Securities Regulation

Legal Insider Trading in Europe Makes the Case for Enforcement

By Wolfgang Aussenegg, Ranko Jelic and Robert Ranzi May 3, 2018 by renholding

Evidence about the relative importance of private and public enforcement of securities laws for financial markets is inconclusive. The recently introduced Market Abuse Directive (MAD) (2003/6/EC) sets a European Union (EU) standard for regulation of insider dealing and market manipulation. …

SEC Chair Clayton Talks Retail Investment Services and Forward-Looking Regulation

By Jay Clayton May 3, 2018 by renholding

It is wonderful to be in Philadelphia.

It is wonderful to be at Temple University. It is very kind of Temple to host this event. I will speak for about 30 minutes and then take questions.[1]

Before I move …

SEC Investment-Management Director Talks Conduct Standards and Liquidity Risk

By Dalia Blass May 2, 2018 by renholding

I am going to touch on two areas of work that reflect our efforts to be a responsive regulator that seeks engagement from all as we develop regulatory policies: the standards of conduct for investment professionals and liquidity risk management.…

Insider Trading’s Legality Problem

By Miriam H. Baer May 1, 2018 by renholding

Last year, when the Supreme Court revisited the topic of insider trading in Salman v. United States, scholars rehearsed a familiar debate: Should Congress enact a statute that explicitly defines insider trading? Or should it stick with the status …

Davis Polk Discusses SEC’s $35 Million Fine for Late Cyberbreach Disclosure

By Avi Gesser, Joseph A. Hall, Lawrence Portnoy, Linda Chatman Thomsen and Richard D. Truesdell, Jr. May 1, 2018 by renholding

On April 24, the Securities and Exchange Commission charged Altaba Inc., formerly Yahoo! Inc., with misleading shareholders by waiting almost two years to disclose its 2014 data breach. Consenting to a cease-and-desist order, Altaba agreed to pay a $35 …

The Hidden Cost of Meritless Class Action Lawsuits

By Elisabeth Kempf and Oliver Spalt April 30, 2018 by renholding

Close to 40 percent of all companies listed on major U.S. stock exchanges have been targeted by a securities class action lawsuit at least once between 1996 and 2017, according to the Stanford Securities Class Action Clearinghouse. These lawsuits are …

Arnold & Porter Discusses Regulators’ Clamp-Down on ICOs, Virtual Currencies, and Blockchain Firms

By Andrew Joseph Shipe, Lawton M. Camp, Michael D. Trager, Christopher L. Allen and Anthony Raglani April 30, 2018 by renholding

If there was ever a regulatory grace period for virtual currencies and blockchain technology, it is officially over.  Five federal regulators—The Financial Crimes Enforcement Network of the US Treasury Department (FinCEN), the Securities and Exchange Commission (SEC), the Commodity Futures …

Regulating Offshore Finance

By Will Moon April 27, 2018 by renholding

The Cayman Islands, Bermuda, and the British Virgin Islands are famous as “tax havens” that facilitate the evasion or avoidance of domestic tax. They and a growing number of other offshore jurisdictions in the Caribbean and elsewhere are emerging hubs …

How to Regulate Bitcoin Futures

By Margaret Ryznar April 26, 2018 by renholding

Bitcoin is a currency, technology, and, most recently, futures product.  Several clearinghouses have allowed bitcoin futures trading.  For example, CBOE launched trading in bitcoin futures on December 10, 2017, while CME Group did so a week later.[1]  NASDAQ and …

The Middle-Market IPO Tax

By Robert J. Jackson, Jr. April 26, 2018 by renholding

It’s a real honor to be here with you today at the Greater Cleveland Middle Market Forum.* In addition to leading some of the nation’s most promising young companies, you all have done exceptional work making sure that the …

Latham & Watkins Discusses SEC’s Take on Digital Asset Trading

By Wenchi Hu, Vivian A. Maese, John J. Sikora Jr. and Timothy P. Pisacreta April 24, 2018 by charlesbluesky

Crypto trading platforms worldwide should be aware of recent SEC actions if they provide access to US persons or persons within the US for trading.

