The United States Court of Appeals for the District of Columbia Circuit has denied the petitions of the SEC and Amnesty International for an en banc rehearing of the decision in the conflict minerals case. ...more
The SEC announced a whistleblower award totaling more than $325,000 for a former investment firm employee who tipped the agency with specific information that enabled enforcement staff to open an investigation and uncover the...more
New Margin Requirements -
The Board of Directors of the Federal Deposit Insurance Corporation approved a final rule to establish margin requirements for swaps that are not cleared through a clearinghouse. This action is...more
10/23/2015
/ Banking Sector ,
Banks ,
CFTC ,
Commodity Exchange Act (CEA) ,
Compliance ,
Dodd-Frank ,
Farm Credit Administration ,
FDIC ,
Federal Reserve ,
FHFA ,
Financial Institutions ,
Financial Markets ,
Hedge Funds ,
Margin Requirements ,
Obama Administration ,
OCC ,
Regulatory Agenda ,
Risk Mitigation ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Swap Dealers ,
Swaps ,
Terrorism Insurance
AgFeed Industries, Inc.’s accounting irregularities culminated in a March 2014 enforcement action brought against AgFeed by the SEC. The enforcement action yielded an $18 million disgorgement penalty, referred to as the...more
In Berman v. NEO@OGILVY LLC, the Second Circuit held that a whistleblower does not have to report to the SEC to be afforded the anti-retaliation protections of the Dodd-Frank Act. The court discussed that legislative history...more
To review: On July 2, 2013, the United States District Court for the District of Columbia vacated the SEC’s resource extraction rules which were mandated by the Dodd-Frank Act. Oxfam America then brought a suit against the...more
The SEC has adopted a final “pay ratio” rule required by Section 953(b) of the Dodd Frank Act. In general, the “pay ratio” rule requires public companies to disclose the median of the annual total compensation of all...more
8/10/2015
/ Compliance ,
Disclosure Requirements ,
Dodd-Frank ,
Emerging Growth Companies ,
Executive Compensation ,
Final Rules ,
Foreign Private Issuers ,
Form 10-K ,
Item 402 ,
Pay Ratio ,
Proxy Statements ,
Regulation S-K ,
Securities and Exchange Commission (SEC)
The SEC has adopted a final “pay ratio” rule required by Section 953(b) of the Dodd-Frank Act. In general, the “pay ratio” rule requires public companies to disclose the median of the annual total compensation of all...more
8/6/2015
/ CEOs ,
Cost-of-Living Adjustment (COLA) ,
Data Privacy ,
De Minimus Quantity Exemption ,
Disclosure Requirements ,
Dodd-Frank ,
Emerging Growth Companies ,
Employees ,
Executive Compensation ,
Foreign Private Issuers ,
Foreign Workers ,
Independent Contractors ,
Part-Time Employees ,
Pay Ratio ,
Payroll Records ,
Popular ,
Proxy Statements ,
Publicly-Traded Companies ,
Regulation S-K ,
Seasonal Workers ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Temporary Employees
There has been a debate about whether a whistleblower must report information about a violation of securities laws to the SEC, as opposed to internal reporting, to qualify for protection under the anti-retaliation provisions...more
The Federal Reserve Board approved a final rule requiring the largest, most systemically important U.S. bank holding companies to further strengthen their capital positions. Under the rule, a firm that is identified as a...more
The staffs of the agencies responsible for administering the Volcker Rule have again updated the Volcker Rule FAQs. A new FAQ notes that the rule implementing the Volcker Rule and the accompanying preamble make clear that a...more
The SEC announced a whistleblower award of more than $3 million to a company insider whose information helped the SEC crack a complex fraud. The multi-million dollar payout is the third highest award to date under the SEC’s...more
Section 925(a) of the Dodd-Frank Act expanded a remedy for certain violations of securities laws form barring association with broker-dealers to a bar that includes municipal advisors, rating organizations and other regulated...more
On July 1, 2015, the Securities and Exchange Commission (the “SEC”) proposed rules to implement Section 954 of the Dodd-Frank Act, which added Section 10D to the Securities Exchange Act of 1934. Section 10D requires the...more
The SEC has proposed new rules to implement Section 954 of the Dodd-Frank Act, which added Section 10D to the Securities Exchange Act of 1934. Section 10D requires the Commission to adopt rules directing the national...more
7/3/2015
/ Clawbacks ,
Corporate Governance ,
Disclosure Requirements ,
Dodd-Frank ,
Executive Compensation ,
Form 10-K ,
Incentive Compensation ,
New Regulations ,
Regulation S-K ,
Section 10D ,
Securities and Exchange Commission (SEC) ,
Total Shareholder Return (TSR)
The SEC has announced an open meeting to consider clawback of executive compensation under Section 954 of the Dodd-Frank Act to be held on July 1, 2015. According to the notice of the meeting, the SEC will consider whether...more
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
6/18/2015
/ Bitcoin ,
Business Valuations ,
Derivatives ,
Dodd-Frank ,
Initial Public Offering (IPO) ,
Investors ,
Popular ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Security-Based Swaps ,
Startups ,
Stock Trades ,
Stocks ,
Swaps ,
Virtual Currency
The CFPB adopted a final that allows the agency to supervise larger nonbank auto finance companies for the first time. The CFPB also released the examination procedures that its examiners will use.
Currently, the Bureau...more
6/11/2015
/ Abusive Acts ,
Automotive Industry ,
Automotive Loans ,
Consumer Financial Protection Bureau (CFPB) ,
Consumer Protection Act ,
Credit Unions ,
Dodd-Frank ,
ECOA ,
Financing ,
Nonbank Firms ,
Truth in Lending Act (TILA)
The Delaware Court of Chancery recently dismissed a derivative action in Ironworkers District Council of Philadelphia & Vicinity Retirement & Pension Plan v. Andreotti et al. One of the many claims alleged was a Caremark...more
5/13/2015
/ Bad Faith ,
Breach of Duty ,
Caremark claim ,
Derivatives ,
Dodd-Frank ,
DuPont ,
Fiduciary Duty ,
FRCP 23 ,
Genetically Engineered Seed ,
Monsanto ,
Patent Infringement ,
Pensions
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
5/12/2015
/ Dodd-Frank ,
Executive Compensation ,
Pay-for-Performance ,
Pensions ,
Profit Sharing ,
Proxy Statements ,
Regulation S-K ,
Retirement Plan ,
Securities ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Stocks ,
Total Shareholder Return (TSR) ,
XBRL Filing Requirements
Six federal financial regulatory issued a final rule that implements minimum requirements for state registration and supervision of appraisal management companies, or AMCs. An AMC is an entity that provides appraisal...more
Larry Stryker petitioned the Second Circuit for review of an order of the SEC that denied his claim for a whistleblower award. He sought the award under Section 21F of the Dodd-Frank Act based on information he supplied to...more
Section 929P(a) of the Dodd-Frank Act provides that the SEC’s authority in administrative penalty proceedings is “coextensive” with its authority to seek penalties in federal court. The plaintiff in Bebo v SEC argued the...more
Courts recently issued three opinions on the whistleblower anti-retaliation provisions of the Dodd-Frank Act.
In Murray v. UBS Securities, LLC, Mr. Murray claimed he was terminated because he refused to skew his...more
The SEC has proposed rules to implement Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, as codified in Section 14(j) of the Exchange Act, which requires annual meeting proxy statement disclosure...more