Securities Law | JD Supra

Infobytes - A Weekly In-depth review of news & developments in the financial services industry - May 17, 2013

by BuckleySandler LLP on 5/20/2013

In This Issue: - FEDERAL ISSUES - STATE ISSUES - COURTS - FIRM NEWS - FIRM PUBLICATIONS - MORTGAGES - BANKING - CONSUMER FINANCE - SECURITIES - PRIVACY/DATA SECURITY - Excerpt from...more

The European Alternative Investment Fund Managers Directive—a non-EU Fund Manager’s Perspective

by Jay G. Baris, Afia Fening, Jeremy C. Jennings-Mares | Morrison & Foerster LLP on 5/20/2013

Introduction - The European Member States must implement the Directive on Alternative Investment Fund Managers (the “AIFMD”), which came into force on July 21, 2011, into their national laws by July 22, 2013. Once the...more

Playing With Ralph Lauren: A Fair Settlement?

by Michael Volkov on 5/20/2013

The FCPA Paparazzi has been at it again – it is fascinating to watch the reaction of practitioners and commentators in the FCPA arena. ...more

In re LIBOR-Based Financial Instruments Antitrust Litigation: A Long Road Ahead

by Susan E. Foster | Perkins Coie on 5/17/2013

In a self-described “unexpected” ruling for the defendants in the consolidated LIBOR proceedings, Judge Naomi Reice Buchwald has dismissed the private plaintiffs’ antitrust and Racketeer Influenced and Corrupt Organizations...more

Irish Central Bank Opens Its Door for AIFMD Business

by Conor Durkin, Aaron Mulcahy, Declan O’Sullivan | Dechert LLP on 5/17/2013

The Central Bank of Ireland (Central Bank) is now accepting applications for authorisation under the Alternative Investment Fund Managers Directive (AIFMD) on an informal basis. Applications can be made on the Central Bank’s...more

Are Political Intelligence Practice Groups Too Risky? [Video]

by Bloomberg Law on 5/17/2013

May 17 (Bloomberg Law) -- Robert Walker, attorney at Wiley Rein LLP, talks with Bloomberg Law's Lee Pacchia about the legal and ethical implications of law firms selling political intelligence. Last month, the SEC issued...more

FINRA Focuses on Anti-Money Laundering Procedures and Red Flags

by Kiersten Fletcher, Daniel A. Nathan | Morrison & Foerster LLP on 5/17/2013

Last week, the Financial Industry Regulatory Authority (FINRA) publicized penalties against three companies – as well as four associated individuals – that it found had failed to establish and implement adequate procedures...more

Investment Management Legal + Regulatory Update -- May 2013

by Luke T. Bagley, Jay G. Baris, Thomas M. Devaney, Kelley A. Howes, Robert E. Putney, III, Isabelle Sajous | Morrison & Foerster LLP on 5/17/2013

In This Issue: Regulatory Updates - SEC Allows Limited Use of Social Media for Public Disclosure; Federal Reserve Board Publishes a Final Rule Specifying when Nonbank Firms are “Predominantly Engaged in...more

Applicability of Proposed Amendment to Section 251 of the DGCL to Hostile Offers

by Morrison & Foerster LLP on 5/17/2013

The Delaware State Bar Association has recently proposed an amendment to the Delaware General Corporation Law (the “DCGL”) that would significantly modify the way acquisitions of Delaware public companies are effected by...more

Second Circuit Agrees To Hear Interlocutory Appeal Of Key MBS Litigation Questions

by BuckleySandler LLP on 5/17/2013

On May 7, the U.S. Court of Appeals for the Second Circuit granted two petitions seeking interlocutory appeal of key questions related to pending mortgage backed securities (MBS) cases....more

CFTC Approves Trade Execution Rules

by Elan Mendel | Shipkevich PLLC on 5/17/2013

At 10:00 a.m. on Thursday, the CFTC held an open meeting to consider trade execution rules and interpretive guidance regarding anti-disruptive trading practices authority....more

What’s The Right Way To Respond To A Shareholder Books And Records Request?

by Rick Gallagher, M. Todd Scott, Alex Talarides | Orrick - Securities Litigation and Regulatory... on 5/17/2013

Delaware law gives shareholders the right to request corporate books and records in order to investigate issues that are of interest to them. ...more

SEC Chair Mary Jo White On Social Media

by Stephen M. Quinlivan | Leonard, Street and Deinard - Dodd-Frank and... on 5/17/2013

In testimony before the U.S. House of Representatives Committee on Financial Services, SEC Chair Mary Jo White stated that the Netflix Section 21(a) report stands for the proposition that use of social media is acceptable “so...more

Re: Sino-Forest Corporation – When is an Indemnity Claim Really Just an Equity Claim?

by Domenico Magisano, Jason Squire | Lerners LLP on 5/16/2013

When public companies are accused of accounting irregularities, class action shareholder litigation often follows. The case of Sino-Forest Corporation (“SFC”) is such an example. Weighed down by allegations of accounting...more

Structured Thoughts -- Volume 4, Issue 8 -- May 15, 2013

by Bradley Berman, Lloyd S. Harmetz, Charles M. Horn | Morrison Foerster - Structured Products on 5/16/2013

In This Issue: Due Diligence Procedures for Structured Note Distributors; Key Issues for Yankee CDs; The SEC and FINRA: Protect Your Elders; The FSOC’s 2013 Annual Report: Increasing Exchange-Traded Product Activity;...more

