Breaking News! Links to Latest Securities Developments Here

Battles Brew over Climate Risk Disclosure (CFO)

The Legality Of Timing Public Co. Disclosures (Law 360)

Big banks use a footnote to look smaller (Bloomberg)

U.S. stocks regulator increases scrutiny of algorithmic trading (Reuters)

Wells Fargo admits deception in $1.2 billion U.S. mortgage accord (Reuters)

Wells Fargo Gets Judge’s Nod For $1.2B FHA Fraud Deal (Law 360)

Justice Dept.’s FCPA Carrot Likely Not Enough For Most Cos. (Law 360)

How a Judge Became the Sheriff of Wall Street (New Republic)

Wall Street’s Big, Bad Post-Crisis Regulator Is Cautious (Bloomberg)

The Financial Industry Is Having Its Napster Moment (Bloomberg)

An Important Check On The Abuse Of Government Power (Law 360)

“Commenting on leaks” (Track Changes) (on the “Panama Papers”)

The U.S. Isn’t Better Off for Killing the Pfizer Deal (Bloomberg)

Treasury Is Wrong About Our Merger and Growth (Wall Street Journal Op. Ed.)

In Mortgage Settlements, How Much Money Went to Consumers? (Corporate Counsel)

The Mortgage Relief Settlements: What Was Achieved? (Corporate Counsel)

How SEC Lost the Race to Regulate Retirement Advice (Wall Street Journal)

Why Plaintiffs Firms Will Love DOL’s New Fiduciary Rules (Law 360)

Why Wall Street dodged a bullet on fiduciary rules for retirement savers (Fortune)

Labor Dept. Eases Parts Of Final Fiduciary Rule (Law 360)

Sorry, Senator Warren’s plan won’t get Americans better financial advice (Quartz)

‘Customers First’ to Become the Law in Retirement Investing (NY Times)

Perez: DOL Fiduciary Rule Can Survive Lawsuits (Think Advisor)

D.C. Circuit Overturns Judge Who Called Prosecution Deal Too Lenient (NY Law Journal)

Of course judges can reject plea deals (Bloomberg)

Class Attys Wants $31.5M For $150M ‘London Whale’ Deal (Law 360)

The SEC’s Shift to Administrative Proceedings: An Empirical Assessment (CLS Blue Sky Blog)

Supreme Court: Government Cannot Restrain Untainted Assets (SEC Actions)

A Supreme Court Decision on Freezing Assets Bolsters the Right to Hire a Lawyer (NY Times Dealbook)

Merrill, other brokerages prepare for fiduciary rule (Wall Street Journal)

Victim in Wall St. Scheme Was a Classmate of Its Accused Architect (NY Times Dealbook)

The Supreme Court “Saves” the Class Action: Complex Litigation After Scalia (CLS Blue Sky Blog)

Star Analysts Have Big Influence on Stocks (Wall Street Journal)

A Cautionary Tale On Financial Reporting Controls (Law 360)

Which non-GAAP metrics will catch the SEC’s eye? (Market Watch)

A Valeant Boo-Boo May Portend Bigger Errors (NY Times)

Silicon Valley Must Corral Its `Unicorns,’ SEC’s White Says (Bloomberg)

Claims of a Ponzi Scheme in the Collapse of a Rare-Wine Seller (NY Times Dealbook)

Losing Count: U.S. terror-finance rules drive money underground         (Wall Street Journal)

Regulators examine financial risks of climate change (Wall Street Journal)

You’re presumed innocent. Is Your Money? (Bloomberg)

Busy 1st Quarter For FCPA Enforcement (Law 360)

SEC Ruling Against Exxon May Inspire More Shareholder Resolutions (Corporate Counsel)

Navistar Ends SEC Charges Over Emissions Claims For $7.5M (Law 360)

MetLife Decision Could Torpedo Dodd-Frank Risk Protections (NY Times Dealbook)

G.E. Asks for Removal of ‘Too Big to Fail’ Label From GE Capital (NY Times Dealbook)

MetLife Ruling Could Bring Big Changes To SIFI Process (Law 360)

A ‘Systemically Important’ Judge (Wall Street Journal) (Judge Rosemary Collyer — a damned good judge, in fact)

This Is Where Bad Bankers Go to Prison (Bloomberg)

The Bribe Factory (The Age) (Bribery in the oil industry?  Shocking!)

SEC: Former In-House Lawyer Can Be a Whistleblower (Corporate Counsel)

A senator doesn’t like it when companies lie to government. (Bloomberg) (Elizabeth Warren has a broad view of fraud — but apparently that doesn’t include falsely portraying yourself as a minority or Native American)

Sen. Warren Calls for SEC Inquiry on Firms’ DOL Fiduciary Double Talk (Think Advisor) (Ditto)

Cravath Law Firm Discloses a Data Attack (NY Times Dealbook)

SEC Can’t Bar Ex-Atty From Industry, DC Circ. Hears (Law 360)

Icahn’s CVR Energy loses malpractice case vs Wachtell law firm (Reuters)

Justices Question Spitzer’s Remarks About Former AIG CEO (NY Law Journal) (It’s hard to find someone that makes Hank Greenberg a sympathetic figure, but Elliot Spitzer is just the guy!)

Hackers breach law firms, including Cravath Swaine and Weil Gotshal (Wall Street Journal)

2nd Circ. Revives Leidos Investor Suit Over Fraud Probe (Law 360)

Indiana Public Retirement System v. SAIC, Inc. (2d Cir.) (2d Circuit reverses dismissal of class action complaint based on alleged failure to comply with FAS 5 accounting standard for contingent liability for alleged fraud in NYC contract, and for failing to disclose under Item 303 of the Form 10-K the known uncertainty of potential civil and criminal liability in that contract.  The  court rules that knowledge is required to allege violation of Item 303 because it refers to known uncertainties, but founds that sufficiently alleged.  It also rejected the argument that the liability at issue was immaterial as a matter of law.)

The Legality of Opportunistically Timing Public Company Disclosures in the Context of SEC Rule 10b5-1 (CLS Blue Sky Blog)

Explaining Valeant: The Main Theories (NY Times Dealbook)

SEC’s Mary Jo White warns directors to be on guard for credit-market turmoil (Wall Street Journal)

Financial-Crisis Panel Suggested Criminal Cases Against Stan O’Neal, Charles Prince, AIG Bosses (Wall Street Journal)

Tyson Should Not Significantly Affect Securities Cases (Law 360)

5th Circ. Reaffirms High PSLRA Pleading Standards (Law 360)

Cornerstone Reports Jump In Securities Class Action Deals (Law 360)

Securities Class Action Settlements 2015 Review and Analysis (Cornerstone Research)

Ex-Galleon Trader Can’t Escape Conviction Despite Newman (Law 360)

Probe of Exxon’s climate change disclosures expands (Reuters)

SEC Investigating SunEdison’s Disclosures to Investors About Its Liquidity (Wall Street Journal)

SEC says former Vanguard lawyer deserves whistleblower protection (Wall Street Journal)

CFPB Wants Court To Nix ‘Nonsensical’ Constitutional Claim (Law 360)

Will Supreme Court Hear A Challenge to SEC Venue Decisions? (SEC Actions)

Bernstein Litowitz RICO Suit Was Unethical, Expert Says (Law 360)

New Rulings Reshape Privilege in Internal Investigations (Corporate Counsel)

The Roll-Up Racket (New Yorker)

As Valeant Struggles, Its Tally Sheet of Scandals Grows (NY Times Dealbook)

Sprout’s woes say a lot about Valeant (Bloomberg)

High Court Rejection Won’t End Debate Over SEC Admin Court (Law 360)

Why Sanofi Is Required Reading For Securities Attorneys (Law 360)

Goldman Sachs and Bear Stearns: A Financial-Crisis Mystery Is Solved (Wall Street Journal)

Jiau’s Bid For New Insider Trading Trial Nixed By 2nd Circ. (Law 360)

A real investment adviser also sold some fake investments (Bloomberg)

Wall Street Scion Is Accused of Faking Investments (NY Times Dealbook)

Supreme Court Rejects Challenge To SEC’s In-House Court (Law 360)

Putting the Client Last: A Former Investment Banker Explains How Clients are Being Systemically Sucker-Punched (ProMarket)

D and O Insurance: Regulator’s Previous Threat to File Action Triggers Prior Litigation Exclusion (D&O Diary)

Assessing Liability In The Context Of Corporate Misconduct (Law 360)

The Yates Memo and the Potential Liabilities of Corporate Directors (D&O Diary)

SEC Upholds Ex-Stanford Compliance Chief’s Fraud Penalties (Law 360)

Unresolved in Tyson, uninjured plaintiffs issue back to SCOTUS on Friday (Reuters)

Supreme Court’s Tyson Foods Decision Is a Win for Class Plaintiffs and May Have Wide-Ranging Impact (Vinson Elkins)

In Tyson, SCOTUS OKs statistical samples, leaves open uninjured plaintiffs issue (Reuters)

Campbell-Ewald And ‘Prepaid Offers’ In Securities Suits (Law 360)

SEC Judges Have Limited Power, Agency Tells DC Circ. (Law 360)

The story behind the craziest corporate collapse of the last decade (Huffington Post)

New Twist on the Sex-Offender Registry: Financial Crime (Wall Street Journal)

FINRA Powers Could Shrivel Under New Legal Challenge (Law 360)

Working The SEC System From Prison (Broke and Broke)

Ex-Trader Litvak To Recoup $1.75M Fine After 2nd Circ. Win (Law 360)

Foundry Insider Eyes High Court Appeal Post-Newman Setback (Law 360)

Former DOJ Lawyer Accepts Public Censure for Leaking Bush-Era Surveillance (Law.com)

Conflict Waiver Saves Day Pitney From Ouster in Later Dispute (BNA)

DuPont Can’t Get Opponent’s Litigation Funding Deal Thrown Out (BNA)

‘Gambits’ or Just Good Lawyering? Class Action Cases in Supreme Court (Law.com)

2nd Circ. Says Tribune Creditors Can’t Touch Stock Payouts (Law 360)

A Guide To Rule 10b5-1 Plans (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Returning to Common-Law Principles of Insider Trading After United States v. Newman (Yale Law Journal) (From the Abstract: “the prohibition against fraud and manipulation contained in Rule 10b-5 should cover only those activities actionable under common-law theories dealing with misrepresentation, nondisclosure, and breach of fiduciary duty.  In no way does the language or structure of the provision mandate a level playing field in which all players are entitled to have equal access to all nonpublic information.”  That sounds an awful lot like Straight Arrow redux: see The Myth of Insider Trading Enforcemnent (Part I).)

In Tyson, SCOTUS OKs statistical samples, leaves open uninjured plaintiffs issue (Reuters)

Judge Orders Extradition to U.S. in ‘Flash Crash’ Case (NY Times Dealbook)

The DOL (and SEC) Fiduciary Rule and the Two-Hat Dilemma (Think Advisor)

Goldman Banker in Document Leak Case Avoids Prison (NY Times Dealbook)

DOJ, Siemens Ask Judge To Shield FCPA Compliance Work (Law 360)

Bank Traders Lose Challenge to Grand Jury Subpoena Seeking Lawyer Testimony (National Law Journal)

Icahn Beats Suits Over Short-Term Trades In Herbalife, Others (Law 360)

SEC Nabs Win In $22M Oil Drilling ‘Partnership’ Fraud Case (Law 360)

1 Year Later: Omnicare’s Effect On Opinion Liability (Law 360)

Novartis Pays $25M To SEC In Chinese FCPA Case (Law 360)

Credit Suisse, the Jailed Banker and an Oligarch’s Millions (Bloomberg)

Sturm, Ruger, a Gun Maker, Under Pressure From New York Public Advocate (NY Times Dealbook)

SEC opens door to approving IEX as an exchange (Wall Street Journal)

SEC Inching Forward On Fiduciary Duty Plans, White Says (Law 360)

DOL, SEC fiduciary rules may diverge, Mary Jo White tells lawmakers (Investment News)

Madoff Investors’ Defense Arguments Get New Life (Law 360)

The IEX Neverendum: Is IEX’s Exchange Application a Referendum on Market Structure? (Tabb Forum)

Flying Solo: SEC’s Growing Independence In FCPA Actions (Law 360)

Former money adviser to Scottie Pippen gets 3 years for fraud (Chicago Tribune)

Hackers lurked in Bangladesh central bank’s servers for weeks (Wall Street Journal)

Valeant sold some drugs twice (Bloomberg)

Schiller May Be Forced to Pay Back Valeant Up to $26.1 Million (Bloomberg)

SEC opens door to approving IEX as an exchange (Wall Street Journal)

Apple May Be Willing to Risk Contempt Charge (NY Times Dealbook)

Shkreli Judge Stays SEC Case, Offers Quick Criminal Trial (Law 360)

Diminishing Significance Of The Revlon Doctrine (Law 360)

SEC Says It’s Open To Proposed IEX Trading ‘Speed Bumps’ (Law 360)

Hedge Fund Priest’s Trades Probed by Wall Street Cop (Bloomberg)

SEC Shows Stiff Hand For Cooperation Deals Gone Awry (Law 360)

Circuit Again Dismisses Suit Against Lehman Pension Plan (Law.com)

In re Lehman Bros. Securities and ERISA Litig. (2d Cir.) (2d Circuit affirms dismissal of claims against fiduciaries of Lehman ERISA plan for allowing continued investment in Lehman stock as financial crisis developed)

Valeant Analysts Aren’t Alone in Thinking `Sell’ Is a Dirty Word (Bloomberg)

When an Analyst Has a Stake in the Stock He Picks (NY Times)

Is this analyst In bed with Tempur Sealy? (Wall Street Journal)

Does Market Microstructure Matter? (Rajiv Sehti)

DOL fiduciary rule will cause retirement plan advisers to outsource liability (Investment News)

Can robo-advisers be fiduciaries? (Investment News)

2 Senate Democrats Introduce Bill to Curb Activist Hedge Funds (NY Times Dealbook)

How SEC Settlements Affect Auditors’ Careers (Law 360)

Unemployed Ex-Brokers Fight $2.5M Fine In IBM Tip Case (Law 360)

The SEC’s Appointment Problem and Its Likely Solution (CLS Blue Sky Blog)

Corporate governance: He who would Valeant be (Economist)

Despite Turbulence, Shareholder Activism Is Forecast to Stay Strong (NY Times Dealbook)

Suit Against Minority Stockholder Accused of Controlling Board OK’d (Law.com)

Minding the Gap Between GAAP, Pro Forma Earnings (Institutional Investor)

SEC says Amazon should allow shareholder vote on gender pay (Reuters)

SEC Charges Company and Individuals With Improperly Evaluating and Failing to Maintain Internal Control Over Financial Reporting (Simpson Thacher)

House Urges 2nd Circ. To Toss SEC Insider Trading Subpoena (Law 360)

Directors and officers’ ultimate escape from personal liability (Mintz Levin)

Chancery Sheds Light On ‘Control’ (Law 360)

New York Federal Court rejects first attempt since Campbell-Ewald to moot class plaintiffs’ claims (Morrison Foerster)

Regulation Alone Will Not Change Bad Behavior on Wall St. (NY Times Dealbook)

Mark Cuban takes his grudge against the SEC to the Supreme Court (Washington Post)

AMD Investors Win Cert. In Suit Over Bungled Chip Launch (Law 360)

Thoughts On Post-Settlement Claims By Class Members (Law 360)

Crime scene: Who stole $100 million from Bangladesh’s account at the New York Fed? (Wall Street Journal)

SEC Judge Bans Tipper In Salman Insider Trading Case (Law 360)

Do You Have to Disclose a Government Investigation? Practical Considerations, Legal Standards, and Recent Case Law (Goodwin Proctor)

Some Insight Into SEC’s Focus On Accounting Misconduct (Law 360)

11th Circ. Upholds Ponzi Funder’s CFTC Penalty (Law 360)

Storm Warning for Safe Harbor (Orrick)

Decision Could Change Class Action Landscape — or Leave More Questions (Law.com)

Holding Prosecutors Responsible in an Insider Trading Investigation (NY Times Dealbook)

Cost-Benefit Analysis and the Conflict Minerals Rule (CLS Blue Sky Blog)

SEC backs DOL in BP stock-drop case (Pensions & Investments)

Chamber Readying Legal Challenge To Fiduciary Rule (Law 360)

The Art and Science of Internal Corporate Investigations (Holland Hart)

CFPB Director Defends Regulation by Enforcement, Warns Executives (Morgan Lewis)

SEC Bests Robbins Geller In Row Over Wal-Mart Docs (Law 360)

Life Partners Trustee Says Co. Perpetrated Historic Fraud (Law 360)

Wall Street is obsessed with this technology that no one quite understands — here’s the best explanation we’ve seen (Business Insider)

Robert Rubin was referred to Justice Department for potential crimes related to the financial crisis_ (Fortune)

Omnicare Says High Court Ruling Vanquishes Investor Suit (Law 360)

Analysis of the Financial Crisis Inquiry Commission Report_ (Wall Street Journal)

Hero or Villain: CTA Phone Jammer Just Wanted Quiet – Can You Blame Him? (DNAinfo)

Second Circuit Upholds Sanofi Dismissal Despite Omnicare (AG Deal Diary)

Securities Class Actions Compared to Derivative Lawsuits: Evidence from the Stock Option Backdating Litigation on Their Relative Disciplining of Fraudster Executives (CLS Blue Sky Blog)

Big banks paid $110 billion in mortgage-related fines. Where did the money go? (Wall Street Journal)

What crisis? big ratings firms stronger than ever (Wall Street Journal)

Professor to Wall Street: You’re Doing Swaps Accounting Wrong (Bloomberg)

Mark Cuban Continues Legal Fight Against SEC (Corporate Counsel)

SEC Enforcement Puts Target On Public Finance Officials (Law 360)

Why Citadel opposes IEX’s stock exchange application (Market Watch)

Nasdaq Just Took a Step Toward Challenging the Flash Boys Bourse (Bloomberg)

Proskauer Rose Defeats Stanford Ponzi Claims At 5th Circ. (Law 360)

Court Shields Proskauer, Chadbourne From Investors’ Stanford Claims (Law.com)

Individuals in the Cross Hairs? What This Means for Directors (Jones Day)

Trader Pleads Guilty To $30M Press Release Hacking Scheme (Law 360)

Why SEC Fiduciary Rule May Be ‘Unattainable’ (Think Advisor)

ETF industry warns SEC that volatile trading could happen again (Wall Street Journal)

Insider Trader Can’t Withdraw Plea Under Newman: 4th Circ. (Law 360)

Galleon Informant Seeks Order Voiding Insider Trading Rap (Law 360)

Refocusing the Reliance on Counsel Defense in Securities Fraud Actions (Skadden)

S.E.C. Fraud Case Says Adviser Puffed Up His Background Online (NY Times Dealbook)

Halliburton and the Dog that Didn’t Bark (CLS Blue Sky Blog)

Bharara Must Face Suit Over Level Global Hedge Fund Raid (Law 360)

Opinion Denying Motion To Dismiss in Ganek v. Leibowitz (SDNY)

Zuckerberg in the Hot Seat: Skadden’s Quest to Depose the Facebook CEO (Law.com)

SEC Judge Denies Fee Rebate Despite Rare In-House Loss (Law 360)

MMA Promoter Faked Health Scare To Dodge SEC Trial: Judge (Law 360)

Are Compliance Officers Naïve About the Yates Memo’s Implications? (Corporate Counsel)

The Yates Memo: Six Months Later (Paul Hastings)

Preparing For SEC’s Pursuit Of Compliance Officers (Law 360)

U.S. Pursues New Tack in VW Emissions Probe: Federal prosecutors employ financial-fraud law and weigh tax charges over fuel-efficiency credits (Wall Street Journal)

SEC Wants $2.5M Fine After IBM Stock Tip Trial Win (Law 360)

Mark Cuban Urges Supreme Court To Review SEC Courts (Law 360)

Cuban Amicus Filing in Bebo v. SEC (S. Ct.)

SEC Bars Ex-S&P Exec Over Study Of Distressed Loans (Law 360)

Manipulation or Brilliant Trade? The Curious Case of Don Wilson (Bloomberg)

Second Circuit’s First Published Opinion Applying Omnicare Adopts Strong Contextual Approach to Opinion Statement Liability (Shearman Sterling)

SEC Enforcement Developments Regarding Mutual Funds: The Year In Review (Stradley Ronon)

Lurid Suit Over Hate Mail Embroils Isaac Perlmutter, Marvel Chief (NY Times Dealbook)

Banking Faces an Existential Crisis (Bloomberg)

Policy makers defend postcrisis financial regulation at Washington events (Wall Street Journal)

2nd Circ. Won’t Lift Contempt Order In $40M Stock Suit (Law 360)

SEC Enforcement By The Numbers (Law 360)

Investment Firm Urges SEC To Overturn $18M Fraud Penalty (Law 360)

CEO’s Bio Neglected to Mention Ties to ‘Wolf of Wall Street’ (Hamilton Blog)

Fannie and Freddie shareholders suffer stinging legal setbacks (Wall Street Journal)

Justice Department, SEC Investigating Visium (Wall Street Journal)

2nd Circuit to issuers: Don’t worry about Omnicare (Reuters)

Omnicare Raises Bar On Exec Opinion Suits In 2nd Circ. (Law 360)

The Most Horrendous Lie on Wall Street (Fortune)

Meet the Met who puts his pants on inside-out, two legs at a time.  (Wall Street Journal)

The fine wine drain (Economist)

The Billionaires’ Loophole (New Yorker)

Insider Trading: Dirks, Newman, Salman and Payton – Part I (SEC Actions)

Insider Trading: Dirks, Newman, Salman and Payton – Part II (SEC Actions)

Stock Tipper In Supreme Court Case Hit With SEC Judgment (Law 360)

Brother’s Keeper: A Landmark Insider Trading Case And The Unraveling Of A Family (Law 360)

Citigroup executives avoid U.S. charges over mortgage bonds – document (Reuters)

Sanofi Suits Can’t Survive Omnicare Ruling, 2nd Circ. Says (Law 360)

AG Funds LP v. Sanofi (2d Cir.) (Second Circuit considers impact of Omnicare decision on securities claims based on allegations that drug company’s descriptions of new drug because they omitted discussion of FDA comments on testing regimen used.  After the district court dismissal of the case, the Supreme Court decided Omnicare, “which refined the standard for analyzing whether a statement of opinion is materially misleading.”  “Plaintiffs’ case essentially boils down to an allegation that the statements were misleading for failure to include a fact that would have potentially undermined Defendants’ optimistic projections.   But Omnicare imposes no such disclosure requirements on issuers. Defendants were only tasked with making statements that “fairly align[ed] with the information in the issuer’s possession at the time.” Id. Defendants need not have disclosed the FDA feedback merely because it tended to cut against their projections—Plaintiffs were not entitled to so much information as might have been desired to make their own determination about the likelihood of FDA approval by a particular date. Certainly, Plaintiffs would have been interested in knowing about the FDA feedback, and perhaps would have acted otherwise had the feedback been disclosed, but Omnicare does not impose liability merely because an issuer failed to disclose information that ran counter to an opinion expressed in the registration statement.”)

Fried v. Stiefel Laboratories, Inc. (11th Cir.) (An interesting case involving a section 10(b) claim against a company for buying the CFO’s stock put to it by the CFO as part of an ERISA plan without disclosing information about a merger being negotiated.  Plaintiff challenges the rejection of a jury instruction that Stiefel had a “duty to disclose all material information” in the run-up to the merger, which he argued flowed from the company’s relationship of trust and confidence with the plaintiff.  The Eleventh Circuit rejected the argument, holding that Rule 10b-5(b) does not prohibit a mere failure to disclose material information, and in doing so gave its views on the difference between this case and one of insider trading, in which it said Rule 10(b)(5)(a) and (c) created insider trading liabilities beyond the scope of misleading disclosures prohibited in Rule 10(b)(5)(b).)

How the U.S. government inadvertently created the $3 trillion ETF industry (Bloomberg)

Architect of Pipeline Company Merger Said to Be Its Foe (NY Times Dealbook)

A Troubling Timeline at Valeant (NY Times)

U.S. watchdog to probe Fed’s lax oversight of Wall Street (Reuters)

Law Graduate Gets Her Day in Court, Suing Law School (NY Times Dealbook)

Here’s What Happened When Private Equity Came to Alabama (Fortune)

Chief Compliance Officer Fined and Suspended For Failed Email Review (Broke and Broker)

The Mystery Madoff Victims Who Left $2.5 Billion on the Table (Bloomberg)

Data protection practices and governance – action items for firms (Reuters)

Judge Skeptical Of Lifting Ex-MedImmune Exec’s SEC Ban (Law 360)

Contentious U.S. stock exchange pricing on regulatory agenda: SEC (Reuters)

DOJ Asks FBI To Mull ExxonMobil Climate Change Probe (Law 360)

Judge Rules Public International Organizations Fall Under FCPA (Wall Street Journal)

Brokers Brace for Tighter Standard on Retirement Accounts (Wall Street Journal)

Exchanges Want High-Speed Trading Case Booted In 2nd Circ. (Law 360)

SEC probe of Valeant began with review of short seller – sources (Reuters)

Stock Exchange Prices Grow So Convoluted Even Traders Are Confused, Study Finds (NY Times Dealbook)

Why Donald Trump’s Tax Returns May Prove He’s Not That Rich (Fortune)

Harvey Pitt, Banking Regulation And ‘Wedding Crashers’ (Forbes)

After 15 years, a bond trade now pays off (Wall Street Journal)

New Doubts About ‘Too Big to Fail’ Banks Rattle Foundation of Regulations (NY Times Dealbook)

Delaware Indemnification Rights for Former Officers and Directors — Marino v. Patriot Rail (Fried Frank)

Paul Hastings Partner Paul Monnin on the Constitutionality Of the Yates Memo (Corporate Crime Reporter)

Washington battles over munis: safe or hard to sell? (Wall Street Journal)

SEC Scores Precarious Post-Newman Win In IBM Tip Trial (Law 360)

Fund Boss Admits Guilt Despite Newman, Gets Time-Served (Law 360)

2nd Circ. Shelves SEC Bid To Unpause S&P Exec’s Case (Law 360)

The SEC Turns A Blind Eye To Corruption In CSR Initiatives (Forbes)

Key Securities Litigation Issues For Life Science Cos. (Law 360)

Comparing SEC And CFTC Market Abuse Regimes (Law 360)

Deepwater Horizon and Dewey & Leboeuf Cases Share Challenges (NY Times Dealbook)

Biggest Insider-Trading Case in U.K. Started With ‘Stag Party’ (Bloomberg)

Atty Pal Of Ex-Orioles Star Gets Trading Charges Dropped (Law 360)

SEC Can’t Sink Jury Demand In $136M EB-5 Fraud Case (Law 360)

The myth and the reality of Donald Trump’s business empire (Washington Post)

Argentina Reaches Deal With Hedge Funds Over Debt (NY Times Dealbook)

California Proposes Law To Expose Private Equity’s ‘Secret’ Fees (Fortune)

Reviving Time-Barred Financial Litigation In State Courts (Kaye Scholer)

Fuzzy-Math Accounting Chided by Buffett Gets Fresh SEC Scrutiny (Bloomberg)

Here are all the quirky ‘Buffett-isms’ in Berkshire Hathaway’s annual letter (Business Insider)

Valeant Pharmaceuticals Faces New Investigation By SEC (Law 360)

Valeant Says It’s Under Investigation by SEC, Shares Plunge (Bloomberg)

Ex-Fannie Mae CEO Denied Exit From SEC Subprime Loan Suit (Law 360)

SEC Wins IBM Insider Trading Trial In Post-Newman Coup (Law 360)

`Mishegas’ New Insider-Trading Standards Weighed by Jury (Bloomberg)

11th Circ. Struggles With Challenges To SEC In-House Court (Law 360)

Honeywell CEO Sold Stock 3 Days Before United Technologies Bid (Bloomberg)

2nd Circ. Affirms $83M SEC Win Against Amerindo Fraudsters (Law 360)

Dow Deal Shows Post-Scalia Court Spooks Class Defendants (Law 360)

Judge in Dewey & LeBoeuf Fraud Case Whittles Down Charges (NY Times Dealbook)

Ex-SEC Officials Say Barclays Class Cert. Defies Halliburton (Law 360)

Amicus Brief of Law Professors and Former SEC Commissioners on Class Certification in Barclays Bank v. Waggoner (2d Cir.)

Investigative Authority Of NY Atty General Has Its Limits (Jones Day)

SEC asks jurors to find New York brokers liable for insider trading (Reuters)

Brokers Cashed In On IBM ‘Lottery Ticket,’ SEC Tells Jury (Law 360)

Sorting Out Dodd-Frank’s Treatment of Failed Broker-Dealers (NY Times Dealbook)

Delaware Forum Selection Bylaws After Trulia (Harvard Law School Forum on Corporate Governance and Financial Regulation)

The Robots Are Coming for Wall Street (NY Times Magazine)

S&P 500 earnings: far worse than advertised (Wall Street Journal)

Broker Says IBM Deal Was No Lock In SEC Stock Tip Trial (Law 360)

Ex-Capital One Analyst Must Pay $13M In Insider Trading Suit (Law 360)

Moody’s Fate in Subprime Probe to Be Decided Soon by U.S. (Bloomberg)

What Google Learned From Its Quest to Build the Perfect Team (NY Times)

Share trading: Complicate, then prevaricate (Economist)

Commodities Agency Advised to Drop Plan to Limit Futures Contracts (NY Times Dealbook)

The Election War on Hedge Funds (Institutional Investor)

Outsourced Compliance Officer Trend Renews Standards Debate (Wall Street Journal)

Protecting the Compliance Officer: A Balanced Approach (Corporate Counsel)

How America’s Next President Should Tackle A Financial Crisis (Fortune)

Post-Enron Accounting Rule Requires Companies to Report Leases (NY Times Dealbook)

‘Flash Boys’ exchange isn’t about the little guy (Bloomberg)

Regulators Protect High-Frequency Traders, Ignore Investors (Forbes) (so says Brad Katsuyama, co-founder and CEO of IEX, and hero of the latest Michael Lewis nov … err book)

Court strikes down Ohio ban on knowingly or recklessly false statements about candidates (Washington Post) (politicians apparently are free to do what car (and securities) salesmen cannot)

But not Donald Trump!: The people allegedly ripped off by Trump University look a lot like Trump voters (Slate)

Tribes of New York: Trump’s war on ‘hedge fund guys’ has deep roots (Huffington Post)

Why Big Business Is Brushing Off Campaign Trail Rage (Bloomberg)

Judge Mulls Perjury Referral In IBM Insider Trading Trial (Law 360)

SEC Gets $147M In Disgorgement In Real Estate Fraud Case (Law 360)

AIG Says Goodbye to Guy Who Knew Where the Bodies Were Buried (Bloomberg)

U.S. Labor Dept., SEC clashed over retirement advice rule: report (Reuters)

SEC Lifts Industry Ban On Freed Insider Trading Tippee (SEC)

Stock Tipper Asks 3rd Circ. To Nix SEC Pact After Newman (Law 360)

Changing Winds: Securities Fraud In NY’s First Department (Law 360)

Sixth Circuit Strikes a Blow to the Government’s False Claims Act Damages Theory (Drinker Biddle)

The New York AG’s Private Equity ‘Scandal’ That Isn’t (Fortune)

SEC Nods to Multinationals (Wall Street Journal)

JPMorgan’s `London Whale’ Surfaces to Say ’12 Loss Not His Fault (Bloomberg)

A New Breed of Trader on Wall Street: Coders With a Ph.D. (NY Times Dealbook)

How Principles-Based Accounting Standards Impact Litigation (Law 360)

District Court judge rules in favor of RJR on ‘reverse stock-drop’ case (Pensions & Investments)

SEC Speaks 2016: Enforcement Agenda Goes Beyond Disclosure (Perkins Coie)

SEC Investor Advocate Rips Exchanges’ ‘Race To The Bottom’ (Law 360)

JPMorgan’s `London Whale’ Surfaces to Say ’12 Loss Not His Fault (Bloomberg)

A New Breed of Trader on Wall Street: Coders With a Ph.D. (NY Times Dealbook)

Litigating M&A Lawsuits In New York Courts (Law 360)

District Court judge rules in favor of RJR on ‘reverse stock-drop’ case (Pensions & Investments)

Boeing Facing Suit Over Possible SEC Investigation (Law 360)

Galleon Informant Not Saved By Newman, Feds Say (Law 360)

Has Apple made iPhones illegal in the financial industry? (Washington Post)

Resolved FCPA Enforcement Actions Drop To 10-Year Low (Law 360)

Class Action Bar Braces for Post-Scalia Era (The Recorder)

SEC to focus on asset management, disclosure, market structure in 2016 (Reuters)

DOL fiduciary rule will transform the annuity industry (Investment News)

Disclosure Isn’t Only Weapon In SEC Arsenal, Chief Says (Law 360)

U.S. SEC says shift from examining brokers to investment advisers necessary (Reuters)

Stressed-Out Cravath Atty Divulged IBM Deal, Jury Hears (Law 360)

Apple’s FBI Battle Is Complicated. Here’s What’s Really Going On (Wired)

Major Developments Last Year in White-Collar Crime (Corporate Counsel)

Overseas Securities Litigation Is Coming Of Age (Law 360)

Algorithmic Trading Regulation With An Enforcement Edge (Law 360)

In a First, SEC Offers DPA to Exec Accused of Bribery (Law.com)

U.S. judge questions regulators on MetLife ‘systemically important’ designation (Wall Street Journal)

Let Darwinism decide the fate of ailing European banks (Bloomberg)

Moderate Democrats helped Wall Street avoid regulation in the ’90s. They’re doing it again. (Vox)

SEC Chastises In-House Challenger For Overlong Brief (Law 360)

SEC Probe Finds In-House Court Not Biased (Law 360)

A new SEC filing reveals some uncomfortable truths about how stock trading works on Wall Street (Business Insider)

SEC Settlement Shows Shameful State of Wall Street Research (Broke and Broker)

Watchdog clears U.S. SEC’s in-house judges of bias allegations (Reuters)

Final Report of Investigation, Administrative Law Judges (SEC Inspector General)

Effort to Meet Earnings Target Yields SEC – DOJ Fraud Charges (SEC Actions)

RICO 2.0: State RICO Statutes in Opt-Out Securities Litigation (CLS Blue Sky Blog)

Stockholder Discovery Rights: Nevada Vs. Delaware (Law 360)

A Deutsche Bank analyst kept some doubts to himself (Bloomberg)

Software Detects CEO Emotions, Predicts Financial Performance (Wall Street Journal)

Broker Describes IBM Tipping Chain In SEC Insider Case (Law 360)

SEC Hits More Traders With Newswire Hacking Allegations (Law 360)

Gordon and Bud Did It. Did You? Insider Trading Gets a Rethink (Bloomberg)

Computer glitch-spurred price war brings gas down to a few cents per gallon (UPI) (algorithmic trading is not limited to high frequency securities trading)

Scalia Held Firm Against Expanding Securities Law (Law 360)

How Scalia Kept the Little Guys Out of Court (Bloomberg)

The Corporation as Snitch: The New DOJ Guidelines on Prosecuting White Collar Crime (Virginia Law Review)

Trader Says Novel Spoofing Conviction Should Be Overturned (Law 360)

Hedge Fund Manager Puts Profile on Social Media, Lures $20 Million (Bloomberg)

How Morrison v. Australia Bank Was Applied In Petrobras (Law 360)

Postscript: Antonin Scalia, 1936–2016 (New Yorker)

What Would Scalia Want in His Successor? A Dissent Offers Clues (NY Times)

Justice Scalia’s Business Law Legacy (D&O Diary)

Scalia came close to greatness, even though he was often wrong. (Bloomberg)

SEC Judge Fight Belongs In Federal Courts, 4th Circ. Hears (Law 360)

Raymond Lucia Fires Opening Salvo in ALJ Court Challenge, Aided by Mark Cuban (Hamilton Blog)

N.Y. stockbrokers to face trial in SEC insider trading case (Reuters)

Additional Thoughts On Class Plaintiff ‘Pick-Offs’ (Law 360)

Amended Rule 26’s Proportionality Standard: The First 60 Days (Law 360)

Does the Quality of the Plaintiffs’ Law Firm Matter in Deal Litigation? (CLS Blue Sky Blog)

Advance Conflict Waiver Fails, Costing Firm Its Fees (BNA)

Last wave on Libor: CFTC likely to charge multiple banks for rate rigging (Wall Street Journal)

SEC To Confront Post-Newman World In IBM Stock Tip Trial (Law 360)

Gravitational Waves Detected, Confirming Einstein’s Theory (NY Times) (Even though off topic, this was too important to ignore.  Einstein was incredible!  I just learned that his eyeballs are stored in a safe-deposit box in a bank in  New York.  His brain was secretly preserved by the pathologist on call when he died, against the instructions in his will, and later cut into more than 200 pieces, two of which are in a museum in London.  That I get, I guess, but why save his eyeballs?  They were given to his eye doctor, who apparently kept them around because “Having his eyes means the professor’s life has not ended.  A part of him is still with me.“  See Einstein’s Eyes: Yeah, they’re still around.)

A Conversation with SEC Chair Mary Jo White (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Why Does Gravity Wave, And Why Does It Matter? (Forbes)

The mind-bending international comity debate in RJR RICO case at SCOTUS (Reuters)

Martin Shkreli Fights U.S. Bid to Delay SEC’s Civil Case (Bloomberg)

D and O Insurance: Whose Securities Must a Claim Involve to Trigger Securities Claim Coverage? (D&O Diary)

Wall St. Whistle-Blowers, Often Scorned, Get New Support (NY Times Dealbook)

Elizabeth Warren Slams Financial Firms’ Two-Faced Responses To DOL Fiduciary Rule (Forbes)

Securities Class Action Filings: 2015 Year in Review (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Battered Bank Stocks Reflect Not Just Jitters, but Mistrust (NY Times)

A Step Toward Greater Transparency In Housing Finance (Law 360)

With DOJ Changing Its Policies, It’s Time to Rethink Investigations (Corporate Counsel)

Boeing to Face SEC Probe of Dreamliner and 747 Accounting (Bloomberg)

Yates Memo Fails To Trigger Charges In Morgan Stanley Deal (Law 360)

Morgan Stanley To Pay $3.2B To Settle US Mortgage Claims (Law 360)

An SEC settlement with a twist: This time Monsanto’s executives pony up too (Washington Post)

The Life Of A White Collar Fugitive Not All It’s Cracked Up To Be – Ask Larry Hartman (Forbes)

8th Circ. Revives Investors’ Suit Against Ex-Dolan Execs (Law 360)

Rand-Heart v. Dolan (8th Cir.) (reversing dismissal of securities class action, finding adequate pleading of actual knowledge of falsity of forward-looking information, but affirming loss causation ruling of district court limiting scope of possible losses)

HSBC Sued Over Drug Cartel Murders After Laundering Probe (Bloomberg)

SEC Looks To Reverse Exec Fraud Trial Loss At 9th Circ. (Law 360)

U.S. judge questions regulators on MetLife ‘systemically important’ designation (Wall Street Journal)

Columbia Law Professor John Coffee on the Rise Fall and Future of Entrepreneurial Litigation (Corporate Crime Reporter)

NJ Shareholder Suit Over Nymox’s Prostate Drug Trials Tossed (Law 360)

SEC Judges Unconstitutional, Mark Cuban Tells DC Circ. (Law 360)

Mark Cuban amicus brief in Raymond J. Lucia Cos., Inc. v. SEC (DC Cir.)

SEC Enforcement Says In-House Judge Got Newman Wrong (Law 360)

SEC Division of Enforcement Brief to  the Commission on appeal of Initial Decision in In the Matter of Bolan and Ruggieri (SEC)

9th Circ. Muddies Loss Causation (Law 360) (comment on 9th Circuit decision in Lloyd v. CVB Financial Corp.)

Medina v. Tremor Video, Inc. (2d Cir.) (2nd Circuit affirms dismissal of a securities class action under section 11 of the 1933 Act for alleged violations of disclosure requirements in Item 303 of SEC Regulation S-K in a Registration Statement.  Although the decision is deemed non-precedential, the discussion provides useful insights into the 2nd Circuit’s views on how to satisfy pleading requirements for a section 11 claim based on the failure to satisfy Item 303’s requirement to disclose “any known trends or uncertainties that have had or that the registrant reasonably expects will have a material favorable or unfavorable impact on net sales or revenues or income from continuing operations.”)

