Stocks Securities

News & Analysis as of

"NYSE Trading Suspension: Implications for Issuer Equity Derivatives"

At 11:32 a.m. on July 8, 2015, the New York Stock Exchange (NYSE) announced that NYSE/NYSE MKT had temporarily suspended trading in all symbols. While the suspension appears to have had little impact on overall trading...more

Happy Public Float Day!

If you are a year-end company, today is the end of your second fiscal quarter, which means that it’s just about time to calculate your public float to see if your reporting status has changed. Here are a few things to...more

New UAE Commercial Companies Law - Debt Capital Markets

On 31 March 2015, the new Federal Law (No. 2 of 2015) concerning Commercial Companies (the NCCL) was issued and published in Federal Gazette No. 577 in the United Arab Emirates (the UAE) (the Official Gazette). The NCCL comes...more

SEC Says Fantasy Stock Trading Violates Securities Laws; Charges Others for Selling Illegal Security-Based Swaps

The SEC issued an Investor Alert which says fantasy stock trading for small amounts of money can violate provisions of securities laws implemented by the Dodd-Frank Act. I bet the Congressional drafters of these provisions...more

California’s Bizarre Voting Records Disclosure Requirement

Some statutes are so poorly drafted that one hardly knows where to begin. One such statute is Section 711 of the California Corporations Code. According to the legislature, the purpose of the statute is “to serve the public...more

April 2015 IPO Market Review

The pace of the IPO market moderated in the first two weeks of April before gaining momentum to end the month with 14 IPOs—the highest monthly tally since the 21 IPOs in November 2014, although short of the monthly average of...more

Exercising Registration Rights Did Not Violate Fiduciary Duties

Molycorp, Inc. is a publically traded Delaware corporation engaged in a the production and sale of rare earth oxides. Private equity investors held 44% of Molycorp’s stock, appointed certain directors and had demand...more

Stock Repurchases: “We Can’t Think Of Anything Better To Do With Your Money”

The Wall Street Journal took aim yesterday at stock repurchases and dividend payments, citing a commissioned study that concluded: “companies in the S&P 500 index sharply increased their spending on dividends and...more

Pay Versus Performance Rules Proposed by Securities and Exchange Commission

On April 29, 2015, the U.S. Securities and Exchange Commission (SEC) issued another proposed rule under the Dodd-Frank Act, this time with respect to the pay versus performance requirements of Section 953(a) of the Act. ...more

New York ALJ Rejects Retroactive Application of Statute

State courts generally have allowed legislatures a fair amount of flexibility in adopting retroactive statutes, but a recent New York case held that, under the circumstances presented, the retroactive application of a statute...more

Commodities And The CSL

A recent unpublished opinion by Justice William W. Bedsworth set me to cogitating on the status of commodities under the Corporate Securities Law of 1968. In Kelly v. Monex Co., 2013 Cal. App. Unpub. LEXIS 5903 (Aug. 21,...more

When Is A Gift A Sale?

According to Black’s Law Dictionary, a “gift” is a “voluntary transfer of property to another made gratuitously and without consideration”. Thus, it would seem that a gift could not be a sale. The California Corporations...more

Second Circuit Holds Section 16(b) Inapplicable to Different Classes of Common Stock

The US Court of Appeals for the Second Circuit has held that Section 16(b) of the Securities Exchange Act of 1934 does not apply to a transaction where an insider buys and sells shares of different types of stock in the same...more

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