"Extension of UK Takeover Code Jurisdiction"

by Michael Hatchard, Scott Hopkins | Skadden, Arps, Slate, Meagher & Flom LLP on 5/16/2013

On 15 May, the U.K. Takeover Panel (the Panel) published its response to a consultation paper proposing to extend the jurisdiction of the U.K. Takeover Code (the Code). The Panel has concluded that the Code’s jurisdiction...more

CFTC To Propose New Rule On Position Limits By June

by Felix Shipkevich | Shipkevich PLLC on 5/16/2013

The Commodity Futures Trading Commission (CFTC) intends to will reveal it’s new rule on speculative positions limits within the next six weeks. ...more

IR And Social Media: The Flood Gates Open To Little More Than A Trickle

by Richard S. Levick | LEVICK on 5/16/2013

Back in April, The U.S. Securities and Exchange Commission gave rise to the next major evolution in investor relations when it OK’d the disclosure of material information via Twitter, Facebook, and other social media...more

Continuous Disclosure – What to Say and When?

by Adam Levine, Su Sze Ting | K&L Gates LLP on 5/16/2013

Key Points - Continuous disclosure is one of the key elements of ensuring market integrity. With the recent amendments to the Listing Rules and the introduction by the Australian Securities Exchange (ASX) of a new...more

DOJ Turns FCPA Spotlight on Financial Services Sector as Enforcement Efforts in Latin America Continue

by Demme Doufekias, Adam S. Hoffinger, Robert A. Salerno | Morrison & Foerster LLP on 5/16/2013

Last week, the U.S. Department of Justice (DOJ) announced the indictment of two employees of a U.S. broker-dealer, Direct Access Partners, and a senior official in Venezuela’s state economic development bank, Banco de...more

IRS Issues Final Regulations Treating Qualified Stock Dispositions as Asset Sales

by Wilson Sonsini Goodrich & Rosati on 5/16/2013

On May 10, 2013, the Internal Revenue Service (IRS) and Treasury Department released the long-awaited final regulations under Section 336(e) of the Internal Revenue Code, treating certain sales, exchanges, and distributions...more

UK Extends AIFMD Transitional to Non-EEA Fund Managers

by Tim Aron | Katten Muchin Rosenman LLP on 5/16/2013

On April 29, HM Treasury issued a Question and Answer publication which stated its intention to extend the transition period of the Alternative Investment Fund Managers Directive (AIFMD) to existing third-country Alternative...more

SEC Issues Guidance on Disclosures Made via Social Media

by David Garcia, Michael Meskill | Jackson Walker on 5/16/2013

The Securities and Exchange Commission (the "SEC") recently issued a Report of Investigation (the "Report") in which it provides helpful guidance to public companies regarding their use of social media to disclose material...more

District Court Denies Countrywide’s Motion to Dismiss AIG Suit

by Orrick - Structured Finance Group on 5/15/2013

On May 6, Judge Mariana Pfaelzer of the United States District Court for the Central District of California allowed American International Group, Inc. (AIG) to proceed with several of its claims against Bank of America and...more

The SEC Action Against the City of Harrisburg: Lessons for Other Municipalities

by Timothy J. Horstmann | McNees Wallace & Nurick LLC on 5/15/2013

The Securities and Exchange Commission ("SEC") recently announced that it has charged the City of Harrisburg with violations of various anti-fraud provisions of federal securities laws in connection with the resource recovery...more

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Securities Law Updates

Infobytes - A Weekly In-depth review of news & developments in the financial services industry - May 17, 2013

The European Alternative Investment Fund Managers Directive—a non-EU Fund Manager’s Perspective

Playing With Ralph Lauren: A Fair Settlement?

In re LIBOR-Based Financial Instruments Antitrust Litigation: A Long Road Ahead

Irish Central Bank Opens Its Door for AIFMD Business

Are Political Intelligence Practice Groups Too Risky? [Video]

FINRA Focuses on Anti-Money Laundering Procedures and Red Flags

Investment Management Legal + Regulatory Update -- May 2013

Applicability of Proposed Amendment to Section 251 of the DGCL to Hostile Offers

Second Circuit Agrees To Hear Interlocutory Appeal Of Key MBS Litigation Questions

CFTC Approves Trade Execution Rules

What’s The Right Way To Respond To A Shareholder Books And Records Request?

SEC Chair Mary Jo White On Social Media

Re: Sino-Forest Corporation – When is an Indemnity Claim Really Just an Equity Claim?

Structured Thoughts -- Volume 4, Issue 8 -- May 15, 2013

"Extension of UK Takeover Code Jurisdiction"

CFTC To Propose New Rule On Position Limits By June

IR And Social Media: The Flood Gates Open To Little More Than A Trickle

Continuous Disclosure – What to Say and When?

DOJ Turns FCPA Spotlight on Financial Services Sector as Enforcement Efforts in Latin America Continue

IRS Issues Final Regulations Treating Qualified Stock Dispositions as Asset Sales

UK Extends AIFMD Transitional to Non-EEA Fund Managers

SEC Issues Guidance on Disclosures Made via Social Media

District Court Denies Countrywide’s Motion to Dismiss AIG Suit

The SEC Action Against the City of Harrisburg: Lessons for Other Municipalities

Are Political Intelligence Practice Groups Too Risky? [Video]

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