Investors Rip Genworth’s ‘Recantation’ Claims In IPO Suit (Law 360)

Ex-Fox Rothschild Atty Felled By Firm Policy Violations (Law 360)

Want the government to give you credit for cooperating with their investigation? Get ready to certify your investigation disclosures (Dentons)

What The Times and ‘Frontline’ Uncovered About Fantasy Sports and Online Gambling (NY Times)

Markets don’t work as well as we thought (Bloomberg)

Leonard Tannenbaum’s Fifth Street: Fooling The Right People Some Of The Time (Forbes)

Justices Asked To Mull Jurisdiction Of SEC Admin Challenges (Law 360) (Laurie Bebo files a cert. petition)

Bebo v. SEC Cert. Petition (S. Ct.)

SEC Drops Insider Trading Case Against Chinese CEO (Law 360) (Defense counsel: “this was a case in which the SEC didn’t have all the facts about Luo’s trading activity when it first filed suit.”  Yet it not only filed the suit but also obtained a rubber-stamp asset freeze from a federal judge.)

Don’t Break Up the Banks. They’re Not Our Real Problem. (NY Times)

Obama Will Seek to Double Budgets for Wall Street Regulators (Bloomberg)

CD War Between Securities and Exchange Commission and Federal Bureau of Prisons (Broke and Broker)

The Great Corporate Debt Scare (Bloomberg)

The SEC, Insider Trading and the Super Bowl (SEC Actions)

SEC Accuses 3 Of Insider Trading Over EBay Acquisition (Law 360)

Securitization of Athletic Performance Lacks Super Bowl Ring (Institutional Investor)

HSBC Case Tests Transparency of Deferred Prosecution Agreements (NY Times Dealbook)

How Six Brokers Walked Free After Unraveling of U.K. Libor Case (Bloomberg)

Challenging An Arbitrator Ab Initio: A Primer (Kirkland Ellis)

CFTC can’t give whistleblower money away (Wall Street Journal)

Analyzing the Impact of SEC’s Proposed Uniform Fiduciary Standard (NY Law Journal)

CFTC Enters the Insider Trading Enforcement Arena (NY Law Journal)

Defending Parallel Securities and Commodities Actions (NY Law Journal)

Asset Pricing and Sports Betting (University of Chicago) (For a post-Super Bowl insight into how sports betting can inform market analysis, read this article, with the following abstract: “I use sports betting markets as a laboratory to test behavioral theories of cross-sectional asset pricing anomalies. . . .  Analyzing more than a hundred thousand contracts spanning two decades across four major professional sports (NBA, NFL, MLB, and NHL), I find momentum and value effects that move betting prices from the open to the close of betting, that are then completely reversed by the game outcome.  These findings are consistent with delayed overreaction theories of asset pricing.  In addition, a novel implication of overreaction uncovered in sports betting markets is shown to also predict momentum and value returns in financial markets. . . .”)

Vanguard, a Champion of Low Fees, Faces a Peculiar Tax Challenge (NY Times)

Everyone Hates Martin Shkreli. Everyone Is Missing the Point (New Yorker)

The Rich Are Already Using Robo-Advisers, and That Scares Banks (Bloomberg)

CFTC Leader Pushes For More Powerful Enforcement Tools (Law 360) (I’m shocked, shocked!)

SEC Raises Concerns About Bond ETFs (Wall Street Journal)

Chinese Investor Group To Buy Chicago Stock Exchange (Law 360)

China can have the Chicago Stock Exchange (Bloomberg)

Fining Bankers, Not Shareholders, for Banks’ Misconduct (NY Times)

A Hedge Fund’s Worst Trade (Bloomberg)

Platt’s BlueCrest Said to Be Probed by SEC Over Employee Fund (Bloomberg)

Why Is the U.S. Still Sitting on $4 Billion in Madoff Money? (Bloomberg)

Accused “flash crash” trader’s actions not a crime in UK, court hears (Reuters)

Ex-Fox Rothschild Atty Convicted Of Insider Trading (Law 360)

Rajat Gupta gets new chance to void insider trading conviction (Reuters)

2nd Circ. To Hear Gupta Appeal Of Insider Trading Conviction (Law 360)

High-Speed Traders in Britain Subject to New Accountability Rules (NY Times Dealbook)

Judge Takes 2nd Look At $174M ‘Short And Distort’ Damages (Law 360)

MetLife, AIG spinoffs of U.S. insurance units show “disruptive” fiduciary rules, not just capital needs (Reuters)

High Rate of Problem Drinking Reported Among Lawyers (NY Times Dealbook)

The Legal Profession’s Drinking Problem Is Worse Than We Thought (American Lawyer)

Talk about breaking up big banks ignores reforms made since the recession (Washington Post)

The Most Thankless Job on Wall Street Gets a New Worry (Wall Street Journal)

RICO Conviction Supported by ‘Affront’ to Mob, Circuit Says (NY Law Journal)

The Lives and Lies of a Professional Impostor (NY Times)

2nd Circ. Highlights Importance Of NY Borrowing Statute (Law 360)

Moody’s Dodges Whistleblower Suit Over Crisis-Era Ratings (Law 360)

Toxic Loans Around the World Weigh on Global Growth (NY Times Dealbook)

Corporate Disclosure of Government Enforcement Developments (Sullivan Cromwell)

Golfer Tees Up Newman Insider Trading Claim In 1st Circ. (Law 360)

Citadel Pushes SEC to Fix Fractured Credit-Default Swaps Market (Bloomberg)

How Not to Stop Bank Wrongdoing (NY Times)

Bill Seeks to Limit Use of Arbitration to Avoid Courts (NY Times Dealbook)

Investors Can Sue Foreign Wealth Fund in US, Circuit Rules (NY Law Journal)

Wells Fargo to Pay $1.2 Billion in Mortgage Settlement (NY Times Dealbook)

The Bouvier Affair: How an art-world insider made a fortune by being discreet (New Yorker)

Second Company Accuses Asbestos Lawyers Of Racketeering (Forbes)

Diamondback Gets $9M SEC Judgment Nixed After Newman (Law 360) (After pressing the hedge fund into a non-prosecution agreement and “disgorgement” and penalties for the trading by Mr. Newman, and driving the fund, which violated no law, into dissolution, the SEC agrees to return the money it extort.. err .. demanded to settle the case.  What about the hundreds of jobs lost and lives uprooted at Diamondback, Level Global, and Loch Capital, all of which were subjected to public federal searches authorized by the supremely ambitious Preet Bharara, which doomed their futures — all for non-violations of the law?)

“So Ordered” Letter to SDNY Judge Scheindlin approving return of funds to Diamondback in SEC v. Adondakis (SDNY)

SEC Won’t Pause Insider Tipster’s Case For High Court (SEC)

SEC ALJ Order denying stay of administrative proceeding In the Matter of Maher Kara to await result of Supreme Court review of the same facts in Salman v. United States (SEC) (Strange, in light of the fact that the Division of Enforcement already moved for summary disposition of the case based solely on the same criminal insider trading conviction that is at issue in Salman.  Why insist on continuing while the Supreme Court considers the Salman case?  Because, supposedly, “The Commission’s rules do not authorize the undersigned to grant sucha stay at the request of a party.”  Yet another reason why the rules governing the SEC’s adminsitrative cases are patently inadequate.)

SEC Tests Bounds of Newman in Internal Insider Appeal (BNA)

2nd Circ. Upholds FINRA, SEC’s Lifetime Ban On Banker (Law 360)

Ex-Fox Rothschild Atty’s Insider Trading Trial Kicks Off (Law 360)

Goldman Sachs Says It May Be Forced to Fundamentally Question How Capitalism Is Working (Bloomberg)

Gag Order On Trump Development Docs Axed In RICO Suit (Law 360)

Corporate Bribery Cases and Fines Fell in 2015, Report Shows (NY Times Dealbook)

Barclays Investors Get Class Cert. In Dark Pool Suit (Law 360)

Opinion Granting Class Certification in Strougo v. Barclays PLC (SDNY)

Hedge Fund Activism: A Guide for the Perplexed (CLS Blue Sky Blog)

Why Hundreds of Nearly Identical Bankruptcy Claims Yielded Vastly Different Results in the Aftermath of the Housing Bubble (Bloomberg)

Early Release for Insider Trading Convict (NY Times Dealbook)

Whitman Free On Bail After Judge Calls Jail ‘Sadistic’ (Law 360)

David Boies’s Dual Roles at Theranos Set Up Conflict (NY Times Dealbook)

Accused Advisor Boycotting SEC Made Big Mistake, Says Columbia Prof (Financial Advisor)

Larry Fink wants companies to talk more about the future (Bloomberg)

IPO Pricing as a Function of your Investment Banks’ Past Mistakes: The Case of Facebook (CLS Blue Sky Blog)

SEC’s ALJs Too Powerful, Financial Planner Tells DC Circ. (Law 360)

Opening Brief of Appellant in Raymond J. Lucia Cos. v. SEC (D.C. Cir.)

Some Heresy on Wall Street: Look Past the Quarter (NY Times Dealbook)

HSBC Ruling Could Bring Big Changes to Monitorships (Corporate Counsel)

‘Dark pool’ settlements bring tangled relationships to light (Wall Street Journal)

Dark pools turned out to be really murky (Bloomberg)

Should Banks Drain the Dark Pools? (Bloomberg)

More Dark Pool Investigations Under Way, Says New York’s Top Cop (Bloomberg)

Barclays, Credit Suisse strike record deals with SEC, NY over dark pools (Reuters)

Barclays Boosts NY AG Power With $70M Dark Pool Settlement (Law 360)

Crisis-era mortgage attempts a comeback (Wall Street Journal)

SEC nears end of case against ‘no show’ financial adviser (Reuters)

Civil Litigation Outlook For 2016 (Law 360)

Ex-Fox Rothschild Atty’s Trading Trial Hangs On Deal Reports (Law 360)

A Cautionary Tale About ‘Other Acts’ And Insider Trading (Law 360)

9th Circ. Backs CVB Investors’ Loss Causation Argument (Law 360)

Lloyd v. CVB Financial Corp. (9th Cir.) (opinion partially reversing dismissal of securities class action, and addressing loss caustion pleading)

This is exactly how the FBI convinces hedge funders trading on inside information to spill the beans on everyone else (Business Insider)

Golfer Guilty Of Using Country Club Insider Trading Tip (Law 360)

Probes of Ackman and Herbalife fizzle (Wall Street Journal)

The SEC And Financial Fraud (SEC Actions)

FINRA Email AWC Raises Question About Regulatory Hypocrisy (Broke and Broker)

DOL’s Proposed Fiduciary Rules Head To White House (Law 360)

2015 Spurred Billions in Bank Fines, But Not Enough for Warren (Bloomberg)

Warren Releases Rigged Justice Report Detailing Lax Corporate Crime Enforcement (Corporate Crime Reporter)

A Devastating Blow To Disclosure Settlements (Law 360)

Case Sheds Light on Goldman’s Role as Lender in Short Sales (NY Times)

Justices Take On a Muddled Issue: Insider Trading (NY Times)

Latest Tactic Against SEC’s In-House Court: Don’t Show Up (Bloomberg)

Opinion Clarifies Limits of Negotiation ‘Puffery’  (BNA)

Ex-Citigroup Trader Was ‘Cannon Fodder’ on Maternity Leave (Bloomberg)

A board of directors struggles with the CEO’s borrowing (Wall Street Journal)

Board governance: Higher expectations, but better practices? (PWC)

Securities Class Action Suits Increased in 2015 (SEC Actions)

Sixth Ex-Broker Cleared in London Libor Trial (NY Times Dealbook)

Inside Traders Look to U.S. Supreme Court for Redemption (Bloomberg)

Corporate Disclosure of Government Enforcement Developments: U.S. District Court for the Southern District of New York Holds No General Duty for Issuers to Disclose SEC Investigations or Receipt of SEC “Wells Notices” (Sullivan Cromwell)

The Complications Surrounding Market Manipulation Cases (Law 360)

Attack on lead counsel in GM switch case critiques MDL system (Reuters)

Tech Startup Funding Frenzy Prompts SEC Scrutiny of Brokers (Bloomberg)

Bill Ackman Runs an Anti-Index Fund (Bloomberg)

Dear Hedge Funds: Index Funds Didn’t Eat Your Returns (Pragmatic Capitalism)

The Complications Surrounding Market Manipulation Cases (Law 360)

Why Is Martin Shkreli Still Talking (Vice)

Shkreli Emails To Kaye Scholer Atty Not Privileged: Judge (Law 360)

Judge: Shkreli, Lawyer Had No Communication Privilege (NY Law Journal)

U.S. judge dismisses FedEx billing fraud, racketeering lawsuit (Reuters)

SEC Won’t Lift Atty’s Suspension Over Pump & Dump Scheme (Law 360)

Six Ex-Brokers Acquitted of Libor Rigging in London (Wall Street Journal)

NY Atty Gets 18-Month Suspension Over Conduct In SEC Case (Law 360)

Ex-Fannie Mae CEO urges U.S. judge to toss SEC fraud case (Reuters)

Ex-Fannie Mae CEO Calls SEC’s Subprime Fraud Suit ‘Absurd’ (Law 360)

Study Says Sarao May Not Have Been Responsible for Flash Crash (Bloomberg)

Computerized Trading Firm to Take Over Barclays’s N.Y.S.E. Seats (NY Times Dealbook)

After-hours news releases hurt stock owners (Pension & Investments)

SEC Director Signals Continued Focus On Gatekeepers (Law 360)

Selected Issues for Boards of Directors in 2016 (Cleary Gottlieb)

Ex-Capital One Analyst Slams SEC Insider Trading Damages (Law 360)

JPMorgan Agrees To $995M RMBS Deal With Ambac Mid-Trial (Law 360)

Supreme Court Again Clarifies Standards For ERISA Claims (Law 360)

Delaware Court of Chancery Rejects Another Disclosure-Only Settlement (Paul Weiss)

The End of M&A “Disclosure-Only” Settlements with Broad Releases In Delaware (Gibson Dunn)

In re Lions Gate Entertainment Securities Litigation: Court Rejects Securities Claims Based on Company’s Decision Not to Disclose Ongoing SEC Investigation (Morrison Foerster)

Robbins Geller Blasts SEC Refusal To Produce Wal-Mart Docs (Law 360)

2nd Circ. Judge Calls Banker’s Ban A ‘Fierce Penalty’ (Law 360) (Lifetime bars should not be the norm for SEC enforcement actions; see An Open Memo to SEC Commissioner Aguilar on the Use of Officer and Director Bars)

SEC Expected to Give Unusual Refund for Insider-Trading Penalty (Wall Street Journal)

SEC Set To Return $21.5M To Level Global Post-Newman (Law 360)

Supreme Court Grants Slight Reprieve To Company Stock In Retirement Accounts (Forbes)

Amgen Inc. v. Harris (S. Ct.)

Justices’ Amgen Order Cements High Bar For ERISA Suits (Law 360)

5th Circ. Grants Jailed ArthroCare Executives New Trial (Law 360) (conviction reversed for failure to allow into evidence law firm’s review finding securities law violations were hidden from defendants)

5th Circuit Decision in United States v. Gluk (5th Cir.)

Is Broker-Dealer Desk Commentary Dead? (Compliance Reporter)

So now what happens to Delaware M&A cases? Chancellor offers answers! (Reuters)

‘Nail in the coffin’ for flimsy M&A suits’ (Wall Street Journal)

Disclosure-Only Settlements: In re Trulia As Death Knell? (Deal Lawyers)

Populist politics and bank reform: poor aim at an easy target (Reuters)

The corporate savings glut and the economic possibilities of the future (Equitable Growth)

The Rise of the Artificially Intelligent Hedge Fund (Wired)

Canadian Challenges SEC In-House Judges At High Court (Law 360)

Cert. Petition in Pierce v. SEC (S. Ct.)

Adviser Can’t Halt SEC In-House Trial Pending Appeal (Law 360)

Lions Gate Beats Stock Suit Over SEC’s Icahn Probe (Law 360)

Opinion Dismissing Complaint in Lions Gate Entertainment Securities Litigation (SDNY) (This is useful precedent addressing the duty to disclose SEC Wells Notices, a step in the SEC investigative and enforcement process.  Wells Notices were rarely disclosed for a long time, but more recently some public companies decide to disclose Wells Notices in part because of uncertainty over whether a court will ultimately decide they were obligated to do so.  This opinion finds no such duty because the issuance of a Wells Notice is part of an uncertain enforcement process, unless other company disclosures suggest there is no SEC investigation or it is not serious.)

Chancery Rejects Class Deal Over $2.5B Trulia-Zillow Merger (Law 360)

Order Rejecting Settlement in Trulia Inc. Stockholder Litigation (Del Ch. Ct.) (continuing the trend of rejection of disclosure only settlement, the Chancellor Bouchard issues a detailed opinion explaining his rejection of a proposed disclosure only settlement)

Sandisk, Execs Beat Derivative Suit Over Stock Tumble (Law 360)

Dismissal in Union Asset Management Holding AG v. Sandisk Corp. (N.D. Cal.) (federal court dismissal securities fraud class action because most of the alleged fraudulent statements were protected by the PSLRA safe harbor for forward looking statements and the claims on the remaining statements fail to allege facts supporting the PSLRA’s required strong inference of scienter)

Hedge Fund Activism: A Guide for the Perplexed (CLS Blue Sky Blog)

A legal battle brews over the power of America’s consumer finance watchdog (Wall Street Journal)

How SEC Judges Calculate Civil Money Penalties (Law 360)

Sandisk, Execs Beat Derivative Suit Over Stock Tumble (Law 360)

What Liquidity Crisis? A Contrarian’s View on Bond Market Liquidity (TabbFORUM)

‘Too Big to Fail’ Banks Thriving a Few Years After Financial Crisis (NY Times Dealbook)

An inconvenient observation about fiduciaries (Wall Street Journal)

S.E.C. Is Criticized for Lax Enforcement of Climate Risk Disclosure (NY Times)

How Stories Drive the Stock Market (NY Times Dealbook)

The Price of Requiring Regulators to Do More Cost-Benefit Analysis (NY Times Dealbook)

SEC Looks To Block Text To Ex-Cravath Atty From Trial (Law 360) (The SEC seeks, bizarrely in my view, to prevent evidence that an accused tippee inside trader actually informed his tipper in advance that he was going to trade the stock.  That is crucial evidence on the issue whether the communication was intended to be confidential (and therefore there was no breach of any duty of confidentiality), as the defendant argues.  But even more crucial is a point the defendant apparently missed: the touchstone to prove fraud in insider trading cases is to show that the trader did not disclose his intentions — thereby violating a duty to disclose the trading before it occurred.  Because the fraud flows from the failure to disclose, the trading prohibition is famously termed a “duty to disclose or abstain from trading,” which goes all the way back to the seminal decision by the Second Circuit in SEC v. Texas Gulf Sulphur Co., 401 F.2d 833, which is the foundation for the judicial acceptance of insider trading as securities fraud, even though that practice was intentionally permitted by the Securities Exchange Act of 1934.  See The Myth of Insider Trading Enforcement (Part I).)

Scope of Insider-Trading “Tippee” Liability (Harvard Law School Forum on Corporate Governance and Financial Regulation)

An Insider Trading Case Heads to the Supreme Court (NY Times Dealbook)

Why class action bar’s SCOTUS win in Campbell-Ewald could be tenuous (Reuters)

Supreme Court Takes Away Class Action Defense Tool That We Couldn’t Really Use Anyway (National Law Review)

Judge encourages plaintiff to drop first GM ignition switch lawsuit (Wall Street Journal)

Plaintiffs Withdraw Case in First GM Bellwether Trial (NY Law Journal)

Blackstone Gains From Banks’ Financial-Crisis Pain (Wall Street Journal)

How Wall Street Finds New Ways to Sell Old, Opaque Products to Retail Investors (Bloomberg)

The SEC And Private Funds: New Year, Same Focus (Law 360)

Private Equity’s Golden Age Wasn’t So Golden After All (Bloomberg)

Why Are Corporations Hoarding Trillions? (NY Times)

Piles of Cash Mean the Biggest Companies Will Get Even Bigger (Bloomberg)

Juice Execs Not Covered For Stock Scam Suit, Insurer Says (Law 360)

Short Sellers Making an Even Bigger Killing Than You Think (Bloomberg)

Acadia Shareholder’s Suit Ends In $15.75M Deal (Law 360)

Wyly Tax Fraud Trial Likely To Warrant Opinion, Judge Says (Law 360)

Big Changes in the Merger Objection Litigation Marketplace (D&O Diary)

Rajat Gupta to Finish Insider Trading Sentence at His Home (NY Times Dealbook)

Supreme Court rules against telemarketer in class-action case (Wall Street Journal)

Plaintiffs Bar Notches a Rare Win From the Supreme Court (Recorder)

Justices Give Class Actions A Tenuous ‘Pick-Off’ Defense (Law 360)

Lawyers Weigh In On High Court’s Class Action Ruling (Law 360)

Supreme Court Takes on Insider Trading “Personal Benefit” After All (White Collar Alert)

By Selling Unit, Barclays Dodges SEC Orders (Law.com)

KPMG withdraws audit opinions on CFTC over accounting error – documents (Reuters) (who gets to sanction regulators that issue false and misleading financials?)

IEX’s Exchange Quest Spurs a `Flash Boys’ Fight With Citadel (Bloomberg)

Proposed Legislation Would Add Scrutiny of Wall Street Regulators (NY Times Dealbook)

Trader Takes Plea Deal In Press Release Hacking Case (Law 360)

State Law, Due Process Prevent Dismissal With Prejudice ‘As to the World’ (Hamilton Blog)

Reinforcing Absolute Shareholder Right To Remove Directors (Law 360)

Pro Se Respondent Battles SEC Bar To Standstill (Broke and Broker) (SEC is facing an unexpected battle in In the Matter of Nicholas Rowe)

Order on Prehearing Motions in In the Matter of Nicholas Rowe (SEC) (administrative law judge Jason Patil’s ruling on prehearing motions reflects sound judgment in this contested battle)

sExpect Some Unicorns to Lose Their Horns, and It Won’t Be Pretty (NY Times Dealbook)

11th Circ. Affirms SEC Win Over Atty In Penny Stock Fraud (Law 360)

Freddie Mac Ends $1.3B Taylor Bean Suit Against Deloitte (Law 360)

Justices will know insider trading when they see it (Bloomberg)

Lawyers React To High Court’s Decision To Hear Trading Case (Law 360)

What To Expect From High Court’s New Insider Trading Case (Law 360)

Boards get more independent, but director ties endure (Wall Street Journal)

A Rare Peek At the SEC’s Internal Judicial System (Wall Street Journal)

Morgan Stanley Provides Billionaire Steven Cohen With Loan Secured by Art (NY Times Dealbook)

Wells Fargo, Deutsche Escape Host Of MBS Claims (Law 360)

Martin Shkreli Seeks New Legal Team in Securities Fraud Case (NY Times Dealbook)

Deregulating Corporate America (NY Times editorial)

Firms in new Company Doe case v. CFPB ask judge to keep identities secret (Reuters)

SEC, industry to dig into Aug. 24 volatility that hit ETFs, big-cap stocks (Market Watch)

PwC: CEOs are seriously worried about the geopolitical threats to their businesses — and just about everything else (BUsiness Insider)

SEC Files Third Appeal of Halted Administrative Case (BNA)

What Was Volkswagen Thinking? (Atlantic)

Feds Say Newman Doesn’t Void SAC Tipper’s Plea (Law 360)

Ex-JPMorgan Banker Can’t Play Newman Card In Trading Suit (Law 360)

Denial of Motion To Dismiss indictment in United States v. Stewart (SDNY)

High Court Denies Fund’s Challenge To SEC Accounting Order (Law 360)

Supreme Court To Hear Salman On Newman Personal Benefit (SEC Actions)

Supreme Court Will Hear a California Insider Trading Case (NY Times)

U.S. Supreme Court agrees to hear insider trading appeal (Reuters)

Justices Look Past Newman To Address Insider Trading Split (Law 360)

High Court Takes On Insider Trading Benefits Case (Law 360) (cert. granted only on the first question presented in the petition: “Does the personal benefit to the insider that is necessary to establish insider trading under Dirks v. SEC, 463 U.S. 646 (1983), require proof of ‘an exchange that is objective, consequential, and represents at least a potential gain of a pecuniary or similarly valuable nature,’ as the Second Circuit held in United States v. Newman, 773 F.3d 438 (2d Cir. 2014, cert. denied, No. 15-137 (U.S. Oct. 5, 2015), or is it enough that the insider and the tippee shared a close family relationship, as the Ninth Circuit held in this case?”)

Salman v. U.S. cert. petition (S. Ct.)

Salman v. US cert. opposition (S. Ct.)

Deutsche Bank to Face British Lawsuit Over High-Speed Trading (NY Times Dealbook)

SEC’s BigLaw Atty Suit Reflects Focus On Gatekeepers (Law 360)

SEC Administrative Proceedings Increase as Constitutional Challenges Continue (Metropolitan Corporate Counsel)

SEC Enforcement Activity Against Public Company Defendants – 2010-2015 (NYU/Cornerstone)

SEC Adapts To Newman In PF Chang’s Insider Trading Suit (Law 360)

Fed was worried 2010 leak amounted to ‘insider trading’: transcripts (Reuters)

Junk Bonds Go Sour, but the Question Is How Sour (NY Times)

Valeant Pharmaceuticals’ Novel Business Approach Made It a Wall Street Darling — Then a Pariah (New York)

SEC Awards Whistleblower More than $700,000 (Corporate Crime Reporter)

$12M SEC Penalty Demonstrates Focus On Pay-To-Play (Law 360)

For E.T.F. Traders, Lessons From the Panic (NY Times)

SEC Mulls Schwab Unit’s Naked Short-Sale Sanction Appeal (Law 360)

Goldman puts mortgages and naked shorts behind it (Bloomberg)

Newman Doesn’t Spell Doom For Tipping Cases (Law 360)

Ex-Capital One Worker May Still Beat Insider Trading Verdict (Law 360)

Discount Retailer Overstock Has New Target: Upending Wall Street (Bloomberg)

A New Way Of Thinking About Financial Services Regulation (Law 360)

State Street Settles Pay-to-Play Charges for $12 Million (NY Times Dealbook)

In Tax Trial, IRS Says Wyly Fudged Returns To Duck Audit (Law 360)

Not too big to fail; too expensive to exist (Wall Street Journal)

Deutsche Bank Said to Probe Subprime Auto Securitizations (Bloomberg)

Court Rules Anti-Money Laundering Law Applies to Compliance Officers (Wall Street Journal)

Texas Appeals Court Axes Jury Verdict On Shareholder Duty (Law 360)

Texas Court Opinion in Ritchie v. Rupe (Tex. Ct. App.) (Texas appeals court examines whether trial evidence supports jury finding that an “informal fiduciary relationship” existed because of “a special relationship of trust and confidence.”  Although this occurs in the context of a private breach of fiduciary duty claim, it is useful reading if you want to try and figure out the type of evidence the government needs to prove the required relationship to support insider trading violations.)

Goldman Says U.S. Mortgage Settlement to Cost $5.1 Billion (Bloomberg)

Significant 2015 Decisions Affecting Private M&A (Kaye Scholer):

Part 1: Proxy Contests and Other Disputes Involving the Board
Part 2: Fraud Claims in M&A Transactions | Deal Mechanics
Part 3: Employee and Options Matters | Ratification of Corporate Acts

Ex-Foundry Exec Loses Newman Appeal At 2nd Circ. (Law 360)

Second Circuit Order Affirming Judgment in United States v. Riley (2d Cir.)

Computer mogul Dell stands to reap billions in FCC auction (Wall Street Journal)

Exposing The Dirty Truth About Governance (Forbes)

Del. Justices Rip 11th Circ. Query In Paulson Suit (Law 360)

Rajaratnam and 75 Other Reasons Hedge Funds Are Scared Straight (Bloomberg)

Insider Trading on Information with No Expected Return? (Business Law Prof Blog)

U.S. jury finds ex-Capital One analyst liable in insider trading case (Reuters)

Ex-Capital One Analyst Found Liable For Insider Trading (Law 360)

Husch Blackwell Beats RICO Claims In $625M Suit (Law 360)

Securities and Exchange Commission Seeks $2.5M Penalties From Lawyer for Alleged Securities Fraud (Texas Lawyer)

Social Media Is a Powerful Tool, But Be Wary of Ethical Pitfalls (Corporate Counsel)

US SEC reviews high-yield funds following Third Ave blowup (Reuters)

SEC Probes of Public Companies Steered Toward In-House Courts (Wall Street Journal)

Recent SEC Actions Foreshadow Challenges For Fund Boards (Law 360)

Capital One Data Use Isn’t Insider Trading, Pa. Jury Told (Law 360)

Investment Adviser Can’t Nix SEC’s In-House Suit (Law 360)

Order Denying Motion To Stay or Dismiss in In the Matter of Bennett Group Financial Services, LLC (SEC) (SEC ALJ James Grimes denies motion because “The Commission has rejected these arguments” and “I am bound to follow Commission precedent.”)

When Restless Billionaires Trip on Their Toys (NY Times Dealbook)

Is the Law School Crisis Affecting Harvard? (Bloomberg)

More and more companies are fudging their numbers, and it’s becoming a big problem (Business Insider)

Ponzi Scheme Suspect Gets Prison For Lying During SEC Case (Law 360)

Securities Firms Blast Exchanges’ 7th Circ. Win In Fee Row (Law 360)

The Inherent Danger of Ignoring Illiquidity (TabbFORUM)

Illiquid investments slow shutdown of SAC Capital (Market Watch)

The Dubious Logic of Stock-Market Circuit Breakers (New Yorker)

With the market acting depressingly, the lottery is the thing:

Why an economist plays powerball (Wall Street Journal)

Even the rich now want in on Powerball (CNBC)

Mark Cuban’s tips for eventual winner of the $1.4 billion (or more) Powerball jackpot (Dallas Morning News)

This is literally the worst piece of advice about the lottery ever given (Business Insider)

Dear Powerball Winner: Take Our Advice and Take the Annuity (NY Times)

How to guarantee yourself the jackpot in the biggest lottery ever—in theory, anyway (Wall Street Journal)

How To Win Powerball: 5 Secrets From A Lottery Expert (Forbes)

We can think of 3 major problems with buying 292,201,338 lotto tickets with every combination of Powerball numbers (Business Insider)

I refused to put money in the office Powerball pool because of math, but my boss’ rationale is economically sound (Business Insider)

In Spain, little town hits it big in lottery (Wall Street Journal)

A Progressive Way To End Corporate Taxes (NY Times Op-Ed)

How David Bowie Changed Wall Street (NY Times Dealbook)

Can businesses succeed in a world of corruption (without paying bribes)? (Conversation)

SEC Increasingly Targeting Public Cos. In-House, Report Says (Law 360)

John Maynard Keynes: Great Economist, Terrible Currency Trader (NY Times)

Hi, I’d Like To Add Myself to The New Yorker (Frank Chimero) (a riff on LinkedIn)

What the End of the Case Against Steven Cohen Means (NY Times Dealbook)

Initial Decision as to Timothy Dembski in In the Matter of Reliance Financial Advisors, et al. (SEC) (SEC ALJ Jason Patil finds individual liability but declines to order disgorgement by Dembski of fees received by the Fund that were received by a co-respondent: “In keeping with the overall goal of disgorgement – depriving violators of their actual ill-gotten gains – I decline to order Dembski to pay back money he never received.”)

High Court Stays Out Of CAFA Dismissal Fight (Law 360)

A New Focus on Liquidity After a Fund’s Collapse (NY Times Dealbook)

Law Firms’ Advice to Standard Chartered Comes Under U.S. Glare (Bloomberg)

Capital One Insider Trading Trial Kicks Off In Pa. (Law 360)

Jurors in Capital One insider trading case told that ‘size matters’ (Reuters)

Sequoia Fund is sued over big Valeant stake (Reuters)

ETF Exams May Pave Way For SEC Enforcement Actions (Law 360)

Report: SEC Filed a Record Number of Enforcement Actions in FY 2015, Aggregate Fines and Penalties Declined (D&O Diary)

Inside-Trader Nacchio’s Bittersweet Victory Over Goldman (Bloomberg)

U.S. Supreme Court rejects former UBS executives’ appeals (Reuters)

The Top 10 D&O Stories Of 2015 (Law 360)

Everything Old is New Again: Why the Yates Memo is Constitutionally Suspect (Corporate Counsel)

5 Securities Litigation Issues To Watch In 2016 (Law 360)

When Judges Research the Internet (NY Law Journal)

Delaware prosecutor puts another dent in banks’ ‘too big to jail’ armor (Reuters)

$7.8 Million Fee For Lawyers, 7-Cent Check For One Lucky Class Member (Forbes)

Class Action Settlement Favoring One Plaintiff Is Rejected (Law .com)

Hillary Clinton made more in 12 speeches to big banks than most of us earn in a lifetime (Intercept)

New Charges Eyed In Press-Release Hack, Insider Trading Plot (Law 360)

Ex-Qwest CEO Nacchio wins $14 million verdict vs Goldman unit: lawyer (Reuters)

Former LTCM Managers Start Firm to Tap China Hedge-Fund Demand (Bloomberg)

Ratings Agencies Still Coming Up Short, Years After Crisis (NY Times)

An ‘Inconvenient’ ADR Consideration (Corporate Counsel)

Law Firms Risking Obsolescence, Report Says (NY Times)

Steve Cohen Faces Small Discomforts In Soft SEC Deal (Law 360)

Steve Cohen will be back in 2018. That’s good. (Bloomberg)

Dewey’s Steven Davis Takes Deal Ahead of New Trial (American Lawyer)

Dewey Retrial Set for September, Without Ex-Chairman Davis (Wall Street Journal)

SAC’s Cohen Poised for Hedge Fund Return Under Deal With SEC (Bloomberg)

Deal ends SEC’s pursuit of Steven Cohen (Wall Street Journal)

Former SAC Boss Steve Cohen Settles SEC Admin Claim (Law 360)

SEC Order in In the Matter of Steven A. Cohen (SEC) (Order issued pursuant to administrative settlement between SEC and Steven Cohen)

Defiant Dewey Execs Refuse Deals, Head For New Trial (Law 360)

15 things Bernie Sanders said about Wall Street, and whether they make any sense (Fusion)

Can Hillary Outflank Bernie on Wall Street Reform? (Atlantic)

Sanofi Dodges Securities Fraud Class Action In NY (Law 360)

2nd Circ. Affirms Westgate Fraudster’s 40-Year Sentence (Law 360)

2nd Circ. Vacates 10-Year Sentence For $959M Fraudster (Law 360)

Company’s ‘everyone does it’ defense rejected in class action (Reuters)

Stop Treating Small Banks as If They Caused the Crisis: Bair (American Banker)

Why Do Americans Work So Much? (Atlantic)

Director Removal Without Cause (Harvard Law School Forum on Corporate Governance and Financial Regulation)

The Lawyer Who Became DuPont’s Worst Nightmare (NY Times Magazine)

SEC Too Cozy With Witness in Ponzi Securities Suit, Co. Says (Law 360)

Is Blockchain Evidence Inadmissible Hearsay? (Law.com)

The problem with circuit breakers (Wall Street Journal)

What Coscia Conviction Means For High-Frequency Traders (Law 360)

Tax-trade mess lingers at Bank of America (Wall Street Journal)

Settlement Proposed in Madoff Feeder Fund Case (NY Law Journal)

‘Billions’ Dishes a Smorgasbord of Wall Street Scandals: Review (Bloomberg) (I knew after 30 minutes of one ridiculous cliche-ridden and factually impossible occurrence after another that the new Showtime effort to cash in on anti-Wall Street fervor was a waste of my time and someone else’s money.  It’s a tragedy that talented actors were diverted into making this trash.)

United States v. Coscia as a Case of First Impression (CLS Blue Sky Blog) (discussion of first criminal anti-spoofing prosecution)

The judge who shoots down merger lawsuits (Wall Street Journal)

SEC’s Lack of Response to a Petition Not the Same as Denial (Hamilton Blog)

Activist Hedge Funds, Golden Leashes, and Advance Notice Bylaws (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Confessions of an All-to-All Trading Advocate (TabbFORUM) (Why hasn’t electronic trading captured a greater share of corporate bond trading volume, and what are the characteristics of an alternative electronic trading environment that would be most appealing to both buy-side and sell-side participants?)

2nd Circ. Won’t Rush House Panel In SEC Subpoena Spat (Law 360)

SAC’s $10M Class Action Settlement Gets Judge’s Initial Nod (Law 360)

Satirical Commenter on BATS Disruptive Trading Proposal Skewers Investor Advocate (Hamilton Blog)

IRS Could Win Big In Wyly’s $2.2B Tax Claim Trial (Law 360)

Why $1.5 Billion Nevsky Capital Is Shutting Down: The Full Letter (Zero Hedge)

The Truth About Finance (Jacobin)

Bank Rule Distorting Performance Is Repealed (NY Times Dealbook)

Judge Accepts Settlement of $1.1B for Bond Losses (NY Law Journal)

Judge Ends Class Action, Saying Plaintiffs Were Puppets (Law.com)

Report: SEC and DOJ took ‘Inverse’ Approaches to FCPA Enforcement in 2015 (Corporate Counsel)

2015 Year-End FCPA Update (Gibson Dunn)

Former MF Global CEO Claims CFTC Charges Against Him Are Meritless (Katten Muchin)

Ethics and Compliance Predictions for 2016 (Volkov Law Group)

Wall Street to Get Graded on How Much Spoofing It’s Facilitating (Bloomberg)

FINRA Aims To Teach A Lesson With Spoofing Report Cards (Law 360)

Why Firms Are Fleeing (New Yorker)

SEC Investor Advocate to Congress: ‘Appropriate Limits’ Needed in Elder Fraud Rules (Think Advisor)

Commonly Encountered Federal Business Fraud Statutes (Huffington Post)

SEC not required to make firms disclose political contributions: judge (Reuters)

Steak Offer Doesn’t Cut It Under Newman, 1st Circ. Told (Law 360)

The Supreme Court’s next big class action controversy: ascertainability (Reuters)

A Growing Conflict in Wall St. Buyouts (NY Times Dealbook)

Economists Take Aim at Wealth Inequality (NY Times)

High-speed trader DRW proposes thousand-foot-plus tower in rural England (Wall Street Journal)

Another SEC Insider Trading Case As An Administrative Proceeding (SEC Actions)

BP Gets Securities Fraud Complaints Nixed In Deepwater MDL (Law 360)

Endocyte Dodges Class Action Over Cancer Drug Claims (Law 360)

Spoofing Is No Joke: Prosecutors Clamp Down on High-Frequency Traders (Pillsbury)

10 Discovery Considerations for In-House Counsel Under the Amended Rules (Corporate Counsel)

Rakoff Says Jury Should Decide What ‘Remote Tippees’ Knew (Law 360)

Lawsuit Seeks Emails Between Justices and Solicitor General (National Law Journal)

VW Sued by U.S. in Diesel Emissions Scandal (NY Times)

In Cohen and I.B.M. Insider Trading Cases, Challenges for the S.E.C. (NY Times Dealbook)

U.S. Securities Class Action Lawsuit Filings in 2015 at Highest Level in Years (D&O Diary)

FASB Proposes to Curb What Companies Must Disclose (NY Times)

Two Cheers for Fannie and Freddie Synthetic CDOs (Credit Slips)

Federal judge throws out Quicken Loans’ lawsuit against DoJ (Reuters)

The Role of the Chief Legal Officer in Corporate Governance (CLS Blue Sky Blog)

Michael Volkov on the Art of the Corporate Internal Investigation (Corporate Crime Reporter)

A New Direction For SEC Enforcement in 2016? (SEC Actions)

Securities Cases To Watch In 2016 (Law 360)

Global and Regional Trends in Corporate Governance in 2016 (Harvard Law School Forum on Corporate Governance and Financial Regulation)

First Circuit Rules on Crime-Fraud Exception to Attorney-Client Privilege (McDermott Will & Emory)

Back from the dead: Russian man wakes up in morgue after too much drinking, goes back to party (RT News) (a New Year special)

HAPPY NEW YEAR!

