Yesterday the United States Supreme Court heard oral argument in a case raising questions of when investors have standing to sue under Sections 11 and 12(a)(2) of the Securities Act of 1933 (the “Securities Act”). Slack...more
On January 10, 2023, the Financial Industry Regulatory Authority (“FINRA”) issued its 2023 Report on FINRA’s Examination and Risk Monitoring Program (the “Report”). The Report, which is a more comprehensive version of FINRA’s...more
On April 26, 2022, the Division of Examinations (the “Division”) of the Securities and Exchange Commission issued a Risk Alert listing notable examples of deficiencies that its staff has identified regarding investment...more
On March 30, 2022, the SEC released highly anticipated proposed rules for transactions involving special purpose acquisition companies (SPACs). If adopted in their current form, these rules would purport to make wide-ranging...more
COVID-19: DISCLOSURE AND CAPITAL MARKETS CONSIDERATIONS FOR US LISTED PUBLIC COMPANIES -
The outbreak and continuing spread of the novel coronavirus (“COVID-19”) and the related disruption to the worldwide economy are...more
On July 3, 2019, Chairman Jay Clayton of the Securities and Exchange Commission (SEC) issued a Statement Regarding Offers of Settlement (the “Public Statement”) to announce a significant shift in the SEC’s process of...more
8/8/2019
/ Bad Actors ,
Cease and Desist Orders ,
Enforcement Actions ,
Financial Institutions ,
Investment Company Act of 1940 ,
Proposed Legislation ,
Public Statements ,
Rulemaking Process ,
SEC Commissioner ,
Securities and Exchange Commission (SEC) ,
Settlement Agreements ,
Settlement Negotiations
On Monday, June 5, 2017, a unanimous Supreme Court held that the ability of the Securities and Exchange Commission (“SEC”) to seek disgorgement in connection with a violation of federal securities law is subject to a...more
On August 9, 2016, a three-judge panel of the United States Court of Appeals for the District of Columbia Circuit issued Lucia v. SEC, a significant decision that holds that the Securities and Exchange Commission’s (“SEC” or...more
The Securities and Exchange Commission (the SEC or the Commission) brought over 400 enforcement actions in the first half of 2016 and is on pace to surpass its record of 807 enforcements actions in a single fiscal year, which...more
7/20/2016
/ Administrative Proceedings ,
Books & Records ,
Broker-Dealer ,
Chief Compliance Officers ,
Cooperation ,
Corporate Counsel ,
Cybersecurity ,
Disgorgement ,
Enforcement Actions ,
Enforcement Statistics ,
Foreign Corrupt Practices Act (FCPA) ,
Insider Trading ,
Investment Adviser ,
Municipal Bonds ,
Securities and Exchange Commission (SEC) ,
Whistleblowers
On May 26, 2016, a three-judge panel of the United States Court of Appeals for the Eleventh Circuit issued SEC v. Graham, a significant decision that, at least in the Eleventh Circuit, limits the ability of the Securities and...more
The Securities and Exchange Commission (the SEC or the Commission) filed a record 807 enforcement actions in fiscal year 2015, 52 more than it filed in 2014. It also set a record by obtaining approximately $4.2 billion in...more
On April 1, 2015, the United States Securities and Exchange Commission (“SEC” or “Commission”) filed its first enforcement action under Section 21F of the Securities Exchange Act of 1934 (“Exchange Act”) and Exchange Act Rule...more
Fiscal year 2014 proved to be another eventful and record-breaking year for the Division of Enforcement (Enforcement Division) of the United States Securities and Exchange Commission (SEC or the Commission). Indeed, the...more
While not nearly as transformative and dramatic as the first half of 2013 and the early days of Chair Mary Jo White and Director of Enforcement Andrew Ceresney, the first six months of 2014 was just as busy and productive...more
Marked by leadership changes, high-profile trials, and shifting priorities, 2013 was a turning point for the Enforcement Division of the Securities and Exchange Commission (the “SEC” or the “Commission”). While the results of...more
1/9/2014
/ Accounting Fraud ,
Auditors ,
Bribery ,
Broker-Dealer ,
China ,
Deferred Prosecution Agreements ,
Disclosure ,
Dodd-Frank ,
Enforcement Actions ,
FIRREA ,
Foreign Corrupt Practices Act (FCPA) ,
Injunctions ,
Insider Trading ,
Investment Adviser ,
Mary Jo White ,
Municipal Securities Issuers ,
Neither Admit Nor Deny Settlements ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Statute of Limitations ,
Whistleblowers
Earlier this week, the United States Court of Appeals for the Second Circuit issued a noteworthy decision regarding the standard for judging the materiality of alleged omissions in a class action lawsuit brought under Section...more
On May 24, 2013, the Public Company Accounting Oversight Board (“PCAOB” or the “Board”) announced that it had signed a Memorandum of Understanding (“MOU”) with Chinese securities regulators that would enable the PCAOB under...more
Late last week, a senior SEC lawyer encouraged the private equity and hedge fund communities to consider whether certain practices of private fund managers could subject these firms to SEC registration as broker-dealers....more
The US Court of Appeals for the Eleventh Circuit recently issued an important decision that addresses two types of allegations that plaintiffs routinely rely on to plead loss causation in federal securities fraud cases. In...more
On February 27, 2013, the Supreme Court issued its much-anticipated decision in Gabelli v. SEC, unanimously rejecting the SEC’s view that government agencies can bring enforcement actions seeking civil penalties for...more