Securities Law Prof Blog

Editor: Eric C. Chaffee
Univ. of Toledo College of Law

A Member of the Law Professor Blogs Network

Monday, September 22, 2014

IOSCO Seeks Comment on Proposed Statement on Non-GAAP Financial Measures

Details are available here.

September 22, 2014 | Permalink | Comments (0) | TrackBack (0)

Chair White on Women on Boards of Directors

On September 16, 2014, Chair Mary Jo White develivered remarks on Completing the Journey: Women as Directors of Public Companies.  As part of the remarks, she stated, "Looking at the markers along this century-long journey to gender diversity in the boardrooms of U.S. corporations, it is clear that we have made important, measurable progress.  But it is equally clear that we still have a long way to go."

September 22, 2014 | Permalink | Comments (0) | TrackBack (0)

William Beatty to Lead NASAA

The North American Securities Administrators Association (NASAA) has selected Washington Securities Director William Beatty to serve a one-year term as president of the organization.  The press release is available here.

September 22, 2014 | Permalink | Comments (0) | TrackBack (0)

This Week in Securities Litigation

SEC Announces Arrival of New Administrative Law Judge

Details available here.

September 22, 2014 | Permalink | Comments (0) | TrackBack (0)

New in Print

The following law review articles relating to securities regulation are now available in paper format:

G. Robert Blakey & Michael Gerardi, Eliminating Overlap, or Creating a Gap? Judicial Interpretation of the Private Securities Litigation Reform Act of 1995 and RICO, 28 Notre Dame J.L. Ethics & Pub. Pol'y 435 (2014).

Wendy Gerwick Couture, The Collision Between the First Amendment and Securities Fraud, 65 Ala. L. Rev. 903 (2014).

Gregory D. Deschler, Comment, Wisdom of the Intermediary Crowd: What the Proposed Rules Mean for Ambitious Crowdfunding Intermediaries, 58 St. Louis U. L.J. 1145 (2014).

Amy Factor, Note, Dodd-Frank's Specialized Disclosure Provisions 1502 and 1504: Small Business, Big Impact, 9 Entrepren. Bus. L.J. 89 (2014).

Adam Sulkowski & Sandra Waddock, Beyond Sustainability Reporting:  Integrated Reporting Is Practiced, Required and More Would Be Better, 10 U. St. Thomas L.J. 1060 (2013).

Jacob True, Note, What Counts as a Domestic Transaction Anymore: The Second Circuit and Other Lower Courts' Struggles in Interpreting the Supreme Court's Intent in Morrison v. National Australia Bank When Dealing with Derivative Securities Transactions, 10 Hastings Bus. L.J. 513 (2014).

Manuel A. Utset, Rational Financial Meltdowns, 10 Hastings Bus. L.J. 407 (2014).

September 22, 2014 | Permalink | Comments (0) | TrackBack (0)

Monday, September 15, 2014

New in Print

The following law review articles relating to securities regulation are now available in paper format:

Naseem Faqihi, Note, Choosing Which Rule to Break First:  An In-House Attorney Whistleblower's Choices after Discovering a Possible Federal Securities Law Violation, 82 Fordham L. Rev. 3341 (2014).

Matthew F. Ferraro, Student Article, "Groundbreaking" or Broken? An Analysis of SEC Cybersecurity Disclosure Guidance, Its Effectiveness, and Implications, 77 Alb. L. Rev. 297 (2013-2014).

Adam J. Levitin, The Politics of Financial Regulation and the Regulation of Financial Politics:  A Review Essay, 127 Harv. L. Rev. 1991 (2014).

Leo Mensah, Note, Missed Ppportunity:  Excluding Carbon Emissions Markets from Comprehensive Oversight, 38 Wm. & Mary Envtl. L. & Pol'y Rev. 795 (2014).

Matthew W. Muma, Note, Toward Greater Guidance: Reforming the Definitions of the Foreign Corrupt Practices Act, 112 Mich. L. Rev. 1337 (2014).

Thomas L. Short, Note, Friend This:  Why Those Damaged During the Facebook IPO Will Recover (Almost) Nothing from NASDAQ, 71 Wash. & Lee L. Rev. 1519 (2014).

Scott Squires, Note, Going Long on Shorts, 68 U. Miami L. Rev. 821 (2014).

Bryan Vega, Note,  A Bite from the Poisonous Apple:  How the Supreme Court Missed a Chance to Settle the Existing Tension Between the PSLRA and Rule 15(a), 68 U. Miami L. Rev. 793 (2014).

September 15, 2014 | Permalink | Comments (0) | TrackBack (0)

Friday, September 12, 2014

IOSCO Updates Survey on Commodity Derivatives Markets Supervisory Principles

The press release is available here, and the Update is available here.