United States v. Litvak: Materiality of Pricing Misstatements (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Judge Denies Suppression Bid but Cautions U.S. Prosecutors (NY Law Journal)

Tippees Didn’t Look Too Closely at Source of Confidential Information (Hamilton Blog)

Summary Judgment Opinion in SEC v. Payton (SDNY) (Judge Rakoff’s opinion in SEC v. Payton, which shows he is off the reservation in favor of the Government on insider trading cases in general and on the 2nd Circuit’s decision in U.S. v. Newman in particular)

Reform Act Report Card: The Private Securities Litigation Reform Act, 20 Years Later (D&O Disclosure)

The Ten Most Significant Class Action Cases of 2015 (Class Action Countermeasures)

Facebook must face shareholder class actions over IPO (Reuters)

America’s Most Popular Investment May Be Toxic (Fortune)

A Kickback by Any Other Name, Stinks Just As Bad (NY Times)

Despite Innovation, Sell Side Still Dominates Corporate Access (Integrity Research Associates)

SEC releases report on Aug. 24 stock market volatility (Reuters)

SEC Staff Research Note: Equity Market Volatility on August 24, 2015 (SEC)

New Rules on Insider Trading Are No Help to Rajat Gupta (Bloomberg)

Market Police Deploy New Weapons Against Spoofers (Bloomberg)

For the Wealthiest, a Private Tax System That Saves Them Billions (NY Times)

Two Chinese citizens in insider trading settlement with U.S. regulator (Reuters)

Big Short Genius Says Another Crisis Is Coming (New York)

Dancing With Wolves: Why Chinese Traders Love Manipulated Stocks (Bloomberg)

Judge Rejects Investor Suit Against Yahoo (Law.com)

Shkreli, Volkswagen and Other Stars in White-Collar Crime (NY Times Dealbook)

At the DOJ, Change Is in the Air (Corporate Counsel)

A New Year’s Resolution on Delaware’s Disclosure-Only Settlement (Corporate Counsel)

The 2-Year Law Education Fails to Take Off (NY Times Dealbook)

One Way to Unrig Stock Trading (NY Times Op-Ed)

Four Corners Offense: The Social History of Commodity Corners (Streetwise Professor)

Why Glass-Steagall Would Not Have Prevented The Financial Crisis And Could Have Made It Worse (Forbes)

SAC Capital to pay $10 million in investors’ insider trading lawsuit (Reuters)

The Tax Sleuth Who Took Down a Drug Lord (NY Times Dealbook)

At Theranos, many strategies and snags (Wall Street Journal)

Securities Cases To Watch In 2016 (Law 360)

Securities Regulations To Watch In 2016 (Law 360)

4 Things Attys Can Learn From ‘Miracle On 34th Street’ (Law 360)

How the Third Avenue fund melted down (Wall Street Journal)

Why Investors Are Right to Be Distrustful (NY Times editorial ripping SEC settlement with JP Morgan)

A new way for class actions to evade federal court? Not so fast, says judge (Reuters)

Finra’s focus for 2016 includes brokerage “culture” and protecting seniors (Wall Street Journal)

Wall Street Cop Uses Algos to See Billions in Errant Bond Trades (Bloomberg)

For Martin Shkreli and Others, ‘No Comment’ Is Not in the Script (NY Times Dealbook)

Cohen Defense: Law SEC Used Doesn’t Apply to Me (Wall Street Journal)

Adviser’s Spat Over SEC In-House Court Heads To 4th Circ. (Law 360)

Opinion in Bennett v. SEC (D. Md. district court judge Paul Grimm rules that the court lacks jurisdiction over challenge to constitutionality of SEC administrative court proceeding)

The ‘Flash Boys’ exchange is still controversial (Bloomberg)

A bank persuaded Twitter to delete my tweets (Business Insider)

The Focus On Event Studies In Class Certification (Law 360)

Spoofing Went Mainstream in 2015 (Bloomberg)

Prof Says SEC May Plan Political Money Rule Despite Budget (Law 360)

5 Things You Need To Know About Biglaw Partner Evan Greebel’s Arrest (Above the Law)

Katten, Kaye Scholer Both Probing Partner Over Shkreli Charges (American Lawyer)

Sued Over Old Debt, and Blocked From Suing Back (NY Times Dealbook)

Morgan Stanley, SocGen Units Pay $10M In SEC ‘Parking’ Case (Law 360)

Ex-Oriole Can’t Nix Insider Trading Evidence At 9th Circ. (Law 360)

Ninth Circuit opinion in US v. DeCinces (9th Cir.)

Get In Line: Cohen’s Constitutional Challenge Would Be Latest to SEC (Wall Street Journal)

Caution by Company Officers Can Create Problems for Boards (NY Times Dealbook)

What ‘The Big Short’ Gets Right, and Wrong, About the Housing Bubble (NY Times)

SEC appeals process on the slow track (Wall Street Journal)

A Plan to Rank ‘Just’ Companies Aims to Close the Wealth Gap (NY Times)

Deutsche Bank Tally of Suspect Russia Trades at $10 Billion (Bloomberg)

Publicly Traded Australian Plaintiffs’ Securities Law Firm Slater and Gordon Faces Possible Securities Suit (D&O Diary)

The $20 Billion in Private Equity Fees Most Investors Don’t Know About (Think Advisor)

Trader’s Expert Dodges DQ Bid In CFTC Spoofing Case (Law 360)

Hindering the S.E.C. From Shining a Light on Political Spending (NY Times Dealbook)

SEC to retrench case against SAC’s Steven A. Cohen (Wall Street Journal)

Joint Statement of SEC Division of Enforcement and Respondent in In the Matter of Steven A. Cohen (SEC) (SEC announces its intention to drop accusation of failure to supervise Michael Steinberg and the parties jointly propose a trial schedule)

Former R.B.S. Bond Trader Pleads Guilty to Securities Fraud (NY Times Dealbook)

In Shkreli Case, a Company Lawyer May Have Crossed the Line (NY Times Dealbook)

After Arrest, Martin Shkreli Speaks Out (Wall Street Journal)

Millennial street gangs turn to white-collar crime (NY Post)

Ex-RBS Bond Trader Pleads Guilty to Conspiracy to Commit Fraud (Bloomberg)

SEC grants motion to submit additional briefing in In the Matter of ZPR Investment Management, Inc. (SEC) (SEC allows briefing on the applicability of 1st Circuit decision in Flannery v. SEC to its prior decision finding violations and issuing sanctions against the respondents)

SEC Fails to Destroy Daspin Death Star Over Cloud City of Daspin (Broke and Broker)

SEC ALJ Order Striking Witnesses from Edward Daspin Witness List in In the Matter of Edward M. Daspin (SEC) (SEC ALJ James Grimes grants Division of Enforcement motion to strike the following witnesses from Edward Daspin’s witness list: United States Senator Elizabeth Warren, Securities and Exchange Commission Chair Mary Jo White, attorneys from the Division of Enforcement, and all five of the Commission’s administrative law judges.)

Lawyers for car owners warn VW: Hiring Feinberg won’t get you out cheap (Reuters)

Will the High Court Further Limit Class Actions? (National Law Journal)

Do Mutual Fund Investors Get What They Pay For? The Legal Consequences of Closet Index Funds (SSRN Paper by Notre Dame and U. Va. faculty) (analysis of mutual fund investing in high fee  “closet index funds” that underperform their benchmarks and the possible legal consequences)

The Junk Bond Rout That Wasn’t (NY Times Dealbook)

The Woes of the Asset Managers (Reformed Broker)

2nd Circ. Keeps Wyly Asset Freeze In Place (Law 360)

Second Circuit decision in SEC v. Miller et al. (2d Cir.) (The Second Circuit holds the asset freeze order was not enforcement of a money judgment and therefore did not violate the bankruptcy stay, but also remanded to Judge Scheindlin on the issue of sufficiency of evidence against the order imposed on seven relief defendants).

A 2nd Circ. Decision That Muddied Loss Causation (Law 360)

How Martin Shkreli, the Teen Wolf of Wall Street, Thrived (NY Times)

Big data ushers in the predictive future (Investment News)

JPMorgan Inks $150M Deal In ‘London Whale’ Investor Row (Law 360)

It’s a Trap: Emperor Palpatine’s Poison Pill: The Collapse of the Galactic Economy and How the Empire Actually Won (Wash. U. St. Louis)

Possible Compromises for IEX (Mechanical Markets)

Trying to Force the S.E.C.’s Hand on High-Speed Trading (NY Times Dealbook)

Another Delay for an Upstart Stock Exchange (NY Times)

JPMorgan Admits It Didn’t Tell Clients About Conflicts (Bloomberg)

JPMorgan forgot to tell clients that it preferred to make money (Bloomberg)

SEC Denied $8M Fine Against Ex-Level Global Manager (Law 360)

Martial Arts Co. Exec Can’t Halt $2M SEC Fraud Case (Law 360) (In Agostini v. SEC, district judge Andrew Carter denied injunctive relief against SEC administrative proceeding for lack of jurisdiction and no showing of irreparable harm.   In the administrative proceeding, SEC ALJ James Grimes almost simultaneously denied a request that the proceeding be stayed based on the 2nd Circuit’s issuance of a stay while it considered the same issues in Tilton v. SEC saying: “The fact, however, that the court of appeals stayed Ms.Tilton’s case to preserve the status quo while it considers her appeal does not mean a stay is warranted here.”  See Order in In the Matter of Edward M. Daspin et al. (SEC).)

Remedies Order in SEC v. Megalli (N.D. Ga.) (District court Judge Amy Totenburg rejects expansive SEC disgorgement request of $2.7 million, representing alleged profits or losses avoided by the defendant’s hedge fund employer, and instead ordered disgorgement only of profits obtained by the defendant himself.  SEC overreaching on “disgorgement” claims by seeking amounts not actually gained by the defendant is standard and too often accepted by courts, although critical scrutiny of SEC claims is becoming more common.  Judge Totenburg said she was “bound by S.E.C. v. Blatt, a former Fifth Circuit case (binding on the Eleventh Circuit), which permits a court to order disgorgement in a SEC civil enforcement proceeding only ’to the extent of ‘the amount of the fee realized by each defendant for his assistance in executing the fraud’’ because ‘disgorgement is remedial and not punitive.’ 583 F.2d 325, 1335 (5th Cir. 1978).”  She ordered disgorgement of the percentage of the defendant’s bonus that year attributable to the gain in his managed portfolio attributable to the inside information, and excluded from disgorgement any portion of his salary, saying: “The Court can imagine a scenario where some (likely small) portion of Megalli’s salary could be a proper target for disgorgement …, but it lacks any evidence or testimony from the SEC that would support such an order – despite this Court’s open invitation in its Order on summary judgment that it would consider such evidence.”)

Analyzing the Indictment of Martin Shkreli (Sidebars)

Martin Shkreli is accused of being surprisingly good at fraud (Bloomberg)

Martin Shkreli is the symptom, not the problem (Vox)

SEC Exam Group Beginning Routine Examinations of Venture Capital and Other Exempt Reporting Advisers (JDSupra)

Fraud, $57 Million in Losses in 2 Weeks and Not Yet 30 Years Old (Bloomberg)

Will Rhode Island Pension Looters Be Prosecuted? (Forbes)

Ex-MIT Dean, Son Get Prison Over $140M Hedge Fund Scam (Law 360)

California Supreme Court to decide how class action lawyers should be paid (Reuters)

Navistar offers to settle with SEC and posts narrower losses (Wall Street Journal)

JPMorgan Pays $307M To Settle SEC, CFTC Probes (Law 360)

Gatekeepers No More: Del. Defines M&A Adviser Liability (Law 360)

Two Decisions Highlight Significant Litigation Challenges for Prosecutors and Regulators (Debevoise) (views on  2d Circuit decision in US v. Litvak and 1st Circuit decision in SEC v. Flannery)

Second Circuit Overturns Conviction of Institutional Trader But Upholds Government’s Securities Fraud Theory (Cleary) (another take on 2d Circuit opinion in US v. Litvak)

Tennessee District Court Limits Scope of Dodd-Frank Whistleblower Claim (Proskauer)

SEC Allows Third Avenue to Temporarily Halt Redemptions (Think Advisor)

Kaye Scholer Atty, Shkreli May Not Enjoy Privilege For Long (Law 360)

Shkreli, Kaye Scholer Atty Give Gov’t Gift Of Shady Emails (Law 360)

Kaye Scholer Partner Indicted in ‘Ponzi’ Scheme (NY Law Journal)

Shkreli’s Lawyer Accused of Templating Sham Retrophin Share Deal (Bloomberg)

Indictment in US. v. Shkreli and Greebel (EDNY)

Complaint in SEC v. Shkreli and Greebel (EDNY)

Drug executive Martin Shkreli arrested on charges of securities and wire fraud (Wall Street Journal)

Turing CEO Martin Shkreli arrested in securities fraud probe (Reuters)

Pharma Bad Boy Martin Shkreli, Kaye Scholer Partner Arrested (Law 360)

Order in In the Matter of Miller Energy Resources, Inc. (SEC) (SEC ALJ James Grimes issues an order discussing the SEC’s claims of privilege in response to a subpoena issued to the SEC’s Division of Corporation Finance, including the SEC’s reliance on a general declaration about the requested documents, rather than the “privilege log” ordered by the ALJ.  Consistent with what may be a trend of SEC ALJs acting more like independent judges than they have previously, ALJ Grimes properly refuses to accept the SEC’s evasive tactic and its generalized assertion of various privileges, as would any federal court judge.)

3 Things Younger Attys Can’t Stand About Legal Vets (Law 360)

The Best Way to Inside Trade: Unlisted Derivatives Outside U.S. (Bloomberg)

Ex-Foundry Exec Tells 2nd Circ. Newman Mars Tipping Case (Law 360)

BofA Slams ‘Preposterous’ $1.3B Mortgage Fine In 2nd Circ. (Law 360)

Federal Reserve tries to repair damage from AIG bailout case in new brief (Reuters)

Accounting firms, SEC hobble U.S. audit watchdog (Reuters)

The Mutual Fund Equivalent of Bankruptcy (NY Times Dealbook)

Third Avenue reaches deal with SEC over troubled fund (Wall Street Journal)

SEC Charges Advisory Firm With Fraud Over Illiquid Bond Sales (Think Advisor)

PE Manager Slams SEC Fraud Case Over $2.8M Deal (Law 360)

Texas Atty Can’t Enlist Ex-CFO In Securities Fraud Case (Law 360)

Wall Street’s Short Sellers Are Turning On Their Own (Bloomberg)

The legal maneuver that allows corporations to pretend that state laws don’t exist (Washington Post)

Massive spending bill fails to stop DOL fiduciary rule, clearing major hurdle (Investment News)

Deal Restricts SEC From Requiring Disclosure of Corporate Political Contributions (Wall Street Journal)

What Happens When The Fed Raises Rates, In One Rube Goldberg Machine (NY Times)

Happy Anniversary Newman! Part I (Shulman Rogers)

Happy Anniversary Newman! Part II (Shulman Rogers)

Happy Anniversary Newman! Part III (Shulman Rogers)

SEC Tees Up Newman & Admin Forum Issues for 2016 (JDSupra)

It’s bargaining power all the way down (Crooked Timber) (lucid comments on Piketty’s Capital In the 21st Century — to be read as an interlude of serious thought and analysis)

Stephen Colbert’s incisive analysis of HFT (to be read an an interlude of no thought and analysis)

The Year in Review: Ten Trends in SEC Enforcement Actions (K&L Gates)

3 Things Baby Boomers Can’t Stand About Young Lawyers (Law 360)

Battered, Apologetic and Still Pitching Their Hedge Funds (NY Times Dealbook)

The Guy Who Warned About Broken Libor Now Sees Fast-Money Financing as the New Risk (Bloomberg)

People are worried about (hedge) fund liquidity… (Notes from the Hedge)

Here’s what you need to know about the junk bond bust (Fortune)

SEC, Ex-Compliance Chiefs Settle Adviser Kickback Claim (Law 360)

Remaking Dow and DuPont for the Activist Shareholders (NY Times Dealbook)

Under Fire, Debt Restructuring Amendment Is Pulled (NY Times Dealbook)

SEC v. Big Apple: Court of Appeals Affirms; Rule 10b-5 and § 17(a)(2) Not Analogous (Race to the Bottom)

First Circuit Overturns SEC Commissioners’ Sanctions Order (Mintz Levin on SEC v. Flannery)

United States v. Litvak: Second Circuit Holds That Bond Trader’s Misstatements About Pricing Are “Material” Under Section 10(b), Permits Defendant to Offer Extensive Expert Testimony (Sullivan Cromwell)

Enzymotec Can’t Shake Shareholder Suit Over $70M IPO (Law 360)

The CFTC Brings (And Settles) Its First Insider-Trading Case: Implications for All Private Fund Managers (Schulte Roth)

The CFTC’s New Enforcement Focus (Law 360)

U.S. corporations increasingly adjust to mind the GAAP (Wall Street Journal) (increasing use of non-GAAP metrics “adjusted Ebidta”)

Brokers Warned Not to Steer Clients’ Stock Trades Into Slow Lane (Bloomberg)

Is High Frequency Trading Good For Capital Markets? (CLS Blue Sky Blog)

Michael Lewis Rips Lobbying Against ‘Flash Boys’ Exchange (Law 360) (It’s dangerous when writers believe the historical fiction they write is real.  Mr. Lewis should stick to his successful, factually-challenged, books.  See Michael Lewis Saved from Paying the Piper for False Portrayal in “The Big Short”.)

An Odd Alliance Of Justices Upholds Arbitration Yet Again In DirecTV Case (Forbes)

Regulators to Wall Street Banks: Rescue Yourselves Next Time (Bloomberg)

New Dimensions in Director Liability Exposure (D&O Diary)

Giving Bondholders a Vote in Debt Restructuring (NY Times Dealbook)

SEC reviewing Third Avenue’s move to halt redemptions from high-yield fund (Wall Street Journal)

When class money doesn’t go to class members: new calls for SCOTUS review (Reuters)

Supreme Court Upholds Arbitration in DirectTV Case (NY Times)

Supreme Court Reiterates Preemptive Effect of Federal Arbitration Act (National Law Review)

First Circuit Overturns SEC Ruling in Flannery v. SEC (Morgan Lewis)

The Big Short: What Hollywood and Michael Lewis Get Wrong About the Financial Crisis (Fortune) (in addition, of course, to the fact that, as found by a court, a good deal of what Michael Lewis wrote to make his story sell was fictitious — see Michael Lewis Saved from Paying the Piper for False Portrayal in “The Big Short”)

Assessing How Important a Statement Is for Securities Fraud (NY Times Dealbook)

Litvak Decision A Boon To Securities Fraud Defendants (Law 360)

Panel Deplores Depo From Hell  (Recorder)

Dole Shareholders File Securities Suit Based on Executives’ Share Price Deflating Conduct Prior to Going Private Deal (D&O Diary)

Valeant Sticks to Its Guns (Bloomberg)

Junk-Bond Fund’s Demise Highlights SEC Mutual-Fund Worries (Wall Street Journal)

A Junk Bond Fund Freezes Out Investors, and the Chills Spread (NY Times Dealbook)

Nine lessons from Third Avenue’s shock liquidation (Bloomberg)

Year’s best fund focuses on shorting ‘poorly designed’ ETFs (Reuters)

SEC Denying Ex-Luca Chief’s Right To Counsel, Atty Says (Law 360)

Del. Justices Uphold No-Damages Ruling On ‘Unfair’ Deal (Law 360)

Fannie and Freddie’s Government Rescue Has Come With Claws (NY Times Dealbook)

SEC Guards Fund Industry Turf With New Derivatives Rules (Law 360)

What Hillary Clinton Gets (and Bernie Sanders Doesn’t) About Wall Street (New Yorker)

Vivint Solar ‘Flawed’ Shareholder IPO Suit Tossed (Law 360)

Valeant hires attorney, crisis management firm as U.S. scrutiny mounts (Reuters)

Citic Short-Selling Offer to Funds Led Police to Its Door (Bloomberg)

Dow Chemical and DuPont Set Merger and Plans to Split (NY Times Dealbook)

SEC To Hear Appeal Of In-House Insider Trading Dismissal (Law 360)

Order Denying Motion for Summary Affirmance, Granting Petitions for Review, and Scheduling Briefs in In the Matter of Joseph C. Ruggieri (SEC) (SEC rejects Ruggieri’s motion for summary affirmance of ALJ Initial Decision finding no insider trading violation by the Wells Fargo trader based on intent to benefit requirements in Dirks v. SEC and US v. Newman.  The reason given for denying summary relief is: “This appeal raises issues as to which we have an interest in articulating our views and important matters of public interest, including insider trading law and the personal benefit requirement.  We conclude that our consideration of the record and the parties’ arguments would benefit from going through the normal appellate process rather than the abbreviated process involved with a summary affirmance.”)

Lawsuit Against Class-Action Firm Offers Unusual Detail On How It Finds Plaintiffs (Forbes)

Jury Clears Ga. Man Of Insider Trading In Sanofi Case (Law 360)

When No Amount of Brady Will Do (Simple Justice)

Stock buybacks enrich the bosses even when business sags (Reuters)

White Collar Update: Second Circuit Grants Jefferies Bond Trader New Trial on Securities Fraud Counts, Reverses Others (Davis Polk take on 2d Circuit decision in US v. Litvak)

Second Circuit Overturns Fraud Conviction of Former Jefferies Bond Trader Jesse Litvak (Jenner & Block take on US v. Litvak)

CEOs aren’t always paid for what they can control (Bloomberg)

International Accounting Regulators Not Doing Cartwheels Over SEC’s Idea (Wall Street Journal)

Scope of Federal Statutory Whistleblower Provisions (NY Law Journal)

He Was a JPMorgan Chase Whistle-Blower. Then Came the Blowback. (NY Times Dealbook)

Facebook Takes Objection To Nasdaq’s IPO Deal To 2nd Circ. (Law 360)

11th Circ. Says Levan Must Leave BankAtlantic (Law 360)

Morgan Stanley to Pay $225 Million Settlement Over Mortgage Securities (NY Times Dealbook)

JPMorgan Said to Win Relief in SEC Case on Sale of Its Own Funds (Bloomberg)

A Burst Dam in Brazil, a U.S. Securites Lawsuit, and a Heap of Current Litigation Trends (D&O Diary)

Is $50 billion the price of repo safety? (Wall Street Journal)

A Junk Bond Fund Will Liquidate, and Reimburse Investors Slowly (NY Times Dealbook)

First Circuit Reverses SEC In State Street Bank Case (SEC Actions)

Businessman Can’t Shield Mintz Levin Communication From Prosecutors (National Law Journal)

The SEC Wants to Read Your Emails Without a Warrant (Slate)

SEC, DOJ And Law Enforcement Want To Rewrite Email Privacy Law Update… In Their Favor (Techdirt)

Michael Lewis notwithstanding, a Comprehensive study of high frequency trading by the Investment Industry Regulatory Organization of Canada “did not reveal any concerns that warranted a regulatory response beyond measures already implemented.”  The study found that “HFTs generally provide more liquidity,” “HFTs contribute substantially to price discovery,” and “There is little evidence that HFTs take advantage of slower non-HFTs or front-run non-HFTs.”

Canadian Regulator Revokes Praise for High-Frequency Trading (Bloomberg) (someone apparently didn’t like the idea that the Canadian regulator acknowledged there were no serious issues with HFT, even if that’s what its study said)

SEC’s White: Too many auditors not following U.S. securities laws (Reuters)

10th Circ. Denies Oppenheimer’s Junk Bond Class Cert. Appeal (Law 360)

They’re Just Not That into You: A Brief Summary of How Federal Courts Have Treated the CFPBs Interpretations of Statutes and Regulations (K&L Gates)

U.S. judge closes SEC’s case against ex-Enron chief Skilling (Reuters)

 SEC To Review Ex-Assisted Living CEO’s $4.2M Fraud Penalty (Law 360)

SEC Feels Home Court Disadvantage After 1st Circ. Rebuke (Law 360)

First Circuit Rebuffs SEC in Flannery and Hopkins Case and Vacates SEC Order (Straight Arrow Dec. 15, 2015 blog post)

SEC’s revised view of antifraud law survives State Street appeal (Reuters) (I don’t think this is quite right, because the 1st Circuit vacated the entire SEC order after not reaching the other issues.  To have an ongoing precedent, I think the SEC must restate these positions in a new Order in another case, which presumably will then be subject to another appeal.  Even better, it could go through the actual regulatory process envisioned by the Administrative Procedure Act for such determinations, but don’t hold your breath on that.)

1st Circ. Nixes SEC’s Fines Against Ex-State Street Execs (Law 360)

U.S. appeals court overturns SEC commissioners in State Street case (Reuters)

1st Circuit Decision in Flannery v. SEC (1st Cir.) (SEC suffers huge loss in controversial adminsitrative proceeding in which the Commission overturned a dismissal of charges by the ALJ: “We conclude that the Commission’s findings are not supported by substantial evidence.  With regard to Hopkins, we find that the Division’s materiality showing was marginal, and that there was not substantial evidence supporting scienter in the form of recklessness.  With regard to Flannery, we conclude that at least the August 2 letter was not misleading, and therefore, as we explain, we need not reach the issue of whether the August 14 letter was misleading.  We grant the petitions for review and vacate the Commission’s order.”)

Second Circuit Overturns Fraud Convictions in United States v. Litvak (National Law Review)

When Can Bond Traders Lie to Their Customers? (Bloomberg)

2nd Circ.’s Litvak Reversal Has Silver Lining For Prosecutors (Law 360)

In Defense of Corporate Persons (CLS Blue Sky Blog)

Thinking About Indemnity and Insurance Protections in Light of the “Yates Memo” (Davis Polk)

White Collar Update: The Department of Justice Incorporates Yates Memo’s Focus on Individual Prosecutions into U.S. Attorneys’ Manual (Davis Polk)

Order Granting Petition for Review in In the Matter of Laurie Bebo (SEC)

Hillary Clinton’s Plan To Rein In Wall Street Misses The Mark (Forbes)

Attorneys Acted as Brokers for Foreign Investors, SEC Says (Bloomberg)

Prosecutor in Dewey & LeBoeuf Case Asks for Dismissal of Dozens of Charges (NY Times Dealbook)

Delaware decision bolsters protections for majority shareholders (Daily Journal)

Split Circuit: Seventh Circuit Debate Over Judicial Internet Research Ends in Tie (National Law Review)

Former Jefferies trader Litvak’s conviction overturned (Reuters)

Conviction of Former Jefferies Trader Is Overturned (NY Times Dealbook)

2d Circuit Decision in U.S. v. Litvak (2d Cir.) (“In respect of the fraud against the United States and making false statements counts, we conclude that the evidence adduced at trial provided an insufficient basis for the jury to find that the defendant’s misstatements were material to the government.  In respect of the securities fraud counts, we conclude that the District  Court exceeded its allowable discretion in excluding certain portions of the defendant’s proffered expert  testimony, and that such error was not harmless.”  The 2d Circuit did, however, conclude that misstatements on cost and price issues (not the underling securities) in the course of negotiations on price between the seller and buyer of bonds, even if small in relation to the overall price, could be found material by the jury based primarily on testimony of the counter-party the the differences were “important” to them, and the fact that in the aggregate these added to costs by tens of thousand of dollars — although that was in the range of only .3 to 1.1% of the total cost.  That seems questionable both because of the small amount of the difference and the fact that the counterparties could not reasonably rely on the other party’s statements about its own costs.  Indeed, portions of the expert testimony that the 2d Circuit holds was improperly excluded addressed the issue of the lack of reasonable reliance because “such statements from sell‐side sales representatives or traders are generally biased, often misleading, and unworthy of consideration in trading decisions.”)

Wilson Leads Charge to Boot Pre-IPO Suits From State Courts (Law.com)

2nd Circ. Pauses ‘Big Short’ Adviser’s SEC Court Challenge (Law 360) (2d Cir. hearing on appeal of order finding no jurisdiction over challenge to constitutionality of administrative courts in Chau v. SEC adjourned pending consideration of similar challenge in Tilton v. SEC)

Pieces Of Dewey Puzzle Fall Into Place As DA Offers Deals (Law 360)

Harbinger Capital Partners v. Deere & Co (2d Cir.) (Second Circuit panel affirms dismissal of securities fraud claims by investment fund that purchased shares in Lightsquared against Lightsquared service or equipment providers based on alleged misrepresenttations by the contractors about their products.  “They lack standing because the connection between defendantsʹ omissions and Harbingerʹs investent was ‘too remote to sustain an action.'”  The claim also fails because the no allegations suggest that the defendant contractors owed no disclosure duty to the investors.)

House Panel Evades SEC Subpoena For Now In Leak Dispute (Law 360)

Citadel makes third appeal to SEC over IEX application to become exchange (Market Watch)

SEC Sanctions Attys For Flouting Rules In EB-5 Offerings (Law 360)

How $80 Billion in Corporate Fines Can Become $48 Billion in Tax Breaks (PBS)

Wall Street’s Debt Restructuring Fight Heads to Washington (NY Times Dealbook)

SEC To Propose Rules That Could Crimp Leveraged ETFs (Barron’s)

Hillary Clinton: How I’d Rein In Wall Street (NY Times)

Why an Old Scam Keeps Landing in Your Inbox: J.P. Morgan hacking case shows how ‘pump and dump’ tactic gets new life from technology (Wall Street Journal)

Dole CEO, Execs To Pay $114M In Merger Fraud Settlement (Law 360)

Spoofing Case Shows Fine Line Between Fair and Fraud (NY Times Dealbook)

SEC Admin Court Opponents Says Planned Fixes Fall Short (Law 360)

Gibson Dunn: Proposed Amendments to SEC Rules of Practice Don’t Go Far Enough (Hamilton Blog)

Comments Submitted to the SEC on the Proposed Changes to the SEC’s Rules of Practice:

Skadden Letter Commenting on Proposed SEC Changes to Rules of Practice (Lynn Tilton’s counsel commenting on proposed changes to administrative court rules)

Kilpatrick Townsend Letter Commenting on Proposed SEC Changes to Rules of Practice (Charles Hill’s counsel commenting on proposed changes to administrative court rules)

Joseph Grundfest’s Letter Commenting on Proposed SEC Changes to Rules of Practice (comments from Stanford Law and Business School professor and former SEC Commissioner)

Gibson Dunn’s Letter Commenting on Proposed SEC Changes to Rules of Practice

Financial Services Roundtable Letter Commenting on Proposed SEC Changes to Rules of Practice

Navistar In’tl Corp. Letter Commenting on Proposed SEC Changes to Rules of Practice

New Jersey Bar Association’s Letter Commenting on Psoposed SEC Changes to Rules of Practice

Stern Tannenbaum & Bell’s Letter Commenting on Proposed SEC Changes to Rules of Practice

Brune & Richard’s Letter Commenting on Proposed SEC Changes to Rules of Practice

In addition, Kilpatrick Townsend (counsel for Charles Hill) sent a supplemental letter stating “I include four links to four separate comments provided in the Securities Diary Blog on the SEC’s proposed rule changes. I believe these comments deserve consideration and agree that the proposed rule changes, though a step in the right direction, remain inadequate.”  See Supplemental Comment Letter from Kilpatrick Townsend.  We are happy to have our comments formally before the Commission as it considers its next action on this proposal, although doubtful any of the comments will cause obviously-needed material changes to the proposal.  The 4-part commentary to which links were provided to the Commission can be found here:  Why the SEC’s Proposed Changes to Its Rules of Practice Are Woefully Inadequate — Part I; Part II; Part III; and Part IV.

A Revolving Door Helps Big Banks’ Quiet Campaign to Muscle Out Fannie and Freddie (NY Times)

Class Certified in Insider Trading Case Against S.A.C. Capital (Hamilton Blog)

Don’t Let Financial Advisers Off the Hook (Arthur Levitt in Bloomberg)

When the Government Comes Calling for Your Data (Corporate Counsel)

Takeaways From SEC’s Marwood Settlement Over Insider Info (Law 360)

The First Insider Trader in Commodities (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Insider Trading in Commodities Markets (Andrew Verstein draft Virginia Law Review article)

SEC Prevails in Trial of Ponzi Scheme Case (SEC Actions)

No lodestar for failed M&A class action objectors – Delaware judge (Reuters)

SEC Slams Robbins Geller Discovery Bid In Wal-Mart Probe (Law 360)

Behind the SEC’s Bet on Big Data (The Recorder)

The Unrealized Promise Of Rule 26 Amendments (Law 360)

When FCPA Charges Break the Mold (Corporate Counsel)

Corporate crime: The age of the whistleblower (The Economist)

DA Offers Plea Deals to Executives, Manager in Dewey Case (NY Law Journal)

Plea Deals Offered to Some Dewey Defendants (Wall Street Journal)

Prosecutors Should Keep It Simple In Dewey Do-Over (Law 360)

Why the SEC’s Proposed Changes to Its Rules of Practice Are Woefully Inadequate — Part IV (Straight Arrow Dec. 4, 2015 blog post) (Comments on SEC proposals are due.  This is the last of our four posts on why they should be rejected, or if not, overturned on appeal.)

SEC Admin Court Faces Huge Test In Steve Cohen Showdown (Law 360) (ALJ Brenda Murray “will be overseeing a case packed with both intrigue around the enigmatic Cohen and controversy over the SEC’s use of its administrative court to litigate matters without offering some of the same legal protections of federal district court”)

Manhattan Prosecutors Will Not Retry Former Dewey Chairman (NY Times Dealbook)

Prosecutors Plan to Retry Former Dewey Executives (Wall Street Journal)

Prosecutor Indicates New Trial for Former Dewey Leaders (NY Times Dealbook)

House of Representatives Votes to Repeal CFPB’s Auto Lending Guidance and Issues Scathing Report on CFPB’s Methodology and Statistics (National Law Review)

The Injustice of the Plea-Bargain System (Wall Street Journal)

2nd Circuit ‘cannibal cop’ opinion deepens appellate rift on anti-hacking law (Reuters)

SEC Steps Up Probe of Pre-IPO Share Trading (Wall Street Journal)

JPMorgan Wrote Complaints After Firing a Whistle-Blower (NY Times Dealbook)

Majority Owner’s New Blueprint for Forcing out Minority Owners (National Law Review)

Many Of IRS’s Questions To Wyly Atty Barred, Judge Says (Law 360)

Congress Still Fighting SEC’s Investigation Of Alleged Insider Trading By Its Members (TechDirt)

With Claim at Once Direct and Derivative, $171M Award Will Stand Post-Merger (Hamilton Blog)

Tax Deductions Blunt Impact of Large Corporate Settlements, Report Says (NY Times Dealbook)

Lyondell Confirms High Fraudulent-Transfer Claim Standards (Law 360)

The Nonprime Mortgage Crisis: Willful Blindness and Positive Feedback Lending (CLS Blue Sky Blog)

Judge Nixes Traders’ CME High-Frequency Trading Suit (Law 360)

2015 YTD Securities Suit Filings Reflect Increased Numbers of IPO-Related Lawsuits (D&O Diary)

White-Collar Crime: Obama Administration Memo Urging Prosecutions Doesn’t Scare Firms That Defend Corporate Executives (Int’l Business Times)

Freeze lifted on SEC case against hedge fund billionaire Steven Cohen (Wall Street Journal)

Tricky Twins Spoofed Trading Computers (Bloomberg)

S.E.C. Charges 3 Options Traders With Spoofing (NY Times Dealbook)

For the Real Impact of the Yates Memo, Look to the Heartland (Corporate Counsel)

Delaware Supreme Court Issues Long-Awaited Decision in Rural/Metro Affirming Liability Against Financial Advisor (Wilson Sonsini)

Investor Mark Cuban slams SEC on email privacy stance (Reuters)

Mark Cuban Letter to Congress

Mark Cuban Calls E-Privacy Exemption For SEC A Bad Idea (Law 360)

The SEC Fears The Email Privacy Act (Broke and Broker)

SEC Faces `Crisis of Confidence’ Over In-House Court, Ex-Official Says (Wall Street Journal)

House Committee Urged To Curtail SEC In-House Court (Law 360)

JPMorgan defeats London Whale shareholder lawsuit in U.S. (Reuters)

2d Circuit Decision in Espinoza v. Dimon (2d Cir.)

SEC Accuses Three Chicago Traders of Spoofing, Options Scheme (Bloomberg)

JP Morgan Wants To Make It Harder To Recover Ponzi Scheme Transfers (Ponzitracker)

To Halliburton And Back: What To Expect From Round 3 (Law 360)

Why Directors and Officers Need a Separate Indemnification Agreement (Corporate Counsel)

SEC Judge To Restart Case Against SAC’s Cohen (Law 360)

Order lifting stay in In the Matter of Steven A. Cohen (SEC)

Target in $39.4 mln settlement with banks over data breach (Reuters)

Professor Coffee and Judge Rakoff Comment on Securities Class Actions (Mintz Levin)

A silver lining for banks in Delaware aiding-and-abetting opinion? (Reuters)

Del. Supreme Court Decision in RBC Capital Markets v. Jervis (Del. S. Ct.)

Justices Wary Of Moving ‘Naked Shorts’ Suit Out Of NJ Court (Law 360)

“Spoofing” in Financial Markets (CLS Blue Sky Blog)

Ascertainability Sinks Comcast Class Settlement (Ahead of the Class)

Google Exec, Securities Enforcer Clash Again Over Email Privacy Bill (Law.com)

JPMorgan Must Face Suit Over $1.9B MBS Trust: NY Court (Law 360)

Litigation Funding Firm to Close Its Doors (D&O Diary)

NY To Force Execs To Sign Off On Terror Funding Prevention (Law 360)

Making The Most Of Document Analytics (Law 360)

3 Ways FRCP Amendments Could Affect Companies (Corporate Counsel)

New CFTC proposed rules on algorithmic trading (Lexology)

The CFTC’s proposal to regulate automated trading: our top 10 takeaways (Lexology)

Mixed Martial Arts Exec Joins Fight Against SEC Courts (Law 360)

Complaint in Daspin v. SEC (D.N.J.) (complaint seeking injunctive relief against SEC administrative proceeding)

Order Directing Supplemental Briefing in In the Matter of L&L Energy, Inc. (SEC ALJ Brenda Murray directing the Division of Enforcement to provide an additional submission supporting its claimed disgorgement because the first submission failed to show that the amount sought constituted ill gotten gains.  Why does the SEC staff get to take a second shot when, as ALJ Murray recognizes, it “has the initial burden of demonstrating a reasonable approximation of profits causally connected to the violation”?  Because the parties are not treated equally in the administrative process.)

Initial Decision in In the Matter of Spring Hill Capital Markets, LLC (SEC ALJ Carol Foelak finding liability and rejecting contentions that the proceeding had constitutional infirmities)

How Trial Counsel Can Take Advantage Of New Federal Rules (Law 360)

Will Amendments to Federal Rules of Civil Procedure 26(b)(1) and 37(e) Reduce the Scope and Costs of Discovery? (National Law Review)

What You Need to Know About the New Rules of Federal Court Practice (National Law Review)

Insider Trading and Tender Offers (Harvard Law School Forum on Corporate Governance and Financial Regulation)

US Drops Hold On SEC’s Admin Case Against SAC’s Cohen (Law 360)

SEC Fines Should Prompt Firms Engaged in Political Intelligence To Revisit Insider Trading Policies (National Law Review)

How Corporate America keeps huge hacks secret (CNN Money)

When A Victim Of Fraud Gets Sued For Fraud (Law 360)

Blindsided by the SEC? (Law.com)

SEC Seeks to ‘Modernize’ Its Internal Courts through Proposed Rule Amendments (National Law Review)

Delaware Court Upholds Award Against RBC Capital (NY Times Dealbook)

Making It Harder to Prove White-Collar Crimes (NY Times Dealbook)

SEC In-House Court Reforms Not Enough, Ex-Prosecutor Says (Law 360)

Comment Letter from Brune & Richard on SEC Adminsitrative Court Proposals (SEC)

Judge Denies Access to King & Spalding’s Internal GM Notes (National Law Journal)

The Dangerous Secrets Your Client Is Keeping From You (Law 360)

Why are Companies and their Directors and Officers Still Behind on Cyber Security Oversight and Disclosure? (D&O Discourse)

Halliburton Can’t Stay Investor Suit For 5th Circ. Appeal (Law 360)

Order Denying Stay Pending Appeal of Class Certification in Erica P. John Fund v. Halliburton (N.D. Tex.)