Global financial regulatory authorities have begun to take action and release guidance regarding the emerging …

Columbia Law Professors Write Three of Top 10 Corporate and Securities Articles

By Reynolds Holding April 23, 2018 by renholding

Zohar Goshen, Kathryn Judge, and Eric Talley were among the authors of three of the 10 best corporate and securities articles last year, the Corporate Practice Commentator has announced. The Columbia Law School professors were joined by Gabriel Rauterberg, a

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Blue Sky Banter Podcast: SEC’s Robert Jackson on Dual Class Shares and More

By Reynolds Holding April 19, 2018 by renholding

Robert Jackson, a commissioner of the U.S. Securities and Exchange Commission and a former professor at Columbia Law School, speaks with Reynolds Holding about becoming a commissioner, the problem of perpetual dual class stock, and what the commission can do

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Video: The Biggest Issues Facing Securities Markets in the 21st Century

By Merritt B. Fox, Lawrence R. Glosten and Edward F. Greene April 16, 2018 by renholding

An esteemed panel of regulators, scholars, and lawyers gathered at Columbia Law School on March 29 to discuss Securities Market Issues for the 21st Century, a new e-book on the most important areas of inquiry for securities regulation and …

Sticking Around Too Long? Dynamics of the Benefits of Dual-Class Structures

By Hyunseob Kim and Roni Michaely April 12, 2018 by renholding

Lawyers and academics generally have a dim view of dual-class share structures. When Snap Inc., a technology-based social media company, was preparing for its initial public offering (IPO) in early 2017, for example, CalPERS and many other prominent institutional investors …

Cleary Gottlieb Discusses the SEC’s New Cyber Unit, Six Months On

By Jonathan S. Kolodner, Rahul Mukhi, Matthew C. Solomon and Anne Titus Hilby April 3, 2018 by renholding

On September 25, 2017, the U.S. Securities and Exchange Commission (“SEC” or the “Commission”) announced the creation of a Cyber Unit within the Enforcement Division in order to further the Division’s “substantial expertise in the detection and pursuit of fraudulent …

Do Firms Under-Report Information on Cyber-Attacks?

By Eli Amir, Shai Levi and Tsafrir Livne April 2, 2018 by renholding

A cyber-attack is a risk that every firm must manage. Prior studies raised doubts about how harmful cyber-attacks actually are. In particular, studies used the market reaction to cyber-attacks to show that they cause only small losses that decrease over …

Kirkland & Ellis Discusses Trump Administration’s Ban on Dealings in Venezuelan Cryptocurrency

By Mario Mancuso, Erica Williams, Michael Casey, Sanjay Mullick and Joanna Ritcey-Donohue April 2, 2018 by Carly Goeman

On March 19, 2018, President Trump issued an Executive Order “Taking Additional Steps to Address the Situation in Venezuela” (“Executive Order”) that prohibits U.S. persons from engaging in dealings in any digital currency, digital coin, or digital token issued by, …

SEC Discusses Online Trading Platforms — With a Word of Caution

By Stephen J. Crimmins March 29, 2018 by renholding

On March 7, 2018, the Securities and Exchange Commission’s Enforcement Division and its Trading & Markets Division issued a joint “Statement on Potentially Unlawful Online Platforms for Trading Digital Assets.”[1]  The release appeared to be the strongest signal yet …

Simpson Thacher Discusses Supreme Court Ruling on State Court Jurisdiction Over Securities Class Actions

By Jim Kreissman, Alexis Coll-Very, Stephen Blake and Pete Kazanoff March 28, 2018 by Carly Goeman

On March 20, 2018, the Supreme Court in Cyan, Inc. v. Beaver County Employees Retirement Fund, No. 15-1439, unanimously held that state courts have jurisdiction over class actions alleging only violations of the Securities Act of 1933.^[1]  The …