Sky Blog
About two months ago, this columnist was asked to prepare a short report to the SEC’s Investor Advisory Committee on the then still largely unnoticed trend toward bylaw and charter provisions that imposed some form of a “loser pays” rule …
A final credit risk retention rule was recently issued with respect to asset-backed securities (ABS) by the prudential bank regulators (the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, the Office of the Comptroller of …
The following remarks were delivered by Commissioner Daniel M. Gallagher of the U.S. Securities and Exchange Commission in New York, N.Y., at the the 15th Annual A.A. Sommer Jr. Lecture on Corporate, Securities and Financial Law at Fordham Law School. …
On October 21, 2014, the Securities and Exchange Commission (SEC) approved the rules proposed earlier this year by the Public Company Accounting Oversight Board (the PCAOB).
In June 2014, the PCAOB adopted a new auditing standard, Auditing Standard No. 18, …
In response to a string of publicly disclosed cyberattacks against financial institutions in recent months, New York and federal regulators are pushing the financial sector to better protect itself and, notably, are seeking additional information about banks’ cybersecurity efforts. Benjamin …
FINRA is seeking comments on a proposed rule to implement the Comprehensive Automated Risk Data System (“CARDS”).[1] FINRA published a CARDS concept proposal on December 23, 2013 (the “Concept Proposal”),[2] to which it received approximately 800 comment letters.[3] According to …
The following post comes to us from Jonathan D. Glater, Assistant Professor of Law at the University of California Irvine School of Law. It is based on his recent paper, “Hurdles of Different Heights for Securities Fraud Litigants of Different …
Financial services firms facing enforcement proceedings at the hands of the U.S. Securities and Exchange Commission (SEC) or any other financial industry regulator must consider disclosure obligations in the context of the various collateral consequences that may arise from such …
On September 8, 2014, the Securities and Exchange Commission (the “SEC”) published a proposed rule (the “Proposed Rule”) providing that certain communications involving quotes of security-based swaps will not be deemed to constitute offers of such security-based swaps or of …
Two key features of the JOBS Act – general solicitation in Rule 506 offerings, and the increased thresholds at which an issuer will be required to register a class of securities under the Securities Exchange Act of 1934 (the “1934 …
Corporate law normally moves at a glacial pace, but sometimes there are periods of rapid change, much of it invisible to the ordinary observer. 2014 may be witnessing such a period of rapid, low-visibility change. Between May 29 and September …
SUMMARY
On September 16, 2014, the United States District Court for the District of Columbia dismissed a broad-based challenge to the interpretive guidance and policy statement issued by the Commodity Futures Trading Commission (“CFTC”) in July 2013 relating to the …
The following speech was delivered by Commissioner Daniel M. Gallagher of the U.S. Securities and Exchange Commission on September 17, 2014. A copy of the speech is also available here.
Thank you, David [Burton], for that introduction. I appreciate …
The Securities and Exchange Commission recently issued valuation guidance for all registered investment companies and business development companies embedded in the adopting release relating to money market reform.[1] Although the guidance, which relates primarily to the use of amortized cost …
On September 10, 2014, the Securities and Exchange Commission (SEC) announced a series of enforcement actions against 28 officers, directors, and major shareholders—so-called “insiders”—for failure to file timely reports under Sections 16(a), 13(d) and 13(g) of the Securities Exchange Act …
The following post comes to us from Sarah C. Haan, Associate Professor of Law at the University of Idaho College of Law.
With midterm elections six weeks away, the newest CPA-Zicklin Index has been published here. The 2014 Index …
On September 18, 2014, Gibson Dunn hosted a webcast on shareholder activism. In addition to partners Eduardo Gallardo, Beth Ising and Adam Offenhartz, Matthew Sherman from Joele Frank and Scott Winter from Innisfree M&A also participated. Topics covered include current …
Hedge fund activism has increased almost hyperbolically. Some view this optimistically as a means for bridging the separation of ownership and control; others are more pessimistic, seeing mainly wealth transfers from bondholders or speculative expectations of a takeover as fueling …
On August 27, 2014, the Securities and Exchange Commission (the “SEC”) adopted final rules[1] (the “Final Rules”) implementing, among other things, provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) relating to third-party …
The following post comes to us from Susan Chaplinsky, Tipton R. Snavely Professor of Business Administration at the University of Virginia Darden School of Business; Kathleen Weiss Hanley, Visiting Associate Professor of Finance and Senior Academic Advisor to the Center …