Yelp prevails in lawsuit over authenticity of its reviews (Reuters)

Four Things Companies Should Know About the SEC’s 2015 Whistleblower Report (WilmerHale)

SEC Demands Admissions For Compliance Failures (SEC Actions)

Cooperating Witness in SAC Capital Trial to Be Sentenced (NY Times Dealbook)

House Panel, Ex-Aide Take SEC Subpoena Fight To 2nd Circ. (Law 360)

Wall St. Faces Mounting Criticism From Regulators (NY Times Dealbook)

2nd Circ. Asks Del. High Court’s Opinion On $800M RMBS Suit (Law 360)

Goldman Sachs May Still Be Liable After Board’s Fiduciary Duty Breach Exculpated (Morris James)

Lawyers’ Class-Action Payouts Face Court Challenge (Wall Street Journal)

SEC Drops Civil Insider Trading Case Against Ex-SAC’s Steinberg (Wall Street Journal)

SEC Order Dismissing Proceeding in In the Matter of Michael S. Steinberg (SEC grits its teeth and dismisses proceeding against Steinberg after conviction was vacated based on Newman)

Judge Kozinski Faults Prosecutors for Tactics in Steinberg Case (Wall Street Journal)

Bankruptcy could provide a peek behind the curtain into Lynn Tilton’s empire and more (Wall Street Journal)

Life Partners GC Makes a Deal; He’s Suspended From Practicing Before SEC for 42 Months (Corporate Counsel)

High-speed traders face new CFTC scrutiny (Wall Street Journal)

Deciphering Activists’ Increasingly Complicated Positions (Law 360)

The Pfizer-Allergan Meger Is A Disgrace (New Yorker)

‘Flash Boys’ Firm Says Quote Delay Makes Market Fairer (Law 360)

Calpers Reports It Paid $3.4 Billion to Private-Equity Firms (Bloomberg)

SEC Fines ‘Political Intelligence’ Firm Over Info Handling (Law 360)

DOJ’s Newman Stance May Aid Foes In Next High Court Fight (Law 360)

Mary Jo White explains the new SEC rules (Wall Street Journal)

Supreme Court Hears Argument in Spokeo, a Case That Could Impact Many Statutory-Damages Class Actions (AG Deal Diary)

The Future of Mandatory Consumer Arbitration Clauses (CLS Blue Sky Blog)

SEC Whistleblowing Update Confirms Focus on Retaliation (Corporate Counsel)

Serial class action objector smacked with serious sanctions (Reuters)

Class Counsel Fees Getting ‘Intense Judicial Scrutiny’ (Law 360)

Is The Risk Of Director Liability Really A ‘Myth’? (Law 360)

Pensions’ Private-Equity Mystery: The Full Cost (Wall Street Journal)

New ‘Unbundling Rule’ Reading May Have Little Impact (Law 360)

Fairness of SEC judges is in spotlight (Wall Street Journal) (WSJ’s Jean Eaglesham continues to develop the record that SEC ALJs keep a thumb on the scale in favor of the Division of Enforcement because they think that’s their job.  SEC Chief ALJ Brena Murray reported as telling respondents in denying motion in their favor: “it looks like I am saying to these presidential appointee commissioners, I am reversing you. And they don’t like that.”)

SEC judges are finding against agency more often lately (Wall Street Journal) (Former Enforcement Director Linda Thomsen: “I don’t think they like being accused of being potted plants, in the hip pocket of the government.”  But SEC itself says the ALJs are “mere agency employees” who “play only a part in a process over which the Commission retains control from start to finish,” and they are “subordinate” to the agency on matters of law and policy.)

On Thin Ice: Climate Change, Exxon, the NYAG and the Martin Act (CLS Blue Sky Blog) (good analysis by John Coffee about why holding Exxon liable for securities law violations arising out of climate change disclosures, or nondisclosures, seems far-fetched)

DOJ’s ‘Yates Memo’ Goes Too Far, Former Deputy AG Says (National Law Journal)

New York opens probe into currency manipulation (Wall Street Journal)

Daily Fantasy Sports Sites Face Challenges, and Options (NY Times Dealbook)

Daily Fantasy Sports: Games of Luck or Skill? (Wall Street Journal)

What’s Worse Than the SEC’s Revolving Door? (Bloomberg)

Bharara Atty Slams ‘Grandiose’ Suit Over Hedge Fund Raid (Law 360)

Investment Advisers Don’t Need Mystery Monitors (Wall Street Journal)

Inside the Money Laundering Scheme That Citi Overlooked for Years (Bloomberg)

Severance Agreements — Do’s And Don’ts For Employers (Law 360)

Litigation Funder Juridica Pulls Back After Bad Bets (Law.com)

Intel Lawsuit Questions Place of Hedge Funds in Retirement Plans (NY Times)

Going Soft on White-Collar Crime (NY Times Dealbook)

Del. Justices Back Toss Of SynQor Investor Row Under MFW (Law 360)

Del. High Court Says ADT Stock Buyback Row Rightly Nixed (Law 360)

White House Comes Out Against Effort To Block White-Collar Crime Prosecutions (Huffiington Post)

Dark Pools Would Have to Shed Light on Conflicts Under SEC Rule (Bloomberg)

Assessing A Judicial Solution To Abusive Merger Litigation (Law 360)

Regulators propose rules to shed light on dark pools (Wall Street Journal)

Dark Pools Enter Risky Waters Under SEC Disclosure Plans (Law 360)

If past is prelude, SCOTUS will just tinker in this term’s class action cases (Reuters)

SEC loses another case over the use of in-house judges (Investment News)

House panel ordered to comply with SEC ‘political intelligence’ probe (Washington Post)

Are Climate Change Disclosure Cases A New Trend? (Law 360)

Daily Fantasy Sports Are Gambling, But It’s Cool, Massachusetts AG Says (Bloomberg)

Why the SEC’s Proposed Changes to Its Rules of Practice Are Woefully Inadequate — Part III (Straight Arrow Nov. 18, 2015 Blog Post)

Justice Department Updates United States Attorneys’ Manual to Emphasize Priority on Prosecuting Individuals in Corporate Criminal Cases (Akin Gump)

Justice Department Rebuts Judge Kozinski’s Criticism of Prosecutors (National Law Journal)

How corporations can game their own forum selection clauses (Reuters)

Another AIG-Style Fed Bailout Is About to Become Less Likely (Bloomberg)

SEC Settles Insider Trading Case With Admissions (SEC Actions)

Judge Puts Stop Light on Red Light Camera Cases (Law.com)

The Stealth Corporate Takeover of the Supreme Court  (New Republic)

Jailed Enron CEO Barred From Top Posts As SEC Suit Wraps (Law 360)

Republicans want to see cost-benefit analysis before SEC proceeds on fiduciary (Investment News)

Regulators Look Into Mutual Funds’ Procedures for Valuing Startups (Wall Street Journal)

Feds Say SEC Hacking Suit Could Cripple Criminal Case (Law 360)

Notice of Stay in In the Matter of Ironridge Global Partners, LLC (SEC) (ALJ James Grimes issues stay order pursuant to N.D. Ga. preliminary injunction)

Columbia Law Review Study of Fee Awards in Securities Class Actions Yields Surprising Results (National Law Review)

Supreme Court to Decide Whether Government can Freeze a Defendant’s Lawful Assets Pre-Conviction (National Law Review)

Another SEC In-House Case Blocked In Ga.’s Northern District (Law 360) (Judge Leigh Martin May issues preliminary injunction on the same basis used previously)

Preliminary Injunction Order in Ironridge Global IV, Ltd. v. SEC (N.D. Ga.)

SEC’s White Defends In-House Courts, but Sees Need to Modernize (Wall Street Journal)

Scapegoats CEOs Corporate Crime and Sally Yates (Corporate Crime Reporter)

U.S. targets RBS, J.P. Morgan executives in criminal probes (Wall Street Journal)

Ex-Prosecutor Says Yates Memo Knocks Post-Crisis Cases (Law 360)

Yates Sees Compliance Officers As DOJ’s ‘Crucial Partner’ (Law 360)

DOJ Gears Up To Bring Foreign Bribery Fight To Individuals (Law 360)

Plan for New Stock Exchange Stirs Furious Debate (NY Times Dealbook)

Serving One Up To The SEC – This Bundle Of OTC Stocks Sure Looks Suspicious (Forbes)

SEC Settles Cooper Tire Insider Trading Case (Law 360)

SEC Denied Quick Win In Sales Data Insider Trading Suit (Law 360) (without discussing the arguments submitted on summary judgment, the court rules that “because we find room for ‘differing opinions’ on the question of materiality, we find it inappropriate to grant summary judgment”)

Not Quite ‘Don’t Worry, Be Happy’ in This SEC Case (Law.com)

Collapse Of 5-Hour Energy Case Reveals The Secrets Of Class Action Lawyers (Forbes)

How the Ethics Rules Influence the Role of Discovery Counsel (Corporate Counsel)

Are Share Buybacks Cannibalizing Companies? (Fortune)

Recent Setbacks Cast Harsh Light on Cyrus Vance, the Manhattan Prosecutor (NY Times Dealbook)

‘Chicagonomics’ and ‘Economics Rules’ (NY Times Book Review)

DC Circ. Leaves Commercial Speech Law In A Mess (Law 360)

Recent SEC settlements offer glimpse into future of

private equity regulation (Nixon Peabody)

Due Process vs. Administrative Law: Federal agencies control the livelihood of thousands of judges who decide disputes in which the agencies are a party (Wall Street Journal)

After Chancery crackdown on M&A settlements, shareholder filings drop off (Reuters)

Del. Scrutiny Of M&A Settlements Leads To Varying Decisions (Law 360)

U.S. judge rules for SEC in fight with House panel over insider trading probe (Reuters)

Opinion in SEC v. House Ways and Means Committee (SDNY)

The heroes of ‘Flash Boys’ are swinging back against critics (Business Insider)

Why Your Company Needs a Discovery Counsel (Corporate Counsel)

U.S. Justice Department turns up the heat on companies to cooperate (Reuters)

Yates Warns Cos. Not To Use Privilege To Hide Facts (Law 360)

Second Circuit Clarifies Common Legal Interest and Work Product Doctrines for Material Shared Among Transacting Parties (WilmerHale)

Prosecutors Defend Securities Laws Challenged By Texas AG (Law 360)

AIG Subsidiaries Get Slammed With Punitives Following Contentious Trial (Corporate Counsel)

Surging U.S. stock buybacks dwarf innovation spending (Reuters)

Myth of the Endangered Market Maker (Bloomberg)

FanDuel and DraftKings Hit with About 40 Class Actions (Law.com)

Legal Expertise and Insider Trading (CLS Blue Sky Blog)

The Challenges for Volkswagen’s Internal Investigation (NY Times Dealbook)

Fantasy Sports Companies Challenge AG Ban in Court (NY Law Journal)

E&Y Liable For Investors’ Madoff Losses, Jury Says (Law 360)

Morgan Stanley Cleared Of Insider Trading In NY Trial (Law 360)

Efforts to Rein In Arbitration Come Under Well-Financed Attack (NY Times Dealbook)

FanDuel Goes on Offense Against New York AG’s Cease Order (Bloomberg)

Fanduel, Inc. v. Schneiderman (NY Sup. Ct.) (Complaint for declaratory and injunctive relief brought against NY Attorney General to halt efforts to shut down Fan Duel)

10 D&O Insurance Mistakes: A Securities Litigator’s View (Law 360)

Secretive, Sprawling Network of ‘Scouts’ Spreads Money Through Silicon Valley (Wall Street Journal)

Delaware Courts and the Law Of Demand Excusal (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Rajat K. Gupta: No Luck with Motion to Vacate in Wake of Newman (Race to the Bottom)

The Empire Strikes Back! (Observor) (Department of Justice Galled by Judge Kozinski’s Heralded Preface to the Georgetown Law Journal)

From ‘bubble’ to ‘crash,’ the incredible origins of 7 finance terms (Wall Street Journal)

Valeant insider trading ruling: Activists beware of hostile bidder hookups (Reuters)

Morgan Stanley Insider Trading Case Goes To NY Jury (Law 360)

Proxy Rigging Alleged at Schorsch-Linked Firm Before Apollo Deal (Bloomberg)

U.S. Justice Dept Borrows From Academics for Policy Shift (Wall Street Journal)

Citadel Securities Tells 7th Circ. Its Fee Suit Can Bypass SEC (Law 360)

HFT Class Action Defeats and the Challenge to Regulators (CLS Blue Sky Blog)

Six Strange Things That Have Been Happening in Financial Markets (Bloomberg)

State Street Beats GM Workers’ ERISA Suit On Appeal (Law 360)

6th Circuit Decision in Pfeil v. State Street Bank and Trust (6th Cir.) (affirming dismissal of ERISA class action)

The Man Accused of Masterminding the Hacks That Shook Wall Street (Bloomberg)

SEC Chair Defends Slow Progress On Fiduciary Standard (Law 360)

How to Tie Your Shoes (Bloomberg) (You probably think you already know how to lace and tie your shoes.  Maybe not.)

Schneiderman vs. Exxon Mobil: Wrongheadedness on climate change isn’t a crime (Bloomberg)

SEC Files Suspicious Trading Case (SEC Actions)

Chinese Investors Traded Tips On PE Deals, SEC Says (Law 360)

Hackers Accessed Global Banking With Phony Pet Stores, Lies (Bloomberg)

The Problem With New York’s Move Against Fantasy Sports (Bloomberg)

Valeant, Ackman must face U.S. insider trading lawsuit (Reuters)

A Debate With Bernanke Over the Fed’s Easy Money Policies (NY Times Dealbook)

Third Order on Subpoenas in In re Ironridge Partners, LLC (SEC) (SEC ALJ James Grimes refuses to permit subpoena of notes of portions of SEC staff interviews that “relate to the facts and circumstances of this case” and “do not reflect attorney-opinion work product” because respondents failed to “carry the burden” of showing a substantial need for the materials.  He decided it was not sufficient to show a need to know what these persons told the SEC about the respondents’ business: “Saying that the issuers’ principals’ statements are relevant to whether Global IV gave investment advice or to its selling practices does not show, by itself, that Respondents have a “substantial need” for the interview notes.  Respondents necessarily already know how they conducted their business.”  He also rejected the argument that there was a need for these materials for impeachment at trial because “Respondents have presented nothing to suggest that the Division’s interview notes contain impeachment material.”  Catch-22 is alive and well in the SEC administrative court.)

Judge Scolds SEC For Gaffes In Penny Stock Fraud Case (Law 360)

Opinion and Order in SEC v. Caledonian Bank Ltd. (SDNY)

The (Unintended) Consequences of the Yates Memorandum (Corporate Counsel)

U.S. Justice Dept Makes Radical Shift on Foreign Bribery (Wall Street Journal)

Charges announced in J.P. Morgan hacking case (Wall Street Journal)

Pimco Suit Sheds Light on Murky Investor Fees (NY Times Dealbook)

Study suggests executives will hesitate to restate when bonuses are at risk (Market Watch)

Goldman Sachs Says Corporate America Has Quietly Re-levered (Bloomberg)

It’s Hard to Pay a Lawyer Without Money (Bloomberg)

The Strange, True Story of How a Chairman at McKinsey Made Millions of Dollars off His Maid (Nation)

Bank Hackers Thought Some Insider Trading Might Be Cool (Bloomberg)

A Trio of Delaware Decisions Reaffirms Corporate Director Protections (D&O Diary)

U.S. justices express skepticism toward Tyson class action appeal (Reuters)

Global Finance Regulators Seek Climate Change Task Force (Law 360)

The Problem With Email Investigations … and the Solution (Corporate Counsel)

Shareholders and Corporate Political Contributions: The Law Professor Brief (Professor Bainbridge)

Ironridge Dealt Setback as ALJ Refuses Summary Disposition on Dealer Claims (Hamilton Blog)

3 Major Mistakes Companies Make When Being Investigated: The SEC’s Steven Cohen on Do’s and Don’ts During an Investigation (JDSupra)

Before the Knock on the Door: Explore the benefits and risks of voluntary disclosure to the government (NY Law Journal)

Halliburton III May Be On The Horizon After 5th Circ. Acts (Law 360)

Hey, Compliance Chiefs: The SEC Says It’s Really, Really Serious About What You Do (Corporate Counsel)

SEC Finds Outside Compliance Chiefs Asleep At The Switch (Law 360)

Outsourcing Compliance Officer Can Be Rife With Risk: SEC (Think Advisor)

Banking Giants Learn Cost of Preventing Another Lehman Moment (Bloomberg)

DC Circ. Won’t Hear Bid To Revive SEC Conflict Minerals Rule (Law 360)

Bond Giant Pimco Calls Gross’s Lawsuit ‘Legally Groundless’ (NY Times Dealbook)

3rd Quarter Saw A Rise In FCPA Enforcement (Law 360)

Bill Ackman’s Enigmatic Approach to Valeant Pharmaceuticals (NY Times Dealbook)

Why the SEC’s Proposed Changes to Its Rules of Practice Are Woefully Inadequate — Part II (Straight Arrow Nov. 5, 2015 Blog Post, updated with added research Nov. 9, 2015)

The Securities and Exchange Commission: Pots and kettles (The Economist) (“Misleading numbers and a confused mission, the hallmarks of troubled financial firms, dog one of their regulators too”)

Ackman Defends Pershing’s Valeant Losses and Digs at ‘Snide Coverage’ (NY Times Dealbook)

I Was an Oil Spill Scapegoat  (Wall Street Journal)

Conviction Offers Guide to Future ‘Spoofing’ Cases (NY Times Dealbook)

The Role Class Actions Play In Fighting Corporate Misconduct (Law 360)

7th Circ. Won’t Rehear Challenge To SEC In-House Court (Law 360)

Fraudulent Stock Tweets Result In Civil And Criminal Charges For Scottish Man (Forbes)

Dewey Jury’s Deadlock Exposes a System’s Flaws (NY Times)

Trader Tells SEC To ‘Make Peace’ With Post-Newman Loss (Law 360)

NY attorney general wields powerful weapon in Exxon climate case (Reuters)

Exxon Probe Will Explore Gray Areas Of Climate Change (Law 360)

Up Next?: Climate Change Disclosure and Corporate Liability Exposures (D&O Diary)

Peabody Energy Agrees to Greater Disclosures of Financial Risks (NY Times)

SEC Action Against Private Fund Adviser Highlights Importance of Proper Expense Apportionment (JDSupra)

Does Omnicare’s Holding Regarding Opinion Apply to Securities Fraud Claims? (D&O Diary)

Real Estate Shell Companies Scheme to Defraud Owners Out of Their Homes (NY Times)

Pa. Investment Advisers Pay $40M To Settle SEC Ponzi Suit (Law 360)

Exxon Might Be in Trouble Over Climate Change (Bloomberg) (Exactly how are shareholders harmed if Exxon is a climate change denier?)

The High-Frequency Trading Arms Race – Frequent Batch Auctions as a Market Design Response (Quarterly Journal of Economics) (For those of you really into the economic analysis of HFT, this will keep you busy.)

The End of Chapter 11 Bankruptcy Protection (NY Times Dealbook)

A Hedge Fund Sales Pitch Casts a Spell on Public Pensions (NY Times)

Government Drops Obstruction Charges Against Former BP Engineer Kurt Mix (Forbes) (great story about overzealous prosecution of BP employee for deleting text messages — if DOJ approached the Hillary case the same way, she’d be dead in the water)

The Top 10 Moments Of The Rabobank Traders’ Trial (Law 360)

Wall Street and Obama Gird for Game of Chicken on Dodd-Frank (Bloomberg)

Unanswered Questions about Dodd-Frank Retaliation Claims (Corporate Counsel)

Deadlock: Why the SEC’s Stalled on a Fiduciary Standard for Brokers (Think Advisor)

Generator Co. Investors Lose Suit For Citing Dubious Report (Law 360)

Cyber liability from perspective of board members and execs (Network World)

Activist investor Bill Ackman plays defense (Wall Street Journal)

Trader Indicted Over False Tweets That Caused Stock Drops (Law 360)

Oak Investments: The Rise, the Fall and the Rogue (Institutional Investor)

Richard Bistrong on FCPA Compliance and What Actually Happens (Corporate Crime Reporter)

Junk-rated and oil and gas loans worry U.S. bank regulators (Reuters)

Does the SEC inflate its numbers? (Yahoo Finance)

New York Fed Chief Calls for Improved Wall Street Culture (NY Times Dealbook)

SEC Chair White Criticizes Bipartisan Bill Easing Investment Rules (Wall Street Journal)

Two Former Traders Found Guilty in Libor Manipulation Case (NY Times Dealbook)

SEC Retooling Insider Trading Tactics After Newman (Law 360)

SEC Argues Ponzi Suit Ruling Threatens Enforcement Suits (Law 360) (See SEC v. Graham: SEC’s Delay in Filing Causes Ponzi Scheme Claims To Be Dismissed)

SEC Appeal Brief in SEC v. Graham (11th Cir.)

Appellee Brief in SEC . Graham (11th Cir.)

SIFMA Amicus Brief in SEC v. Graham (11th Cir.)

Dismissal Opinion in SEC v. Graham (S.D. Fla.)

Activists May Be Less Myopic Than Their Reputation Suggests (NY Times Dealbook)

First Spoofing Conviction To Fuel More Prosecutions (Law 360)

Market Changes May Prompt New Definition of Insider Trading (NY Times Dealbook)

The Risks and Rewards of Short-Termism (NY Times Dealbook)

Ceresney’s Cues On Future Of Market Structure Enforcement (Law 360)

SEC Faces 1st Circ. Fire Over Ex-State Street Execs’ Fines (Law 360) (Oral argument in Flannery v. SEC and Hopkins v. SEC, the appeals of SEC decision in In re Flannery and Hopkins)

Arbitration Is Everywhere, and Not All Bad (Bloomberg)

Definition of Materiality Depends Who You Ask (Wall Street Journal)

SEC Turns Disclosure into a Game of ‘Where’s Waldo?’ (Huffington Post)

SEC Director of the Division of Enforcement Discusses Market Structure Enforcement (National Law Review)

Has Elizabeth Warren defeated Wall Street? (Politico)

Public Companies Trying to Mimic Private Firms (NY Times Dealbook)

Law Firms, Banks Face Fallout From Stanford Ponzi Investors (American Lawyer)

Yates Memo: Increasing The Perils Of Parallel Proceedings (Law 360)

Goldman Sachs Faces Investigation Over Auction of Securities (Bloomberg)

High-Speed Trader Found Guilty In Landmark Spoofing Case (Law 360)

Sen. Bob Corker profits on quick stock trades (Wall Street Journal)

Vatican inspectors suspect key office was used for money laundering (Reuters)

Regulators Unbundle Some Attractions of Mergers (NY Times Dealbook)

Salsa-dancing day trader was no expert on securities law (Bloomberg)

‘Love Your Lawyer Day’ to Combat Nasty Jokes in the Law (National Law Journal)

Trader Accused of Bait-And-Switch as Spoofing Trial Ends (Bloomberg)

Complaint in Bennett v. SEC (D. Md.) (D. Md. filed 10/30/15) (first action in 4th Circuit based on alleged unconstitutionality of SEC administrative proceeding) (theories presented are that administrative proceedings violated Article II of the Constitution because appointment of ALJs violates tha Appointments Clause and ALJs are protected from removal by the Executive by two layers of for-cause removal limitations)

Order Denying Motion for TRO in Bennett v. SEC (D. Md. issued 11/3/15)

Short Seller Who Took On ‘Porn’s New King’ Is Still Standing (Wall Street Journal)

Firms, regulators try to sort out what’s worth disclosing to investors (Wall Street Journal)

Justices Weigh Concrete Injuries in a Digital Age (Law.com)

High Court Passes On Fraud Appeal Despite Ex-AGs’ Urging (Law 360) (S. Ct. denies cert. in Georgiou case, leaving harmful Brady ruling by 3rd Circuit intact — see Supreme Court Should Take Action To Rehabilitate Brady Rule in Georgiou v. United States)

SEC Partially Settles Insider Trading Action Based on Gift to Romantic Partner (SEC Actions)

DOJ’s New Compliance Counsel To Scope Company Efforts (Law 360)

U.S. Justice Department Outlines Metrics for New Compliance Expert (Wall Street Journal)

The evil corrupt plaintiffs’ lawyers do (Reuters)

The Next Step in Litigation Financing? (D&O Diary)

Bio-Rad Fired GC Case a Perfect Storm of Whistleblowing, Eroding Privilege (Corporate Counsel)

The Latest On Creditor Derivative Rights (Law 360)

Valeant: Why Enron-era accounting never really died with Enron (Fortune)

Morgan Stanley Denies Insider Trading In NY Trial Opening (Law 360)

1st Circ. Delays Golfer’s Sentence Amid Newman Bail Bid (Law 360)

Prosecutors and the Spiderman Principle (Sidebars)

Supreme Court Justices Hint They May Limit Consumer Lawsuits (Bloomberg)

The Cure for Corporate Wrongdoing: Class Actions vs. Individual Prosecutions (NY Review of Books) (By Judge Jed S. Rakoff)

Class Action Litigation, Professor Coffee, and Judge Rakoff (D&O Diary)

U.S. Supreme Court to Address Class Action Standing in Upcoming Term (NY Law Journal)

When to Put the Defendant on the Witness Stand (NY Times Dealbook)

Tech firms on alert as U.S. top court takes up class action case (Reuters)

SEC ‘Victim’ Mark Cuban Can Join ALJ Fight, 11th Circ. Says (Law 360)

Looking Past the World Series, Are the Mets Still Broke? (New York Magazine)

The Numbers Say Leaving Matt Harvey In Was The Wrong Move (Forbes)

SEC needs scalpel instead of chainsaw in revising beneficial ownership rules (Reuters)

Mark Zuckerberg signed the wrong document (Bloomberg)

Newman Makes Bharara’s October A Month To Forget (Law 360)

New York Times Assails Arbitration (Cato at Liberty) (response to NY Times arbitration articles)

New York Times ‘Expose’ Of Arbitration Clauses Leaves Lawyers In The Shadows (Forbes)

In Religious Arbitration, Scripture Is the Rule of Law (NY Times Dealbook) (Part III)

In Arbitration, a ‘Privatization of the Justice System’ (NY Times Dealbook) (Part II)

Arbitration Everywhere, Stacking the Deck of Justice (NY Times Dealbook) (Part I)

SIFMA Backs Nomura, RBS On $806M Appeal At 2nd Circ. (Law 360)

Stanford Loses Appeal Of Conviction In 5th Circ. (Law 360)

Merrill Lynch Escapes Claim After Court Admits ‘Material Misapprehension’ of Law (Hamilton Blog)

BofA Agrees To Pay $335M To End Mortgage-Tracking Claims (Law 360)

Largest U.S. banks face $120 billion shortfall under new rule (Reuters)

Valeant Shows the Perils of Fantasy Numbers (NY Times)

Charlie Munger Isn’t Done Bashing Valeant (Bloomberg)

Corporate Prosecutors and Their Invisible Chains (Harvard Law Record)

Opinion of the SEC in In the Matter of David Bandimere, File No. 3-15124 (SEC) (The SEC again rejects equal protection and Appointments Clause arguments in finding respondent liable and imposing sanctions.  On the Appointments Clause issue, the SEC again relies on Landry v. FDIC and rejects the contention that Landry improperly distinguished the Supreme Court decision in Freytag v. Commssioner.)

Nothing to Fear From the SEC? (Wall Street Journal)

Will Shift in Insider Trading Spell a Comeback for Steve Cohen? (Bloomberg)

Courts Fall Down On Class-Action Fee Policing, Study Says (Law 360)

Is the Price Right – An Empirical Study of Fee-Setting in Securities Class Actions (Columbia Law Review)

Carlyle-owned hedge-fund firm hands investors a big IOU (Wall Street Journal)

Angelo Mozilo: From the Bronx to Wall Street (Market Mogul)

The Theranos Scandal Could Become a Legal Nightmare (Wired)

SEC Turns Its Attention To Commodity Prices (Law 360)

Barclays to Spend $1.5 Billion to Meet Regulatory Requirements (NY Times Dealbook)

Today AIG, Tomorrow Citi, BofA? Icahn Takes on Too Big to Fail (Bloomberg)

Pfizer Faces Challenges in Pursuing Deal for a Lower Tax Rate (NY Times Dealbook)

Subway ‘Footlong’ Settlement Short on Dough (Wall Street Journal) (It’s not only securities plaintiff’s lawyers that pursue worthless class action cases designed to harvest a chunk of legal fees and nothing for the alleged class of victims.  Here, the putative class action alleging fraud because Subway’s “footlong” hot dogs were allegedly only 11 inches long gets settled for $525,000 in legal fees, nine $1,000 bounty payments for purported class representatives, and nothing for the alleged victims.  Of course, the victims were not really victims and the alleged class is certainly not a viable class, in no small part because it could never be proved that buyers of the footlong hot dog give a hoot whether the sandwich is truly 12 inches long, and they can see precisely how long it is when they buy it — making the “footlong” designation immaterial.  But the lawyers get their bucks.  Shame on federal District of Minnesota Judge Lynn Adelman for allowing this to occur.)

Order Preliminarily Approving Class Action Settlement Agreement in In re Subway Footlong Sandwich Marketing and Sales Practices Litigation (D. Minn.)

Allied Shareholders’ Merger Settlement Torn Up By Judge (Law 360) (Judge Charles Ramos strikes another blow against merger tax cases in New York state court.  “In summary, this proposed settlement offers nothing to the shareholders except that attorneys they did not hire will receive a $375,000 fee and the corporate officers who were accused of wrongdoing will receive general releases.”  “Our profession does serve society, but settlements like these — which do require court approval — make it appear that society is being ‘served up’ as if society was an item on a menu.”) (On the status of merger tax cases, see On “Merger Tax” Cases, Mark Twain, Abe Vigoda, and Other Premature Death Reports)

Order Rejecting Proposed Settlement in In re Allied Healthcare Shareholder Litigation (NY Supreme Ct.)

Making Insider Trading Legal (New Yorker)

On the Role of Companies’ External Securities Law Advisors – Facilitators or Gatekeepers? (CLS Blue Sky Blog)

The Tiny Pharmacy at the Center of Valeant’s Money Mystery (Bloomberg)

Deutsche Bank Is Expected to Settle Sanctions Violation Case for at Least $200 Million (NY Times Dealbook)

The SEC never reads 74% of filings, putting investors at risk (Market Watch)

Lessons From SEC’s Blackstone Fee Disclosure Action (Law 360)

SAC’s Martoma seeks reversal of U.S. insider trading conviction (Reuters)

2nd Circ. Doubts SAC Trader’s Conviction In Newman’s Wake (Law 360)

Sensible Pricing Comes to High-Risk Debt Securities (NY Times Dealbook)

Key Post-Zale Practice Points For Banks And Boards (Law 360)

The next president should break up some big companies (Washington Post)

Whistle-Blower Case Deserved a Fuller Examination (NY Times Dealbook)

Newman Insider Trading Case Shows Abuses In Legal System And Press Manipulation (Forbes)

Feds Tell 2nd Circ. Foundry Insider Not Saved By Newman (Law 360)

What Mark Cuban would do if he ran the SEC (Wall Street Journal)

Mean Reversion, Small Sample Size and the Mets (Above the Market)

A Goldman banker and a Fed regulator bonded over steak and leaks (Bloomberg)

Goldman to Pay $50 Million Penalty Over Leak From Fed (NY Times Dealbook)

Carl Icahn Pushes A.I.G. to Split Up (NY Times Dealbook)

Bloomberg View: No Kangaroo Courts at the SEC, Please! (Straight Arrow Oct. 27, 2015 Blog Post)

On “Merger Tax” Cases, Mark Twain, Abe Vigoda, and Other Premature Death Reports (Straight Arrow Oct. 27, 2015 Blog Post)

Lawyers, Jurors Assess DA’s Strategy After Dewey Mistrial (NY Law Journal)

Sunken Ships, Misstatements And The Crime-Fraud Exception (Law 360)

False Statements of Belief as Securities Fraud (CLS Blue Sky Blog)

The SEC’s Kangaroo Courts (Bloomberg) (Suggesting the SEC allow the accused to decide whether to take advantage of purportedly “more efficient” and inexpensive litigation forum?  Perish the thought.  The Commission and its Staff know they never go after people unless they are guilty, so why worry about their due process?)

The SEC Proposed Clawback Rule (Harvard Law School Forum on Corporate Governance and Financial Regulation)

New SEC Enforcement Action Database from NYU and Cornerstone Research (D&O Diary)

SEC takes tougher stance on enforcement in J.P. Morgan case (Wall Street Journal)

Outsiders on the Inside: A Cross-Border Insider Trading Case Study (Borden Ladner Gervais)

IBM says SEC investigating company’s books, shares fall (Reuters)

Will class action ascertainability come to SCOTUS through Tyson back door? (Reuters)

Foreign Domestic Bribery Double Standards Irk Law Professor (Corporate Crime Reporter)

Inside the Secretive Circle That Rules a $14 Trillion Market (Bloomberg)

Ninth Circuit: Embezzler Executive’s Knowledge Can Be Imputed to Company in Innocent Third Party-Filed Securities Suit (D&O Diary)

In defense of trial lawyers advertising for clients (Reuters)

Theranos Under Fire (NY Times)

Bank provisions in pacific trade pact draw fire (Wall Street Journal)

SEC Sanctions Another Entity For Not Following Its Procedures (SEC Actions)

Ninth Circuit Rejects Adverse-Interest Exception in Fraud-on-the Market Securities Class Actions (National Law Review)

Exelis Investors End Suit Over $4.75B Sale To Harris (Law 360) (In Southern District of Indiana case, plaintiffs’ lawyers are betting that the “disclosure only” merger tax settlement is not as dead as recent reports (and Delaware court holdings) suggest.  The lawyers hope to get $410,000 after acknowledging that allegations of an unfair price were not warranted by the facts.  They apparently think that causing the company to incur costs without cause is a good reason for the court to allow them to increase law firm profitability, and the defendant co-conspirators stand mute.  In reality, if the court does it job right, the plaintiff’s lawyers should be sanctioned.  When will these outrages finally end?)

Plaintiff’s Motion for Approval of Merger Tax Settlement in McGill v. Hake (S.D. Ind.)

Trader Says SEC Can’t Flip Insider Trading In-House Loss (Law 360)

Motion by Joseph Ruggieri for affirmance of ALJ decision in In re Bolan and Ruggieri (SEC)

Whistleblower Can Sue Directors (Courthouse News Service)

SEC Wins Receiver Appointment In $136M EB-5 Fraud Case (Law 360)

SEC Blasts Fla. Firm Manager’s Appeal Of Lifetime Ban (Law 360)

Reforming the S.E.C.’s Administrative Process (NY Times Dealbook)

How to Think About Internal Probes in High-Risk Regions (Corporate Counsel)

Canadian Ratings Agency to Pay $5.8 Million in S.E.C. Settlement (NY Times Dealbook)

DBRS settles U.S. SEC charges over mortgage ratings oversight (Reuters)

9th Circ. Dismisses HP Shareholder’s Foreign-Bribery Suit (Law 360)

Valeant’s pharmacy relationships were complicated (Bloomberg)

Drugmaker Valeant raises detailed defense but doubts remain (Reuters)

In Trying to Explain Itself, Valeant Muddies the Water (NY Times Dealbook)

Valeant Forms Committee to Investigate Ties With Pharmacy (NY Times)

SEC-3rd Circ. Split On Proxy Proposals Could Sow Confusion (Law 360)

SEC Staff Issues Guidance on Excluding Shareholder Proposals: Competing Proposals in Proxy Statements Likely to Increase (Sullivan Cromwell)

What’s the Harm in Issuer-Licensed Insider Trading? (CLS Blue Sky Blog)

The Importance of “The Law of Conservation of Securities”: A Reply to John P. Anderson’s “What’s the Harm in Issuer-Licensed Insider Trading?” (CLS Blue Sky Blog)

SEC – Broker From Grand Central Insider Trading Scheme Settle (SEC Actions)

Ex-Goldman Banker and Fed Employee Will Plead Guilty in Document Leak (NY Times Dealbook)

Death to capitalism? Visitors to Marx’s grave in London balk at fee (Wall Street Journal)

U.S. to prosecute high-speed trader in first criminal spoofing trial (Reuters)

‘Spoofing’ Trial Gets Underway in Chicago (Wall Street Journal)

Spoofing Law Gets Biggest Test Yet Before a Chicago Jury (Bloomberg)

Earnings Misstatements Come in Bunches, Study Says (NY Times)

Avalanche of Charges Killed the Dewey Case (National Law Journal)

New York launches probe into speeds at big Internet broadband providers (Reuters)

DC Judge Slams DOJ’s Move To Not Prosecute GM Execs (Law 360)

SEC getting flack for participants in key stock-market reform group (Market Watch)

A Lesson In Properly Identifying And Reporting Exec Perks (Law 360)

Citi found itself exposed to a $400 million hit through small London hedge fund’s trades (Wall Street Journal)

Bharara Wins A PR Victory After Bruising Newman Loss (Law 360) (Really?)

Preet Bharara’s Insider-Trading Retreat (Wall Street Journal)

Valeant CEO Staunchly Defends Drugmaker’s Accounting, Ethics (Bloomberg)

Valeant’s ties to pharmacy under scrutiny (Wall Street Journal)

9th Circ. Revives Suit Over ChinaCast CEO’s $120M Fraud (Law 360)

Circuit Keeps Companies on Hook for CEO Graft (The Recorder)

9th Circuit Opinion in In re Chinacast Education Corp. Securities Litigation (9th Cir.)

