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Securities Updates

Read need-to-know updates, commentary, and analysis on Securities issues written by leading professionals.

US Tax Reform—Disclosure Considerations

by White & Case LLP on

On December 22, 2017, tax reform (the "Tax Act")1 was signed into law. The Tax Act will have significant implications for companies, including on their accounting and associated disclosure, as discussed below. The SEC’s...more

Financial Markets Disputes and Regulatory Update - January 2018 - What can we learn from the second half of 2017

by Dentons on

Court decisions/impacts - Cases which consider the construction and use of standard form financial agreements almost always deserve reading. Most notable in this category is the judgment of the Court of Appeal in Dexia v....more

EU Derivatives Trading Obligation Enters Into Force

by Shearman & Sterling LLP on

A Commission Delegated Regulation on the derivatives trading obligation under the Markets in Financial Instruments Regulation has been published in the Official Journal of the European Union....more

Financial Markets Disputes and Regulatory Update - January 2018 - Regulatory developments

by Dentons on

Senior managers regime, certification regime and conduct rules (SMCR) - Individual Accountability: Extending the Senior Managers & Certification Regime to all FCA firms, and extending the SMCR to Insurers - Consultation...more

Financial Markets Disputes and Regulatory Update - January 2018 - Judgments

by Dentons on

Court of Appeal upholds consistent interpretation of ISDA Master Agreement - Dexia Crediop S.P.A. v. Comune di Prato [2017] EWCA Civ 428 - Dexia was appointed as Prato's adviser in relation to debt restructuring and...more

Final Global Governance Arrangements for Unique Transaction Identifier Published

by Shearman & Sterling LLP on

The Financial Stability Board has published the Governance Arrangements for the Unique Transaction Identifier and a recommended implementation plan for the arrangements following its consultation in March 2017. The UTI is a...more

The U.S. Tax Cuts and Jobs Act: Fundamental Changes to Business Taxation

by Jones Day on

Signed into law December 22, 2017, the "Tax Cuts and Jobs Act" represents the most comprehensive reform to the U.S. federal tax code in a generation. The Act's most notable provisions include significant reductions in both...more

With the Draft of the Italian Budget Law 2018, more certainties on indirect taxation of share deals (Italian)

by Dentons on

Article 13 of the Draft Law on Budget 2018 provides for a provision amending the current Article 20 of the D.P.R. of 26 April 1986, no. 131 concerning the application of the registration tax (applicable also to other taxes of...more

New EU Securitization Framework Published

by Shearman & Sterling LLP on

Two new EU Regulations introducing the new EU securitization framework for simple, transparent and standardized securitizations have been published in the Official Journal of the European Union - the STS Regulation and a...more

SEC-NYU Program on Shareholder Engagement

The Securities and Exchange Commission’s Division of Economic and Risk Analysis is hosting a session in collaboration with New York University’s Salomon Center for the Study of Financial Institutions to discuss shareholder...more

SEC Committee Advocates for Summary Mutual Fund Shareholder Reports

by Carlton Fields on

On December 7, the Investor Advisory Committee of the Securities and Exchange Commission (SEC) adopted a recommendation that the SEC seriously explore the development of a summary disclosure document for mutual fund companies...more

SEC Exam Staff: “Surprise, We’re Back”

by Carlton Fields on

In August, Kevin Kelcourse, the associate director for examinations at the SEC’s Boston Regional Office, confirmed that his office has been making "surprise" examination visits to registered advisers in the region. ...more

SEC Venue Selection: Avoiding Ground-Hog Day

by Dorsey & Whitney LLP on

The Supreme Court agreed to determine whether the SEC’s use of hearing officers is contrary to the Constitution’s Appointments Clause in an order entered in Raymond J. Lucia Companies v. SEC, No. 17-130 on Friday, January 12,...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

More trouble for the embattled British PM Theresa May. We learned yesterday that Britain’s second-largest construction firm—Carillion—was forced into liquidation after amassing a staggering $1.35 billion in debt. The downfall...more

FCPA Compliance Report-Episode 366 Jonathan Marks on performing and using a root cause analysis

by Thomas Fox on

In this podcast, I visit Jonathan Marks, a partner at Marcum LLP on how to perform a root cause analysis and its uses in the remediation phase of a best practices compliance program. One new and different item was laid out in...more

Compliance Man Goes Global - Episode 8: Tough Questions

by Thomas Fox on

Welcome to Episode 8 of Compliance Man Goes Global podcast of FCPA Compliance Report International Edition. In this episode, we will focus on tough questions, which Compliance officers need to address. We will explore this...more

Day 16 of 31 Days to a More Effective Compliance Program-the Third-Party Risk Management Process

by Thomas Fox on

As every compliance practitioner is well aware, third parties still present the highest risk under the Foreign Corrupt Practices Act (FCPA). The Department of Justice Evaluation of Corporate Compliance Programs devotes an...more

2018 Proxy Advisory Firm Voting Guidelines: Canadian Highlights

As an early step in preparing for the upcoming proxy season, issuers should familiarize themselves with the Canadian proxy voting guidelines recently published by Institutional Shareholder Services Inc. (ISS) and Glass Lewis...more

Corporate and Financial Weekly Digest, Featuring Topics on Broker-Dealer, Derivatives, CFTC and UK/Brexit/EU DevelopmentsCorporate...

BROKER-DEALER - FINRA Releases 2018 Regulatory and Examination Priority Letter - On January 8, the Financial Industry Regulatory Authority (FINRA) released its annual Regulatory and Examination Priority Letter detailing...more

European Securities and Markets Authority Publishes Final Technical Advice on the Short Selling Regulation

by Shearman & Sterling LLP on

The European Securities and Markets Authority has published a final report setting out its technical advice to the European Commission on elements of the Short Selling Regulation that relate to market making, short-term bans...more

Tax Act: New Opportunity to Defer Income from Certain Private Company Equity Grants

by WilmerHale on

The new Section 83(i) of the tax code, enacted as part of the Tax Act, allows certain private company employees to elect to defer, solely for income tax purposes and for a period of up to five years, the income attributable...more

Key terms in UK and US M&A deals

by DLA Piper on

Over the past ten years, it’s not been uncommon for the UK to report a trade surplus with the US, and simultaneously, the US to report a trade surplus with the UK....more

SEC Releases Liquidity Rule FAQs

by Morrison & Foerster LLP on

The staff of the SEC’s Division of Investment Management released this week a series of frequently asked questions (FAQs) regarding new Rule 22e-4 (the “Liquidity Rule”). The Liquidity Rule requires non-money market mutual...more

Did Santa Give the Insurance Industry a Lump of Coal or a Diamond in the Rough? The Proposed Suitability and Best Interest...

by Carlton Fields on

As reported in our November 28 client alert, the National Association of Insurance Commissioners’ (NAIC) Annuity Suitability Working Group (Suitability WG) circulated the proposed Suitability and Best Interest Standard of...more

ISS and Glass Lewis Update Their Proxy Voting Guidelines for 2018

by Smith Anderson on

Institutional Shareholder Services (ISS) and Glass, Lewis & Co. (Glass Lewis), two of the leading providers of corporate governance research and proxy voting services, have published their updated proxy voting guidelines for...more

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