Securities

Expert Analysis

• What To Expect From FinCEN's Beneficial Ownership Rules

  

  The Financial Crimes Enforcement Network's recent request for input on the Corporate Transparency Act's beneficial ownership reporting obligations offers insight into FinCEN's thinking on how to implement them, and suggests the regulator may be considering some unexpected requirements, say attorneys at Morgan Lewis.

• Using Cryptocurrency To Evade Sanctions Creates New Risks

  

  As sanctioned countries and individuals increasingly use cryptocurrency to circumvent restrictions on their access to mainstream international financial markets, companies providing digital currency services need to step up efforts to identify illegal transactions undertaken using their services, say attorneys at Freshfields.

• 1st Fla. Climate Change Suit May Be Just The Beginning

  

  Reynolds v. Florida, the first significant climate change case in the Sunshine State, is still winding its way through the judicial system, but is likely just the first in a wave of coming climate change litigation facing the state's municipalities, businesses and investors, says Kyle Robisch at Bradley Arant.

• Asset Management Takeaways From SEC Risk Alert On ESG

  

  Kelley Howes and Kaela Colwell at MoFo highlight key asset management industry considerations following the U.S. Securities and Exchange Commission’s recent risk alert on environmental, social and governance investing — the latest of several developments demonstrating the SEC’s increasing focus on investor protection in this area.

• Prepare For Global Collaboration In Crypto Tax Enforcement

  

  Recent Internal Revenue Service victories involving John Doe summonses served on cryptocurrency exchanges — and statements by the Joint Chiefs of Global Tax Enforcement about global collaboration in cryptocurrency-related tax investigations — should prompt assessment of prior virtual currency transactions and remediation before an enforcement agency shows up at the door, say attorneys at McDermott.

• Lessons From Federal Fraud Charges Against UBiome

  

  The U.S. Department of Justice's and U.S. Securities and Exchange Commission's recent fraud allegations against uBiome executives illustrate the challenges of navigating interactions between clinical testing companies, health insurers and government oversight efforts, say attorneys at Debevoise.

• Why The Future Law Firm Model Is Industry-Based Offerings

  

  Multidisciplinary, industry-based groups at law firms allow for more holistic legal advice, lead to sustainable client relationships, and are likely to replace practice group monoliths at many firms, say Jennifer Simpson Carr at Furia Rubel, Timothy Corcoran at Corcoran Consulting and Mike Mellor at Pryor Cashman.

• 6 D&O Provisions To Consider When Buying SPAC Insurance

  

  As directors and officers insurance strives to keep up with the unique risk profiles of special purpose acquisition companies, D&O policy language distinctions can make a critical difference in whether claims against SPACs are covered, says Stephen Raptis at Haynes and Boone.

• Are Nonfungible Tokens Securities?

  

  The recent explosion of interest in nonfungible tokens has led to questions about their status under federal securities law, but whether an NFT's uniqueness is enough to mean it's not a security is a complicated question that may hinge on the particular facts and circumstances of each transaction, says Joseph Hall at Davis Polk.

• Thought Leadership's Critical Role In Law Firm Diversity

  

  Minority attorneys are often underrepresented in conferences, media interviews and other law firm thought leadership campaigns, which affects their visibility with potential clients and their ability to advance at their firms, says John Hellerman at Hellerman Communications.

• Structural Shift In ESG-Linked Debt May Make Issuance Easier

  

  Traditional one-off green bond structures are giving way to frameworks for issuing environmental, social and governance-focused debt that make it easier to bring successive offerings to market and secure outside verification of their alignment with established ESG principles, say attorneys at Hunton.

• Opinion

  Growth Cos. Should Disclose Projections In IPO Prospectuses

  

  It's time for the U.S. Securities and Exchange Commission to encourage smaller and emerging companies to demonstrate their prospective growth to investors by providing reasonable financial projections in their initial public offering prospectuses for a greater chance of success, says Spencer Feldman at Olshan Frome.

• Del. Rulings Guide On D&O Insurance For Corporate Fraud

  

  Two recent Delaware decisions chart a helpful path for policyholders seeking directors and officers coverage for incidents involving fraudulent conduct, and also demonstrate the flexibility afforded by choice-of-law clauses, say Brian Scarbrough and Eric Fleddermann at Jenner & Block.

• What Associates Should Consider Before Switching Practices

  

  The current high demand for midlevel associates provides them a rare opportunity to potentially explore new practice areas, but associates should first ask themselves six questions to begin figuring out why a change sounds appealing, says Stephanie Biderman at Major Lindsey.

• 3 Reasons Securities Fraud Litigation Exposure Fell In Q1

  

  Nessim Mezrahi and Stephen Sigrist at SAR analyze data on securities class actions filed against public companies in the first quarter of 2021, and explore factors that may have contributed to issuers facing their lowest exposure to such claims in years.