Barclays Says Investors Won’t Detail ‘Dark Pool’ Probe (Law 360)

Shareholders Notch Gain in SEC’s New Ballot Guidelines (Wall Street Journal)

SEC Regulation Of Cybersecurity And Tech Risk Converges (Law 360)

Inside Swiss banks’ tax-cheating machinery (Wall Street Journal)

Insider Trading and Tech Buybacks (Bloomberg)

Bill Aims To Cut In-House Proceedings For SEC Violations (Law 360)

Should You Be Allowed to Invest in a Lawsuit? (NY Times Magazine)

Inside Massive Injury Lawsuits, Clients Get Traded Like Commodities for Big Money (Bloomberg)

Congress: U.S. Needs an Insider Trading Law (NY Law Journal) (remarks of SDNY U.S. District Judge Paul Engelmeyer)

Lunch with the FT: Ben Bernanke (Financial Times)

SEC Asks 2nd Circ. To Unfreeze S&P Exec’s In-House Case (Law 360)

The SEC’s ALJs: The Latest Constitutionality and Enforcement Issues (Hamilton Blog) (online presentation of SEC administrative court issues)

U.S. Chamber of Commerce Joins Chorus Pushing For Overhaul in SEC Enforcement Practices (Dechert)

Shareholders Notch Gain in SEC’s New Ballot Guidelines (Wall Street Journal)

New Rule Adds a Layer of Protection to Swaps Trades (NY Times Dealbook)

U.S. attorney aims to dismiss insider trading charges in SAC Capital Advisors case (Wall Street Journal)

U.S. Prosecutor to Drop Insider Trading Cases Against Seven (NY Times Dealbook)

Bharara Drops Steinberg Insider Trading Case After Newman Loss (Law 360)

As Valeant’s Mergers Slow, Scrutiny Intensifies (NY Times Dealbook)

SEC Announces Enforcement Results For FY 2015 (SEC Press Release) (accuracy not guaranteed)

Regulators Bring a Strange Spoofing Case (Bloomberg)

Valeant’s Shares Fall on Report’s Fraud Claim (NY Times Dealbook)

Goldman had better brace for a bruising in Tibco market cap case (Reuters)

Del. Chancery Ct. Memorandum Opinion in In re Tibco Software Stockholders Litigation (Del. Ch. Ct.) (dismissing all counts other than aiding and abetting claim against Goldman Sachs)

Has It Become Impossible to Prosecute White-Collar Crime? (Bloomberg)

Lawsuit Details How Law Firms Borrow And Pay Millions To Get Mass Tort Cases (Forbes)

Deal Litigation Lawyer: The Rules Have Changed in Delaware (Corporate Counsel)

Shareholder Activism Expert, Regulatory Critic Nominated for SEC (Wall Street Journal)

Fresh Faces At SEC Won’t Mask Political Strife (Law 360)

Where’s the Courage to Act on Banks? (Bloomberg)

The Dangerous Opacity of Modern Banking (Atlantic)

Why the Industry, and Consumers, Need a Best Practices for Financial Advisors (Think Advisor)

Loose Lips Over Ferrari’s IPO Not Enough To Derail Deal (Law 360)

NYSE Pleads for Rules to Make Hedge Funds Reveal Short Positions (Bloomberg)

Slimmer $98B Petrobras Investor Dispute Forges Ahead (Law 360)

Oil And Gas Ponzi Schemers Owe $35M To SEC, Judge Says (Law 360)

Saba Capital sued by investor over valuation practices; is SEC next? (Reuters)

SEC’s Insider Trading Suit Against Newman Draws To Close (Law 360)

The Collapse: How a top legal firm destroyed itself (New Yorker — James Stewart’s take on Dewey Leboeuf)

U.S. Justice Dept Memo Complicates Talks with Companies (Wall Street Journal)

Game changer: Confronting the new SEC whistleblower paradigm (part 3) — Practical Guidance (Inside Counsel)

SEC Enforcement Chief Looks Back Over the Past Year (Think Advisor)

Obama Taps Law Pro And Ex-Senate Aide To Join SEC (Law 360)

Dewey Mistrial Complicates SEC, Other Related Actions (NY Law Journal)

Jury in Dewey law-firm case inundated by details (Wall Street Journal)

Dewey Jurors Paint a Complicated Picture of Lengthy Deliberations (NY Law Journal)

Supreme Court Mulls Potentially Devastating Defense Against Class Actions: Surrender (Forbes)

State Limitations on Arbitration Agreements with Class Action Waivers Again before U.S. Supreme Court (National Law Review)

Chancery Leaves Goldman On The Hook In $4B Tibco Deal Suit (Law 360)

Husch Blackwell Pushes Again To End $625M RICO Suit (Law 360)

Too Many Black Marks Removed From Brokers’ Records, Group Says — Broker’s World (Wall Street Journal)

The Myth of Outside Director Liability and the Critical Importance of D and O Insurance (D&O Diary)

Credit Agricole to pay $787 million to resolve U.S. sanctions probe (Reuters)

New DOJ Actions Impact GC and Compliance Officer Roles—What Should the Board Do? (Corporate Counsel)

Sony’s Settlement With Employees Over Hacked Data Worth More Than $5.5 Million (Hollywood Reporter)

Dewey Mistrial Coverage and Comment

Marathon Dewey Deliberations End in Mistrial (American Lawyer)

Most Dewey Jurors Wanted To Acquit Davis, DiCarmine (Law 360)

Jury in Dewey law-firm case inundated by details (Wall Street Journal)

Retrial? Plea Deals? What Comes Next in the Dewey Case (American Lawyer)

Down But Not Out, Dewey Prosecutor Expected To Retry Case (Law 360)

Legal Industry Reacts to Dewey Mistrial (American Lawyer)

How The Dewey Execs Slipped The DA’s Grasp (Law 360)

Commentary: Dewey & LeBoeuf, Good Riddance (Litigation Daily)

Goldman asks 2nd Circuit to re-examine price-impact rebuttal standard (Reuters)

C.F.T.C. Accuses Chicago Trader of ‘Spoofing’ (NY Times Dealbook)

The Man Accused of Spoofing Some of the World’s Biggest Futures Exchanges (Bloomberg)

For hedge funds, a can’t-miss trade goes bust (Wall Street Journal)

CEO, Ex-Skadden Atty Settles SEC’s Insider Sales Claims (Law 360)

Money Laundering Allegations and Follow-On Securities Litigation (D&O Diary)

SEC Potentially Targets CCOs for Cybersecurity Lapses (Legal Tech News)

SEC Private Fund Study May Slow Regulatory Creep (Law 360)

SEC v. Zada: Affirming District Court’s Decision Granting Summary Judgment (Race to the Bottom)

Fund Manager Can’t Dodge SEC Asset Freeze In Hacking Case (Law 360)

New PCAOB Admissions Policy Alters The Settlement Equation (Law 360)

Defining The Undefined: What Should Be Considered Material, Nonpublic, Illegal Insider Information? (CLS Blue Sky Blog)

Foley Wins Dismissal in Case That Could Reshape Shareholder Suits (Litigation Daily)

The Paths for an Investigation of Fantasy Sports (NY Times Dealbook)

Could An FBI Investigation Of DraftKings Implicate Major League Baseball? (Forbes)

This is how the Goldman Sachs analysts who got fired were cheating (Business Insider)

How Not to Fix Fannie and Freddie (Bloomberg)

SEC Concedes Defeat In Newman Insider Trading Civil Suit (Law 360)

CFTC Enforcement Chief Bemoans Lack Of In-House Judges (Law 360)

Challenging Private Equity Fees Tucked in Footnotes (NY Times)

SEC Enforcement Actions Against Outside Directors (D&O Diary)

A Brief History Of SEC Enforcement Actions Against Directors (Law 360)

S.E.C. Releases Data on Fund Advisers (NY Times Dealbook)

SEC’s hedge fund reviews show advisors keeping trades for themselves (Market Watch)

In first of three big class action cases at SCOTUS, worrisome hints for plaintiffs (Reuters)

Class Actions in the Balance: U.S. Supreme Court Hears Oral Argument in ‘Pick-Off’ Case (National Law Review)

A Jury, Not the S.E.C. (NY Times Dealbook) (Mark Cuban continues his quest for fairness in SEC enforcement proceedings — a daunting task indeed)

New Developments in Gordon v. Verizon Communications Class Action (Straight Arrow October 16, 2015 Blog Post)

Decision by SEC ALJ James Grimes on Motion for Issuance of Subpoenas in In the Matter of Ironridge Global Partners (SEC) (ALJ James Grimes rejects subpoenas addressed to bias issues revealed in Wall Street Journal, allows respondents to learn the identity of persons interviewed by the SEC, and postpones deciding whether factual portions of notes of those interviews may be subpoenaed)

Facing Legal Challenges, SEC Proposes To Reform Administrative Proceedings (National Law Review)

Letter from National Society of Compliance Professionals to SEC Division of Enforcement Director Andrew Ceresney (seeking enforcement guidelines for actions against compliance officers: “we submit that a fundamental policy question is whether enforcement actions against compliance officers will motivate them to greater vigilance or risk a demoralizing belief that even exercising their best judgment will not protect them from the risk of a career ending enforcement action, with the result that many of the best compliance officers will choose to leave the profession rather than face the risks”)

Dewey Drama Continues as Defense Splits on Jury Endgame (American Lawyer)

Feds Accuse Sidley Lawyers of Harassing Witnesses in Petraeus-Related Suit (National Law Journal)

Putin Allies Said to Be Behind Scrutinized Deutsche Bank Trades (Bloomberg)

Hillary Clinton’s Take on Banks Won’t Hold Up (Rolling Stone)

SEC Enforcement Chief Says ‘Broken Windows’ Is Working (Law 360)

Ex-Buchanan Ingersoll, Saul Ewing Partner Lashes Out at SEC Tactics (American Lawyer)

Theranos’ board: Plenty of political connections, little relevant expertise (Fortune)

SEC Warns 11th Circ. Against Making Split On In-House Court (Law 360)

Newman, Chiasson Say High Court Pass Should End SEC Suit (Law 360)

A Divided Supreme Court Resumes Class Action Scrutiny (National Law Journal)

Tweaking the “Home Court” Rules for SEC Administrative Proceedings (CLS Blue Sky Blog)

What Is Glass-Steagall? The 82-Year-Old Banking Law That Stirred the Debate (NY Times)

On the Future of Partial FCPA Cooperation (Corporate Crime Reporter)

Lessons from the $148 Million Fraud by Dole’s GC and CEO (Corporate Counsel)

Prosecution of Corporate Crime Has Plummeted Under Obama Administration: Report (Int’l Business Times)

Employer Takeaways From SEC v. Huang (Law 360)

Idealism That May Leave Shareholders Wishing for Pragmatism (NY Times Dealbook)

Recent Reflections Of Heightened Class Ascertainability (Law 360)

Consequences of Justice Powell’s Slippery Slope in ‘Dirks’ (NY Law Journal)

Dell Will Issue a Lot of Not-Quite-Stock to Pay for EMC (Bloomberg)

Ernst & Young Confronts Madoff’s Specter in Trial Over Audits (Bloomberg)

Newman’s Domino Effect: 12 Cases On Edge After Cert. Denial (Law 360)

Supreme Court Asks if Class-Action Lawyers Can Lose by Winning (Wall Street Journal)

Could HFTs Benefit from a Cancellation Tax? (Mechanical Markets)

Transcript of Del. Chancery Court Hearing in Aruba Networks Stockholder Litigation (Vice Chancellor Laster goes after disclosure-only settlements in merger cases)

Game Over?: Del. Chancery Court Rejects Disclosure-Only Settlement in H-P/Aruba Networks Merger Objection Lawsuit (D&O Diary)

SEC readies clawback rules for punishing bad accounting (Wall Street Journal)

Brokers, Advisors, and the Fiduciary Standard (CLS Blue Sky Blog)

Exception to Attorney-Client Privilege in Shareholder Suits (Harvard Law School Forum on Corporate Governance and Financial Regulation)

The Laws of Adaptation (Harvard Law Today) (“Change is coming to the legal profession—whether attorneys like it or not”)

Important Changes To The Federal Rules Are Almost Here (Burr Forman)

Dewey Jury Nears Breaking Point As Mistrial Looms (Law 360)

U.S. examines Goldman Sachs role in 1MDB transactions (Wall Street Journal)

Why Can’t I Tell Who’s Good Anymore? (Above the Law)

Consumer Financial Protection Bureau puts arbitration in the cross-hairs (Nixon Peabody)

SEC Fine Could Lead To Limits On Structured Note Offerings (Law 360)

SEC Scores Partial Win, Smaller Fines Against E-Smart Execs (Law 360)

Another suicidal board? How DuPont’s directors failed Ellen Kullman (Fortune)

SEC Prepares Civil Charges Against Mondelez in Cadbury Probe (Wall Street Journal)

Bristol-Myers Settlement: A Strong Warning To Joint Venturers (Law 360)

Dewey Execs Escape More Charges Amid Jury Confusion (American Lawyer)

Dewey & LeBoeuf Leaders Cleared of Some Charges; Jury Deadlocked on Others (NY Times Dealbook)

UBS settles U.S. SEC case over structured notes for $19.5 mln (Reuters)

Taking Measure of Volkswagen’s Cooperation (NY Times Dealbook)

Solution Without a Problem? A Tax on High-Frequency Trading  (NY Times)

SEC Trims Use of In-House Judges (Wall Street Journal)

Ex-CEO Challenging SEC Court Asks 7th Circ. For Rehearing (Law 360)

Petition for Rehearing En Banc in Bebo v. SEC (7th Cir.)

SEC Wins Summary Judgment In Two Fraud Actions (SEC Actions)

Navigating The Dangerous Waters of CFPB Enforcement (CFO.com)

Cheniere Energy Exec Hit With SEC Insider Trading Suit (Law 360)

A judge has rejected an H-P settlement with shareholders over the Aruba merger (Wall Street Journal)

Chancery Blasts Disclosure-Only Deal In HP Merger Suit (Law 360)

H-P Ruling Strikes Blow Against Merger Litigation (Blog Pvan)

Delaware Affirms The Power Of A Stockholder Majority (Law 360)

Del. Supreme Court Decision in Corwin v. KKR Financial Holdings (Del. Sup. Ct.)

Liberal group that boosts Obama goes after his SEC chair (Politico)

Mary Jo White has earned a B- as SEC chairwoman (Investment News)

The Big Banks Need to Be Broken Up (Newsweek)

Where Fantasy Sports Meets Stock Market Scams (New Republic)

SEC Offers To Remove Industry Bans After DC Circ. Ruling (Law 360)

SEC Settles Prop Trading Spoofing Case (Broke and Broker)

Why the SEC’s Proposed Changes to Its Rules of Practice Are Woefully Inadequate — Part I (Straight Arrow October 8, 2015 Blog Post)

SCOTUS Declines Petition on Insider Trading Ruling (Harvard Law School Forum on Corporate Governance and Financial Regulation)

SEC Allows Briefing on Constitutional Challenge to ALJ Appointment (Hamilton Blog)

FBI Agent Reveals Insider Trading Investigation Tactics (Value Walk)

SEC Grants Too Many Confidential Treatment Requests, Critics Say (Institutional Investor)

Why Free Markets Make Fools of Us (NY Review of Books)

These Are the Juiciest Nuggets From Bill Gross’s Lawsuit Against Pimco (Bloomberg)

Appellate Panel Rejects Private Right of Action for Broker-Dealer Rule (Hamilton Blog)

Harris v. TD Ameritrade 6th Circuit Opinon (6th Circuit) (ruling that there is no private cause of action under SEC Rule 15c3-3)

5 Things About Hillary Clinton’s Wall Street Rules of the Road (Wall Street Journal)

How Hillary Clinton Would Regulate the Too-Big-to-Fail Banks (NY Times)

Clinton Pledges To Undo Insider Trading Decision (Law 360)

My plan to prevent the next financial crash (Hillary Clinton in Bloomberg)

Hillary Clinton Calls for Breaking Up ‘Too Risky’ Financial Firms (Bloomberg)

Deutsche Bank Forecasts a Loss of Nearly $7 Billion, Taking an Array of Charges (NY Times Dealbook)

Access to Internal Investigation Records by Shareholders (D&O Diary)

Advocacy groups want SEC chair out of vote for auditor watchdog (Reuters)

Harvard, Goldman Sachs, venture capital…fugitive (Wall Street Journal)

NY Trading Firm Pays $1M To End SEC Spoofing Claims (Law 360)

Ponzi Suspect’s 17 Accounts Raise Questions Over Bank Safeguards (Bloomberg)

Why Do High-Frequency Traders Cancel So Many Orders? (Bloomberg)

The SEC’s FCPA Settlement with Hitachi Underscores the Importance of Robust Anti-Corruption Procedures (Paul Weiss)

Merits Brief of Appellee Gray Financial in Gray Financial v. SEC (11th Cir.)

11th Circ. Won’t Lift Order Blocking SEC In-House Suit (Law 360)

11th Circuit Order in Gray Financial v. SEC (11th Cir.)

Bill Gross is still mad at Pimco (Bloomberg)

Bill Gross sues Pimco for breach of contract (Wall Street Journal)

Denial of Cert in Newman: Looking Forward (Arnold & Porter)

Newman Denial Clears Way For IBM Insider Trading Trial (Law 360)

Bharara Says He Wasn’t Surprised By Newman Cert. Denial (Law 360)

SEC Needs to Move on Fiduciary Rule, Ex-Chiefs Say (Think Advisor)

News Corp. Hacking Suit Lacks NY Connection, Judge Says (Law 360)

Is There Liability For Retaliation When You Don’t Hire That Whistleblower? (Corporate Counsel)

Delaware Supreme Court Finds That Fully Informed Stockholder Vote Approving Merger Invoked Business Judgment Rule (Potter Anderson)

Delaware Supreme Court Affirms Business Judgment Rule in Third-Party Mergers Approved by Disinterested Stockholders (Covington Burling)

Dewey Execs Face A Tougher Path To Victory With The SEC (Law 360)

Dewey Prosecution May Be Tripped Up By Charge-Heavy Trial (Law 360)

Observers Say Partial Dewey Verdict Is Good Sign for Defense (NY Law Journal)

SEC Finds That Blackstone Charged Too Many Fees (Bloomberg)

Big Business wants to kill CFPB’s anti-arbitration rule. Here’s the game plan. (Reuters)

Senate Democratic Inquiry Targets Banks, Wall Street Settlements (Wall Street Journal)

Jury Clears Dewey & LeBoeuf Execs on Multiple Counts (American Lawyer)

Dewey Execs Acquitted On Some Charges, Jury Stuck On Others (Law 360)

Blackstone to Pay $39 Million Over Fee Disclosures (NY Times Dealbook)

The SEC and the DOJ still don’t get it (Mark Cuban)

Wall Street’s Compliance With Settlements Probed by Top Democrat (Bloomberg)

Sue the bank? You may get your shot (Wall Street Journal) (CFPB considering rules to bar arbitration clauses in bank customer contracts)

Jury Deadlocked in Dewey & LeBoeuf Criminal Trial (American Lawyer)

SEC Enforcement Appeals Insider Trading In-House Loss (Law 360)

Division of Enforcement’s Petition for Review in In re Bolan and Ruggieri (SEC)

Scandal Erupts in Unregulated World of Fantasy Sports (NY Times)

Criminalizing the second oldest profession, part 1: Foreign Corrupt Practices Act (FCPA) (Inside Counsel)

SEC Hits Former OCZ CEO With Accounting Fraud Suit (Law 360)

Why Elizabeth Warren is going after this man (Fortune)

In Ben Bernanke’s Memoir, a Candid Look at Lehman Brothers’ Collapse (NY Times Dealbook)

15 Lines That Capture The Newman Case, From Start To End (Law 360)

Husch Blackwell On Hook In Client’s Fraud, Investors Say (Law 360)

Fantasy Sports Companies Probed by New York Attorney General (Bloomberg)

New York Attorney General Examining Private Equity Firm’s Mortgage Business (NY Times Dealbook)

Bank of America Conflict Case Could Put a Chill on Wall St. (NY Times Dealbook)

In Praise of the Dead (Investors) (Morningstar)

Insider Trading, Newman And Der Prozess (National Law Review)

Feds To Rethink Insider Trading Strategy After Newman Snub (Law 360)

Supreme Court Declines To Consider Second Circuit’s Landmark Insider Trading Ruling (Paul Weiss)

Lawyers Weigh In On Supreme Court’s Newman Rejection (Law 360)

Six former brokers stand trial over Libor (Wall Street Journal)

Lehman Ruling Offers Much-Needed Guidance On ‘Loss’ (Law 360)

Supreme Court derails Bharara’s Wall St. crusade (NY Post)

Del. High Court Reverses Sanchez Demand-Futility Dismissal (Law 360)

Lynn Tilton, Patriarch Partners Sued Over Investor Losses (Law 360)

Insider-Trading Cases Imperiled as U.S. Supreme Court Spurns Appeal (Bloomberg)

Is Judge Shopping a Crime? Should It Be? (Huffington Post) (on SDNY federal prosecutors maneuvering to get cases assigned to specific judges)

Are Activist Investors Helping or Undermining American Companies? (Wall Street Journal)

Justices Aren’t Interested in Insider Trading Case (Bloomberg) (excellent discussion about why the Newman decision provides some protection for professional traders who obtain nonpublic information as part of their jobs, but not most average insider traders, which is exactly what Dirks v. SEC was all about)

Rest In Peace Newman – So Will The Government Lay Down in Salman? (National Law Review) (no chance; as we’ve written before, the Salman facts are wayyy different and explain the different result — see In U.S. v. Salman, Judge Rakoff Distinguishes Newman in 9th Circuit Opinion Affirming Insider Trading Conviction)

High Court Lets Circuit Ruling on Insider Trading Stand (NY Law Journal)

Constitutional Challenges to S.E.C.’s Use of In-House Judges (NY Times Dealbook)

Did the Supreme Court Just Rewrite Preet Bharara’s Legacy on Wall Street Crime? (Bloomberg)

Supreme Court Rejects Newman Insider Trading Appeal (Law 360) (for the reasons why, see Supreme Court Filings in U.S. v. Newman and Chiasson Leave Serious Doubts on Grant of Certiorari)

Supreme Court Denies DOJ Appeal on Insider-Trading Prosecutions (Wall Street Journal)

Supreme Court Denies Request to Hear Insider Trading Case (NY Times Dealbook)

Ex-CEO who challenged SEC in-house court must pay $4.2 million (Reuters)

SEC Judge Says Ex-Nursing Home CEO Owes $4.2M For Fraud (Law 360)

Initial Decision by ALJ Cameron Elliot in In the Matter of Laurie and John Buono (SEC)

Ben Bernanke: More bankers deserved to be jailed for financial crisis (Fortune)

Mary Jo White’s record scrutinized by critics and supporters (Investment News)

Supreme Court Takes Case Accusing RJ Reynolds Of Vast Money-Laundering Scheme (Forbes)

Policy Makers Skeptical on Preventing Financial Crisis (NY Times Dealbook)

SEC’s ‘broken windows’ policing of Wall Street ‘deeply flawed’ or necessary? (Guardian)

SEC Commissioners Unite In Prodding Chairman White (Wall Street Journal)

VW’s Diesel Was A Creation Of EU Regulators (Forbes)

CFTC Muscles Its Way To New Regulatory Turf (Law 360)

Audit Firm Watchdog Scores First Admission Of Wrongdoing (Law 360)

U.S. Supreme Court’s business docket targets class actions (Reuters)

Disclosure-Only Settlements Face Continued Scrutiny (Law 360)

Class Actions Teed Up for the Supreme Court’s New Term (Corporate Counsel)

Leveling the Playing Field or Protecting Its Turf? SEC Proposes Amendments to Rules Governing Administrative Proceedings (Venable)

The Newman-Chiasson Insider Trading Case Not On SCOTUS Review List (Forbes) (denied petitions for certiorari not yet published, but cert. was not granted in Newman case in first S. Ct. session)

Dissenting Opinion of Commissioners Gallagher and Piwowar in In the Matter of Raymond J. Lucia Companies, Inc. (SEC) (finding aspects of the majority opinion “rulemaking by opinion” and expressing the view that an Article III court should decide constitutionality issues about the SEC’s administrative law judges) (“It is appropriate to use a consistent, assumed inflation rate when comparing the results among portfolios.  Moreover, we find troubling the majority opinion’s holding that, notwithstanding the disclosure that the scenarios were determined using assumed 3% inflation, the slideshow presentation was nonetheless fraudulent because a backtest must use historical inflation rates.  . . .   [T]he test for materiality is an objective, not subjective, test of the reasonable investor.  Given the clear disclosure of the inflation rate assumptions in the slideshow presentation, we find that a reasonable investor would not have believed that actual historical rates of inflation were used in the backtests.  Finally, the respondents have raised important issues with respect to whether the administrative law judge overseeing the proceeding was appointed in a manner consistent with the Appointments Clause of the Constitution. Even though the Commission is free to express its views on Constitutional issues, we recognize and believe it is appropriate that Article III federal judges ultimately resolve this issue.”)

U.S. top court to decide if EU countries can sue R.J. Reynolds over money-laundering (Reuters) (Supreme Court to decide if foreign plaintiffs can bring civil actions in U.S. courts under RICO for alleged predicate acts occurring outside the U.S.)

U.S. Supreme Court Takes up Racketeering Case with a Wide Reach (Wall Street Journal)

The Only Banker Sued for the Housing Crisis Prepares Her Appeal (Bloomberg)

These Activists Are Making Life Miserable for SEC, Wall Street (Bloomberg)

Questions about leak at Federal Reserve escalate to insider-trading probe (Wall Street Journal)

SEC Halts Alleged $32M Amber Mine Pyramid Scheme (Law 360)

True ‘Lehman Moments’ Must Clear These Hurdles (Bloomberg)

Split In The Circuits Widens As Jarkesy Challenges SEC (Broke and Broker)

U.S. States Jumping Into Investigation of VW Emissions Deception (NY Times)

Merrill Lynch On Its Own In Suit Over $690M Zale-Signet Deal (Law 360)

JPMorgan Beats Bulk Of $8.6B Lehman Collapse Suit (Law 360)

The Problems With SEC’s Cybersecurity Approach (Law 360)

Wall Street banks to pay $1.86 billion in credit derivatives settlement (Wall Street Journal)

Delaware court told bad policy to hold bankers liable in M&A (Reuters)

Securities Claims Based on Item 303 of Regulation S-K: It Just Doesn’t Matter (D & O Discourse)

Golfers Can’t Get Newman Mulligan In Insider Trading Case (Law 360)

CEOs Ask Congress to Put Materiality Back Into Securities Laws (Wall Street Journal)

Ex-Barclays traders facing UK Libor charges may pursue U.S. fee case (Reuters)

SEC Brings Enforcement Actions Against Underwriting Firms (Corporate Crime Reporter)

U.S. securities regulator expands use of powerful software: source (Business Insider)

SEC Settles Charges of Noncompliant Trading with Latour (Wall Street Journal)

A high-speed trading firm deleted some code by accident (Bloomberg)

Board’s Knowledge Key To 2nd Circ. ‘London Whale’ Appeal (Law 360)

Thinking About Directors’ Duties and Directors’ Liabilities (D&O Diary)

Federal Appeals Court Calls Whistleblower Case Quite Silly (Broke and Broker)

JPMorgan ordered to face London Whale class action in U.S. (Reuters)

Disgraced plaintiffs’ lawyer Gary Friedman on why his leaks shouldn’t topple the largest antitrust settlement in U.S. history (Reuters)

Hedge Funds Devise Trades to Benefit From ETFs’ Woes (Wall Street Journal)

Delaware court considers ‘sea change’ on banker liability in M&A (Reuters)

How The Indirect Holding System Affects Investor Suits (Law 360)

The Yates Memo: What Companies Need to Know (Law.com)

SEC Moves in the Right Direction with Proposed Amendments to Rules Governing Administrative Proceedings, but the Changes Do Not Go Far Enough (Gibson Dunn)

Firm Sanctioned for Conduct in Deposition (NY Law Journal)

It’s sleazy, it’s totally illegal, and yet it could become the future of retirement (Washington Post)

The 3 Biggest Blunders With Attorney-Client Privilege (Law 360)

A Lack of Consensus on Corporate Governance (NY Times Dealbook)

Five Advantages to Section 18 of the Securities Act – A New Weapon for Institutions (Mintz Levin)

Court Says There is no Private Cause of Action to Create an SEC Whistleblower Award (JDSupra)

U.S. Court Dismisses Foreign Residents’ Foreign-Law Claims Arising from Securities Purchased on U.S. Markets (Proskauer)

How Congress Helped Save Goldman Sachs From Itself (Bloomberg)

At Dewey & LeBoeuf Trial, More Questions Than Answers (American Lawyer)

Dewey Jurors Stuck In Mud, But Judge Has Little Recourse (Law 360)

SEC Fines Investment Adviser — a Victim of a Cybersecurity Breach — for Failing To Adopt Written Policies and Procedures Reasonably Designed To Protect Customer Records and Information (Sullivan Cromwell)

D.C. Circuit Joins Seventh Circuit in Rejecting Court Challenges to Pending SEC Administrative Enforcement Proceedings (Proskauer)

DC Circ. Nixes Radio Host’s Challenge To SEC In-House Court (Law 360)

Appeals Court upholds SEC power to resolve cases in-house (Washington Post)

U.S. appeals court backs SEC’s use of in-house trials (Reuters) (D.C. Circuit rules it lacks jurisdiction to hear Jarkest challenge to SEC administrative forum in Jarkesy v. SEC)

Jarkesy v. SEC DC Circuit Opinion (DC Circuit)

Omnicare in Action: City of Westland Decision Demonstrates Meaningful Pleading Bar to Opinion Statement Liability (Gibson Dunn)

Insider Trading and Administrative Courts – More on Two Hot Topics That Have Now Converged (National Law Review)

Puffed-Up SEC Stats Fail To Truly Grade Enforcement Efforts (Law 360)

As Banks Retreat, Private Equity Rushes to Buy Troubled Home Mortgages (NY Times Dealbook)

SEC Charges 5 For Insider Trading On Gilead Acquisition (Law 360)

Sometimes Companies Meet With Their Owners (Bloomberg) (When are discussions between corporate executives and shareholders permitted? “U.S. securities law is built around the concept of ‘materiality,’ but there is no actual concept there.  Companies must disclose ‘material’ information broadly but can do whatever they want with “immaterial” information, and there is no clear distinction between the two.  ‘Material’ information is just, unhelpfully, information that a reasonable investor would consider significant.”)

SEC’s Regulatory Action Against R.T. Jones: Did the Other Cybersecurity Shoe Just Drop? (D&O Diary)

Ex-SEC head blasts U.S. lawmakers for not backing Labor Dept. rule (Reuters)

SEC Attempts To Address Due Process Concerns (Law 360)

SEC Proposes To Amend Its Rules Governing Administrative Proceedings (Schiff Harden)

A Small Step in Changing S.E.C. Administrative Proceedings (NY Times Dealbook)

SEC Court To Get Face-Lift, But Attys Still See The Wrinkles (Law 360)

SEC Proposes Changes to Admin Forum (Burr Forman)

Rarely enforced SEC rules may give green light to earnings manipulation (Market Watch)

The Challenge of Misplaced Whistleblower Incentives (NY Law Journal)

SEC Financial Reporting and Auditing Enforcement Review (2014 and 2015 1st Half) (Holland & Hart)

Delaware Supreme Court Addresses Standard of Review for Board’s Consideration of Stockholder Demand (Delaware Corporate & Commercial Litigation Blog)

Abacus Federal Savings Bank and the Dangers of Cooperation Without Representation (NY Law Journal)

How To Ruin A Wall Street Career For $168,000: Michael Glickstein And Barnes & Noble (Forbes)

D&O Fee Advancement Lessons from American Apparel (Law 360)

U.S. companies quicker to give board seats to activists (Reuters)

S.E.C. Turns Its Eye to Hidden Fees in Mutual Funds (NY Times)

The growing role of the insurance compliance officer (Reuters)

Goldman Sachs Investors Win Class Cert. In Abacus Case (Law 360)

The Governance Implications of DOJ’s New Corporate Conduct Enforcement Guidelines (CLS Blue Sky Blog)

Reading the DOJ’s Tea Leaves for Tougher White-Collar Enforcement (Corporate Counsel)

Gates Foundation Sues Petrobras, PwC For Securities Fraud (Law 360)

Macau billionaire jailed in U.S. subpoenaed in foreign bribery probe (Reuters)

High-Frequency Trading Suit Appealed To 2nd Circ. (Law 360)

SEC Can’t Pause Order Blocking In-House Court Proceeding (Law 360)

Federal Judge Delivers Another Blow to SEC’s In-House Court (Wall Street Journal)

Order Denying SEC Stay Motion in Gray Financial Group v. SEC (N.D. Ga.)

SEC Proposes Amended Rules of Practice in Recognition of Unfair Procedures (Straight Arrow Sept. 24, 2015 Blog Post)

SEC gives ground on judges (Wall Street Journal)

SEC Proposes Amendments to Rules Governing Administrative Proceedings (Proskauer)

SEC Proposes To ‘Modernize’ In-House Court (Law 360)

SEC proposes reforms to in-house trials on heels of criticism by defense bar (Reuters)

SEC Proposes to Amend Rules Governing Administrative Proceedings (SEC press release) (15 months after GC Anne Small acknowledged the existing Rules of Practice were archaic, SEC issues proposed amended rules for notice and comment)

Proposed amendments to SEC Rules of Practice (SEC)

Constitutional Challenges to SEC’s Administrative Courts Gain Momentum (Davis Polk)

Ten Things Class Action Practitioners Need To Know About Potential Amendments To Federal Rule Of Civil Procedure 23 (Mayer Brown)

SEC Ends Pursuit Of Ex-Wells Fargo Worker Who Altered Docs (Law 360) (ALJ Cameron Elliot’s decision not to sanction respondent because violation was not egregious will not be appealed to the Commission)

SEC Beats Newman Shield In Level Global Insider Trading Row (Law 360) (“The court is not convinced that, at least as applied to this case, Newman is as radical a change as Megalli suggests,” Judge Totenberg wrote. “Newman has made waves, but the court is not convinced it is a total sea change.”)

Order in SEC v. Megalli (N.D. Ga.)

SEC Says Newman Doesn’t Apply To Golfing Pals’ Tipping (Law 360)

Wall Street Said to Win Lucrative Concession in Derivatives Rule (Bloomberg)

Fifth Amendment protects passcode on smartphones, court holds (Washington Post)

SEC Wins Insider Trading Trial Against Ex-Philips Exec, Broker (Law 360)

Panda Express’s life coach may have overshared a bit (Bloomberg)

SEC Dubs Bid To End Bank Freeze ‘Desperate’ In EB-5 Row (Law 360) (Is the asset freeze imposed at the SEC’s request protecting or harming investors?  Rhetoric won’t answer that question; the judge must delve into the facts to make sure that the SEC’s “relief” is not causing harm to investors)

Schadenfreude is Bad Public Policy (Above the Law)

New Policy On White Collar Prosecution Risks Scapegoating (Cato Institute)

SEC charges NY firm over misleading Barnes & Noble offer (Reuters)

SEC Again Rejects Constitutional Challenges to Administrative Enforcement Proceedings (JD Supra)

Study by law professor says U.S. SEC pads enforcement statistics (Reuters)

SEC Puffs Up Enforcement Stats, Study Finds (Law 360)

Reporting Agency Performance – Behind the SEC’s Performance Statistics (Cornell Law Review)

How to Avoid Run-ins with State AGs, the New Cops on the Block (Corporate Counsel)

The Potential Criminal Consequences for Volkswagen (NY Times Dealbook)

The New Bond Market: Regulators Scramble to Keep Up (Wall Street Journal)

Stock Tipper Can’t Nix SEC Settlement After Newman (Law 360)

Magistrate Order Denying Relief in SEC v. Holley (D. N.J.)

Preparing for a Cyber Caremark Lawsuit: Lessons from the Home Depot Derivative Complaint (D&O Diary)

SEC Sues Trio For Insider Trading Over PF Chang’s Deal (Law 360)

Super Bowls and fine wine: Documents offer peek into world of Dow CEO (Reuters)

SEC Can’t Get Ex-Analysts’ Passwords In Insider Trading Suit (Law 360)

Volkswagen Could Use a Bank-Style Clawback of Pay (NY Times Dealbook)

Critics of Free Market Shouldn’t Overreach:Markets aren’t perfect, but behavioral economics has its biases, too (Wall Street Journal)

Why RBS may pay small firms it allegedly ruined (Reuters)

Are Companies Succumbing to Shareholder Pressures? (Huffington Post)

SEC Rejects Constitutional Claims Over In-House Court  (Law 360)

SEC orders Atlanta’s Timbervest to pay $585,000 (Atlanta Business Chronicle)

SEC Opinion on Petition for Review in In re Timbervest LLC (SEC) (Commission rejects constitutional challenges to administrative proceeding and approves sanctions)

BP Deepwater Plaintiffs Ask 5th Circ. To Rethink Denied Cert. (Law 360)

5th Circ. Takes Risk Out Of ‘Materialization Of The Risk’ (Law 360)

U.S. Justice Official Addresses Criticism Over Individual Targeting (Wall Street Journal)

Trinity Wall Street Files Cert Petition: Will SCOTUS Delve Into The “Ordinary Business Operations” Exclusion For Shareholder Proposals? (JDSupra)

Why the Supreme Court might not hear a crucial insider trading case (Fortune) (Basically, restating Straight Arrow’s analysis in Supreme Court Filings in U.S. v. Newman and Chiasson Leave Serious Doubts on Grant of Certiorari)

Volkswagen’s Chief in the Vortex of the Storm (NY Times Dealbook)

2nd Circ. Won’t Budge On Insider Trading Forfeiture (Law 360)

2d Circuit Affirmance of Forfeiture Order in Jiau Case (2d Cir.)

SEC Files Its First Cybersecurity Enforcement Action (SEC Actions)

Developer Begs For End To Bank Freeze In $136M EB-5 Case (Law 360)

Former Fannie Mae Execs Escape With Mild Spanking (Hamilton Blog)

SEC takes aim at risk in asset management (Wall Street Journal)

U.S. states order return of $400 million to investors for 2014 (Reuters)

SEC Hits Investment Firm With $75K Fine For 2013 Data Breach (Law 360)

SEC Flexes Its Accounting Fraud Enforcement Muscles (Law 360)

Banks want equity research analysts to earn their keep (Bloomberg)

Wall Street Cracks Down on Free Sharing of Analysts’ Notes (Bloomberg)

Russia Now Monitors Speed Traders for ‘Unscrupulous’ Behavior (Bloomberg)

The Risk of a Billion-Dollar Valuation in Silicon Valley (NY Times Dealbook)

Mocking the SEC’s missing man (Wall Street Journal)

‘Call Us,’ DOJ’s Leslie Caldwell Tells White-Collar Bar (National Law Journal)

Bank of America Shareholders Allow Chief to Keep Chairman Post (NY Times Dealbook)

8-K Gap: Next Big Thing In Insider Trading Enforcement? (Law 360)

Are Fake Product Reviews or Facebook “Likes” Securities Fraud? (Business Law Prof Blog)

Justice Dept. Names Chen to Controversial Compliance Counsel Post (Corporate Counsel)

The New SEC Enforcement Initiative (SEC Actions)

So, is Bridge a sport? U.K. fans of the card game say yes (Wall Street Journal)

Ex-Fannie Mae Execs Strike Deal To Exit SEC Fraud Suit (Law 360) (Subprime SEC case against 2 individuals dies with a whimper.  Highly unusual settlement for the SEC involving no court injunction, only undertakings by the defendants, and made with the defendants continuing to dispute the allegations, rather than “without admitting or denying.”  Hence, the unusual post-settlement statement by counsel that his defendant “did not do anything wrong.”)

U.S. SEC settles with two ex-Fannie Mae executives, but not ex-CEO (Reuters)

Unusual So-Ordered Stipulation of Settlement Between SEC and Two FNMA Defendants (SDNY)

S.E.C. and First Eagle Investment Reach $40 Million Settlement (NY Times Dealbook)

Judge proves ally to government on insider-trading ruling (Wall Street Journal)

Critics Rip GM Deferred Prosecution Agreement in Engine Switch Case (Corporate Crime Reporter)

Many Messages in the G.M. Settlement (NY Times Dealbook)

SEC Won’t Slow Down Post-Newman, GC Says (Law 360)

Delaware Judge Tells Plaintiff Lawyers: The M&A ‘Deal Tax’ Game Is Over (Forbes)

SEC Gets Big Break in Macedonia Corruption Case (Wall Street Journal)

SEC Nets $40M In 1st Case Out Of Mutual Fund Probe (Law 360)

SEC Sanctions Senior Executives Of Failed Clearing Broker (JDSupra)

Backstabbing in Washington: The Curious Case of the PCAOB (CLS Blue Sky Blog)

Compliance officer fines spur debate over U.S. SEC tactic (Reuters)

How rules on financial advisers are set to get tougher (Wall Street Journal)

Delaware: Time’s Up for Disclosure-Only Settlements in Merger Objection Suits? (D&O Diary)

Will crackdown on disclosure-only deals push M&A litigation out of Delaware? (Reuters)

Del. Opinion Spells An End To Disclosure-Only Settlements (Law 360)

Del. Judge OKs Riverbed Deal, Warns Standards May Change (Law 360)

SEC Hit with Double Whammy Rulings Barring It from Commencing Challenged Administrative Proceedings (Straight Arrow Sept. 18, 2015 Blog Post)

How To Rig LIBOR (Bloomberg) (the way Libor is computed is meant to avoid manipulation; see if you can do it)

U.S. Appellate Court Puts Hold on Action Against Lynn Tilton (NY Times Dealbook)

Vote Will Test Accountability of Bank of America’s Board (NY Times Dealbook)

2nd. Circ. Orders SEC To Pause Tilton In-House Case (Law 360)

U.S. appeals court halts SEC fraud case against financier Tilton (Reuters)

“Deflategate” Judge Urges SEC to Investigate In-House Tribunal (Wall Street Journal)

Judge Keeps Block On SEC In-House Case Against S&P Exec (Law 360)

Decision and Order in Duka v. SEC (SDNY Judge Richard Berman) (denying SEC application to stay preliminary injunction against the Duka administrative proceeding)

SEC’s Home Court Loss Undermines DOJ’s Newman Argument (Law 360)

Hedge Fund Manager Denies Trading On Stolen Releases (Law 360)

2nd Circ. Judge Presses SEC To Stay Tilton In-House Case (Law 360)

Courts Hear Two Challenges to Authority of SEC ALJs (NY Law Journal)

SEC Fights on Two-Court Front to Defend its In-House Judges (Bloomberg)

SEC Chair Faces New Conflict Claims Over Husband’s Legal Work (Bloomberg)

Mark Cuban Joins Increasing Clamor Against SEC Administrative Proceedings (Hamilton Blog)

The Unraveling of Tom Hayes Part Five: The Trial (Wall Street Journal)

SEC drops Onyx insider trading lawsuit against Dubai men (Reuters)

Duka Judge Eyes Stay Pending Result Of Tilton-SEC Appeal (Law 360)

SEC tells Senate committee bill would handcuff its investigations (Market Watch)

SEC says probes hindered by lack of access to stored emails (Reuters)

Ex-Simpson Thacher Lawyer is Last Holdout in Insider Trading Case (American Lawyer)

Del. Justices Won’t Answer 2nd Circ.’s ‘London Whale’ Query (Law 360)

Circuit Faults Definition of Class in Bond Dispute (NY Law Journal)

5 Questions About DOJ’s Individual Prosecution Push (Law 360)

SEC Nemesis Mark Cuban Strikes Again—But on the Wrong Side (Law.com)

Unlike SEC, FTC makes quick fix to ward off ALJ constitutional challenges (Reuters)

FTC Order denying motion to dismiss and nevertheless, “purely as a matter of discretion,” “ratifying” the ALJ’s appointment in an attempt to negate any possible Appointments Clause argument

S.E.C. Judge May Have Weakened Justice Dept. Stance in Insider Trading Case (NY Times Dealbook) (noting, as did our post below, that the ALJ in the Ruggieri case undercut government arguments in the Newman cert. petition, while also showing that the ALJS do, at times, rule against the SEC staff))

SEC ALJ Jason Patil Stings Enforcement Division with Dismissal in Ruggieri Case (Straight Arrow Sept. 15, 2015 Blog Post)

4 Takeaways From The SEC’s Latest In-House Loss (Law 360)

The Unraveling of Tom Hayes Part Four: The Waiting Game (Wall Street Journal)

Mark Cuban Latest Fight With SEC: In-House Judges (Wall Street Journal)

Mark Cuban argues that U.S. SEC in-house trials hurt defendants’ rights (Reuters)

Mark Cuban Amicus Brief in Hill v. SEC (11th Cir.)

