Imbalance: The Impact of Income Disparity on Financial Regulation, which documents and examines the consequences of the extraordinary two-to-one income disparity …
Venture Capital and Preferred Stock
The following post comes to us from Charles Korsmo, Assistant Professor of Law, Case Western University School of Law and is based on his recent article, “Venture Capital and Preferred Stock,” 78 Brook. L. Rev. 1163 (2013). The full paper …
Ralph Lauren, Transnational Bribery, and Voluntary Disclosure Under the Foreign Corrupt Practices Act: When is it Strategically Wise (or Not) to Self-Report FCPA Violations to the SEC?
The following post comes to us from Peter R. Reilly, Associate Professor of Law, Texas A&M School of Law and is based on his paper, “Ralph Lauren, Transnational Bribery, and Voluntary Disclosure Under the Foreign Corrupt Practices Act: When is …
Davis Polk discusses SEC Approval of New FINRA Supervision Rules
The following post is based on a memo originally published by Davis Polk & Wardwell on January 8, 2014. The original publication is available here.
Financial Industry Regulatory Authority (“FINRA”) rules require broker-dealer members to establish and maintain a …
Why Prudential Regulation Will Fail to Prevent Financial Crises: A Legal Approach
The following post comes to us from Marcelo M. Prates, an Attorney at the Central Bank of Brazil. The full article, which is now published as the Central Bank of Brazil Working Paper no. 335 and has been recently noted …
Managing Regulatory Arbitrage: A Conflict of Laws Approach
The following comes to us from Annelise Riles, Jack G. Clarke Professor of Far East Legal Studies and Professor of Anthropology, Cornell Law School.
American International Group (AIG), the very name of this company screams out its US origins. And …
Commissioner Gallagher discusses Renewed SEC Priorities
The following remarks were delivered by Commissioner Daniel M. Gallagher of the U.S. Securities and Exchange Commission in Orange County, California at the Forum for Corporate Directors on January 24, 2014. A copy of the speech is also available here…
Ropes & Gray on Trade Execution Mandate for Certain Interest Rate Swaps
The Commodity Futures Trading Commission (“CFTC”) Division of Market Oversight (the “Division”) announced yesterday that Javelin SEF, LLC’s (“Javelin”) self-certification of available-to-trade determinations (“MAT Determinations”) for certain benchmark interest rate swap contracts is deemed certified. Under CFTC regulations, the swaps …
The Uneasy Connection Between Securities Disclosure and Job Creation
The Jumpstart Our Business Startups Act (the “JOBS Act” or “the Act”) was signed into law in the spring of 2012, amidst the ongoing fallout from the 2008 financial crisis as well as a hotly-contested presidential election. Having received uncharacteristic …
Milbank discusses Title VII and the Volcker Rule: Same swap, different rules
Now that the final rule[1] implementing Section 619 of the Dodd-Frank Act,[2] commonly known as the “Volcker Rule,”[3] has been implemented, banking entities engaged in swaps activities must plan how they will navigate the two different and overlapping regulatory regimes
Sullivan & Cromwell discusses Potential Expansion of Liability Theories Under the Martin Act
New York State Attorney General and BlackRock Settle Investigation into BlackRock’s Analyst Survey Program, Signaling Potential Expansion of Martin Act Liability Under “Insider Trading 2.0” Theory
SUMMARY
On January 8, 2014, the New York State Attorney General and BlackRock, Inc.