September 12, 2014 | Permalink | Comments (0) | TrackBack (0)

NASAA Working Group Formed to Develop Improved Fee Disclosure

The North American Securities Administrators Association (NASAA) has announced the creation of a working group to focus on improved broker-dealer fee disclosure.  The press release is available here.

September 12, 2014 | Permalink | Comments (0) | TrackBack (0)

SEC Announces the Creation of the Office of Risk Assessment

The SEC has announced the creation of the Office of Risk Assessment within its Division of Economic and Risk Analysis.  The press release in part states:

Since its creation in 2009, DERA has collaborated with market experts throughout the SEC to develop risk assessment tools. One example, the Aberrational Performance Inquiry, launched in 2009 to proactively identify atypical hedge fund performance, led to eight enforcement actions and is one of the tools used by the Division of Enforcement to assess private funds. Similarly, DERA developed a broker-dealer risk assessment tool that helps SEC examiners allocate resources by assessing a broker-dealer’s comparative riskiness relative to its peer group. It also is working closely with the Enforcement Division’s Financial Reporting and Audit Task Force and the Division of Corporation Finance on developing a tool to assist in identifying financial reporting irregularities that may indicate financial fraud and help assess corporate issuer risk.

“The Office of Risk Assessment will build on the existing expertise of DERA’s staff, which includes economists, accountants, analysts, and attorneys, to provide sophisticated assessments of market risks. The establishment of this new office reflects the Commission’s ongoing focus on deploying data-driven analytics to assist in routing scarce resources to areas of the greatest risks to the market,” said DERA Deputy Director Scott W. Bauguess, who oversees the division’s risk assessment activities.

Initial staffing of the new Office of Risk Assessment will be drawn from across DERA and the division will seek a new assistant director to head the office. The office will continue to develop and use predictive analytics to support supervisory, surveillance, and investigative programs involving corporate issuers, broker-dealers, investment advisers, exchanges, and trading platforms. In addition, the office will support the SEC’s ongoing work related to the Financial Stability Oversight Council.

September 12, 2014 | Permalink | Comments (0) | TrackBack (0)

This Week in Securities Litigation

Wednesday, September 10, 2014

Testimony on “Wall Street Reform: Assessing and Enhancing the Financial Regulatory System”

On Sept. 9, 2014, Chair Mary Jo White testified before the United States Senate Committee on Banking, Housing, and Urban Affairs.  The testimony addressed a wide variety of issues, including credit ratings, asset-backed securities, municipal securities, private fund adviser registration and reporting, over-the-counter derivatives, clearing agencies, the Volcker Rule, corporate governance and executive compensation, broker-dealer audit requirements, the whistleblower program, investment advisers and broker-dealers’ standards of conduct, specialized disclosure provisions, exempt offerings, the Office of Minority and Women Inclusion, consumer data protection, and SEC resources.

September 10, 2014 | Permalink | Comments (0) | TrackBack (0)

NASAA Survey Finds Investment Advisers Report Few Cybersecurity Breaches

Details available here.

September 10, 2014 | Permalink | Comments (0) | TrackBack (0)

Sunday, September 7, 2014

New in Print

The following law review articles relating to securities regulation are now available in paper format:

Todd Barnet, The Door Is Still Ajar:  Analysis and Shortcomings of the CFTC's Final Rule on Mandated Clearing of Certain Derivatives, 12 DePaul Bus. & Com. L.J. 147 (2014).

Sahil Chaudry, The Impact of the JOBS Act on Independent Film Finance, 12 DePaul Bus. & Com. L.J. 215 (2014).

Jerry Ellig & Hester Peirce, SEC Regulatory Analysis: "A Long Way to Go and a Short Time to Get There", 8 Brook. J. Corp. Fin. & Com. L. 361 (2014).

Peter R. Flynn, Note, Admission of Wrongdoing:  Increasing Public Accountability in SEC Settlements, 8 Brook. J. Corp. Fin. & Com. L. 538 (2014). 

Kristen J. Kenley, Can We keep this Dirty Money?:  Ponzi Scheme Transfers and the Fourth Circuit's Vague But Workable Standard in In re Derivium Capital, LLC., 92 N.C. L. Rev. 1370 (2014).

Alexandros Seretakis, Hedge Fund Activism Coming to Europe:  Lessons from the American Experience, 8 Brook. J. Corp. Fin. & Com. L. 438 (2014).

Richard Squire, Clearinghouses as Liquidity Partitioning, 99 Cornell L. Rev. 857 (2014).

Matthew P. Thomas, Comment, MLSMK Investment Co.:  Civil RICO Liability after the Private Securities Litigation Reform Act and Central Bank, 12 DePaul Bus. & Com. L.J. 235 (2014).

Ruoke Yang, When is BitCoin a Security under U.S. Securities Law?, 18 J. Tech. L. & Pol'y 99 (2013).

