E.U. Managers of Non-E.U. Funds

The Alternative Investment Fund Managers Directive (Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers) (the “Directive”) entered into force on July 21, 2011 with E.U. Member States having until …

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Editor's Tweet: Davis Polk's Richard Small discusses E.U. Managers of Non-E.U. Funds

Crowdfunding Securities: Two Novel Predictions

“Crowdfunding”—raising money over the Internet from many people, each of whom contributes only a small amount—is a billion-dollar business that is poised to grow.  On websites like Kickstarter and IndieGoGo, artists, entrepreneurs and others ask “the crowd” to contribute capital …

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Editor's Tweet: Professor Andrew Schwartz of the University of Colorado Boulder discusses his new paper, "Crowdfunding Securities."

Amgen and the Fraud-on-the-Market Class Action: Frozen in Time?

The Supreme Court’s very recent decision in the Amgen case addressed whether a “merits” issue—the materiality of the alleged misstatement or omission—is such a predicate to the fraud-on-the-market presumption established in Basic Inc. v. Levinson that it must be proved …

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Editor's Tweet: Professor Donald Langevoort of Georgetown Law discusses Amgen and the Fraud-on-the-Market Class Action: Frozen in Time?

Disclosure and Ratings Requirements in European Structured Finance

The newly amended credit rating agencies regulation coming into force on 20 June will expand the scope and application of disclosure requirements and other ratings related regulation for structured finance instruments – a concept wide enough to include many transactions

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Editor's Tweet: Clifford Chance discusses Disclosure and Ratings Requirements in European Structured Finance http://wp.me/p2Xx5U-151

Taking Gatekeeping Seriously: Financial Product Approval as a Form of Systemic Risk Regulation

One of the key lessons of the recent financial crisis, and the greatest challenge facing post-crisis regulatory reforms, is the need to control and reduce systemic risk associated with financial innovation, complexity, and the growing interconnectedness of global financial markets. …

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Editor's Tweet: UNC Professor Saule Omarova discusses Financial Product Approval as a Form of Systemic Risk Regulation

Supreme Court Decides To Hear Applicability of Sarbanes-Oxley’s Whistleblower Protections

The Supreme Court recently granted certiorari to decide whether the whistleblower protections of the Sarbanes-Oxley Act (SOX), 18 U.S.C. § 1514A, extend to employees of privately held contractors or subcontractors of a public company.  The case, Lawson v. FMR,…

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Editor's Tweet: Supreme Court Decides To Hear Applicability of Sarbanes-Oxley’s Whistleblower Protections

Morrison and Foerster Summarizes the Status of Dodd-Frank as it approaches three years

If Aesop were still in the fable-writing business, and he had been watching the last three years of Dodd-Frank Act rulemaking, we would probably be reading the Snail and the Tortoise to our kids. In this issue of Dodd-Frank at …

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Editor's Tweet: Morrison and Foerster Summarizes the Status of Dodd-Frank as it approaches three years

Should Municipal Bond Issuers be Required to Disclose Bank Loans?

You may be surprised to learn that municipal bond issuers are not required to disclose bank borrowings.  I’ve heard numerous estimates that such issuers have outstanding bank borrowings in the $200 to $300 billion range, which would amount to approximately

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Editor's Tweet: Cate Long of Reuters Discusses Whether Municipal Bond Issuers should be Required to Disclose Bank Loans?

Covington & Burling Discusses the STOCK Act Opening Up a New Front for Insider Trading Cases

The Securities and Exchange Commission has opened what the Washington Post calls a “new front” in its “escalating … crackdown on insider trading.” At the center of this new front are entities that trade securities based on government information. Unless …

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Editor's Tweet: Covington & Burling Discusses the STOCK Act Opening Up a New Front for Insider Trading Cases http://wp.me/p2Xx5U-10J

Wachtell Lipton Discusses Class Certification Case Standing in Contrast to Amgen

A divided Supreme Court ruled 5 to 4 [in the last week of March] that certification of an antitrust class action was not proper because plaintiffs failed to establish that damages caused by actionable antitrust injury were capable of measurement …

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Editor's Tweet: Wachtell Lipton Discusses Class Certification Case Standing in Contrast to Amgen

Latham & Watkins Discusses the JOBS Act after One Year: A Review of the New IPO Playbook

Latham & Watkins LLP has prepared a comprehensive report, “The JOBS Act After One Year: A Review of the New IPO Playbook.” The report focuses on Title I of the JOBS Act, which changed the initial public offering …

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Editor's Tweet: Latham & Watkins Discusses the JOBS Act after One Year: A Review of the New IPO Playbook