A GAO study found the U.S. financial regulatory structure is complex, with responsibilities fragmented among multiple agencies that have overlapping authorities. As a result, financial entities may fall under the regulatory...more
The Government Accountability Office, or GAO, has released an annual report required by the Dodd-Frank Act. GAO interviewed community banks, credit unions, and industry associations. Those interviewed cited an increase in...more
Overstock.com has filed this Form S-3 which proposes to sell securities using Bitcoin blockchain technology. The S-3 has not yet been declared effective.
First question: What the heck in blockchain technology? CFTC...more
The SEC has issued a rule proposal that would increase the aggregate amount of securities that may be offered and sold in any twelve-month period pursuant to Rule 504 from $1 million to $5 million and to disqualify certain...more
The SEC has proposed amendments to Rule 147 under the Securities Act of 1933, which currently provides a safe harbor for compliance with the Section 3(a)(11) exemption from registration for intrastate securities offerings....more
11/2/2015
/ Capital Formation ,
Compliance ,
Corporate Issuers ,
Crowdfunding ,
Defined Benefit Plans ,
Emerging Growth Companies ,
Employee Benefits ,
Exemptions ,
Financial Institutions ,
Financial Markets ,
Financing ,
Investment ,
Investment Adviser ,
Investors ,
NASAA ,
NYSE ,
Popular ,
Public Offerings ,
Qualified Benefit Plans ,
Regulation A ,
Regulation S ,
Rule 147 ,
Rule 506(c) ,
Safe Harbors ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Transacting Intrastate Business
ISS has made available for public comment certain proposed voting policies for 2016. In the United States ISS has proposed policies relating to unilateral board actions, director overboarding and compensation at...more
10/27/2015
/ Benchmarks ,
Board of Directors ,
Bylaws ,
Compensation & Benefits ,
Financial Institutions ,
Financial Markets ,
Initial Public Offering (IPO) ,
Institutional Shareholder Services (ISS) ,
Public Comment ,
Publicly-Traded Companies ,
Say-on-Pay ,
Trading Platforms ,
Voting Powers
Title III of the Jumpstart Our Business Startups Act, or JOBS Act, enacted in 2012 with the goal of increasing American job creation and economic growth, contains key provisions relating to securities offered or sold through...more
10/26/2015
/ Brokers ,
Crowdfunding ,
Economic Development ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Financial Markets ,
Job Creation ,
JOBS Act ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Title III
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
SEC Chair Mary Jo White recently delivered pointed remarks to a conference attended by hedge fund and private equity advisors.
One portion of her remarks was directed at operational risks of private funds, such as...more
10/22/2015
/ Fiduciary Duty ,
Financial Institutions ,
Financial Markets ,
Hedge Funds ,
Investment Adviser ,
Investment Portfolios ,
OCIE ,
Private Equity ,
Private Equity Funds ,
Private Funds ,
Securities and Exchange Commission (SEC)
The SEC published a report that provides private fund industry statistics and trends, reflecting aggregated data reported by private fund advisers on Form ADV and Form PF. Most of the data in the more than 50 separate tables...more
10/19/2015
/ Derivatives ,
Financial Institutions ,
Hedge Funds ,
Investment ,
Investment Adviser ,
Investment Portfolios ,
Investors ,
Portfolio Managers ,
Private Equity ,
Private Equity Funds ,
Private Funds ,
Securities and Exchange Commission (SEC) ,
Trading Platforms
Two new Volcker Rule FAQs have been issued.
One FAQ addresses a bank’s market making activities. Amongst other things, the FAQ affirms that for purposes of meeting the final rule’s exemption for market-making, a...more
9/28/2015
/ Banking Sector ,
Banks ,
CEOs ,
Compliance ,
Financial Institutions ,
Financial Markets ,
Publicly-Traded Companies ,
Securities Act ,
Securities Exchanges ,
Trading Platforms ,
Volcker Rule
In the space of just seven days, the CFTC has brought two enforcement actions regarding Bitcoin transactions.
Coinflip, Inc.
In the first action, the CFTC issued an order filing and simultaneously settling charges...more
9/25/2015
/ Bitcoin ,
CFTC ,
Commodities ,
Commodity Exchange Act (CEA) ,
Cross-Border Transactions ,
Financial Institutions ,
Financial Markets ,
Global Market ,
GMAC ,
Swap Execution Facilities ,
Trading Platforms ,
Virtual Currency
A recent study by Urska Velikonja, Emory University School of Law; University of Chicago – Law School, analyzes the enforcement statistics the SEC publishes. The abstract to the study reads as follows: “Every October, after...more
SEC administrative proceedings have long been viewed as a one-sided rocket docket tilted toward giving the SEC every advantage possible. In response, the SEC has proposed amendments to its rules regarding administrative...more
Defendants continue to pound nails into what may be to be the SEC’s coffin that its administrative proceedings are unconstitutional. If the genie is out of the bottle it’s hard to tell what the far reaching implications...more
The Consumer Financial Protection Bureau, or CFPB, was created to enforce various consumer finance laws like the Equal Credit Opportunity Act, Fair Credit Reporting Act, Fair Debt Collection Practices Act, Home Mortgage...more
9/9/2015
/ Banking Sector ,
Banks ,
Consumer Financial Products ,
Consumer Financial Protection Bureau (CFPB) ,
Consumer Lenders ,
Creditors ,
Debt Collectors ,
Depository Institutions ,
Financial Institutions ,
Loans ,
Regulatory Oversight ,
Residential Real Estate Market
The NYSE has filed a proposed rule change that is immediately effective. The NYSE proposes to amend Section 202.06 of the Listed Company Manual to:
- expand the pre-market hours during which listed companies are required...more
9/4/2015
/ Compliance ,
Financial Institutions ,
Financial Markets ,
Foreign Exchanges ,
Investment ,
Investors ,
Listing Standards ,
Nasdaq ,
NYSE ,
Publicly-Traded Companies ,
Release of Information ,
Request For Information ,
Stocks ,
Trading Platforms
Montana and Massachusetts have filed their first brief in their Regulation A+ challenge. They are not happy because Tier 2 offerings under Regulation A+ preempt state review of the offering. Under the text of the rule Tier 2...more
8/28/2015
/ Chevron Deference ,
Financial Institutions ,
Financial Markets ,
Investors ,
JOBS Act ,
Preemption ,
Qualified Purchaser ,
Regulation A ,
Regulation D ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Tier 2 Offerings ,
Title IV
In State National Bank of Big Spring v. Lew, the United States Court of Appeals for the District of Columbia Circuit ruled that the plaintiff had standing to challenge the constitutionality of the CFPB. The Court made quick...more
7/24/2015
/ Appeals ,
Banking Sector ,
Banks ,
Consumer Financial Protection Bureau (CFPB) ,
Enforcement Actions ,
Financial Institutions ,
FSOC ,
GE Capital Retail Bank ,
Recess Appointments ,
Richard Cordray ,
Standing
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 swap pushout rule was originally embodied in Section 716 of the Dodd-Frank Act. Among other things, it prohibited “federal assistance” to any “swaps entity.” Insured depository institutions were subject to this...more