Securities Regulation

Conflicts of Interest and Competition in the Proxy Advisory Industry

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The following comes to us from Tao Li, Assistant Professor, Warwick Business School

Proxy advisors, private firms that help investors decide how to vote their shares, play an extremely powerful role in shaping corporate governance. As institutional investors vote billions …

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Editor's Tweet: Prof. Tao Li on Conflicts of Interest and Competition in the Proxy Advisory Industry

Morrison & Foerster discusses CFTC Speculative Position Limits Proposal

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On November 5, 2013, the Commodity Futures Trading Commission (“CFTC” or “Commission”) proposed new speculative position limits. The proposal (“New Proposal”) would establish spot-month and non-spot-month limits for 28 core physical commodity contracts and their “economically equivalent” futures, options, and

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Faegre Baker Daniels Discusses Presentations in the Era of General Solicitation

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The following post is based on a memo originally published by Faegre Baker Daniels LLP on November 15, 2013 which is available here.

In September 2013, the long anticipated final rules issued by the Securities and Exchange Commission (SEC) …

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A Corporate Culture Channel: How Increased Shareholder Governance Reduces Firm Value

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The following comes to us from Jillian Popadak, an applied economics doctoral student in the Business Economics and Public Policy Department at Wharton, University of Pennsylvania.

Corporate governance affects firm value, capital productivity and economic growth. Given its economic importance, …

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Editor's Tweet: Wharton's Jillian Popadak on A Corporate Culture Channel: How Increased Shareholder Governance Reduces Firm Value

SEC Enforcement: Talking the Talk, But Walking the Walk?

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Almost everyone has an opinion about securities enforcement.  Many are disappointed (and even angry) that “few high level executives” have been prosecuted (criminally or even civilly) in connection with the 2008 financial crisis.[1]  Deep in their bunker, the SEC …

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Editor's Tweet: John C. Coffee Jr. of Columbia Law School on SEC Enforcement: Talking the Talk, But Walking the Walk?

Davis Polk discusses SEC Release of Final Municipal Advisor Registration Rules, Part II: Permanent Registration Process

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The following is based on a memo from Davis Polk, published on October 7, 2013, which is available here.  The original memo contains many useful tables and definitions which have been omitted from this post.

On September 18, 2013, …

Davis Polk discusses SEC Release of Final Municipal Advisor Registration Rule, Part I: Who is a Municipal Advisor?

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On September 18, 2013, the Securities and Exchange Commission (“SEC”) adopted its final rule on the permanent registration of municipal advisors (the “Final Rule”). The Final Rule replaces the current temporary registration scheme for municipal advisors

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SEC Commissioner Aguilar discusses the SEC’s Crowdfunding Proposal

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The following is a speech given by SEC Commissioner Luis A. Aguilar on October 23, 2013, available here.  It is entitled “Harnessing the Internet to Promote Access to Capital for Small Businesses, While Protecting the Interests of Investors.”…

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Why Have No High Level Executives Been Prosecuted In Connection With The Financial Crisis?

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The following comes to us from the Honorable Judge Jed S. Rakoff, who sits in the U.S. District Court for the Southern District of New York.  Judge Rakoff is also an adjunct professor at Columbia Law School and will be …

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Supreme Court Considers Scope of Preclusion of State Law Securities Fraud Class Action Litigation Under the Federal Securities Litigation Uniform Standards Act

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The following post is based on a memo originally published by Simpson Thacher & Bartlett LLP on October 13, 2013.

On Monday, October 7, the first day of the new term, the Supreme Court heard oral arguments in Chadbourne & …

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Capital Markets Tip: Ensure Your Company Isn’t Shut Out of Rule 506 Offerings under the SEC’s “Bad Actor” Disqualification Rules

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The following comes to us from Christopher L. Doerksen, a partner at Dorsey & Whitney LLP in Seattle.

For years, issuers and broker-dealers have relied upon Rule 506 of Regulation D under the Securities Act of 1933, as amended (the …

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Editor's Tweet: Capital Markets Tip: Ensure Your Company Isn’t Shut Out of Rule 506 Offerings under the SEC’s “Bad Actor” Disqualification Rules

WilmerHale discusses Risk Controls for Automated Trading Environments

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Addressing the Need for Speed: CFTC Seeks Comment on Risk Controls for Automated Trading Environments

On September 12, 2013, the Commodity Futures Trading Commission (“CFTC” or “Commission”) published a Concept Release on Risk Controls and System Safeguards for Automated Trading

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