In this issue:

- SEC Proposes Rules for “Regulation A+” Offerings

- NFA Notifies Members of FinCEN Advisory

- SEC Announces Enforcement Results for 2013

- Delaware Chancery Reviews Privilege for Mixed Business and Legal Advice

- Banking Agencies Issue FAQ Document Regarding CDOs Backed by TruPS Under the Volcker Rule

- FDIC Issues Latest Supervisory Insights Journal (Winter Edition)

- Agencies Issue Proposed Guidance on Tax Allocation Agreements Between Insured institutions and Their Holding Companies

- Federal Financial Regulators Extend Comment Period for Proposed Policy Statement on Assessing Diversity Policies and Practices of Regulated Entities

- Excerpt from Agencies Issue Proposed Guidance on Tax Allocation Agreements Between Insured institutions and Their Holding Companies:

On December 19, banking agencies including the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation (FDIC) and the Office of the Comptroller of the Currency (collectively, the agencies) gave notice that they are seeking comment relating to supplemental guidance on income tax allocation agreements involving holding companies and insured depository institutions (IDIs). According to the agencies, “[a]n aim of the proposed guidance is to reduce confusion” regarding ownership of any tax refunds. The federal banking regulators are proposing the guidance “in response to disputes between holding companies in bankruptcy and failed depository institutions regarding ownership of tax refunds. Courts have come to differing conclusions regarding the ownership of tax refunds between holding companies and depository institutions based on their interpretation of language in tax allocation agreements,” according to the agencies. It would appear that another aim of the agencies is to prevent future disputes in court by requiring that certain language deemed beneficial by courts to the insured institutions and to the FDIC be inserted in existing and future tax allocation agreements.