News & Analysis as of

Dodd-Frank Wall Street Reform and Consumer Protection Act Securities & Exchange Commission

The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and... more +
The Dodd-Frank Wall Street Reform and Consumer Protection Act is a United States federal statute signed into law on July 21, 2010. The Act was passed in response to the Great Recession of the late 2000s and includes broad reforms related to many aspects of the financial and banking industry. Notable sections of the Act include stricter regulations of the derivatives market, as well as the Volcker Rule, which restricts the trading practices of FDIC-insured institutions.    less -

Pay Ratio Disclosure for the Upcoming Proxy Season

by Pepper Hamilton LLP on

This upcoming proxy season, most public companies will be required to include disclosure under Item 402(u) of Regulation S-K (Pay Ratio) for the first time. The Pay Ratio rule was introduced by the Dodd-Frank Wall Street...more

Digital Realty Trust, Inc. v. Somers Oral Argument Recap

As we have previously noted here, in Digital Realty Trust, Inc. v. Somers, the United States Supreme Court will decide how to interpret the term “whistleblower” under the Dodd-Frank Act, and how to apply the term to the Act’s...more

Top 10 Topics for Directors in 2018

EXECUTIVE SUMMARY - 1. Cybersecurity threats. Cybersecurity preparedness is essential in 2018 as the risk of, and associated adverse impact of, breaches continue to rise. The past year redefined the upward bounds of the...more

Preparing for the 2018 Public Company Reporting Season

by Perkins Coie on

In anticipation of the upcoming annual report and proxy season, we are highlighting new requirements and trends for public companies in 2018....more

SEC Announces More than $20 Million in Whistleblower Awards

by Bryan Cave on

In the course of one week, the United States Securities and Exchange Commission announced awards to three whistleblowers totaling more than $20 million under the Dodd-Frank Whistleblower Program. On November 30, the SEC...more

SEC Issues $4.1 Million Award to Overseas Whistleblower

On December 5, 2017, the SEC announced a whistleblower award of more than $4.1 million to an overseas former company insider. The SEC declined to disclose the identity of the whistleblower or the company at issue...more

Were The SEC’s Pay Ratio Rule Efforts Valiant?

by Allen Matkins on

James D.C. Barrall recently published a listing of ten consensuses on CEO pay ratio planning. He begins with the following...more

Third Party Purchaser Agreements Don’t Destroy Sale Treatment: A Victory for the Unintended Consequences Resistance

by Dechert LLP on

Every once in a while we get some good news around the capital markets hood and this is one of those times. Admittedly, all we’re doing here is fixing a problem which was one of the unintended consequences of the Dodd-Frank...more

SEC Awards Over $16 Million to Two Whistleblowers

On November 30, 2017, the SEC Office of the Whistleblower issued a bounty award of more than $16 million to two tipsters; each received an award of more than $8 million. The SEC denied awards to five other claimants....more

Are You At Risk of Accounting Fraud?

Nearly a decade after the financial crisis and almost eight years after passage of the Dodd-Frank Act, companies continue to grapple with how to prevent corporate fraud and respond when it happens....more

Supreme Court Oral Argument Suggests Skepticism Over SEC Rule Protecting Internal Whistleblowers From Retaliation Under Dodd-Frank...

by Shearman & Sterling LLP on

On November 28, 2017, the Supreme Court heard oral arguments in Digital Realty Trust, Inc. v. Somers, No. 16-1276, a case that raises the question whether an employee who reported alleged misconduct internally, but did not...more

Treasury’s Third Report on Financial System Regulation Focuses on the Asset Management and Insurance Industries

by Dechert LLP on

The U.S. Department of the Treasury (Treasury) recently released a report examining the regulatory framework for the asset management and insurance industries (Report). The Report is the third in a series of four reports that...more

Matters to Consider for the 2018 Annual Meeting and Reporting Season

Companies have important decisions to make as they prepare for their 2018 annual meeting and reporting season. We have prepared a checklist of key corporate governance, executive compensation and disclosure matters on which...more

Whistleblower Status Up For Debate Before SCOTUS: Digital Realty Trust Inc. v. Somers

The nation’s top court will soon decide a key aspect of how employers should handle employee complaints about possible fraud or financial wrongdoing in the company that may violate federal laws. These situations provide...more

Where the Whistle Blows: Justices Express Doubt That Dodd-Frank Protection Shields Internal Whistleblowing

by Zuckerman Spaeder LLP on

When Congress passed the Dodd-Frank Act in 2010, it bolstered protections for whistleblowers who report certain kinds of misconduct, such as violations of securities law. At the time, the Sarbanes-Oxley Act already provided...more

Blog: SCOTUS hears oral argument in Somers v. Digital Realty Trust: Dodd-Frank whistleblower statute “says what it says”

by Cooley LLP on

Yesterday, in addition to hearing oral argument regarding state court jurisdiction over ’33 Act class actions (see this PubCo post), SCOTUS also heard oral argument in a second case, Somers v. Digital Realty Trust. This case...more

The Whistle Keeps Blowing: SEC Whistleblower Office Releases Its 2017 Annual Report

The SEC released its Fiscal Year 2017 Annual Report (the “Report”) to Congress on the Dodd-Frank Whistleblower Program on November 16, 2017. The Report analyzes the tips received over the last twelve months by the SEC’s...more

The Numbers Don’t Lie: The SEC Pursues a More Streamlined Enforcement Agenda

One of the most eye-catching items in the recently released 2017 Annual Report of the Enforcement Division of the Securities and Exchange Commission (SEC or the Commission) is the significant decline in enforcement activity...more

The Arguments in Digital Realty: A Glimpse of Future Battles

by Dorsey & Whitney LLP on

The Supreme Court heard argument in Digital Realty Trust, Inc. v. Paul Somers, No. 16-1276. The case centers on the question of who is a whistleblower and entitled to the protections of the Dodd-Frank anti-retaliation...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

Bitcoin surged to over $11,000 yesterday before falling 20% later in the day, prompting this look from the Journal at the widespread lure of Bitcoin mania....more

The Supreme Court To Clarify Who Is A Whistleblower Under The Dodd-Frank Act; Employers Have A Reason To Be Hopeful

by Seyfarth Shaw LLP on

Seyfarth Synopsis: Following oral argument, employers can be cautiously optimistic that the U.S. Supreme Court will hold that the Dodd-Frank Act’s anti-retaliation protections apply only to those employees who have made a...more

SEC Enforcement Division Releases 2017 Annual Report as Industry Looks Ahead to 2018

by Dechert LLP on

Stephanie Avakian and Steven Peikin, the new Co-Directors of the U.S. SEC Enforcement Division (“Division”), released a report on November 15, 2017, summarizing the Division’s enforcement activity for the fiscal year ending...more

Capital Formation Bills Pass House Financial Services Committee

On November 15, the House Financial Services Committee approved 23 bills, which included various bills that facilitate capital formation and reduce certain regulatory requirements.? Chairman of the Committee, Jeb Hensarling,...more

Is an Internal Whistleblower a “Whistleblower” Entitled to Anti-Retaliation Protection Under the Dodd-Frank Act?

Who is a “whistleblower” entitled to protection under the anti-retaliation provisions of the Dodd-Frank Act (the “Act”)? In Digital Realty Trust, Inc. v. Somers, the United States Supreme Court will answer that question by...more

Securities and Corporate Governance Update – November 2017

by Bryan Cave on

Planning for the 2018 Proxy Season - There are number of important considerations that public companies should be aware of as they begin preparing for the 2018 proxy season, including potential changes in law, pay ratio...more

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