This Glossary is designed to provide law students taking Securities Regulation with a tool that will assist them in learning the basic language of securities law and achieve a working knowledge of the fundamental principles...more
On August 3, a federal district court in New York dismissed with prejudice a securities class action suit filed against Chinese oil and gas company PetroChina Co. Ltd. The suit alleged that statements in the company’s 2011...more
On May 20, 2015, the Securities and Exchange Commission (the “SEC”) approved new proposed rules, forms and amendments that would expand the information that registered investment companies1 are required to report. The SEC’s...more
As accounting restatements occur relatively infrequently, and the severity is often modest, the proposed “clawback” rules represent more of a "check the box" compliance activity than a real enforcement threat....more
On June 29, 2015, the Commodity Futures Trading Commission (“CFTC”) issued proposed rules (“Proposed Rules”) regarding the cross-border application of its proposed uncleared swaps margin rules issued last October. The...more
A recent case in Delaware provides a cautionary tale for sellers who carefully negotiate limitations on their indemnification liability to buyers for claims that the financial statements of the target business fail to comply...more
The insider trading trial of former SAC Capital official Matthew Martoma opened this week in Manhattan with jury selection. The SEC announced the resignation of George Canellos, Co-director of the Division of Enforcement....more
This week in our playbook, we are talking about guarantor and affiliate financial statements.
First, the bad news: As a general rule, all guarantors must present the same audited and unaudited financial statements as...more
July 2013 was a big month for the Securities and Exchange Commission (the "SEC") in its quest to increase enforcement in the municipal market. On July 19, 2013, the SEC charged the City of Miami, Florida ("Miami"), and its...more
Despite the lack of fireworks and fanfare, July 1, 2013, ushered in new changes to the Uniform Commercial Code that are important to bankers, lenders and legal practitioners. The revisions to UCC Article 9 (“Article 9”)...more
Annual Compliance Reviews -
All investment advisers registered with the Securities and Exchange Commission (“SEC”) are required to review their compliance policies and procedures at least annually (and best practice is...more
Public companies with PRC-based auditors are facing a worrisome accounting “slope” rather than a “cliff” on December 31, 2012. If the Public Company Accounting Oversight Board (PCAOB) is not able to finish its international...more
2013 SEC Filing Deadlines and Financial Statement “Staleness” Dates Calendar (when financial statements need to be updated in a securities offering).
Please see full chart below for more information.
The Public Company Accounting Oversight Board (PCAOB) has been trying to exercise its oversight responsibilities with regard to registered accounting firms in China for years, but so far has been prevented from doing so by...more
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