Gibson Dunn Discusses Volcker Rule Revisions

By Arthur S. Long and James O. Springer September 12, 2019 by renholding

Since it was enacted in July 2010, the Dodd-Frank Act’s Volcker Rule has challenged banks and their regulators alike. This is particularly the case with respect to its restrictions on proprietary trading. It has been one thing for former Federal …

Regulating Financial Guarantors: Abstraction Bias as a Cause of Excessive Risk-taking

By Steven L. Schwarcz September 11, 2019 by renholding

Since the 2008-2009 financial crisis, scholars, regulators, and policymakers have engaged in extensive studies to try to control excessive risk-taking by systemically important financial firms. In a recent article, available here, I argue that those studies do not fully …

Statement of Concerned Securities Law Professors Regarding Investment Advisers and Fiduciary Obligations

By Drafting Committee June 25, 2019 by renholding

We circulate this statement as law professors specializing in the field of securities regulation who are concerned that the Securities and Exchange Commission (the “Commission”) has moved in a new direction that is both contrary to its past practice and …

The Future of Financial Institution Resolution

By Paul L. Lee May 16, 2019 by renholding

One of the principal lessons learned from the 2007-2009 financial crisis was the need for new legal regimes to facilitate the rapid and orderly resolution of systemically important financial institutions without a government bailout. In the final part of a …

Guarantor of Last Resort: Is There a Better Alternative?

By Morgan Ricks May 15, 2019 by renholding

Larry Summers, who was one of President Obama’s key economic advisors when the Dodd-Frank Act of 2010 was enacted, recently decried what he called “excessive populism” in portions of that legislation. This might seem surprising; Dodd-Frank’s technocracy-on-steroids approach (848 pages! …

Emergency Guarantee Authority: Not Letting a Crisis Go to Waste

By Graham Steele May 15, 2019 by renholding

Calming the panic in short-term funding markets was a significant part of the response to the 2008 financial crisis. While the TARP bailout programs received the most attention during the crisis, TARP never exceeded one-fifth of the government’s overall financial …

ISS Discusses Trends in 2019 U.S. Executive Compensation

By John Roe and Kosmas Papadopoulos April 16, 2019 by renholding

As we enter the peak of proxy season, we review executive compensation trends in the U.S. based executive pay disclosures so far this year. Our key findings include:

Compensation disclosures so far suggest continued increases in CEO pay across all

…

The Impact of Banking Regulation on Voluntary Disclosures

By Anya Kleymenova and Li Zhang April 3, 2019 by renholding

Firms disclose a variety of information to the public, some because they are required to do so by law or regulations, and others voluntarily because they want, for example, to signal their creditworthiness to potential investors. The level and effectiveness …

Securities Disclosure As Soundbite: The Case of CEO Pay Ratios

By Steven A. Bank and George S. Georgiev February 11, 2019 by renholding

Since 2018, U.S. public companies have had to calculate and report a new, unconventional statistic—a CEO pay ratio—which links CEO pay to the pay of rank-and-file workers. Based on a last-minute addition to the Dodd-Frank Act of 2010, the disclosure …

Why Dismantling Nonbank SIFI Regulation Is a Serious Mistake

By Jeremy C. Kress, Patricia A. McCoy and Daniel Schwarcz December 19, 2018 by renholding

The unnerving events of fall 2008 removed all doubt that investment banks and other nonbank financial firms can propagate systemic risk and endanger the world’s financial system. In response, Congress instituted a robust system for regulating systemic risk posed by …

Debevoise Discusses SEC’s Record Year for Whistleblowers

By Mary Jo White, Andrew J. Ceresney, Arian M. June, Jonathan R. Tuttle and Ada Fernandez Johnson December 4, 2018 by renholding

On November 15, 2018, the U.S. Securities and Exchange Commission’s (the “SEC” or the “Commission”) Office of the Whistleblower (the “OWB”) provided its annual report to Congress describing the status of the whistleblower program and touting a “record-breaking year” for …

The Unwise and Illegal Deregulation of Prudential Financial

By Jeremy C. Kress November 26, 2018 by renholding

On October 18, federal regulators released the largest U.S. insurance group, Prudential Financial, Inc., from enhanced government oversight. Prudential had been the last remaining systemically important financial institution (SIFI)—a designation Congress created in the Dodd-Frank Act for nonbank financial companies …

Can Companies and M&A Law in Europe Adapt to the Market for Corporate Control?

By Matteo Gatti October 29, 2018 by renholding

Takeover regimes in Europe have been under persistent scrutiny by the public, politicians, and market participants. Sometimes, that is just the nature of the game: Takeovers create winners and losers, and the latter (with the help of their champions and …

The Underappreciated Dilemmas of Overlapping Financial Regulations

By Matthew C. Turk October 25, 2018 by renholding

Calls to dismantle the legal framework that was developed in response to the financial crisis have begun to multiply and gain momentum. Pursuant to a Trump Administration executive order, the Treasury Department has released a series of reports that undertakes …

SEC Commissioner Jackson on Re-Opening Comment Period for Security-Based Swap Dealer Rules

By Robert J. Jackson, Jr. October 12, 2018 by renholding

Thank you, Mr. Chairman, and thank you to my colleague Commissioner Peirce and the terrific Staff in the Division of Trading and Markets for all of the hard work that so clearly went into this proposal. I’m especially grateful to

…

Split Derivatives: Inside the World’s Most Misunderstood Contract

By Dan Awrey October 1, 2018 by renholding

Derivatives are the “bad boys” of modern finance: exciting, dangerous, and fundamentally misunderstood. Their supporters defend them as important instruments for measuring, managing, and transferring risk, enhancing both the efficiency and resilience of the financial system. Their critics label them …

How Private Equity Enhances the Market for Corporate Control and Capitalism

By Edward Peter Stringham and Jack Vogel September 13, 2018 by renholding

In this age of firebrand political rhetoric and sniping from the right and the left, Wall Street has taken more than its fair share of criticism. One of the most significantly misplaced criticisms, however, derives from a gross misunderstanding of …

A Retrospective on the Demise of Long-Term Capital Management

By Paul L. Lee September 10, 2018 by renholding

The 10th anniversary of the harrowing financial events of September 2008 is nearly upon us. The anniversary will undoubtedly be marked by various retrospectives analyzing those events. For a longer-term perspective, though, it may be helpful to consider another anniversary …

Corporate Governance Reform in Post-Crisis Financial Firms: Two Fundamental Tensions

By Christopher M. Bruner September 5, 2018 by renholding

The manner in which financial firms are governed directly affects the stability and sustainability of both the financial sector and the “real” economy, as the financial crisis and associated regulatory reform efforts have tragically demonstrated. However, two fundamental tensions continue …

Why Firms Disclose a Supplemental CEO-to-Median Worker Pay Ratio

By Sun Moon Jung, Natalie Kyung Won Kim, Han Seong Ryu and Jae Yong Shin September 5, 2018 by renholding

Pay disparity between executives and employees has been criticized as evidence of corporate greed. It can also create perceptions of unfairness and dissatisfaction among employees, weakening their commitment and performance. To provide more information about pay disparity, the U.S. Congress …

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