Having the Last Word on the Last Word: SEC Says Its ALJs are “Mere Employees” (Orrick)

Push to Boost Audit Committee Disclosures Encounters Skeptics (Wall Street Journal)

Winning the Securities Litigation Damages Battle After Losing the Liability War (D&O Diary)

Inside These Hedge Funds, a Smaller Hedge Fund Just for the Boss (Bloomberg)

The lessons of Lehman, learned and unlearned (Washington Post)

Hedge Fund Adviser’s Cert Petition Cites Federal-State Conflicts on Fiduciary Duty, Seller Liability (Hamilton Blog)

DOJ Must Prove Commitment to Ending ‘Too Big to Jail’ (American Banker)

SEC and DOJ Hacking Prosecutions Highlight SEC’s Increased Interest in Cybersecurity Risks (JDSupra)

Insiders Beat Market Before Event Disclosure: Study (Wall Street Journal)

The 8-K Trading Gap (study showing insiders benefit from pre-disclosure trading) (“When a significant event occurs at a publicly traded company, federal law requires the firm to disclose this information to investors in a securities filing known as a Form 8-K. But the firm need not disclose immediately; instead, SEC rules give companies four business days after the event occurs within which to file an 8-K.  These rules thus create a period during which market-moving information is known by those inside the firm but not most public-company investors — a period we call the ‘8-K trading gap.’  In this Article, we study how corporate insiders trade their company’s stock during the 8-K trading gap. . . .  We identify systematic abnormal returns of 42 basis points on average, per trade, from trades by insiders during the 8-K gap.”)

When Judges Rely on Their Own Online Research (National Law Journal)

Judge Notes ‘Irony’ Of SEC Stance On In-House Court Spat (Law 360)

Order by Judge Richard Berman in Duka v. SEC (SDNY)

‘Big Short’ Adviser Challenges SEC Court Again At 2nd Circ. (Law 360)

Chau 2d Circuit Reply Brief in Chau and Harding Advisory v. SEC (2d Cir.)

Appeal by ‘Diva of Distressed’ spotlights SEC in-house court (Reuters)

Facebook Says Nasdaq IPO Deal Must Block Repeat Damages (Law 360) (fighting over terms of key bar order to protect non-settling parties)

Full DC Circ. Won’t Review SEC Market Rigging Case (Law 360)

The Unraveling of Tom Hayes Part Three: The U-Turn (Wall Street Journal)

In re Dole Food Co., Inc.; A Going-Private Primer (Baker Hostetler)

What Questions Executives Should Be Asking About Their D&O Insurance Following The New DOJ Policies Issued Last Week (Mintz Levin)

Deputy Attorney General Requires Corporations Seeking Cooperation Credit to Tell Prosecutors Who the Criminals Are (Kramer Levin)

The Dewey Trial Report: Finger-Pointing And Final Pleas (Law 360)

Hellas Noteholders Trustee Can Tweak $565M PE Scheme Suit (Law 360)

Chancery Confirms Director Primacy In Delaware (Law 360)

SEC not entitled to deference in State Street fraud appeal – law prof (Reuters) (an issue of major consequence on the scope of section 10(b) that’s been flying under the radar; see SEC Majority Argues for Negating Janus Decision with Broad Interpretation of Rule 10b-5 and New, Thorough Academic Analysis of In re Flannery Shows Many Flaws in the Far-Reaching SEC Majority Opinion)

SEC Loses Insider Trading Case On Home Court (Law 360)

Initial Decision in In the Matter of Bolan and Ruggieri, File No. 3-16178 (SEC) (SEC ALJ Jason Patil decides in favor of respondent Ruggieri and against the Division of Enforcement on allegations of insider trading because standard adopted by Second Circuit in U.S. v. Newman was not satisfied by the evidence)

$30 Million Settlement in Insider Trading Ring Linked to Hacking (NY Times Dealbook)

Why More Aggressive White-Collar Prosecutions Still Won’t Net The Big Fish (Forbes)

Credit Suisse reaches tentative $85 million deal to resolve ‘dark pool’ probe (Wall Street Journal)

The Prospects for Pursuing Corporate Executives (NY Times Dealbook)

DOJ Raises Stakes, Lowers Incentives of Settlement Talks (Wall Street Journal)

Canadian accused by U.S. of high-speed trading scheme pleads guilty (Reuters)

Credit Suisse Said Nearing $80 Million Settlement Over Dark Pool (Bloomberg)

Did The SEC Misapprehend The Meaning of “Will”? (National Law Review)

Accounting Fraud: Down, But Not Out (Law 360)

Ex-Citi trader points finger at bosses for culture that allowed breaches (Reuters)

MetLife Sheds Most Of Securities Suit After Omnicare (Law 360)

Opinion dismissing claims in City of Westland Police and Fire Retirement System v. MetLife, Inc. (SDNY) (dismissing claims based on insurer’s statement of reserves)

Does Dodd-Frank Protect Internal Whistleblowing? (Law 360)

Second Circuit Applies Chevron Deference to Broaden Protections of Dodd-Frank’s Anti-Retaliation Provisions; Creates Circuit Split (Cahill Gordon)

The SEC, Second Circuit, and Whistleblowers: Searching For Ambiguity (SEC Actions)

Attorney Facing SEC Fraud Charges ‘Shocked’ by Allegations (Legal Intelligencer)

The Unraveling of Tom Hayes Part One: Rain Man in Trouble and Part Two: The Gambler (Wall Street Journal)

Was Tom Hayes Running the Biggest Financial Conspiracy in History? (Bloomberg)

Government Repeats Call for Review of Insider Trading Law ‘Upheaval’ (Hamilton Blog)

High Court Action On Newman ‘Urgently Needed,’ Feds Say (Law 360)

Government Reply Brief in support of Newman Cert. Petition (S. Ct.)

Barnes & Noble Says SEC Probing Worker Confidentiality Pact (Law 360)

Traders’ phones are becoming a surveillance zone (Wall Street Journal)

Flaws in ETFs were exposed by wild stock trading in August (Wall Street Journal)

Banks wanted to keep the CDS market to themselves (Bloomberg)

Appeals court hears arguments over corporate prosecution deals (Wall Street Journal)

The Dubious Case of Dewey & LeBoeuf (NY Times)

Rakoff Says Brokers Should Face Trial Despite Insider Trading Ruling (Wall Street Journal) (with no substantive discussion, Judge Rakoff denies motion to dismiss SEC case against Payton and Durant)

Judge Rakoff’s Order in SEC v. Payton and Durant (SDNY)

Insider-Trading Case May Define SEC Power in Remade Landscape (Bloomberg)

DOJ Goes “Old School” with New Enforcement Policy (Corporate Counsel)

Safety Suffers as Stock Options Propel Executive Pay Packages (NY Times)

Justice Dept. Shift on White-Collar Crime Is Long Overdue (NY Times)

Judges Critical of DOJ Praise New White-Collar Guidelines (National Law Journal)

Prosecution Policies and Unicorn Worries  (Bloomberg)

Wall Street Banks to Settle CDS Lawsuit for $1.87 Billion (Bloomberg)

The $3.4 Trillion Market Regulators Still Can’t See (Wall Street Journal)

How the Supreme Court’s Loughrin Decision May Narrow the Scope of Securities Fraud (D&O Diary)

Whistleblower wins U.S. appeals court victory; split created (Reuters)

Appeals Court: Whistleblowers Don’t Have to Call the SEC (Wall Street Journal)

SEC Whistleblowers Finally Ripe For High Court Review (Law 360)

2d Circuit Opinion in Berman v. Neo@Ogilvy LLC (2d Cir.)

Houston Court Revives IDev Shareholder Suit Over Dilution (Law 360)

Lawyer for Ex-Dewey Executive Seeks to Sow Doubt on Evidence Against Him (NY Times Dealbook)

Recent governmental guidance on data security: What in-house counsel needs to know (Inside Counsel)

SEC Blasts Stay Bid From Wife Of Fugitive Ex-VC Exec (Law 360)

SEC Insists Fraud Is not ‘God’s Way’ (Courthouse News Service)

Alleged Facebook IPO Fraudster Gets Penalty Cut To $2.9M (Law 360)

Sue Your Bank, Keep Your Home, Repeat (Bloomberg)

Key Lessons from the SEC’s FCPA Enforcement Action Against BNY Mellon (Wiggin Dana)

Probes of White-Collar Crime to Target Corporate Leaders (NY Law Journal)

DOJ Outlines New Policy Regarding White Collar Cases Against Individuals (WilmerHale)

U.S. Justice Department Issues New Guidelines Prioritizing Individual Liability For Corporate Wrongdoing (Cleary Gottlieb)

The DOJ Is Finally Conceding It Prosecutes Corporate Crime All Wrong (Bloomberg)

Challenges Remain for Justice Dept. in Prosecuting Executives (NY Times Dealbook)

New Justice Department Memo Highlights Need for Review of Side “A” D&O Coverage (National Law Review)

Department of Justice New Guidleines on Individual Accountability for Corporate Wrongdoing (DOJ)

Justice Department Sets Sights on Wall Street Executives (NY Times)

Justice Department renews focus on white-collar cases (Wall Street Journal)

Microsoft case: DoJ says it can demand every email from any US-based provider (The Guardian)

Adviser on Chinese Reverse Mergers Charged With Fraud (NY Times Dealbook)

2nd Circ. Judge Calls $815K Jiau Forfeiture A ‘Fairy Tale’ (Law 360)

Dewey Defense: 15 Reasons to Doubt the Prosecution’s Case (Wall Street Journal)

 The New Money-Laundering Sting: Come to the U.S., Get Arrested (Bloomberg)

The siege of Herbalife (Fortune)

New York seeks info from banks in Treasury auction probe: source (Reuters)

Data Breach-Related Derivative Lawsuit Filed against Home Depot Directors and Officers (D&O Diary)

After Plaintiffs Win Verdict In Securities Class Actions (Law 360)

Former Citi trader tells court information-sharing was common practice (Reuters)

SEC: ‘Financial Myth Buster’ Spun a Myth About Her Firm’s Assets (Think Advisor)

SEC Says Adviser Used Radio Show To Overstate Assets (Law 360)

Small-Time, Boring Cases? Well Done, SEC (Litigation Daily)

The SEC, Gatekeepers and Saying Something (SEC Actions)

SEC Sends Warning To Gatekeepers With BDO Audit Case (Law 360)

SEC Accuses Ex-US Attorney Of Fraud In Botched BDO Audits (Law 360)

SEC charges accounting firm BDO, others over deficient audits (Reuters)

Nomura bond traders bought low and sold high (Bloomberg)

Internal Auditors Press SEC to Require Their Job (Wall Street Journal)

Jefferies May Be Canary in Wall Street’s Shuttered Mine (NY Times Dealbook)

Duka Will Slow, Not Stop, SEC’s In-House Court Trend (Law 360)

In hurry-up ruling, SEC declares in-house judges are constitutional (Reuters)

The SEC’s Expansion of Primary Liability Under Section 17(a) and Rule 10b-5 (CLS Blue Sky Blog)

Challenges to S.E.C.’s Judges May Be Coming to a Head (NY Times Dealbook)

Compliance issues that should keep directors up at night (Inside Counsel)

5th Circ. OKs BP Deepwater Class Cert. Split Decision (Law 360)

BP wins one U.S. court ruling, loses another over 2010 Gulf spill (Reuters)

Atty Docs Not Privileged In Sunken Ship Probe, 1st Circ. Says (Law 360)

How to Catch a Spoofer (Bloomberg)

SEC Fines Sports Nutrition Co., Execs Over Undisclosed Perks (Law 360)

J.P. Morgan’s Client ‘Steering’ Questioned (Wall Street Journal)

3 Nomura Traders Accused of Deceiving Customers About Mortgage Bond Prices (NY Times Dealbook)

Investment Strategies Meant as Buffers to Volatility May Have Deepened It (NY Times Dealbook)

Doctor Loses Bid to Force Federal Prosecutors to Retract Press Release (Wall Street Journal)

Dewey & LeBoeuf Chairman’s Lawyer Cites ‘Fantasy Fraud’ (NY Times Dealbook)

Chinese citizens in $2.8 million insider trading deal with SEC (Reuters)

An Obscure Hedge Fund Is Buying Tens of Billions of Dollars of U.S. Treasurys (Wall Street Journal)

Financial Firms Can’t Ignore the Foreign Corrupt Practices Act (Institutional Investor)

Goldman Escapes MBS Class Action Over Lack Of Evidence (Law 360)

SEC Rejects Constitutional Challenge to Administrative Proceeding (National Law Review)

Addressing the SEC’s Administrative “Home Court” Advantage in Enforcement Proceedings (Forbes)

SEC Declares All Is Okay Because Its ALJs Are Just Employees and Not “Inferior Officers” (Straight Arrow Sept. 4, 2015 Blog Post)

SEC Opinion in In the Matter of Raymond J. Lucia Companies (SEC) (SEC rules for itself, finding its appointments of ALJs are constitutional because they are mere employees, not Article II “inferior officers”)

SEC Says Its Judges Are Constitutional In Enforcement Ruling (Law 360)

Corporate prosecution deals headed for a legal test (Wall Street Journal)

Judge’s Ruling Offers Peek Into Private Equity’s Secret World (NY Times)

SEC’s Oxfam Loss May Open Floodgates To Deadline Suits (Law 360)

Executive Investigations: Best Practices for Mitigating Risk and Liability (Corporate Counsel)

Companies Struggle to Comply With Rules on Conflict Minerals (NY Times Dealbook)

Will SEC’s Broad Definition Of ‘Whistleblower’ Prevail? (Law 360)

CalPERS still can’t get out of its own way on private equity (Fortune)

Supreme Court Filings in U.S. v. Newman and Chiasson Leave Serious Doubts on Grant of Certiorari (Straight Arrow Sept. 3, 2015 Blog Post)

Dewey & LeBoeuf Defense Rests as Prosecutors Mull Shedding Charges (American Lawyer)

Lone Flash Crash trader accused of rigging Wall Street indicted (International Business Times)

Flash Crash Trader E-Mails Show Spoofing Strategy, U.S. Says (Bloomberg)

What the Data Say about Stock Price Impact in Cases Filed since Halliburton (Nathan Associates)

Hedge Funds Miscalculated Puerto Rico Bond Risk, Democrats Say (Bloomberg)

Shareholders Win Class Cert. In Wilmington Trust Fraud Suit (Law 360)

Accused fraudster spent his money on other frauds (Bloomberg)

Regulators, Don’t Drain Dark Pools (American Banker)

Are Investors Bearing Proxy Access Costs? (Wall Street Journal)

5 Takeaways From FINRA’s New Research Analyst Rules (Law 360)

White House considering law professor for SEC seat (Wall Street Journal) (Elizabeth Warren now calling shots on SEC appointments?)

A Choppy August Tested Hedge Funds, and Many Stumbled (NY Times Dealbook)

Problems With Supreme Court’s Ruling on Fees (NY Times Dealbook)

Just How Scary is the SEC? “Fear” Not Sufficient Grounds to Duck Administrative Subpoena (Mintz Levin)

2nd Circ. Asked To Revive High-Speed Trading Cases (Law 360)

Big Loss For Plaintiffs In High Frequency Trading Cases (National Law Review)

Ex-S&P Exec Argues To Keep Injunction On SEC Case (Law 360)

Don’t Use These Lame Acronyms If You Don’t Want to Get Nabbed by the Feds (Bloomberg)

6 Ways to Protect the Company From Whistleblowers (Corporate Counsel)

Navistar says SEC considering penalties against company (Wall Street Journal)

Ex-SEC Atty, Others Hit With $34M Ponzi Scheme Judgment (Law 360)

SEC Ordered to Speed Up Rule for Resource Industry Reporting (Wall Street Journal)

Preserving the Corporate Privilege in Internal Investigations: DC Circuit Clarifies Scope of the Privilege in Important Series of Decisions (WilmerHale)

Dole Ruling Warns Not To Undermine MFW Protections (Law 360)

Sony Pictures Settles With Former Workers in Data Breach Lawsuit (Wall Street Journal)

The High Court’s Key Jurisdiction Question In Manning (Law 360)

SEC Judge Denies Tilton’s Stay Bid Over In-House Case (Law 360)

Order in In the Matter of Lynn Tilton denying motion to stay adminsitrative proceeding pending appeal of Hilton v. SEC (SEC) (“As the court in Tilton v. SEC stated, there is a congressionally created scheme by which Respondents can bring their arguments to the Court of Appeals, by appealing an adverse result in this administrative proceeding to the Court of Appeals.”)

Text To Ex-Cravath Atty Kills Insider Case, Traders Say (Law 360) (Can a tippee be convicted of securities fraud when he informed the tipper of his intention to trade and the tipper did not object?)

Defendants Reply Brief on Summary Judgment Motion in SEC v. Payton and Durant (SDNY)

Challenges to SEC Forum Selection Decisions (SEC Actions)

Enforcement Discretion at the SEC (David Zaring)

Four Ways To Improve SEC Enforcement (Andrew Vollmer)

Despite Prosecutions, Corruption Levels Stay the Course (Corporate Counsel)

Class actions and the separation of powers: a Spokeo debate (Reuters)

Feds Tells 9th Circ. Ex-Oriole Can’t Block Trading Evidence (Law 360)

A Call for a Free Market (NY Times Dealbook)

Is Silicon Valley in Another Bubble . . . and What Could Burst It? (Vanity Fair)

Blythe Masters Tells Banks the Blockchain Changes Everything (Bloomberg)

Blockchain for banks probably can’t hurt (Bloomberg)

Senate Dems Push SEC For Corporate Political Spending Rule (Law 360)

Understanding ETF ‘Flash Crashes’ (ETF.com)

SEC Presses 2nd Circ. To Deny ‘Big Short’ Adviser’s Appeal (Law 360)

SEC’s 7th Circ. Win Won’t End War On Admin Courts (Law 360)

Fixing the Economics of Securities Class Action Defense: Nationwide Defense by Regional Firms (D&O Discourse)

Wall St. Policy Poses a Challenge for Presidential Candidates (NY Times Dealbook)

Dog Days for the SEC (Forbes)

3 Lessons From The Rise And Fall Of Dole’s GC (Law 360)

Rules Of The Road For Directors Serving Two Masters (Kaye Scholer)

For Once, Two Certainties in D.C.: New SEC Commissioners, DOL Fiduciary Rule (Think Advisor)

SAC Slams Class Cert. Bid In Insider Trading Suit (Law 360)

Shareholder activism has gone overboard (Fortune)

SEC Abusing Power, Aspiring Dark Pool Market Tells 8th Circ. (Law 360)

The Hedge That Wasn’t: How $150 Billion of Mystery Bonds Flailed (Bloomberg)

S.E.C.’s In-House Judges Not Too Tough, a Review Shows (NY Times Dealbook)

Even terror-funding banks are entitled to fair treatment – D.C. judge (Reuters)

Acting As Plaintiff, Lawyer Loses Award in Drink Coupon Case (National Law Journal)

Judge acquits attorney on charges he coached witnesses to lie (Chicago Tribune)

Federal Court Injunction Against SEC Prosecution (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Newman: Respondent’s Opposition to Supreme Court Review (SEC Actions)

SEC Says IBM Insider Trading Case Should Go On (Law 360)

SEC Brief Opposing Summary Judgment in SEC v. Payton and Durant (SDNY)

With Dismissal of Another Set of Major High-Frequency Trading Suits, Litigation Risk From Providing Fast Data and Other Services to High-Frequency Traders Fades (Dechert)

Federal Judge Rejects DOJ’s Theory of FCPA Accomplice Liability (WilmerHale)

Wyly Wants SEC’s $300M Win Nixed Over Tax Ruling (Law 360)

Wyly Letter to Judge Scheindlin (SDNY)

How Dole’s ex-general counsel cost his boss (and himself) $148 million (Reuters)

What if 2008 crisis comes around again? (Bloomberg)

The FTC’s Wyndham win is good for privacy but confusing for business (Fortune)

Unions set sights on e-commerce and manufacturing firms after NLRB ruling (Reuters)

Controversial NLRB Ruling Could End Contract Employment As We Know It (Forbes)

Meet the private watchdogs who police financial institutions (Wall Street Journal)

An Important Reading Of High Court’s Advisory Fee Opinion (Law 360)

Exchange-Traded Products Need Reining, SEC Warned (Law 360)

S.E.C. Settlement With Citigroup Holds No One Responsible (NY Times)

Dole Foods Case Shows The Good Side Of Shareholder Litigation (Forbes)

Bitcoin Technology Piques Interest on Wall St. (NY Times Dealbook)

New SCOTUS briefs: 2nd Circuit didn’t change insider trading law in Newman case (Reuters)

Newman, Chiasson Fight SG’s Supreme Court Cert. Bid (Law 360)

Newman-Chiasson File Opposition To Government’s Request For A SCOTUS Review (Forbes)

Newman Opposition to Cert. Petition (S. Ct.)

Chiasson Opposition to Cert. Petition (S. Ct.)

SEC Appeals Latest Loss Over Admin Judges To 2nd Circ. (Law 360)

‘Flash Boys’ Suits Lose Luster After Exchange Case Tossed (Law 360)

The ETF Flash Crash (A Wealth of Common Sense)

While Many Panicked, Japanese Day Trader Made $34 Million (Bloomberg)

Carlyle Finds Hedge Funds Hazardous (NY Times Dealbook)

Why fintech is one of the most promising industries of 2015 (Inc.)

Five legal threats for fintech’s hottest start-ups (Washington Post)

Dole’s CEO got himself too sweet a deal (Bloomberg)

Dole Ruling Weaves A Cautionary Tale For Take-Private Deals (Law 360)

Dole C.E.O. and Aide Found Liable for $148 Million in Buyout (NY Times Dealbook)

Dole executives ordered to pay $148 million in buyout lawsuit (Wall Street Journal)

Opinion in In re Dole Foods Stockholder Litigation (Del. Chancery Ct.)

Proxy access the next governance battlefield (Financial Post)

AIG seeking $1.76 billion in ‘life settlements’ trial in New York (Reuters)

Inside the Fight Over Bitcoin’s Future (New Yorker)

The Rise and Fall of a Bitcoin Kingpin (Rolling Stone)

Why Courts are Still Divided Over Dodd-Frank Whistleblower Protection (Equities.com)

DC Circ. Conflict Minerals Ruling Is Business As Usual (Law 360)

Ex-BankAtlantic CEO Refused Retrial In SEC Fraud Suit (Law 360) (Omnicare argument fails)

U.S. leaning against regulatory relief for 3 banks in Libor scandal (Reuters)

A New Computer Glitch is Rocking the Mutual Fund Industry (Wall Street Journal)

Legal Insights on the Ashley Madison Hack: Part I (National Law Review)

John Maynard Keynes on the stock market this past week (PBS)

Goodbye to Wall That: The Decline of the Trading-Desk Memoir (New Yorker)

Barclays, Exchanges Get High-Frequency Trading Suits Nixed (Law 360)

Dismissal of Claims in Barclays Liquidity Cross and High Frequency Trading Litigation (SDNY)

Timbervest Motion To Declare ALJ Decision Null and Void (SEC) (Respondents in administrative proceeding challenged on constitutional grounds move to nullify the initial decision of ALJ Cameron Elliot, now before the SEC on petitions for review, based on district court Judge Leigh May’s finding that ALJ Elliot’s appointment violated Article II of the Constitution)

Facebook IPO Underwriters Get Help From SEC In 2nd Circ. (Law 360)

Promontory, by settling, bows to realities of legal challenges against regulators (Reuters)

Chelsea Therapeutics Class Action Left Intact, With Warning (Law 360)

Order on Motion To Dismiss in Chelsea Therapeutics Class Action (W.D. N.C.)

The most influential name in activism you’ve never heard of is on an absolute tear (Business Insider)

5 Takeaways From Former SAP Exec’s FCPA Case (Morrison Foerster)

SEC Denies Three Whistleblower Awards (Broke and Broker)

Seventh Circuit Rejects Court Challenge to Pending SEC Administrative Enforcement Proceeding (Proskauer)

Stock-market tumult exposes flaws in the modern markets (Wall Street Journal)

Will the SEC Pay-Ratio Rules Help Shareholders? (Bloomberg)

Appeals Courts Upholds FTC’s Cybersecurity Oversight (Corporate Counsel)

Private Equity Fees Paid by Universities Deserve Examination (NY Times Dealbook)

Derivative Suit Over Online Gambling Investment Doesn’t Pay Off for Shareholder (Hamilton Blog)

Bank Chief Needn’t Profit To Be Liable For Tips, SEC Says (Law 360)

Memo to Regulators: About That Early-Warning System (Bloomberg)

A Look At The Modern Business Judgment Rule (Law 360)

Ex-JP Morgan analyst, two friends charged with insider trading (Reuters)

SEC, DOJ Charge Investment Bank Analyst With Insider Trading (SEC Actions)

Complaint in SEC v. Aggarwal (C.D. Cal.)

IBM Insider Trading Case Should Survive, SEC Tells Rakoff (Law 360)

Ex-Merrill Lynch Broker Must Repay $1.4M For Insider Trading (Law 360)

7th Circuit Rules for SEC, Affirming Dismissal of Bebo Case on Jurisdictional Grounds (Straight Arrow August 24, 2015 Blog Post)

The Price of Silence on Wall Street (NY Times Dealbook)

A New Way to Charge Insider Trading (NY Times Dealbook)

Banks’ Lawyers Balk at Target’s Data-Breach Deal (National Law Journal)

Boeing Fights Retirement-Plan Class Action (Wall Street Journal)

What Matters to Your AG, and Why You Should Care (Corporate Counsel)

Wyly Can’t Relitigate SEC Suit’s Findings In Bankruptcy (Law 360)

U.S. appeals court rejects challenge to SEC administrative case (Reuters) (7th Circuit affirms jurisdictional dismissal of Bebo complaint against SEC)

7th Circuit Decision in Bebo v. SEC (7th Circuit)

Appeals court affirms FTC authority over data-security practices (Wall Street Journal)

Thanks to 3rd Circuit, companies are accountable for lax cybersecurity (Reuters)

Third Circuit: FTC May Pursue Data Breach Enforcement Action against Wyndham Worldwide (D&O Diary)

Apple CEO Tim Cook may have violated SEC rules with Jim Cramer email (Market Watch)

Ex-TSMT Exec Can’t Duck SEC Suit Over 2007 TV Interview (Law 360)

Facebook IPO Underwriters Want A Say In Nasdaq Settlement (Law 360) (ongoing dispute over the key issue of terms of bar order impacting non-settling parties)

Too fast to fail: How high-speed trading makes Wall Street disasters worse (Mother Jones)

Ironridge Refused Subpoena For SEC Enforcement Docs (Law 360)

SEC Sues Wash. Regional Centers Over $136M EB-5 Fraud (Law 360)

The CEO of Starbucks just told baristas to be nice to stressed-out customers because of the stock market crash (Fusion)

Recent Decisions Serve as Reminder that Scienter is a Fertile Ground for Pre-Trial Disposition (National Law Journal)

Sixth Circuit Concludes Morrison Does Not Apply To Advisers Act (JDSupra)

Courts Are Rejecting Disclosure-Only Settlements (National Law Journal)

Who’s the Boss? You or Your Broker? (Wall Street Journal)

SEC Files Rare Subpoena Enforcement Action Over Failure to Testify (Compliance Week)

Timbervest Filing in Response to SEC Request for Submissions re IG Interim Report on Possible ALJ Bias (SEC)

Division of Enforcement Response to SEC Request for Submissions on IG Interim Report on Possible ALJ Bias (SEC)

Newman Cert. A Potential Tipping Point For Insider Trading Liability (Holland & Hart)

SEC’s ‘RoboCop’ Drags Agency Into 21st Century (Law 360)

Game changer: Confronting the new SEC whistleblower paradigm (part 2) (Inside Counsel)

Caesars to pay $20 million over anti-money laundering lapses – source (Reuters)

Inside the ‘conspiracy’ that forced Dov Charney out of American Apparel (Business Insider)

U.S. banks moved billions in trades beyond CFTC’s reach (Reuters)

3 DC Circ. Rulings Shaping The SEC’s Dodd-Frank Powers (Law 360)

Brad Katsuyama’s Next Chapter (Bloomberg)

7th Circ. Revives Claims Against RBS In Securities Row (Law 360)

7th Circuit Decision in CMFG Life Insurance v. RBS Securities (7th Cir.)

Berkeley Dean Supports High Court Petition Over ‘Puffery’ (Law 360)

Judge Posner Goes Where No Judge Has Gone Before – Internet Sources as Evidence (National Law Review)

Vague Disclosures by Highflying Mutual Funds May Put Investors in Peril (NY Times Dealbook)

Why Jeff Bezos Should Care More for Amazon’s Employees (NY Times Dealbook)

Supreme Court Should Take Action To Rehabilitate Brady Rule in Georgiou v. United States (Straight Arrow Aug. 20, 2015 blog post)

SEC Appeals 2nd In-House Court Setback To 11th Circ. (Law 360)

Motion for Stay Pending Appeal in Gray Financial Group v. SEC (N.D. Ga.)

Beware False Positives In Statistics-Based SEC Actions (Law 360)

Time to End Quarterly Reports, Law Firm Says (Wall Street Journal)

The Short-Termism Myth (New Yorker)

Citi Overlooked a Few Thousand Illegal Trades (Bloomberg)

The benefit of friends: Big business goes after class actions in SCOTUS Tyson case (Reuters)

6th Circ. Tosses Suit Over Tainted Chicken At KFC China (Law 360)

Sixth Circuit Opinion in Bondali v. Yum Brands (6th Cir.)

A Regulator’s Deal With Promontory Skirts a Big Problem (NY Times)

Beware the SEC’s Sweeping Definition of Books, Records (Corporate Counsel)

How SEC Chair Mary Jo White gave Congolese warlords some unexpected help (Huffington Post)

SEC says felon defied ban and prepared financial statements for companies (Wall Street Journal)

Data Management and the True Cost of Voicemail (Corporate Counsel)

Salman v. Newman: The developing standard for insider trading liability (JDSupra)

Litigation Finance Fund’s Suit Against Law Firm Upheld (NY Law Journal)

SEC Promotes Value of Cooperating Witnesses (JDSupra)

Are hedge funds fake? (Bloomberg)

Are Lawyers Getting Dumber? (Bloomberg)

Big Bank Update: Fined, But It’s Business as Usual (Corporate Counsel)

Ex-Brokers Look To Ctrl Alt Delete IBM Insider Trading Case (Law 360)

Memorandum in Support of Motion for Summary Judgment in SEC v. Payton and Durant (SDNY)

Challenge To SEC In-House Case Paused Pending Appeal (Law 360) (pursuant to agreement of the parties, Judge May stays Timbervest challenge to SEC administrative proceeding pending the SEC’s decision of the petitions for review of the Initial Decision in that case)

Court filings in Timbervest v. SEC: Joint Proposed Scheduling Order in Timbervest v. SEC and Order Staying Proceedings in Timbervest v. SEC (N.D. Ga.)

Fourth Circuit Affirms Dismissal of All Claims Against Failed Bank’s Directors, Revives Negligence Claims Against Bank’s Officers (D&O Diary)

Tesco moves to toss U.S. securities case – but real action is in U.K. (Reuters)

Bank of NY Mellon sued by U.S. regulator over $2 billion in soured mortgages (Reuters)

Ex-Employee Suing Syringe Maker Apologizes For Accusations (Law 360)

D.C. Court Unleashes Conflict By Throwing Out Conflict-Minerals Rule (Forbes)

The U.S. System of Injustice (Bloomberg)

SEC Brings Heightened Scrutiny to the Real Estate Fund Industry (King & Spalding)

Firm that vetted Snowden reaches $30 mln settlement with U.S. (Fiscal Times)

Supreme Court’s FCA Ruling May Prove a Big Defense Win (Corporate Counsel)

Hedge fund manager who beat insider-trading charges now battles SEC for records (Reuters)

In Bribery Law, a New Tool to Scrutinize Wall Street (NY Times Dealbook)

Order on Motion for Reconsideration in In the Matter of Ironridge Global Partners, LLC (SEC) (although its litigation counsel were alleged to be located in Atlanta, SEC argues against holding hearings in Atlanta to avoid venue in N.D. Ga. for constitutionality challenge; SEC ALJ James Grimes rejects respondent’s motion to reconsider holding hearing in Washington, D.C.)

Dodd-Frank was a disaster (CNBC)

Reconsidering Corporate Criminal Prosecution (CLS Blue Sky Blog)

Update on Economic Analysis of Price Impact in Securities Class Actions Post-Halliburton II (D&O Diary)

10th Circ. Affirms Dismissal of Zagg Securities Suit (Law 360)

10th Circuit Decision in In re Zagg Inc. Securities Litigation (10th Cir.)

Morrison Limitations Don’t Apply to Advisers Act (Hamilton Blog)

Work Policies May Be Kinder, but Brutal Competition Isn’t (NY Times)

Corporate Selfies and Changing Company Reporting (re/code)

The hot thing for Wall Street banks: capital-relief trades (Wall Street Journal)

SEC Strikes Series Of FCPA Firsts With BNY Mellon Deal (Law 360)

Myths about the Investment Company Act on its 75th anniversary (Investment News)

Promontory settles with NY regulator on Standard Chartered investigation (Wall Street Journal)

Promontory Financial Settles With New York Regulator (NY Times Dealbook)

SEC joins German investigation of Ford: source (Reuters)

Avon Pays $62M To End Investors’ FCPA Suit (Law 360)

J.P. Morgan Expected to Settle With SEC on Investment-Steering Case (Wall Street Journal)

The Compliance Officer Sanctions Debate Heats Up (Law 360)

Appellate court reaffirms ‘conflict minerals’ ruling (Wall Street Journal)

SEC’s Conflict Minerals Rule Sets Up 1st Amendment Clash (Law 360)

Ex-Wife of Gun Magnate Glock Gets New Ammo For RICO Suit (Bloomberg)

New breed of investor profits by financing surgeries for desperate women patients (Reuters)

BNY Mellon To Pay $14.8M To Settle FCPA Internship Case (Law 360)

BNY Mellon had some very special interns (Bloomberg)

Section 10(b) Claim Receives a Do-Wacko-Do (JDSupra)

Court’s Free-Speech Expansion Has Far-Reaching Consequences (NY Times)

Circuit ‘Troubled’ by Assets Held Without Probable Cause (NY Law Journal)

The Citco Settlement And What Lies Ahead For PwC (Law 360)

Carly Fiorina’s Business Record: Not So Sterling (NY Times Dealbook)

Corporate Criminal Minds (Corporate Crime Reporter)

Crisis Fines and Insider-Trading Puzzles (Bloomberg)

Hedge Fund Mgr. Acquitted In Carter’s Insider Trading Case (Law 360) (“My client was at the end of a chain of information, and he had no idea that other people in the beginning of the chain were stealing confidential information. Luckily, the jury understood this and acquitted him of all counts, avoiding a wrongful conviction of an innocent man.”)

Citi, Paul Weiss Take Sting Out Of SEC’s $180M Settlement (Law 360)

A Look at the Modern Business Judgement Rule (D&O Diary)

The Management-Friendly Nature Of Delaware Courts (Law 360)

Pfizer Shouldn’t Get Brualdi Firm Records, Master Says (Law 360)

Chancery Sanctions Kramer Levin In TransPerfect Case (Law 360)

Dissolution the Solution for Owners’ Dysfunction and Resulting ‘Tantrums’ (Hamilton Law Blog)

Hacking Case Raises Question on Securities Fraud (NY Times Dealbook) (This article hits on some key potential falws in government case against hackers who provided data to traders.  These are serious issues that could make for “Newman-like” results.  We will be addressing these in a future post, but the key remains the requirement that securities fraud involve fraud, not just theft.  See SEC Insider Trading Cases Continue To Ignore the Boundaries of the Law.)

Willie Sutton Could Have Been a Regulator (Wall Street Journal)

Can Cooperation Expose a Company to a Defamation Claim? (Corporate Counsel)

Citigroup to Pay $180 Million Over Collapsed Hedge Funds (NY Times Dealbook)

History Says Newman Is Faithful To Dirks (Law 360)

Tilton, SEC Spar In 2nd Circ. Over Agency’s In-House Court (Law 360)

Order in In the Matter of Natural Blue Resources, Inc. (SEC) (administrative order denying motion for stay of ongoing proceedings on grounds of alleged unconstitutionality) (“The Motion will be denied.  There is no authority – including that which the Motion cites – requiring a stay.  Further, the Securities and Exchange Commission’s Rules of Practice, 17 C.F.R. §§ 201.100 et seq., do not contemplate a stay in this circumstance, leaving the undersigned without authority to order a stay.  Nor would a stay forestall unneeded expenditure of resources by the parties – post-hearing briefing has already been completed.”)

Investing In Lawsuits Is Heating Up, Aided By Electronic Platform (Forbes)

Arab Bank, Terrorism Plaintiffs Reach Settlement (NY Law Journal)

Mob-Busting Informant Resurfaces in SEC Probe (Wall Street Journal)

Promontory to Challenge New York Regulator on Ban (Wall Street Journal)

Inside Amazon: Wrestling Big Ideas in a Bruising Workplace (NY Times)

Jeff Bezos: Anyone Working At A Company Described In New York Times Story Would Be ‘Crazy To Stay’ (Forbes)

Bank of America Stiffs Shareholders (NY Times)

Jury Deadlocks On Ex-Real Estate CEO In $300M Ponzi Case (Law 360)

The Dewey Trial Report: Conspiracy, Cover-Ups And The CFO (Law 360)

D.C. Circuit Reaffirms Validity of Attorney-Client Privilege and Work Product Protection in Internal Investigations (Perkins Coie)

Erica P. John Fund v. Halliburton —the uncertain role of corrective disclosures at the class certification stage of securities fraud cases (Nixon Peabody)

Whistleblowers Who Take Company Documents May Risk Criminal Prosecution (Forbes)

SEC commissioners push for bond transparency in wake of Edward Jones settlement (Investment News)

D.C. Circuit Allows Challenges to the CFPB’s Constitutionality to Proceed (Sullivan Cromwell)

Who needs en banc? Not 2nd Circ. panel in London Whale derivative case (Reuters)

SEC Admits It’s Not Monitoring Stock Buybacks to Prevent Market Manipulation (The Intercept)

Fifth Circuit Turns the Table on Department of Labor, Sanctions Government for Bad Faith Conduct During Investigation and Subsequent Litigation (National Law Review)

Arab Bank Reaches Settlement in Suit Accusing It of Financing Terrorism (NY Times)

Municipal bond underwriter didn’t feel like underwriting (Bloomberg)

RICO Suits Hit Colorado Pot Dealers (and Landlords and Bankers) (Cato Institute)

SEC Rules to Expose Highest Executive Pay Can Be Easily Gamed (Bloomberg)

SEC To Review Investment Adviser’s In-House Court Win (Law 360)

Order Denying Motion for Summary Affirmance and Granting Petition for Review in In the Matter of the Robare Group, Ltd. (SEC)

SEC Mulling Appeal Of Latest Loss In Admin Court Challenge (Law 360)

FTC Unfairness Guidance Draws a Mixed Reaction (Corporate Counsel)

7th Circuit Rejects Attempts to Saddle Corporation with Liability for Subsidiary’s Breach of Contract (National Law Review)

Business and the law: Taking the gangster rap  (The Economist) (on the long reach of RICO)

Flawed regulatory impact analysis caused Labor Department to miss the mark with fiduciary rule (Investment News)

Public pension funds ask SEC to force more private equity disclosure (Market Watch)

Auditor Liability In A Post-Omnicare World (Law 360)

SEC’s $20M Muni Bond Case Puts Pressure On Pricy Markups (Law 360)

Employees May Not Have to Keep Quiet About Investigations (Corporate Counsel)

Three Steps to Compliance for Issuers on the SEC Pay Ratio Disclosure (Forbes)

Ex-Santander Exec. Hit Again With SEC Insider Trading Claims (Law 360)

Baseball Hacking Scandal? It’s Just Business as Usual (Corporate Counsel)

D.C. Circuit Court Invalidates Solomon’s Appointment As Acting NLRB General Counsel– What Does It Mean? (National Law Review)

7th Circuit Reverses Course on Article III Standing Where Plaintiff Declines a Rule 68 Offer of Complete Relief (National Law Review)

FTC Issues Guidelines on Powers to Police Unfair Competition (Wall Street Journal)

The Rich Man’s Brady (Simple Justice) (Thoughts on cert. petition in Georgiou v. US.  Securities Diary previously considered the 3rd Circuit decision in this case: U.S. v. Georgiou: 3rd Circuit Panel Decision Makes a “Mockery” of Brady Disclosures and Jencks Act Compliance.)

