Securities Exchange Act, Conflicts of Interest

SEC Settles Charges Against Dually-Registered Broker-Dealer and Adviser for Alleged Failure to Address Conflicts of Interest

Vedder Price on 6/12/2024

On May 21, 2024, the SEC announced the settlement of administrative proceedings brought against a dually-registered broker-dealer and investment adviser for its alleged failure to address conflicts of interest in compliance...more

SEC Releases Final Rule 192 Relating to Conflicts of Interest in Securitization

Dechert LLP on 12/7/2023

The SEC released the final Securities Act Rule 192 relating to conflicts of interest in asset-backed securities transactions on November 27, 2023. In this OnPoint, we summarize the provisions of the final Rule 192 and...more

SEC Proposes Stringent New Conflict-of-Interest Rules Regarding Broker-Dealers’ and Investment Advisers’ Use of AI

BCLP on 9/1/2023

On July 26, 2023, the majority of the Commissioners of the U.S. Securities and Exchange Commission (the “SEC”) voted to propose new rules under the Securities Exchange Act of 1934 and the Investment Advisers Act of 1940 to...more

Broker-Dealers and Advisers Beware: The SEC’s “PDA” Proposal Could Upend Firms’ Interactions With Customers, Clients and Investors

WilmerHale on 8/18/2023

On July 26, 2023, the Securities and Exchange Commission (SEC or Commission) narrowly approved (3-2) a proposed rulemaking under the Securities Exchange Act of 1934 (Exchange Act) and the Investment Advisers Act of 1940...more

SEC takes on AI use by broker-dealers and investment advisers - Expansive coverage of types of technology and investor interaction...

Eversheds Sutherland (US) LLP on 7/31/2023

In a Legal Alert issued before the SEC open meeting, we posed five questions that our Investment Services team would be looking out for as part of this meeting. We now have answers to some of these questions....more

SEC proposes rules for addressing conflicts of interest raised by predictive data analytics

Orrick, Herrington & Sutcliffe LLP on 7/31/2023

On July 26, the SEC issued proposed rules under the Securities Exchange Act of 1924 and the Investment Advisors Act of 1940 to address certain conflicts of interest associated with the use of predictive data analytics,...more

Nutter Securities Enforcement Update: June 1, 2023

Nutter McClennen & Fish LLP on 6/23/2023

The Nutter Securities Enforcement Update is a periodic summary of noteworthy recent securities enforcement activity, settlements, decisions, and charges. ...more

Court Dismisses Post-SPAC Class Action for Lack of Standing

Goodwin on 5/26/2023

On March 31, 2023, U.S. District Judge Ronnie Abrams of the Southern District of New York dismissed a putative securities class action against CarLotz, Inc. (CarLotz), and certain of its officers and directors on the grounds...more

SEC Brings Suit Against Owner of BitTorrent, Inc., and Settles Claims With Celebrity Endorsers of Certain Crypto Tokens

Goodwin on 4/25/2023

On March 22, 2023, the US Securities and Exchange Commission (SEC) filed a complaint in US District Court for the Southern District of New York against Justin Sun, the owner of BitTorrent, Inc., a file-sharing platform; three...more

Top 5 SEC Enforcement Developments for February 2023

Morrison & Foerster LLP on 3/17/2023

In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important SEC enforcement developments from the past month, with links to primary resources....more

Mid-Year Report: FINRA Enforcement Builds Momentum After Historic Penalties

King & Spalding on 8/29/2022

After collecting near-record amounts in fines, restitution, and disgorgement in 2021 – which included a $70 million monetary penalty against a financial institution in a single action – FINRA continues to raise the bar on...more

New SEC Enforcement Actions Bring Number of Firms Charged with Form CRS Failures to 42

Holland & Knight LLP on 2/25/2022

The SEC's Division of Enforcement continues to focus on registrants' compliance with Form CRS, a byproduct of the agency's rulemakings "designed to enhance the quality and transparency of retail investors' relationships with...more

The SEC May Soon Propose Changes to Equity Market Structure: What Traders Should Know

Carlton Fields on 11/23/2021

On October 14, the Securities and Exchange Commission (SEC) released its report regarding the GameStop event of January 2021. The report does not fault the actions of any market participants. Instead, it outlines the U.S....more

