On February 3, the Department of Justice and 19 State Attorneys General announced their $1.375 Billion settlement of DOJ’s FIRREA suit and related State AG actions against Standard & Poor’s and its parent McGraw-Hill...more
The SEC and FINRA each issued February 3 cyber security “alerts” summarizing last year’s sweep exams and pointing out the obvious. In two parts, the SEC’s press-release covered the results of the Commission’s 2013-2014 sweep...more
2/6/2015
On January 29, the Commission dismissed its insider-trading suit against Canadian analyst Jordan Peixoto in connection with his purchase of puts on the stock of Herbalife in advance of a negative hedge fund presentation on...more
The SEC and the Attorneys General of New York and Massachusetts this week fined Standard & Poor’s almost $77 million, suspended S&P from conduit-fusion CMBS ratings work for a year and imposed other undertakings, for...more
The SEC’s Office of Compliance Inspections and Examinations (“OCIE”) released its 2015 Exam Priorities January 13. Director Andrew Bowden’s annual list details OCIE’s subject of focus for the coming year....more
An all-public panel of FINRA arbitrators entered a preclusion order and awarded $750,000 in punitive damages for Respondents’ failure to participate in discovery and disregard of pre-hearing filing requirements....more
The Financial Industry Regulatory Authority (“FINRA”) released its 10th annual Exam Priority Letter earlier this week (Jan. 6, 2015). The so-called “Errico Letter” advises broker-dealer member firms of the operational risks...more
The US Second Circuit this Wednesday narrowed the scope of “tippee” liability for insider trading, rejecting the “doctrinal novelty” of recent government prosecution theories. In United State v. Newman, Nos. 13-1837-cr c/w...more
The SEC this week issued cease-and-desist orders against eight auditors, fining them $140,000 collectively, for violating auditor independence rules by preparing the very broker-dealer financials they were to audit....more
Earlier this month, the SEC used a “control-person” charge in a settled action against an elected municipal official in connection with municipal bond offering. Enforcement touted that “first” on the Monday after: “An...more
Last Friday, FINRA proposed pay-to-play prohibitions that parallel and implement similar Investment Adviser Act provisions in Rule 206(4)-5. That IA Rule prohibits investment advisers from paying third-parties to solicit...more
In an unusual three-page concurrence to a November 10 cert denial, Justice Scalia (joined by Justice Thomas) virtually called for a case that would subject the SEC’s insider-trading interpretations to scrutiny. Because courts...more
The SEC continues to ramp up its Enforcement efforts in the municipal-securities realm. The agency announced a series of settled actions on November 6....more
An October 27 letter from Rep. Maxine Waters and seven other House Democrats (from the Financial Services & Oversight Committee) asked the SEC to double down on scrutiny of employer confidentiality agreements that might...more
Last week the Fifth Circuit weighed in on how inartfully crafted arbitration and forum-selection clauses might trump one another. Together with recent decisions from the Second and Ninth Circuits – each with cert petitions...more
The MSRB last week proposed an extension of its gift-limitations Rule G-20 to encompass municipal advisors. The Proposed Rule generally limits gifts in relation to municipal securities or advisory services to $100 per year. ...more
Fiduciary Standard:
"A municipal advisor and any person associated with such municipal advisor shall be deemed to have a fiduciary duty to any municipal entity for whom such municipal advisor acts as a municipal...more
The SEC last week approved new MSRB Rule G-44 implementing supervision and compliance requirements for municipal advisors. The MSRB touted the Rule as “its first dedicated rule for municipal advisors” under the Dodd-Frank...more
The drumbeats of discontent grow louder against the SEC’s more frequent use of its internal administrative forum for enforcement cases. I wrote about the current spate of Constitutional challenges to the agency’s forum in an...more
Since 2004, FINRA has required its member firms to include in settlement-agreement confidentiality clauses an exception expressly allowing a customer to respond to regulatory inquiries. See Notice to Members 04-44. FINRA...more
Carlo DiFlorio, FINRA’s Chief Risk Officer and Head of Strategy, told the annual meeting of the National Society of Compliance Professionals Monday that FINRA is emphasizing efforts to mitigate market risks, even as it...more
State or local government entities, special tax districts, hospital districts and other municipal bond issuers face a December 1 deadline to respond to the SEC Enforcement Division’s “Municipalities Continuing Disclosure...more
The US Sixth Circuit last week narrowed its standard for adequately pleading scienter in PSLRA cases using a collective-knowledge theory to impute knowledge to a corporate defendant from among various employees. In Omnicare,...more
On September 30, the D.C. District Court rejected two GOP state committees’ challenge to the SEC’s regulation prohibiting pay-to-play among investment advisors. Bowing to “curious” precedent in which words don’t mean what...more
Ruling in a case of first impression, the Sixth Circuit rejected an implied cause of action under Section 36(a) of the Investment Company Act of 1940, 15 U.S.C. § 80a-1 et seq. Although the Circuits remain split, recent...more