The Same Prosecutorial Ruse Used in the IRP6 Case Is Challenged by Former Justice Department Executives Before the Supreme Court, Says Advocacy Group, A Just Cause (Market Watch) (more reaction to Georgiou cert. petition)

Opponents of Tougher Rules on Retirement Advice Roll Out TV Ads (Wall Street Journal)

Why Newman Might Not Be Headed to the Supreme Court (National Law Review)

SEC Administrative Court Has A Constitutionality Problem (Law 360)

Who’s Leading the Charge Against the SEC’s In-House Courts? (American Lawyer)

Edward Jones to Pay $20 Million to Settle SEC Municipal Bond Charges (Wall Street Journal)

D.C. Circuit Declines to Eviscerate Attorney-Client Privilege in Internal Investigations (National Law Review)

SEC Sanctions Dark Pool Operator and Affiliated High Frequency Trader (National Law Review)

Notice of Stay Issued by ALJ James Grimes in In the Matter of Barbara Duka (SEC)

Secret Prosecutions And The Erosion Of Justice  (Law 360)

The case the SEC relied on to charge hackers has a familiar ring (Market Watch)

Prosecutors Ask to Deny Bail to 5 Accused in Insider Trading Ring (NY Times Dealbook)

Market Cheats Move From Trading Sex to Hacking to Gain Edge (Bloomberg)

Ex-JPMorgan Banker’s Dad Cops To Insider Trading Scheme (Law 360)

Sprint Investors Score $29M Fee Award After Settlement (Law 360)

First Solar Can Appeal Over 9th Circ.’s Loss Causation Rift (Law 360) (district court certifies appeal to 9th Circuit to get more clarity on loss causation standards) (“The issue certified is this: what is the correct test for loss causation in the Ninth Circuit?  Can a plaintiff prove loss causation by showing that the very facts misrepresented or omitted by the defendant were a substantial factor in causing the plaintiff’s economic loss, even if the fraud itself was not revealed to the market (Nuveen, 730 F.3d at 1120), or must the market actually learn that the defendant engaged in fraud and react to the fraud itself (Oracle, 627 F.3d at 392)?”)

Order on Summary Judgment and Certifying Appeal in Smilovits v. First Solar Inc. (D. Ariz.)

Trading Investigation Eyes Ex-Chairman of Dean Foods and Golfer Phil Mickelson (Wall Street Journal)

Should Nevada Be the New Preferred Forum? (That’s Right, Nevada.) (D&O Diary)

Del. High Court Must Resolve ‘London Whale’ Issue: 2nd Circ. (Law 360)

Espinoza v. Dimon (2d Circuit opinion certifying issue of how to judge adequacy of internal board inquiry to Del. Supreme Court) (“The plaintiff does not challenge the procedures that the board used when investigating the alleged misstatements.  Instead, Espinoza challenges the scope of the board’s investigation; that is, he argues that the board used noprocedures, because the board did not investigate the misstatements at all.  Because the allegation in this case—an allegation that we must accept as true—is that there was no investigation of the misstatements at all, Espinoza has placed this case in a very different posture than the cases cited by the district court, all of which involved investigations that looked into the substance of the shareholder’s demand.”)

How to Make Private Equity Honest (Bloomberg)

Record Dark Pool Fine Shows Risks Of Business Experiments (Law 360)

SEC rule will rein in runaway CEO pay (USA Today)

SEC Justified in Refusal to Accept Fund’s Alternative Accounting Method (Hamilton Blog)

SEC Gets Ex-Oil Exec’s Assets Frozen In $68M EB-5 Row (Law 360)

U.S. Appeals Ruling That A.I.G. Bailout Terms Were Too Harsh (NY Times Dealbook)

What Is the SEC Backup Plan if It Loses the ALJ Constitutionality Issue in Court? (Straight Arrow Aug. 12, 2015 Blog Post)

Vivendi squelches big investor’s $57 million claim in class action (Reuters) (Defendant successful at rebutting Basic presumption of reliance)

Summary Judgment Order for Defendant on Reliance Grounds in Vivendi Securities Litigation (Judge Shira Schiendlin’s opinion finding defendant Vivendi successfully rebutted presumption of releiance by large sophisticated investor)

Judge Richard Berman, having granted Barbara Duka’s preliminary injunction, now turns to NFL hot (or cold) air case: Judge grills both sides as Tom Brady and NFL meet in court (Boston Herald), and Berman Pushes NFL, Brady to Settle Deflategate (Wall Street Journal)

Federal judge rules SEC in-house judges ‘likely unconstitutional’ (Wall Street Journal)

Order Issuing Preliminary Injunction in Duka v. SEC (SDNY) (Judge Richard Berman issues preliminary injunction barring administrative action against Barbara Duka)

SEC Order Requesting Additional Briefing in In the Matter of Timbervest, LLC (SEC Order allowing additional briefs in light of IG Interim Report on investigation into bias by SEC ALJs, but still not deciding respondents’ motion for additional discovery)

ITG hid a secret trading desk in its dark pool (Bloomberg)

ITG Hit With Record $20.3M SEC Fine Over Misused Client Data (Law 360)

DC Circ. Denies Fund’s Bid To Overturn SEC Accounting Order (Law 360)

Optimizing Damages Adjustments In Securities Class Actions (Law 360)

The Regulation of Outsider Trading in the EU and US (CLS Blue Sky Blog)

High frequency trading toxic effect on equities market (Governance Institute of Australia)

Insider Trading Hack Exposes Big Hole In Security Plans (Law 360)

Insider Trading Hacks Prompt Rethinking of Release System (Bloomberg)

US Charges 9 In Brazen Hacking, Insider Trading Scheme (Law 360)

How Hackers Made $1 Million by Stealing One News Release (NY Times Dealbook)

Alleged Facebook IPO Fraudster Fights SEC $5.7M Penalty Bid (Law 360)

KBR Docs Protected by Attorney-Client Privilege, D.C. Circuit Rules (Legal Times)

The Universe Is Definitely Dying – But It’s Going To Take A While (Forbes) (“Hey, did . . . did anybody read on the front page of the Times that matter is decaying?  Am I the only one that saw that?  The universe is gradually breaking down.  There’s not going to be anything left.  I’m not talking about my stupid little films here—eventually, there’s not going to be any . . . any Beethoven or Shakespeare . . .”  — Woody Allen, Stardust Memories)

Why Not Insider Trade on Every Company? (Bloomberg)

Nine Charged in Insider Trading Case Tied to Hackers (NY Times Dealbook)

U.S. charges nine in big insider trading scheme (Wall Street Journal)

Hacking-Insider Trading Indictment in EDNY (EDNY)

Hacking-Insider Trading Indictment in DNJ (DNJ)

Complaint in SEC v. Dubovoy (SEC civil action accompanying indictments against hacker/insider trading scheme)

A Misbegotten Political Jab at CEO Pay (Wall Street Journal)

For the SEC’s In-House Court, a Question of Justice for All (Bloomberg)

SEC Plans To Move Forward On Ex-S&P Exec’s In-House Trial (Law 360)

SEC Response to Judge Richard Berman re Appointment of ALJs (SEC informs Judge Berman it does not intend to try to correct any appointment error)

Duka Response to Judge Richard Berman re Appointment of ALJs (Duka tells Judge Berman the SEC’s position shows an injunction is needed)

What Does It Mean to Be ‘Willful’? (New Jersey Law Journal)

Guggenheim, the SEC and Michael Milken’s shadow (Bloomberg)

SEC Under Siege! Dramatic Inspector General Report Shakes ALJ System (Broke and Broker)

SEC Inspector General Probes In-House Judge Bias Charges (Law 360)

U.S. Identifies Insider Trading Ring With Ukraine Hackers (Bloomberg)

U.S. to Charge Hackers Tapped Early Deal News (Wall Street Journal)

The paper lobby’s new federal target: The Securities and Exchange Commission (Washington Post)

Here are three big fraud cases the SEC is getting close to bringing (Fortune)

SEC’s Aguilar Calls For Clearer Enforcement Orders (Law 360)

SEC’s Friendly Fire Against CCOs — And How To Avoid It (Law 360)

Is the SEC Being Too Tough on Compliance Officers? (Corporate Counsel)

Google to Reorganize in Move to Keep Its Lead as an Innovator (NY Times Dealbook)

Stock Buybacks Draw Scrutiny From Politicians (NY Times Dealbook)

SEC Inspector General Reveals Investigation into Possible Bias of SEC ALJs (Straight Arrow Aug. 10, 2015 Blog Post)

Interim Report of Investigation by SEC Office of Inspector General into Possible SEC ALJ Bias (Interim report of SEC OIG in investigation commenced at request of the the Deputy Chief of Staff of SEC Chair Mary Jo White)

Guggenheim Partners Pays $20 Million to Settle S.E.C. Charges (NY Times Dealbook)

DOJ Takes Newman Decision To SCOTUS: What’s In Request And What’s Not (Forbes)

It’s Prosecutor v. Prosecutor in Unprecedented Amicus Brief (FindLaw)

Recycle this! Seattle’s trash-sorting police overreach (Chicago Tribune)

New York’s ‘responsible banking’ law ruled unconstitutional (Reuters)

On the Defensive, the S.E.C. Quietly Pursues High-Profile Cases (NY Times Dealbook)

Newman Not An Ideal Case For Defining Tippee Liability (Law 360)

FTC to clarify its powers over ‘unfair’ competition (Wall Street Journal)

Another Investor Calls Illiquidity a Myth to Repeal Rules (Bloomberg)

D.C. Circuit Invalidates Appointment of Former Acting GC for Labor Board (Legal Times) (DC Circuit holds that NLRB action by Acting General Counsel serving unlawfully must be vacated.)

Judge Issues Hilarious Opinion Refusing to Seal Docs (Litigation Daily) (Judge Charles Breyer makes a point and shows a sense of humor doing it)

Disclosing CEO-worker pay gaps makes no sense for Wall Street banks (Business Insider)

SEC Gives Former Bio-Rad GC a Boost in Whistleblower Suit (The Recorder)

SEC Seeks To Back Former Bio-Rad GC In Firing Suit (Law 360)

Tenth Circuit: D&O Insurance Policy’s Insured vs. Insured Exclusion Unambiguously Precludes Coverage for FDIC’s Failed Bank Claims (D&O Diary)

Marathon Hearings May Bring Changes To DOL Fiduciary Rule (Law 360)

SEC ALJ: No Sanction For Compliance Official Who Violated Statute (SEC Actions)

Stolen car returned to South African owner after 22 years (Reuters) 🙂

Be very careful if you are instructing your clients not to answer questions at a deposition (Lexology)

The Long Shadow of Bill Gross (NY Times Dealbook)

The Never-Ending Lawsuit Against 2 Former A.I.G. Executives (NY Times Dealbook)

Department of Justice Quietly Revises Foreign Corrupt Practices Act Resource Guide (National Law Review)

Appeals Court Apologizes for Misplacing Case for Five Years (Wall Street Journal)

SEC Judge May Temper Agency Focus On Compliance Pros (Law 360)

In Promontory and PwC Cases, Sullivan & Cromwell Pushed to Tone Down Reports (American Lawyer)

The Risks of Disclosure: Increased litigation costs following disclosure post-PSLRA (CLS Blue Sky Blog)

Live by the Code! The SEC’s Ethics Code, That Is (Think Advisor)

Ex-Fund Manager Gets 4 Months For Obstructing SEC Probe (Law 360)

SEC Pay Ratio Rule in the Crosshairs, but It’s Not an Easy Target (Litigation Daily)

Plenty of Legal, Political Fight Left on Pay Ratio (BNA)

Calculations Ahead: Complying With the SEC Pay Ratio Rule (Corporate Counsel)

SEC Issues Final Rule on Pay Ratio Disclosure (Ballard Spahr)

N.D. Ga. Judge Leigh May Issues Injunction for Gray Financial and Denies One for Timbervest (Straight Arrow Aug. 6, 2015 Blog Post)

DOJ Asks Congress to Reverse DOJ Opinion That Limits Oversight (US News and World Report)

Order Denying Preliminary Injunction in Timbervest v. SEC (Judge Leigh May denies Timbervest’s motion for a preliminary injunction against publication of initial decision and SEC final order in the case, which already had been tried before ALJ Cameron Elliot: “Plaintiffs waited until the ALJ had issued his initial decision and this case was before the SEC itself before filing this motion. Plaintiffs have already gone through the entirety of the administrative procedure before the ALJ—thus, no injunction will cure or prevent Plaintiffs’ prior obligation to defend itself before the ALJ. And any harm which Plaintiffs have already suffered by virtue of the initial decision being published has already been experienced; removing the ALJ’s initial decision from the website would not prevent a future harm.”)

Order Denying SEC Stay Motion in Hill v. SEC (Judge Leigh May denies SEC’s motion to stay her preliminary injunction order pending appeal)

Ex-Wells Fargo compliance officer spared penalty in U.S. SEC case (Reuters)

SEC Judge Won’t Sanction Ex-Wells Fargo Compliance Officer (Law 360)

Initial Decision in In the Matter of Judy K. Wolf, File No. 3-16195 (SEC Administrative Action) (SEC ALJ Cameron Elliot finds violation by former Wells Fargo compliance officer but declines to impose any sanction: “I decline to impose any sanctions.”  The Division of Enforcement sought a cease and desist order, penalty, and an industry-wide associational bar.  Are we seeing more showings of independence by SEC ALJs in the wake of the current controversies?)

Notice in In the Matter of Gray Financial Group, Inc., No. 3-16554 (SEC Administrative Action) (SEC ALJ Cameron Elliot cancels all scheduled events in the proceeding in light of preliminary injunction issued by Judge Leigh May in Gray Financial Group v. SEC)

Real Estate Investment Aided by Ponzi Scheme Could Recoup Victims’ Money (NY Times Dealbook)

Appeals court ruling sets higher bar for cellphone searches (Wall Street Journal)

SEC Pay Ratio Rule Appears Bound For Courtroom Showdown (Law 360)

Divided SEC Passes Controversial CEO Pay-Ratio Rule (Law 360)

SEC tries its hand at flipping witnesses (Wall Street Journal)

Takeaways From Delaware’s ‘New Low’ In Flawed Valuation (Law 360)

SEC Confirms Expansive View on Whistleblower Protections (Compliance Week)

Internal Whistleblowers Have Full Protections, SEC Says (Law 360)

SEC Guidance Backs Protection for Internal Whistleblowers (Wall Street Journal)

U.S. investigates hedge fund Och-Ziff’s link to $100 million loan to Mugabe (Wall Street Journal)

Corporate Compliance Counsel Draws Mixed Reviews, Even State of the Art Programs Can Turn Out to Be Corrupt (Corporate Crime Reporter)

SEC Commissioner Gallagher: Dodd-Frank has Failed. It is Strangling the Economy (Crowdfund Insider)

Fear and Loathing of Bond ETFs (Institutional Investor)

Gupta’s Insider Trading Loss Not Up For Debate, Rakoff Rules (Law 360)

Bank of America Starts to Pull Clients’ Money Out of a Paulson Fund (NY Times Dealbook)

The Latest From Judge Rakoff On The Petrobras Scandal (Law 360)

How to Navigate the SEC’s Proposed Mandate on Clawbacks (Latham Watkins)

2 Challenges To SEC In-House Courts Backed By Ga. Judge (law 360)

Federal judge deals another blow to SEC administrative court (Wall Street Journal) (another preliminary injunction issued, this time in case brought by SEC against Gray Financial Group)

Order Enjoining SEC in Gray Financial Group v. SEC (N.D. Ga.)

Mortgage lender attacks CFPB’s constitutionality at D.C. Circuit (Reuters)

SEC approves final CEO pay-ratio rule (Wall Street Journal)

SEC 11th Circuit Appeal Brief in Hill v. SEC (11th Cir.) (SEC’s brief on appeal of Judge May’s preliminary injunction barring administrative proceeding against Charles Hill)

Prices and Informed Trading (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Attempted Murder? At Least He Didn’t Commit Fraud (Bloomberg)

Carrying the Halli-burden: District Court Takes Up Price Impact at Class Certification in the Wake of Halliburton v. Erica P. John Fund (Orrick)

Judge: Class lawyer’s misconduct ‘fatally tainted’ Amex deal (Reuters)

Judge Rejects Settlement in American Express Case (NY Times Dealbook)

3rd Circ. Expands Exception To Shareholder Proposal Rule (Law 360)

A Judge Passionately Defends Trial By Jury (Litigation Daily)

Ex-State Street Execs Blast SEC’s Shifting Push For Sanctions (Law 360)

Flannery Reply Brief in Flannery v. SEC (1st Cir.) (on petition for review of SEC decision in In the Matter of Flannery and Hopkins)

Hopkins Reply Brief in Hopkins v. SEC (1st Cir.) (on petition for review of SEC decision in In the Matter of Flannery and Hopkins)

The Dewey Trial Guide to New York City Dining (Wall Street Journal)

Judge Declines to Dismiss Case Against SEC, for Now (NY Law Journal)

Second Circuit Revives Securities Fraud Class Action Against the Manufacturer of the Keurig Coffeemaker (D&O Diary)

Trader Leans On Rakoff Ruling In Insider Trading Defense (Law 360)

SEC’s Gallagher Blames Dodd-Frank For Politicizing Agency (Law 360)

SEC set to approve CEO pay-gap disclosure rule (Wall Street Journal)

Washington lawyers engage in some back-scratching with a Supreme Court brief (Bloomberg)

Ex-Justice Dept. Officials Argue Against Federal Prosecutors in Supreme Court Brief (NY Times) (about petition for writ of certiorari in Georgiou v. US)

Cert. Petition in Georgiou v. US (US Supreme Court) (On the appeal issue addressed here and in the amicus briefs below, you may want to look at the earlier blog post: U.S. v. Georgiou: 3rd Circuit Panel Decision Makes a “Mockery” of Brady Disclosures and Jencks Act Compliance)

Georgiou v. US Amicus Brief of Former Prosecutors (US Supreme Court) (amicus brief in support of grant of petition for certiorari)

Georgiou v. US Center on Administration of Criminal Law Amicus Brief (US Supreme Court) (amicus brief in support of grant of petition for certiorari)

Evaluating the Government’s cert petition in US v. Newman (Professor Bainbridge)

New York Regulator Moves to Suspend Promontory Financial (NY Times Dealbook)

Civil liberties groups: Freedom at stake in 2nd Circuit seized hard drive case (Reuters)

U.S. Firms Struggle to Trace ‘Conflict Minerals’ (Wall Street Journal)

CFTC Wins Round Against Intrade In Illegal Trading Suit (Law 360)

In the Matter of John Thomas Capital Management Group and George Jarkesy: Order Granting in Part and Deferring in Part Motion To Adduce Additional Evidence and Requesting Additional Briefing (SEC) (SEC allows additional briefing on Appoitnments Clause issue unopposed by Division of Enforcement, but defers ruling on a range of discovery requests addressing possible bias by ALJs or unfairness in the administrative proceeding which were opposed by the Enforcement Division)

So Why Should Delaware Corporate Law Predominate? (D&O Diary)

1st UK Conviction Gives More Ammunition To Libor Plaintiffs (Law 360)

UK’s Guilty Verdict In Libor Trial Bodes Well For DOJ (Law 360)

How Libor whiz Rain Man became ‘the guy everyone was going to blame’ (Reuters)

With final defendant, Madoff criminal case comes to an end (Reuters)

FINRA Bars Top Producer For Charging Commissions Instead Of Fees (Broke and Broker)

Ex-Delta Petroleum Exec Asks Justices To Clarify Causation (Law 360)

Dirks, Newman, Tippees And The Government’s Cert Petition (SEC Actions)

Cost Shifting Warranted for Production of Inaccessible ESI (NY Law Journal)

SEC Won’t Back Down After Latest In-House Court Setback (Law 360)

SEC Loses Bid To Dismiss Ex-S&P Exec’s Complaint (Law 360)

Ex-S&P exec may proceed with case against SEC, U.S. judge rules  (Reuters)

SDNY Court Ups the Ante, Allowing Duka Injunctive Action To Proceed on Appointments Clause Issue (Straight Arrow Aug. 3, 2015 Blog Post)

Decision & Order in SEC v. Duka (S.D.N.Y.) (Judge Richard Berman denies SEC motion to dismiss Barabra Duka’s court action to enjoin SEC adminsitrative proceeding — see blog post above)

Another court tells SEC to reconsider how it names its judges (Wall Street Journal)

The Challenges of Fighting Money Laundering (NY Times Dealbook)

Former Trader Tom Hayes Sentenced to 14 Years for Libor Rigging (Wall Street Journal)

Former Citigroup and UBS Trader Convicted in Libor Case (NY Times Dealbook)

Dole and other companies sour on Delaware as a corporate haven (Wall Street Journal)

Onetime Allies on Wall Street Have Uneasy Prison Reunion After Insider Trading Trials (NY Times Dealbook)

Rebutting Fraud On The Market (Law 360)

SEC Says It’s Likely To Win Appeal of In-House Court Freeze (Law 360)

SEC Reply Brief on Motion for Stay of Preliminary Injunction in Hill v. SEC (N.D. Ga.)

SEC Slams Ironridge’s Bid To Stay Suit Over In-House Court (Law 360)

SEC Removes Duka ALJ After Refusing No-Bias Affidavit in Timbervest (JDSupra)

A Slack Lifeline for Drowning Homeowners (NY Times)

Petrobras Securities Suit: Judge Rakoff Rejects Company’s “Adverse Interest” Argument; Rules Brazilian Investors Must Arbitrate Brazilian Securities Law Claims (D&O Diary)

The Delaware Delusion (CLS Blue Sky Blog)

5th Circ. Revives Ex-Tesoro VP’s SOX Whistleblower Claim (Law 360)

Judge Says Chimps May One Day Win Human Rights, but Not Now (Wall Street Journal)

Proxy firm Georgeson under investigation for illegally obtaining confidential information (Wall Street Journal)

Investment Technology Group’s trading orders drop after SEC settlement disclosure (Wall Street Journal)

District Court Follows Supreme Court’s Lead in Halliburton, Allows Class Action to Proceed with Narrowed Factual Scope (JDSupra)

Goldman To Drop $270M To Settle $6B RMBS Suit (Law 360)

GE Mortgage Can’t Escape BNY Mellon’s $900M RMBS Suit (Law 360)

3 Class Actions Before The Supreme Court (Law 360)

Venable Not Liable for Alleged ‘Puffery’ by Firm Lawyers (Legal Times)

Grand Jury Indicts Texas Attorney General, Ken Paxton, on Felony Charges (NY Times Dealbook) (Texas AG charged with securities fraud in Texas state court)

Supreme Court Review Could Redefine Insider Trading (NY Times Dealbook) (DOJ taking a real risk: “There is no guarantee the Supreme Court will take the case. And even if it does, there is the risk that the government will not get the answer it wants because the justices could decide to refashion insider trading law.”)

When can investors talk to companies? (Bloomberg) (thoughts on how DOJ rhetoric in Newman cert. petition squares with real life of professional investors)

United States Supreme Court Poised to Address Standard for Insider Trading Following Second Circuit’s Decision in United States v. Newman (JDSupra)

C.A. Affirms Denial of Attorney Fees to Out-of-State Counsel (California state class action against Dick’s Sporting Goods settled for coupons to be made available to 232,000 putative class members, and agreement not to dispute plaintiff’s lawyers’ fee request of  $210,000.  Two coupons were claimed.  Judge awarded $11,000 because purported hours worked on case were done by lawyers not admitted in California or pro hac vice, affirmed.)

The Future of Securities Class Action Litigation D&O Discourse

The Saga Continues: The Northern District of Texas Weighs in on Price Impact for Class Certification Post-Halliburton II (Gibson Dunn)

7th Circuit Opens Door to Data Breach Class Actions (AG Deal Diary)

DOJ’s Newman Appeal Hinges On These 3 Arguments (Law 360)

High Court Expected To Hear Insider Trading Appeal (Law 360)

Lawyers Weigh In On DOJ’s Newman Appeal To High Court (Law 360)

Putting The Brakes On Newman: 3 Recent Rakoff Decisions (Law 360)

AQR Trading Chief Goes on Leave as SEC Probes Ex-Employer (Bloomberg)

Standing after Neale: Third Circuit Clarifies Jurisdictional Standing and Predominance Analysis in Consumer Class Actions (Blank Rome)

New Executive Compensation Clawback Rules Proposed by SEC; Update on Pay Ratio Disclosure and Pay vs. Performance Rules (National Law Review)

Jesse Eisinger on Corporate Crime and The Chickenshit Club (Corporate Crime Reporter)

Lessons From 5th Circ. Application Of Scienter Standard (Law 360)

Sonar Capital Insider Trading Suit Dismissed For Good (Law 360)

Compliance Counsel to Help DoJ Decide Whom to Prosecute (Wall Street Journal)

Deutsche Bank Didn’t Archive Chats Used by Some Employees Tied to Libor Probe (Wall Street Journal)

3 Noteworthy Trends at the SEC (Corporate Counsel)

Elizabeth Warren’s Crusade to Separate Investment and Commercial Banks (NY Times Dealbook)

Steven Cohen’s Point72 Hires New Head of Data and Analytics (Wall Street Journal)

US Exchanges Say Dodd-Frank Delays Drive Away Business (Law 360)

U.S. Asks Supreme Court to Review Insider Trading Ruling (NY Times Dealbook)

Preet Bharara’s Insider-Trading Smackdown Heads to the Supreme Court (Bloomberg)

DOJ Appeals Newman Ruling To High Court (Law 360)

Petition for Writ of Certiorari in US v. Newman (U.S. Supreme Court)

SEC Plays Gotcha in Case Against Baby Formula Maker (Litigation Daily)

7th Circuit roundly rejects 3rd Circuit ‘ascertainability’ framework (Reuters)

Investors Hit 24 Banks With Market Manipulation Class Action (Law 360)

Judge Won’t Let Medical Company Sell Itself Short (Bloomberg)

Best Practice for Dealing With Confidential Witness Allegations in Securities Fraud Complaints: The Implications of In re Millennial Media and Other Recent Decisions (BNA Securities Regulation and Law Report)

U.S. Extends Investigation of JPMorgan Chase Hacking (NY Times Dealbook)

Look Out, Washington: Goldman-Busting Senate Panel Now Sets Sights on Government (Bloomberg)

A Study Of Recent Delaware Appraisal Decisions, Part 1Part 2, and Part 3 (Law 360)

UBS deal shows Clinton’s complicated ties (Wall Street Journal)

Clinton Calls Out SEC for Dodging Rule on CEO Pay (Mother Jones)

On Compliance, Read This, Not the Bloviators (Corporate Counsel)

Securities Class Action Filings Up In 9th Circuit, Abroad (Law 360)

Securities Class Action Filings 2015 Mid-Year Assessment (Cornerstone) (Plaintiffs brought 85 new federal class action securities cases in the first half of 2015, a decrease from the second half of 2014, when plaintiffs filed 92 securities class actions)

PwC, Standard Chartered Can’t Slip All Madoff Claims (Law 360)

Rakoff Looms Over DOJ’s Newman Appeal Decision (Law 360)

Delaware judge blasts Grant Thornton deal advice as ‘new low’ (Reuters)

Caris Employees Get $16.3M After Co. Sharply Devalued Stock (Law 360)

Hillary Clinton Aim Is to Thwart Quick Buck on Wall Street (NY Times Dealbook)

Court of Appeals Warns Against Complacency in the PSLRA’s Safe Harbor (Pillsbury)

Rebutting the Fraud-on-the-Market Presumption in Securities Class Actions: Halliburton Class Certified Over Price Impact Objections (Akin Gump)

Herbalife Again Escapes Shareholder Class Action (Law 360)

Preparing an Executive for a Deposition (Corporate Counsel)

CFP Board: Judge’s ruling validates our rights to protect the public (Investment News)

Deustche Bank Says Omnicare Can’t Revive Class Action (Law 360)

Professor takes his issues with merger lawsuits to court (Wall Street Journal)

SCOTUS Halliburton ruling finally helps a defendant – Halliburton! (Reuters)

U.S. Extends Bank Breach Investigation (NY Times Dealbook)

Law Prof Makes Final Push Against ‘Worthless’ Settlement (Law 360)

The World Wide Web, the New Frontier in Fraud (NY Times Dealbook)

The few who won’t say `sorry’ for financial crisis (Bloomberg)

SEC Reassigns Judge Overseeing Ex-S&P Exec’s Case (Law 360)

Initial Decision in In the Matter of Paul Lloyd (SEC) (ALJ Cameron Elliot issues another ruling in favor of Division of Enforcement and rejects constitutional argumenrs made by respondent)

DOL fiduciary proposal elicits torrent of comments (Pensions & Investments)

Understanding The SEC’s Compensation Clawback Proposal (Law 360)

Carter’s Insider Trading Case Survives Newman, Judge Says (Law 360)

Halliburton Investors Win Class Cert. Post-High Court Appeal (Law 360)

Class Certification Decision in Erica P. John Fund v. Halliburton (N.D. Tex.)

High Court’s Halliburton Ruling Finally Shows Its Teeth (Law 360)

Exide Investors Get Partial Cert. In Suit Over Enviro Woes (Law 360)

Class Certification Decision in Loritz v. Exide Technologies (C.D. Cal.)

Adjudicating Corporate Auctions (CLS Blue Sky Blog)

2nd Circuit’s Facebook IPO opinion is boon for corporate defendants (Reuters)

SEC in-house justice system stacks the deck (Investment News)

SEC Admin Court Appeals Languish Under White (Law 360)

Is the SEC being fair? (Inside Counsel)

Overlooking the Other Sources of Liquidity (Wall Street Journal)

Sigelman FCPA Trial Won’t Affect DOJ Strategy (Law 360)

The Dewey Trial Report: Drama, Denial And ‘The DiCarminator’ (Law 360)

Rubenstein Says Private Equity’s Fees, Investors Have Changed (Bloomberg)

Wall Street’s unfinished reform (The Week)

2nd Circ. Axes Facebook Investor Suits Over IPO (Law 360)

2nd Circ. Revives Wells Fargo CDO Fraud Suit (Law 360)

2nd Circ. Jolts Green Mountain Shareholder Suit To Life (Law 360)

Employees Retirement System of the Govt of the Virgin Islands v. Blanford (2d Cir.) (finding pleading of scienter sufficient)

DC Circuit Vacates SEC’s Retroactive Application of Dodd-Frank Remedial Provision (Sullivan Cromwell)

You can settle your insider trading case with a negligence-based charge (Lexology) (describing SEC enforcement settlements in a bygone era when there was flexibility in settling cases because the actual facts and evidence should have a bearing on how a case is resolved)

Delaware Expands Jurisdiction Over Directors (JDSupra)

The Importance of Inferiority as a Basis for Leveling the SEC’s Enforcement Action Playing Field (D&O Diary)

Fair Proxy Voting: Why Section 14(a) Needs Scienter (Law 360)

Recent Lessons In D&O Fee Advancement And Indemnification (Law 360)

Chicago’s Plan to Change Pension Benefits Ruled Unconstitutional (NY Times Dealbook)

The Housing Market Still Isn’t Rational (NY Times)

U.S. judge faults hedge fund founder’s ‘chutzpah,’ upholds conviction (Reuters)

D.C. Circuit Revives Constitutional Challenge to CFPB (National Law Journal)

Whitman Denied 2nd Appeal Of Insider Trading Conviction (Law 360)

SEC Insider Accords Survive Challenges After Appeals Ruling (Bloomberg)

Humana Hit With Investor Class Action Over $37B Aetna Deal (Law 360)

Morgan Stanley Must Face Oligarch’s Insider Trading Claim (Law 360)

Wall Street Pulls in Its Horns in Connecticut (NY Times Dealbook)

They’re Just Not Into Ethics (Corporate Counsel)

Revival Of Skadden Temp Atty’s OT Case To Spur Similar Suits (Law 360)

5 Years After Dodd-Frank, Cross-Border Harmony Still Far Off (Law 360)

Monroe Freedman Was Right About Atticus Finch–and Harper Lee (Law.com)

What Dodd-Frank left unfinished in financial reform (Fortune)

Senate Republicans Try New Tactic in Reining in Dodd-Frank (Bloomberg)

What Dodd-Frank Means for SEC Enforcement Issues (JDSupra)

O.K., This Is a Big Deal: 7th Cir. Reinstates Neiman Marcus Consumer Data Breach Class Action (D&O Diary)

Plaintiffs Win Victory Regarding Neiman Marcus Data Breach (Legaltech News)

Ex Ante Vs. Ex Post: Janis Joplin’s Yearbook Revisited (Law 360)

States, cities to ask SEC to beef up disclosures for private-equity firms (Wall Street Journal)

Omnicare’s early impact: mixed and muted (Reuters)

The 7th Circuit just made it a lot easier to sue over data breaches (Reuters)

Cooperation, the SEC and FOIA SEC Actions

To SEC’s Chagrin, Ponzi Feeder Ordered to Pay $41M Penalty (Law 360)

SEC v. Levin Disgorgement Order (S.D. Fla.)

SEC Pressed For $1M Fees After Rare In-House Loss (Law 360)

Hertz Beats Shareholder Class Action (Law 360)

SIFMA Raises ‘Deep Concerns’ Over DOL Retirement Fiduciary Rule (Hamilton Blog)

Don’t touch that remote (tippee)? Salman reflects Ninth Circuit’s view on Newman (JDSupra)

Index Funds May Work a Little Too Well (Bloomberg)

FCPA Challenges Make For Spotty Trial Record For DOJ (Law 360)

Ask an Economist: Did Dodd-Frank Stabilize the Financial Sector? (US News & World Report)

Hedge funds gear up for another Big Short (Wall Street Journal)

SEC official rips proposed brokerage fee limits as ‘nanny-statism’ (Reuters)

Funds Challenging Dell Bid Find Shares Aren’t Really Theirs (NY Times Dealbook)

Securities Suit Against Company That Used Stock Promotion Firm Survives Dismissal Motion (D&O Diary)

Law Prof’s Objection To $3.6B Merger Settlement Under Fire (Law 360)

Chancery Tosses Claims Over Abbott Labs’ AbbVie Spinoff (Law 360)

SAC Beats Investors’ Privilege Claims In Insider Trading Suit (Law 360)

Atticus Finch Revelations Have Lawyers Reeling (American Lawyer)

Sex, Lies And Real Estate – Operation Wax House Comes To A Close (Forbes)

When a Brief May Find a Real Friend on the Court (NY Times Dealbook)

Indictments Dismissed In $132M Investor Fraud Row (Law 360)

Toshiba’s $1.2B Accounting Scandal May Land It In US Court (Law 360)

Toshiba must adjust operating profit down by ¥151.8 billion (Wall Street Journal)

An Active 1st Half For Securities Class Action Litigation (Law 360)

U.S. Charges Five in Cases Connected to J.P. Morgan Hack (Wall Street Journal)

Fee Advancement Considerations Arise From Recent Delaware and Third Circuit Decisions (Katten Muchin)

Does The SEC Know How To Assess Risks And Rewards? (JDSupra)

The 6 Biggest Dodd-Frank Surprises (Law 360)

What Message Is Being Sent to CCOs By SEC Commissioners? (SEC Actions)

High Compliance Costs Could Sink DOL Fiduciary Rule (Law 360)

Dishonest intent, not outcome, key in Libor trial: prosecutor (Reuters)

Alleged Bancorp Tippee Says SEC Suit Doesn’t Show Benefit (Law 360)

New Criticism Over the S.E.C.’s Use of In-House Judges (NY Times Dealbook)

News From California: The 9th Circuit and the SEC Challenge New York (CLS Blue Sky Blog) (John Coffee’s take on Salman and Newman)

The Real Problem With SEC Administrative Proceedings, and How To Fix It (Forbes) (focusing on the unseemly practice of the SEC authorizing an action based on detailed submissions from the Division of Enforcement and then serving as the review forum for decisions by ALJs, and arguing that although permissible, this is not necessary and, indeed, was not contemplated when the authorizing statute was passed)

Fourth Circuit Rejects ‘Advice of Counsel’ Defense (Corporate Counsel)

Judge Scheindlin: Appellate Judges Know Nothing About Tech (Bloomberg)

Does SOX 404 Have Teeth — Consequences of the Failure to Report Existing Internal Control Weaknesses (The Accounting Review)

SEC Enforcers Say ‘Big Short’ Adviser Can’t Prove Judge Bias (Law 360)

Dodd-Frank Act At 5: SEC Slammed For Slow Rule-Making (Law 360)

U.S. SEC launches civil probe into FIFA bribery case (Reuters)

SEC Must Face Suit Over Employee’s Alleged Porn Habit (Law 360)

U.S. housing regulator paid law firms $373 million to sue banks (Reuters)

SEC cranks up probe into fund firms’ fees (Wall Street Journal)

Chiquita Can’t Keep Paramilitary Aid Docs Secret: DC Circ. (Law 360)

Chiquita Brands Int’l v. SEC (D.C. Cir.) (DC Circuit affirms decision allowing production of documents under FOIA which were produced to the SEC during an investigation and relate to a pending civil action)

Wells Fargo wins dismissal of predatory lending lawsuits (Reuters)

Banks are ripping off investors in overseas markets (NY Post)

The Dewey Trial Report: Master Plans And Clueless Auditors (Law 360)

U.S. judge dismisses NFL star’s $20 million case against Bank of America (Reuters)

JPMorgan Puts Up $388M To End MBS Class Action (Law 360)

TD Bank to pay $20 million to settle Ponzi scheme lawsuit: attorney (Reuters)

SEC Awards Company Insider $3M Whistleblower Award (Law 360)

SCOTUS history backs 2nd Circuit insider trading opinion in Newman: law prof (Reuters)

Dirks and the Genesis of Personal Benefit by Adam Pritchard (Draft) (as discussed in the Reuters article above, this is the draft paper of Prof. Pritchard addressing the origin and scope of the “personal benefit” mandate in Dirks that was applied in Newman)

Practical Board Guidance based on Chief Justice Strine (CLS Blue Sky Blog)

Ex-S&P Exec Urges US Court To Freeze SEC In-House Case (Law 360)

Motion for Preliminary Injunction in Duka v. SEC (SDNY)

How An Obscure Banking Law Let The IRS Seize Bank Accounts From Innocent Americans (Forbes)

Corporate Welfare and the Crony Capitalism That Enriches the Rich (Corporate Crime Reporter)

District Court Denies Zynga’s Motion to Dismiss Class Action Securities Complaint (Race to the Bottom)

A Tiny Bank’s Surreal Trip Through a Fraud Prosecution (NY Times)

The Beginning of the End of the Merger Objection Lawsuit Curse? (D&O Diary)

A Call For New Approach To Continuous Holder Requirement (Law 360)

Germany blasts Deutsche Bank executives over culture (Wall Street Journal)

Get Rid of Deferred Prosecution Agreements (Corporate Crime Reporter)

Samsung and ‘the Jews of Wall Street’: Korean Takeover Fight Gets Uglier (Bloomberg)

Gov’t Says Wyly Can’t Raise Issues Resolved In SEC Suit (Law 360)

Dewey Cooperator Says He Didn’t Discuss Fraud With Davis (Law 360)

SEC’s ‘Clawback’ Proposal Raises Significant Tax Issues (Law 360)

Convictions Prove Elusive in ‘London Whale’ Trading Case (NY Times Dealbook)

The Disastrous Loan Deal That Shows Wall Street Still Has a Wild West (Bloomberg)

Pluto was great. Next stop? Mars, and Pluto and Charon Shock NASA Scientists With the Unexpected (Bloomberg) (“awesome” may be the most overused word of this century, but the Pluto mission and photos are, indeed, “awesome”)

SEC Slapped With New Challenge To In-House Court (Law 360)

Complaint in Ironridge Global IV, Ltd. v. SEC (N.D. Ga.)