SCOTUS Remands Securities Class Action Back to the 2nd Circuit

Akin Gump Strauss Hauer & Feld LLP on 7/29/2021

On June 21, 2021, the U.S. Supreme Court issued its opinion in Goldman Sachs Group, Inc. v. Arkansas Teacher Retirement System,1 vacating the 2nd Circuit’s previous decision and remanding for further consideration as to...more

House Votes to Repeal OCC True Lender Rule

Goodwin on 7/28/2021

In This Issue. The House of Representatives voted to pass a Congressional Review Act resolution repealing the Office of the Comptroller of the Currency’s (OCC) “true lender” rule; the Consumer Financial Protection Bureau...more

SCOTUS Vacates Class Certification In Suit Against Goldman Sachs And Clarifies Appropriate Scope Of Price Impact Evidence

Goodwin on 7/27/2021

SCOTUS Vacates Class Certification In Suit Against Goldman Sachs And Clarifies Appropriate Scope Of Price Impact Evidence; Stockholders Strike $110 Million Settlement In Suit Alleging Breaches Of Fiduciary Duties By Former...more

Supreme Court Provides Guidance on Class Certification in Securities Class Actions in Goldman Sachs Decision

Wilson Sonsini Goodrich & Rosati on 7/8/2021

On June 21, 2021, the United States Supreme Court issued its decision in Goldman Sachs Group Inc. v. Arkansas Teacher Retirement System, which provides important guidance for defendants seeking to rebut the presumption of...more

Goldman Sachs Group, Inc. v. Arkansas Teacher Retirement System: Supreme Court Vacates Class Certification Order in Decade-Long...

Cadwalader, Wickersham & Taft LLP on 6/30/2021

On June 21, 2021, the United States Supreme Court issued a decision in Goldman Sachs Group, Inc. v. Arkansas Teacher Retirement System, vacating a decision of the Second Circuit that affirmed certification of a securities...more

SCOTUS Green Lights Price Impact Evidence for Class Cert in Inflation-Maintenance Case

UB Greensfelder LLP on 6/30/2021

A decade of litigation in the Goldman Sachs securities fraud class action has ultimately revealed an unremarkable truth, confirmed by a unanimous U.S. Supreme Court – in a case brought under Rule 10b-5 premised on an...more

Supreme Court's Ruling in Goldman Sachs Leaves Open a Path for Securities Fraud Claims Based on Generic ESG Statements

Bracewell LLP on 6/29/2021

In April, we analyzed whether a corporation’s purely generic public statements on environmental, social and governance (“ESG”) issues could form the basis of a subsequent securities fraud action. At the time, we identified a...more

Supreme Court: “Generic Nature” of Misstatements in Securities Action May Help Defendants Defeat Class Certification

Perkins Coie on 6/29/2021

In a significant decision on securities class actions, the U.S. Supreme Court last week held that the generic nature of alleged misrepresentations will often be “important evidence of a lack of price impact” that can be used...more

U.S. Supreme Court Clarifies the Permissible Evidence and Burdens at Class Certification in Securities-Fraud Cases

Jones Day on 6/28/2021

The U.S. Supreme Court held that courts should consider the generic nature of a misrepresentation when assessing price impact in securities-fraud suits and that defendants bear the burden of persuasion to prove a lack of...more

U.S. Supreme Court: Courts Must Consider Generic Nature of Statements in Considering Certification of Securities Class Action, but...

BCLP on 6/28/2021

In a closely followed case concerning class certification in securities fraud class actions, the U. S. Supreme Court has held that the generic nature of a company’s statements should be considered in determining whether such...more

Supreme Court Addresses Presumption of Reliance in Securities Class Actions

King & Spalding on 6/25/2021

On June 21, 2021, the Supreme Court issued its highly anticipated decision in Goldman Sachs Group, Inc. v. Arkansas Teacher Retirement System, No. 20-222. Goldman concerned the standards to be applied by courts when...more

The Supreme Court Provides Guidance on the Standard for Deciding Price Impact at Class Certification in Securities Fraud Cases

Goodwin on 6/25/2021

In Goldman Sachs Group, Inc. v. Arkansas Teacher Retirement System, the U.S. Supreme Court answered two important questions regarding the standards that govern class certification in securities fraud actions, affirming the...more

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