Although the New York Court of Appeals decision in Assured Guaranty (UK) Ltd. v. J.P. Morgan Investment Management Inc. makes clear that any common law claims brought by investors in a private securities action are not precluded by the Martin Act, the case does nothing to curb the effects of the Securities Litigation Uniform Standard Act, say attorneys with Hogan Lovells LLP.
In these challenging economic times, fund advisers should be applauded for their creative efforts to market themselves through social media. But following the U.S. Securities and Exchange Commission's first ever social media alert, advisers must revisit their existing protocols to ensure compliance with federal securities laws, say attorneys with DLA Piper.
The primary purpose of the Stop Trading on Congressional Knowledge Act is to close a loophole in the law that may allow members of Congress to legally trade securities based upon nonpublic "political intelligence." However, the legislation could have significant, perhaps unintended, consequences for investment advisers and those in the financial services industry, say Scott Gluck and Rob Smith of Venable LLP.
For the last decade, governance issues have been a priority at public companies and companies planning to go public. Recent joint venture activity reflects a carryover from the public company arena of this intense focus on improving governance, say Alisa Babitz and Stephen Glover of Gibson Dunn & Crutcher LLP.
The federal government’s civil and criminal actions against securities fraud are hardly a new phenomenon. But something new is afoot: The U.S. Securities and Exchange Commission's handling of civil proceedings increasingly resembles the U.S. Department of Justice's handling of criminal cases. Apparent reasons for, and examples of, this trend are easily identified, says Eli Richardson of Bass Berry & Sims PLC.
The recent rejection of Washington Mutual Inc.'s plan of reorganization by the U.S. Bankruptcy Court illustrates that ad hoc committee participation creates enhanced risk of insider trading claims for creditors that engage in active trading. Deconstructing the opinion yields constructive guidance for ad hoc committee members determined to avoid the type of attention paid to their counterparts in WaMu, say attorneys with Richards Kibbe & Orbe LLP.
During the 26th National Conference on the Foreign Corrupt Practices Act, representatives from the U.S. Department of Justice and U.S. Securities and Exchange Commission acknowledged significant improvements in corporate compliance over the last several years but emphasized that vigorous enforcement of the FCPA would continue as part of an ever-increasing global effort to combat corruption, say Paul Berger, Sean Hecker and David Fuhr of Debevoise & Plimpton LLP.
Recent developments relating to Facebook and its efforts to raise capital privately, while avoiding triggering a requirement to become a U.S. Securities and Exchange Commission public reporting company, have piqued the interest of some private equity funds, say Margaret Bancroft and Roger Mulvihill of Dechert LLP.
The past year proved to be a busy one for the mergers and acquisitions market. As a result, the Delaware courts had numerous opportunities to provide guidance on several important areas of corporate law. These decisions offer immediate relevance to the M&A practitioner or litigator preparing for what promises to be an equally busy 2012, say attorneys with Skadden Arps Slate Meagher & Flom LLP.
Current market conditions present favorable opportunities for non-U.S. persons to invest in U.S. real property. However, potential investors must be mindful of the U.S. federal income tax consequences that may result from such investments, say John Lillis and Alexander Specht of White & Case LLP.