September 7, 2014 | Permalink | Comments (0) | TrackBack (0)

Friday, September 5, 2014

This Week in Securities Litigation

Tracey L. McNeil Named as SEC’s First Ombudsman

Tracey L. McNeil has been named the SEC's first ombudsman.  The press release states in part:

The Securities and Exchange Commission today announced that Tracey L. McNeil has been selected as the first ombudsman for the agency. . . .

In her new role, Ms. McNeil will report to Rick Fleming, the first head of the SEC’s Office of the Investor Advocate. The Dodd-Frank Act called for the creation of the office and requires the Investor Advocate to appoint an ombudsman who will act as a liaison in resolving problems that retail investors may have with the Commission or self-regulatory organizations. The ombudsman also will establish safeguards to maintain the confidentiality of communications with investors.

September 5, 2014 | Permalink | Comments (0) | TrackBack (0)

Tuesday, September 2, 2014

New in Print

The following law review articles relating to securities regulation are now available in paper format:

Bob Bernstein, The CFTC's Attempt to Impose Speculative Position Limits on Off-Exchange Swap Contracts Likely to Face Continued Legal Challenge,  30 Touro L. Rev. 561 (2014).

Jennifer G. Chawla, Comment, Criminal Accountability and Wall Street Executives: Why the Criminal Provisions of the Dodd-Frank Act Fall Short, 44 Seton Hall L. Rev. 937 (2014).

Lee D. Cooper, Note, Value-Add: An Empirical Study of Idiosyncratic Value in the 2013 Biotech IPO Market, 2014 Colum. Bus. L. Rev. 512-547.

Stanislav Dolgopolov, High-Frequency Trading, Order Types, and the Evolution of the Securities Market Structure: One Whistleblower's Consequences for Securities Regulation, 2014 U. Ill. J.L. Tech. & Pol'y 145.

Jeffrey N. Gordon &Christopher M. Gandia, Money Market Funds Run Risk: Will Floating Net Asset Value Fix the Problem?, 2014 Colum. Bus. L. Rev. 313.

Alexandra Leavy, Note, Necessity is the Mother of Invention: A Renewed Call to Engage the SEC on Social Disclosure, 2014 Colum. Bus. L. Rev. 463. 

Sung Hui Kim, Insider Trading as Private Corruption, 61 UCLA L. Rev. 928 (2014).

Sherief Morsy, Note, The JOBS Act and Crowdfunding: How Narrowing the Secondary Market Handicaps Fraud Plaintiffs, 79 Brook. L. Rev. 1373 (2014).

Stephen O'Connor, Note, The Securities Act of 1933: A Jurisdictional Puzzle, 79 Brook. L. Rev. 1233 (2014).

Spencer P. Patton,  Note, Archangel Problems: The SEC and Corporate Liability, 92 Tex. L. Rev. 1717 (2014).

John H. Runne, Note, The Confluence of Sullivan v. Harnisch & Dodd-Frank: Adapting New York's Common Law to Fill a Compliance Hole,  79 Brook. L. Rev. 1265 (2014).

Alyssa Wanser, Comment, The Facebook Status that Sparked an SEC Investigation: Regulation Fair Disclosure and the Growth of Social media, 30 Touro L. Rev. 723 (2014).

September 2, 2014 | Permalink | Comments (0) | TrackBack (0)

Sunday, August 31, 2014

This Week in Securities Litigation

SEC Adopts Asset-Backed Securities Reform Rules

The SEC has adopted asset-backed securities reform rules.  The press release in part states the following:

The Securities and Exchange Commission today adopted revisions to rules governing the disclosure, reporting, and offering process for asset-backed securities (ABS) to enhance transparency, better protect investors, and facilitate capital formation in the securitization market.

The new rules, among other things, require loan-level disclosure for certain assets, such as residential and commercial mortgages and automobile loans. The rules also provide more time for investors to review and consider a securitization offering, revise the eligibility criteria for using an expedited offering process known as “shelf offerings,” and make important revisions to reporting requirements.

August 31, 2014 | Permalink | Comments (0) | TrackBack (0)

SEC Announces Pilot Plan to Assess Stock Market Tick Size Impact for Smaller Companies

The SEC has announced a pilot plan to assess stock market tick size impact for smaller companies.  The press release in part states the following:

The Securities and Exchange Commission today announced that the national securities exchanges and the Financial Industry Regulatory Authority (FINRA) filed a proposal to establish a national market system plan to implement a targeted 12-month pilot program that will widen minimum quoting and trading increments (tick sizes) for certain stocks with smaller capitalization.  The Commission plans to use the pilot program to assess whether such changes would enhance market quality for smaller capitalization stocks for the benefit of investors and issuers.

August 31, 2014 | Permalink | Comments (0) | TrackBack (0)