Chamber of Commerce Report Details Concerns with SEC Enforcement and Proposed Reforms (Straight Arrow July 16, 2015 Blog Post) (when will the SEC commissioners join in a conversation aimed at reforming an unfair adjudicative process rather than trying to block reform at all costs?)

The U.S. Chamber On SEC Enforcement (SEC Actions)

SEC Urges 1st Circ. To Deny Ex-State Street Execs’ Appeals (Law 360)

SEC Opposition Brief in Flannery v. SEC (1st Cir.)

Should Public Cos. Disclose Investigations By The Gov’t? (Law 360)

Wyly Seeks Bankruptcy Court OK To Appeal $299M Judgment (Law 360)

How Lynn Tilton Went From Company Savior to SEC Target (Bloomberg)

Barclays Attacks Expert Report In Libor Fraud Class Hearing (Law 360)

Dodd-Frank at 5: Higher Costs, Uncertain Benefits (American Action Forum)

Judge Certifies Class of Plaintiffs Lawyers to Sue Plaintiffs Lawyers (Litigation Daily) (grist for lawyer “shark” jokes)

23 Years Later, Law Prof’s Dim View of Atticus Finch Vindicated (Legal Times)

Slowing the Wall Street-Washington Revolving Door (Huffington Post)

Dems. Seek To Stop Financial Regulator ‘Revolving Door’ (Law 360)

Ex-Libor trader says made mistakes in interviews with investigators (Reuters)

Dewey Star Witness Says Davis Knew Of Accounting Tricks (Law 360)

Chamber Calls For Broad Changes To SEC In-House Courts (Law 360)

U.S. Chamber of Commerce criticizes SEC’s in-house court (Wall Street Journal)

U.S. Chamber calls for long list of reforms for SEC enforcement program (Reuters)

Chamber of Commerce Report on Reforms Needed in SEC Enforcement Process (US Chamber of Commerce) (addresses problems with administrative proceedings as well as other equity issues in SEC enforcement proceedings)

Forum Over Substance? Respondent Rights And The SEC (Law 360)

Accused Insider Trader Slams SEC Over Admin Case Appeal (Law 360)

Charles Hill Brief in Opposition to SEC Motion for Stay of Judge May’s Order (N.D. Ga.)

‘Clawbacks’ Could Backfire (NY Times Dealbook)

Lawyers, Funds and Money in Toxic Irish Stew (NY Times Dealbook)

Five Years Of Dodd-Frank: ‘Too Big To Fail’ Still Unresolved (Forbes)

Can corporate accounting ever be reformed? (Fortune)

DC Circ. Says SEC Can’t Use Dodd-Frank Bans Retroactively (Law 360)

Koch v. SEC DC Circuit Opinion (DC Circuit)

Judge Rakoff Strikes Back: US v. Salman, Part 1 and Part 2 (Race to the Bottom)

SEC Chair White Looks To Calm Compliance Officer Nerves (Law 360)

New York Stock Exchange System Failure Draws Attention to Staff Cuts (NY Times Dealbook)

2015 Mid-Year Securities Enforcement Update (Gibson Dunn)

An Identity Thief Explains the Art of Emptying Your Bank Account (Bloomberg)

Deutsche Bank Inquiry Deepens as New York Seeks Moscow Memos (Bloomberg)

How To Spot Fake M&A: The Twitter Edition (Forbes)

Tips For An Efficient And Effective Fraud Investigation (Law 360)

Jury Sees ‘Fake Income’ Email in Trial of Ex-Dewey Leaders (NY Law Journal)

Ex-Finance Director Says He Met Often With Dewey Leaders (NY Law Journal)

Law prof objects to Dela. M&A settlement, could be first of many (Reuters)

An Example of Cooperation Credit From The SEC (SEC Actions)

U.S. lawmaker cites delays, Labor Dept interference, in request to SEC (Reuters)

Williams & Connolly’s Lance Armstrong Files Shielded in Fraud Suit (Legal Times)

How I Found the Harper Lee Manuscript (Wall Street Journal)

The Search for Pluto Turns 100 in Spectacular Fashion (Bloomberg)

Clinton gets tough on Wall Street, vows to tighten oversight (Reuters)

Mary Jo White responds to Sen. Warren criticisms of SEC (Wall Street Journal)

Judge OKs $163M Deal To End SEC Suit Over Ponzi Scheme (Law 360)

Flash Boys Welcome: World Exchanges Woo High-Frequency Firms (Bloomberg)

Here’s What We Learned From the Official Report on the ‘Flash Crash’ in U.S. Treasuries (Bloomberg)

High-Speed Traders Avoid New Limits After Latest Crash (Law 360)

Report Finds High-Frequency Trading Played Role In Volatility (Law 360)

U.S. report finds ‘no single cause’ of Oct. 15 volatility in Treasurys market (Wall Street Journal)

The Circuits Are Split: Are Tangible Benefits Required for Insider Trading Liability? (Latham Watkins)

Bond King Gundlach Feuds With Morningstar (Wall Street Journal)

Officials at Dewey & LeBoeuf Manipulated Income Statements, Witness Testifies (NY Times Dealbook)

Excluding Shareholder Proposals: Trinity Wall Street v. Wal-Mart Stores, Inc. (Sullivan Cromwell)

Cornell Law Professor Valerie Hans on the Psychology of Tort Law (Corporate Crime Reporter)

China accuses trading firms of manipulating stocks (Associated Press)

Mexican drug lord ‘El Chapo’ Guzmán escapes from prison (Wall Street Journal) (graphics show method of escape)

Should companies be required to label genetically modified foods? (Wall Street Journal) (WSJ debate)

Banking regulators heighten financial market risk (Reuters) (SEC Commissioner Piwowar and CFTC Commissioner Giancarlo argue: “It is an unavoidable fact that one of the greatest potential risks to the financial markets is the work of regulators themselves.  The 2008 financial crisis had a devastating impact on nearly all aspects of our economy but one, the regulatory machine.  In the aftermath of the crisis, policymakers seeking a simple narrative for how these events transpired claimed that financial markets, and the participants overseen by the capital and derivatives markets regulators, were the primary cause of the financial crisis.  This ill-informed assertion led to a misconceived solution: a massive increase in financial regulation.“)

Regulatory Rollback Is Wrong for Financial Markets (Wall Street Journal)

SEC Settles With Cooperating Insider Trader Who Ate Post-Its (Law 360)

Lawsuit Against General Motors Tests Attorney-Client Privilege (NY Times Dealbook)

The State of Cost-Benefit Analysis at the S.E.C. (NY Times Dealbook)

Treasury ‘Flash’ Rally Report Is Released (NY Times Dealbook)

SEC escalates financial penalties (Wall Street Journal) (“Regulator has more than doubled the typical fine against individuals over the past decade”)

SEC’s ‘administrative proceedings’ enforcements dwarf court cases in 2015 (Reuters)

Chancery Rejects Two Separate M&A Settlements on Same Day (Del. Corporate & Comm’l Litig. Blog)

The beginning of the end of ‘deal tax’ litigation boom? (Reuters)

Scope of Section 220 Discovery After ‘Wal-Mart’ (NY Law Journal)

The SEC’s Clawback Proposal – An Unconstitutional Taking? (JDSupra)

SEC Ramps Up Regulation of Pre-IPO Securities Market (The Recorder)

Bipartisan Anti-Insider Trading Law Gains Steam In House (Law 360)

Dewey Case Comes Into Focus (National Law Journal)

As Dewey Trial Resumes, Much Depends on DA’s Key Witness (NY Law Journal)

For Dewey Prosecutors, A Long Road Ahead (American Lawyer)

The Dewey Trial: Four Examples of Not-So-Funny Comic Relief (American Lawyer)

Chesapeake Owes $380M For Botched Bond Buyback (Law 360)

NYSE Insists It Was Not Victim of a Hack, but Questions Remain (Newsweek)

Merger Price And Process Win The Day Yet Again (Law 360)

Rakoff Refuses Petrobras Bid To Nix $98M Bribery Suit (Law 360)

Outraged But Uninjured? Should You Be Able to Sue? (Corporate Counsel)

Look past the hype in reports (Dallas Morning News)

Ex-Alstom Exec Fights ‘Defective’ FCPA Conspiracy Charge (Law 360)

SEC Not Bound By 180-Day Deadline, DC Circ. Says (Law 360)

Deadlines And SEC Enforcement: When 180 Days Is Not 180 Days (SEC Actions) (“When does a 180 day deadline not mean that in 180 days time is up? Answer: When the SEC says so and the DC Circuit gives the conclusion Chevron deference.”)

Montford & Co. v. SEC (DC Cir.) (D.C. Circuit rules that SEC interpretation of statutory 180-day deadline for action after Well Notice as not jurisdictional is reasonable and entitled to Chevron deference, and also uses deferential standard to affirm disgorgement ordered by the Commission)

Hayes says UBS had ‘instruction manual’ for rigging rates (Wall Street Journal)

U.S. v. McDonnell 4th Circuit Opinion (4th Cir.) (affirming former Gov. McDonnell’s conviction and rejecting arguments that instructions of “official acts” subject to bribery statutes was overbroad)

Senators seek tenfold increase in SEC penalties for fraudsters (Investment News)

Lynn Tilton Is Not A Billionaire, And Her Fortune Is Sinking (Forbes)

A Broadening Risk Of Securities Liability After Omnicare (Law 360)

SEC Queries Accused Avon Manipulator’s Medical Condition (Law 360)

Securities Cases To Watch In The 2nd Half Of 2015 (Law 360)

Market complexity broke the NYSE before saving it (Bloomberg)

New, Thorough Academic Analysis of In re Flannery Shows Many Flaws in the Far-Reaching SEC Majority Opinion (Straight Arrow July 9, 2015 Blog Post)

FINRA Loses Back-To-Back Cases Before In-House Tribunals (Law 360)

UK watchdog drops case against ‘London whale’ (Financial Times)

Ex-SEC Chairman Criticizes NYSE Handling of Glitch (Wall Street Journal)

Plaintiffs Try To Get Facebook’s Expert Nixed In IPO Suit (Law 360)

Ex-S&P Exec. Denied Another Delay To SEC In-House Trial (Law 360)

Order Denying Motion for Adjournment of Hearing (SEC) (SEC ALJ Cameron Elliot denies Duka’s request for a 10-week extension of commencement of hearing to allow counsel to review more than 830,000 documents produced by the SEC)

Sen. Warren Bill Sees Future in Glass-Steagall’s Past (Hamilton Blog)

Judge Orders $1.6M Penalty In SEC’s Millennium Bank Suit (Law 360)

Plaintiffs Ordered to ‘Start Over’ On Eve of Securities Class Action Trial (Litigation Daily)

Controversy Surrounds SEC’s New Proposed Dodd-Frank Executive Compensation Clawback Rules (D&O Diary)

It’s All Relative: Tipping Family Members Is Sufficient to Establish Breach of Fiduciary Duty (Hamilton Blog)

Chancery Rejects Settlement Over $1.5B Aeroflex Cobham Deal (Law 360) (“This is not a settlement I can approve in its current form,” the vice chancellor said from the bench. “The class gets nothing, zip, zero.”)

SEC Wants Ex-Cravath Associate To Testify In Trading Case (Law 360)

An Offline N.Y.S.E. Makes Barely a Ripple in a Day’s Trading (NY Times Dealbook)

A Review of Recent Whistleblower Developments (JDSupra)

Bad Math and a Coming Public Pension Crisis (NY Times Dealbook)

F-Squared Driven To Ch. 11 By $35M SEC Settlement (Law 360)

Third Circuit Renders Opinion In Trinity Wall Street V. Wal-Mart (And Admonishes SEC To Issue New Guidance) (JDSupra)

In re Cornerstone Therapeutics Inc. S’holder Litig., C.A. No. 564, 2014 (Del. May 14, 2015) & Leal v. Meeks, C.A. No. 706, 2014 (Del. May 14, 2015) (JDSupra) (“Delaware Supreme Court resolved a long-standing split in Delaware authorities by ruling that independent directors (including members of a special committee negotiating a transaction with a controlling stockholder) who are protected by a Section 102(b)(7) exculpatory charter provision will be entitled to dismissal from a case challenging a controlling stockholder transaction unless the stockholder-plaintiff asserts well-pled, non-exculpated claims for breach of fiduciary duty against the independent directors.”)

The SEC’s Claws Come Out in New Compensation Rules (Corporate Counsel)

In 9th Circ. insider trading case, Rakoff rejects broad read of 2nd Circ. precedent (Reuters)

One Step Forward and One Step Back: Southern District of New York Denies Motion to Enjoin SEC’s Administrative Proceedings, Despite Recent Defense Bar Victory Against SEC (JDSupra)

Briefing in Timbervest v. SEC (N.D. Ga.):  Timbervest v. SEC Plaintiffs’ Motion for TRO and Preliminary Injunction; Timbervest v. SEC Defendant’s Opposition to Motion for Preliminary Injunction; Timbervest v. SEC Plaintiffs’ Reply Brief in Support of TRO and Preliminary Injunction

Judge Rakoff, Newman And Illegal Tipping (SEC Actions)

3 Takeaways From The 9th Circ.’s Insider Trading Ruling (Law 360)

Washington Redskins Lose Trademark Case in Federal Court (National Law Journal)

The Hugely Profitable, Wholly Legal Way to Game the Stock Market (Bloomberg)

KKR And The Evolving Scrutiny Of Private Equity Firms (Law 360)

This Chart Shows How CEOs Get Rich by Dumping Cash on You (Bloomberg)

Banks’ living wills show Goldman and Morgan imperilled (CNBC)

Banks’ Public Living Wills Leave Room For Improvement (Law 360)

Devaluing The Currency Of Settlements (Law 360)

Wyly Bros. Lose Bid For New Trial After $300M SEC Judgment (Law 360)

Corzine, others settle MF Global lawsuit for $64.5 million (Reuters)

Sealed HSBC Report Shows U.S. Managers Battling Cleanup Squad (Bloomberg)

Elizabeth Warren allies delay Obama’s SEC pick (Politico)

‘Flash Crash’ Trader Blasts ‘Arbitrary’ CFTC Spoofing Case (Law 360)

Bringing Broken-Windows Policing to Wall Street (Atlantic)

Judge Rakoff Ruling on Tips May Help Prosecution on Insider Trading Cases (NY Times Dealbook)

Lehman Case Shows Blurred Lines on Repos (NY Times Dealbook)

Libor reform has not gone far enough, says regulator (Wall Street Journal)

In U.S. v. Salman, Judge Rakoff Distinguishes Newman in 9th Circuit Opinion Affirming Insider Trading Conviction (Straight Arrow July 6, 2015 Blog Post)

Ninth Circuit Disagrees with Second Circuit on Personal-Benefit Requirement for Insider Trading (Proskauer) (the Straight Arrow blog disagrees with this analysis of the case, as reported in the blog post above)

Rakoff and Ninth Circuit Throw Cold Water on Insider Trading Ruling (Wall Street Journal)

9th Circ. Upholds Conviction In Family Insider Trade Scheme (Law 360)

US v. Salman (9th Circuit) (In an opinion by Judge Jed Rakoff, sitting by designation, 9th Circuit panel finds evidence sufficient to convict a tippee of insider trading, applying Dirks and considering how the ruling of the 2d Circuit decision in U.S. v. Newman would apply to these facts)

Newman No Help to Gupta; No Quid Pro Quo Required for Tipper Liability (Hamilton Law Blog)

Is it a coffee shop or a bank? (Wall Street Journal)

SEC Proxy Rules Outdated, 3rd Circ. Says In Wal-Mart Opinion (Law 360)

FINRA Dangles Cooperation Carrot With Fine-Free Settlements (Law 360)

Conviction of Former Goldman Sachs Programmer Is Overturned (NY Times Dealbook)

Threat of Pay ‘Clawbacks’ May Be as Powerful as Recoveries (NY Times Dealbook)

546(e) Safe Harbor Is Open To Madoff Victims (Law 360)

SEC Said To Investigate Market For Pre-IPO Tech Shares (Law 360)

Too Many Lawyers. Here’s One Solution (Bloomberg)

Rajat Gupta Loses On Attempt To Toss Insider Trading Conviction, But Newman Wins (Forbes)

High Court’s Fault Lines Crisscross (National Law Journal)

MCDC Settlements Cast Doubt On Self-Reporter Leniency (Law 360)

SEC Tells 11th Circ. That Freeze On In-House Case Is Unjust (Law 360)

Investors tell court they were shortchanged $1 billion in Dole deal (Reuters)

SEC opening appeal brief in SEC v. Hill (11th Circuit)

SEC Bashes Ex-S&P Exec’s New Push Against In-House Court (Law 360)

SEC Motion To Dismiss Amended Complaint in Duka v. SEC (SDNY)

Order on Respondent’s Motion for Summary Disposition (SEC) (SEC ALJ Jason Patil denies Barbara Duka’s motion for summary disposition of aiding and abetting claims in adminsitrative enforcement action, finding there are disputed issues of fact on whether S&P committed a primary violation)

Regulators probe marketing of hot private tech shares (Wall Street Journal)

The SEC’s Evolving Scrutiny of Private Equity Firms: KKR Hit with an Unprecedented Enforcement Action for Broken Deal Expense Misallocation (Arnold & Porter)

Amarin Ducks Securities Action Over Vascepa Denial (Law 360)

Och-Ziff Seeks Toss Of Securities Suit Over FCPA Inquiries  (Law 360)

The Dewey Trial Report: Idiots, Informants And Inquisitions (Law 360)

Rakoff To Gupta: Newman No Escape Hatch For You (Law 360)

Opinion denying motion to vacte judgment in US v. Gupta (SDNY) (Judge Jed Rakoff  denying motion for relief based on contention that liability standard adopted in US v. Newman was not satisfied in Gupta’s trial)

SEC’s Data-Driven Analysis Identifies Allegedly Improper Trade Allocations by Investment Advisor (JDSupra)

Fee Shifting: Delaware’s Self-Inflicted Wound (Stephen Bainbridge)

Newman Letter To SCOTUS Finally Makes Docket (Forbes)

Division of Enforcement Continues To Refuse To Comply with SEC Orders in Timbervest Case (Straight Arrow July 2, 2015 Blog Post)

A Year Later: The Impact of Halliburton II Is Still Developing (JDSupra)

Tilton Taking Claim Over SEC In-House Court To 2nd Circ. (Law 360)

SEC Hasn’t Shown CMBS Fraud by S&P Or Exec, Judge Says (Law 360)

Order Denying Division of Enforcement’s Motion for Partial Summary Disposition in In the Matter of Barbara Duka (SEC) (ALJ Cameron Elliot denies SEC motion for pre-trial judgment on claims that Ms. Duka aided and abetted specified S&P violations because the proffered evidence does not prove primary violations occurred)

SEC Investor Advocate Fleming warns agency against diluting fiduciary standard (Investment News)

Best Practices For Drafting Insider Trading Policies (Law 360)

Four Steps To Implementing New SEC Cybersecurity Guidelines (Forbes)

Pelosi: I disagree with Warren on Wall St. oversight (CNBC)

SEC proposes broadened corporate ‘clawback’ rules (Wall Street Journal)

SEC Proposes Stiff New Exec Pay Clawback Measures (Law 360)

SEC Clawback Plan To Create Enforcement Nightmares (Law 360)

Rule From S.E.C. Would Allow Companies to Take Back Executive Bonuses (NY Times)

SEC says Connecticut firm inflated hedge fund valuations (Reuters)

Fairway Says Investors Misapply Omnicare In IPO Claims (Law 360)

Oilfield Services Co. To Pay $120M To End Investor Fraud Row (Law 360)

Goldman Sachs Can’t Escape Suit Over $73M RMBS Sale (Law 360)

Former Wall St. Giants Tangled in Dispute Over Missing Shares (NY Times Dealbook)

Penalties for whistleblowers and others breaking Swiss bank secrecy laws just got more severe (Wall Street Journal)

A Venture Capital Giant Says: Bubble? What Bubble? (NY Times Dealbook)

A Fiduciary Standard For Brokerage Firms May Be Inevitable (Law 360)

Judge Kozinski: Time to Rein in Prosecutors (Wall Street Journal)

Two Uber Executives Indicted in France (Wall Street Journal)

Hillary Clinton’s EMails (Wall Street Journal) (read the latest batch of Hillary Clinton’s emails, released by the State Department on Tuesday)

Court Rejects Investor’s Move to Disrupt Samsung Merger (NY Times Dealbook)

CFTC Must Give Corzine More Details In MF Global Suit (Law 360)

Naked Shorts Suit Gives High Court Chance To Curb States (Law 360)

Chancery Throws Out Cablevision ‘Nepotism’ Suit (Law 360)

11th Circ. Sends Paulson Investor Suit To Del. High Court (Law 360)

Reverse Proffers, Waivers, Admissions and Self Reporting to the SEC (Corporate Crime Reporter)

An Active First Half for Securities Class Action Litigation (D&O Diary)

The Biggest Securities Cases Of 2015: Midyear Report (Law 360)

Lieff: Professional objectors are a scourge but settling isn’t unethical (Reuters)

Greenberg gets ready for round 2 in AIG fight (Wall Street Journal)

SEC Bumbles Efforts To Figure Out How Its Own Administrative Law Judges Were Appointed (Straight Arrow June 30, 2105 Blog Post)

Tilton Loses Constitutional Challenge To SEC Admin Case (Law 360)

Tilton v. SEC Dismissal on Jurisdictional Grounds (Judge Ronnie Abrams finds no federal court jurisdiction over challenge to constitutionality of SEC administrative proceeding (SDNY)

High Court To Hear Merrill Lynch Naked Short Selling Suit (Law 360)

Goldman Sachs to Pay $7 Million Penalty Over Options Glitch (NY Times Dealbook)

Fee-Shifting Bylaws: A Study in Federalism (Institute of Delaware Corporate and Business Law)

Obamacare and Administrative Law: Overturning the Chevron Doctrine (Race to the Bottom)

Deference’s Discontents (Yale Journal on Regulation)

KKR’s Investors Paid for a Lot of Wasted Flights (Bloomberg)

Does Delaware Legislation Cover Fee Shifting in Securities Cases? (D&O Diary)

GCs and Auditors: Corporate Frenemies (Corporate Counsel)

Corporate Attys Want More High Court Action After Slow Term (Law 360)

Oh, Snap! The Wit, Wisdom, and Unapologetic Vitriol of Carl Icahn (Bloomberg)

SEC eyes broadened ‘clawback’ restrictions (Wall Street Journal)

Mastering Privilege Protection During E-Discovery (Corporate Counsel)

High Court Won’t Hear Amedisys Shareholder Appeal (Law 360)

Chancery Nixes Claims Against GM Directors In Ignition Suit (Law 360)

Madoff Trustee Attacks Banks’ $800M Territoriality Tactic (Law 360)

A new way for class action firms to combat serial objectors? (Reuters)

S.E.C. Learns the Hard Way How Judges Are Like Umpires (NY Times Dealbook)

K.K.R. Settles Over ‘Broken Deal’ Expenses (NY Times Dealbook)

SEC Fines KKR $30M For Misallocating Broken Deal Expenses (Law 360)

KKR Settles With SEC for Nearly $30 Million (Wall Street Journal)

Consent Settlement Order in In the Matter of Kohlberg Kravis Roberts & Co. L.P. (SEC)

Judge Won’t Bar SEC Admin Case Against Ex-Lehman Exec (Law 360)

Crying Foul on Plans to Expand the S.E.C.’s In-House Court System (NY Times)

SEC Enforcement Appeals Case It Lost Before In-House Judge (Law 360)

SEC Petition for Review in In the Matter of The Robare Group (SEC)

PetroTiger Case Shows Conflicts of General Counsel Role (Wall Street Journal)

Big business on winning side in U.S. top court’s major rulings (Reuters) (understates the potential far-reaching impact on business of accepting disparate impact to prove housing discrimination)

SEC Suspends Advisory Firm’s Ex-President for Failing to Heed CCO Pleas for Help (ThinkAdvisor)

With 61 Seconds in a Minute, Markets Brace for Trouble (Bloomberg)

The Dewey Trial Report: Feuds, Finger-Pointing And F-Bombs (Law 360)

Dewey Trial Shows Email Can Be A Lawyer’s Worst Enemy (Law 360)

Ex-Qualcomm exec gets one-and-a-half years in prison for insider trades (Reuters)

Supreme Court upholds ‘disparate impact’ under the FHA but emphasizes that claims cannot rely on statistics alone (Reed Smith)

U.S. Supreme Court Holds That Disparate-Impact Claims Are Cognizable Under the Fair Housing Act in Certain Limited Circumstances (Sullivan Cromwell)

Supreme Court Affirms Disparate-Impact Liability under the Fair Housing Act (Venable)

NY Judge Tosses REIT Accounting-Restatement Scandal Suit (Law 360)

SEC Wants Stay Of Ga. Judge’s Admin Court Injunction (Law 360)

Officials masked severity of government hack by calling it two distinct breaches (Wall Street Journal)

SEC Stay Motion in Hill v. SEC (N.D. Ga.)

A Few Lessons From FCPA Trial Of Ex-PetroTiger CEO (Law 360)

2nd Circ. Won’t Revive Dynegy Securities Fraud Class Action (Law 360)

Ex-CNEP Exec Says Insurers Hung Him Out To Dry (Law 360)

SEC’s Mary Jo White has a message for companies & shareholders: You’re big kids. Act like it (Wall Street Journal)

SEC chief tilts again to activists (Wall Street Journal)

SEC Chair says agency will propose ‘universal proxy ballot’ rules (Reuters)

Goldman Settles RICO Claims in Overstock Short-Selling Suit (Law 360)

Wall Street May Save Billions on Swaps in Regulator Squabble (Bloomberg)

The Rise of the Compliance Guru—and Banker Ire (Bloomberg)

From Student Debt To Home Foreclosures, State AGs Take Growing Consumer Protection Role (Forbes)

SEC Actions Stir Concerns Over Compliance Officer Liability (Wall Street Journal)

Calpers’s Disclosure on Fees Brings Surprise, and Scrutiny (NY Times Dealbook)

Apple Removes All American Civil War Games From the App Store Because of the Confederate Flag (Touch Arcade) (Truly ridiculous — Apple becomes a Civil War denyer, joining the Soviet Union’s denial of the Gulag.  If we don’t recognize it, maybe we can abrogate its existence.  Not about securities laws, except to the extent that many  forms of political correctness are finding their way — improperly — into securities laws and regulations.)

The Appointment of SEC Administrative Law Judges: Constitutional Questions and Consequences for Enforcement Actions (Bloomberg BNA)

A Layover Ends in Penny-Stock Scheme Arrest (NY Times Dealbook)

Wyly Family Fights SEC Asset Freeze in $550 Million Fraud (Bloomberg)

Wyly Family Tells 2nd Circ. Asset Freeze Bucks Ch. 11 Stay (Law 360)

Delaware bans ‘loser-pays’ rules in corporate class actions (Reuters)

How the U.S. Finally Tracked Down a Hacker Kingpin (Bloomberg)

SEC Freezes Chinese CEO’s Assets In Insider Trading Case (Law 360)

Disclosure Rules Are the Wrong Way to Push Social Change (American Banker)

As U.S. Probes $12.7 Trillion Treasury Market, Trader Talk Is a Good Place to Start (Bloomberg)

Egos, Emails And Expletives: Top 10 Dewey Trial Zingers (Law 360)

4 Social Media Pitfalls That Could Derail An IPO (Law 360)

Mayweather-Pacquiao Fight Sparks More Than 40 Class Actions (National Law Journal)

False Claims Act: Are Businesses’ Worst Fears Being Realized? (NY Law Journal)

SEC Actions Stir Concerns Over Compliance Officer Liability (Wall Street Journal)

SEC Gambit To Avoid Judge May in Timbervest Case Seems To Have Failed (Straight Arrow June 23, 2105 Blog Post)

Survey of Fee-Shifting Bylaws Suggests DGCL Amendments Won’t End Debate (CLS Blue Sky Blog)

Baker & McKenzie Docs Safe In $132M Investor Fraud Row (Law 360)

SEC Wants More Time For Ex-Wells Fargo Trader’s Case (Law 360)

2nd Circ. Gives Foundry Insider Reprieve From Surrender Date (Law 360)

Chamber to SEC in State Street appeal: No deference for you! (Reuters) (Chamber of Commerce weighs in on appeal in 1st Circuit of SEC ruling in In the Matter of Flannery and Hopkins — see SEC Majority Argues for Negating Janus Decision with Broad Interpretation of Rule 10b-5)

Chamber of Commerce Amicus Brief in Flannery v. SEC (1st Circuit)

DC Circ. Revives Harman Investors’ Securities Action (Law 360)

The High Cost Of FINRA Membership For HFT Firms (Law 360)

Op-Ed: Judge Lacks Authority to Preside Over the Hank Greenberg Case (National Law Journal)

Another reboot? What works for Spider-Man doesn’t for Supreme Court (Bloomberg) (about Supreme Court patent decision, not securities, but a fun read)

KPMG under investigation for BNY Mellon reporting lapses (Market Watch)

D&O Liability: A Downside of Being a Corporate Director (Harvard Law School Forum on Corporate Governance and Financial Regulation)

SEC hunts hackers who stole corporate emails to trade stocks (Reuters)

Order Denying Unopposed Motion To Stay Administrative Proceeding Against Gray Financial Group (SEC) (SEC ALJ Cameron Elliot denies an unopposed motion to stay pending administrative proceeding in In the Matter of Gray Financial Group, Inc. et al., File No. 3-16554, saying: “Commission Rule of Practice 161 instructs that I ‘should adhere to a policy of strongly disfavoring’ stay requests unless ‘the requesting party makes a strong showing that the denial of the request or motion would substantially prejudice their case.’  17 C.F.R. § 201.161(b)(1).  Respondents have not made such a showing.  I will abide by an injunction if it is issued; however, as of now I have been instructed to resolve this proceeding within 300 days of service of the OIP.”)

A film noir trope is now unconstitutional (Bloomberg) (Cops can no longer ask to see the a hotel registry)

Congress Should Let the SEC Do its Job (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Ted Frank And The Real Risk Of Class Actions (Litigation & Trial)

Cases To Watch: Where Halliburton Might Make Its Mark (Law 360)

SEC Ramps Up Scrutiny On Retirement Advisers (Law 360)

Delaware Tightens Scrutiny Of Director Compensation (Law 360)

When Bloggers Attack and Companies Fight Back (Corporate Counsel)

Spoofing: Fighting Finagling in Financial Markets (Bloomberg)

The Loneliness of the Short-Seller (NY Times Dealbook)

Ex-Dewey partner details law firm infighting (Wall Street Journal) (well-known securities litigator, and former SEC GC, Ralph Ferrara testifies about the Dewey LeBoeuf debacle)

Ex-Dewey Rainmaker Says Partners Asked to Forgo Half of Salary (American Lawyer) (another account of Ferrara’s testimony)

Legal suit shedding light on secret trading technology (Wall Street Journal)

Next Up: A Home Depot Data Breach-Related D&O Lawsuit? (D&O Diary)

Patriot Coal Execs’ Accounting Not Fraudulent, 8th Circ. Says (Law 360)

Deutsche Unit Found Not To Have Properly Vetted Some RMBS (Law 360)

A Different Take on the AIG Case: The Dangers of Invoking 19th Century Principles to solve 21st Century Problems (CLS Blue Sky Blog)

‘All Factors’ Test Applied to Whether Notes Were Securities Under Arkansas Law (Hamilton Blog)

Supreme Court rejects Madoff trustee’s appeal over $4 billion recovery (Forbes)

Supreme Court Sides With Raisin Farmers in Property Rights Case (NY Times) (Supreme Court gives raisin farmers compensation for government confiscation of raisins — is that consistent with no compensation for unlawfully confiscating 80% of AIG equity in bailout?)

Supreme Court Undermines Price-Support Programs With Ruling For Raisin Farmer (Forbes)

SEC Enforcement Defendants Descend on Georgia for Judicial Relief from the SEC’s Allegedly Unconstitutional In-House Tribunal (JDSupra)

The SEC finds itself defending its in-house courts (Wall Street Journal)

The Appointment of SEC Administrative Law Judges:
Constitutional Questions and Consequences for Enforcement Actions (BNA)

Bharara’s Request To SCOTUS For Extension In Insider Trading Case Was Done On The Sly (Forbes) (ex parte application for extension to file for cert. in Newman is shameful conduct by USAO and Solicitor General, even if extension is largely inconsequential)

Dewey Defense, DA Locked In Dead Heat One Month Into Trial (Law 360)

Firm traded Patriots tickets for inside info: DOJ (USA Today)

9th Circ. Shoots Down Quiksilver Stock Overpayment Suit (Law 360)

Atty Can’t Get New Trial For Role In $21M Fraud, SEC Says (Law 360)

Pauley Set To Broker Unusual Fraud Action Over GFI Merger (Law 360)

TPG, Ex-Spokesman Settle Suit Over Leaks With Injunction (Law 360)

Odd Alignments At Supreme Court As Thomas Joins Liberals, Scalia Attacks Alito (Forbes)

With an Activist Investor, ConAgra Is Primed to Be Carved Up (NY Times Dealbook)

Greenberg Seeks Broad Appeal Of Judge’s AIG Rulings (Law 360)

The Biggest Losers From A.I.G.: Taxpayers (NY Times)

State Street Gets Wells Notice From SEC (Wall Street Journal)

Steak and Wine Cement Insider Trading Conviction (AmLaw Litigation Daily)

Appeals Court Rejects Class In H&R Block Action (National Law Journal)

Judge Closes Book On SAC Capital Advisors Civil Suit (Law 360)

SEC Targets Energy Co. Exec For Alleged Securities Fraud (Law 360)

Activist investor Jana goes after ConAgra (Wall Street Journal)

Democrats Are Fed Up with the SEC’s Weak Financial Crimefighting (New Republic)

NBA star Tim Duncan says losses from financial adviser topped $20 million (Investment News)

Key Player In $150 Million Ponzi Scheme Gets 1-Day Sentence (Ponzitracker)

SEC Too Tough On Compliance Officers, Gallagher Says (Law 360)

Gallagher Uncorks on SEC Action Against CCOs (Compliance Week)

Paul Volcker: The financial world is ‘bigger than its britches’ (CNN)

The Hunt for the Financial Industry’s Most-Wanted Hacker (Bloomberg)

This ‘Barbarian’ Banker Has Turned Into a Friendly Activist (Bloomberg)

Lessons From An Ex-Congressional Lawyer (White Collar Wire)

The Benefit of a Bargain: When a Lie Is Not a Fraud (NY Law Journal)

Judge in Microsoft tax case to decide if IRS improperly hired Quinn Emanuel (Reuters) (IRS hiring private firms to handle complex tax litigation — would we be better or worse off if the SEC did the same?)

Disgraced trader asks judge for a $50M refund (NY Post)

SEC Charges 36 Firms With Bond Market Violations (Corporate Counsel)

SEC Argues Common “Facts” Are Not Common “Issues of Fact” — I Kid You Not (Straight Arrow June 18, 2015 Blog Post) (or, “Why Ordinary People Scratch Their Heads When a Lawyer Talks”)

SEC Rejects Easy Answers To Admin Court Challenges (Law 360)

Why the SEC can’t easily solve Appointments Clause problem with ALJs (Reuters)

Boston Jury Finds Amateur Golfer Guilty Of Inside Trading (Law 360)

Ex-NFL Player Can’t Revisit Pump-And-Dump Verdict (Law 360)

The AIG Case: Moral Hazard on Steroids! (CLS Blue Sky Blog)

The bank bailout’s ungrateful critics (Politico)

Why the A.I.G. Verdict Kind of Makes Sense (New Yorker)

“Swindle & Fraud” – America’s great tradition, from Lapham’s Quarterly (Reuters)

Wall Street analysts, honestly wrong at last (Bloomberg)

The Guide to Social Media and the Securities Laws (Morrison Foerster)

NY High Court Closes Door On Host Of Crisis-Era Suits (Law 360)

2nd Circ. Wrestles With Dodd-Frank’s Whistleblower Lingo (Law 360)

High Court Gives Bharara More Time To Mull Newman Appeal (Law 360)

SEC Should Set Own Agenda, Director Says (Wall Street Journal)

A Look Back at the Flash Crash and Regulatory Initiatives (NY Law Journal)

Delamaide: White House to blame for SEC failings (USA Today)

Will A.I.G. Decision Affect the Next Bailout? Don’t Bet on It (NY Times Dealbook)

Kenneth Feinberg to Oversee Cuts in Multiemployer Pension Plans (NY Times Dealbook)

SEC, Desperate To Avoid Judge May, Challenges Related Case Designation in Timbervest Action (Straight Arrow June 17, 2105 Blog Post)

The Decision That Will Help Shape Preet Bharara’s Legacy Was Just Delayed (Bloomberg)

SEC Wants Latest ALJ Case Taken Away From Georgia Judge (Law 360)

Ex-CEO of PetroTiger sentenced to probation over bribery (Wall Street Journal) (former CEO gets no jail time from guilty plea after government case falls apart)

Suspicious Swiss Bank Deals to Be Part of FIFA Investigation (NY Times Dealbook)

Omnicare Stands Out In Quiet High Court Term For Securities (Law 360)

Judge Intervenes After SEC Creates Wrongful BD ‘Death Spiral’ (ThinkAdvisor)

Ex-AIG Head To Continue Seeking Bailout Damages On Appeal (Law 360)

Hank Greenberg Won Ruling on AIG Bailout, Will Appeal Anyway (Bloomberg)

Greenberg’s Firm Vows to Appeal A.I.G. Ruling (NY Times Dealbook)

HP Again Dodges ERISA Suit Over $11B Autonomy Buy (Law 360)

Abuse-of-Discretion Review May Destabilize Law of Derivative Actions, Panel Warns (Hamilton Blog)

2nd Circ. Shuts Down ‘London Whale’ Derivative Suit (Law 360)

JPMorgan wins dismissal of shareholder lawsuit over London Whale (Reuters)

SEC Chair’s Conflicts Fuel Sympathy for Wall Street, Group Says (Bloomberg)

The FIFA Scandal: The Long Foot of American Justice (Bloomberg)

NY High Court Brings Finality To RMBS Repurchase Claims (Law 360)

SEC Has No Plans to Change the Way Administrative Judges Are Appointed (For Now) (JDSupra)

A judge disqualified the entire Orange County DA’s office—all 250 prosecutors—for massive misconduct (Slate)

Joseph Sigelman Given No Jail Time (PRNewswire)

How Davis Polk Emails Hurt Government in AIG Case (AmLaw)

Judge in A.I.G. Case Rebukes Davis Polk Law Firm (NY Times Dealbook)

SEC Says It Will Appeal Hill v. SEC Decision, Seek To Stay the Case, and Try To Prevent Discovery (Straight Arrow June 16, 2015 Blog Post) (plaintiff seeks immediate discovery; SEC argues for none)

SEC To Appeal District Judge’s Admin Court Injunction (Law 360)

SEC Fights Robbins Geller Quest For Wal-Mart Bribery Info (Law 360)

Securities cases advance in the wake of the Supreme Court’s Omnicare decision (Nixon Peabody)

Why Directors Must Demand Indemnification Agreements (Law 360)

SEC charges ex-Mike Tyson financial adviser with fraud (Reuters)

Ex-NFL Player, Ally Charged With Running $32M Ponzi Scheme (Law 360)

Justice Department Stumbles in Closely Watched Foreign-Bribery Case (Bloomberg)

Ex-PetroTiger CEO Takes Plea In FCPA Trial (Law 360)

FCA chose not to chase some firms in FX probe  (Wall Street Journal)

Meet the banking regulator with an 8,000-mile commute (Wall Street Journal)

2nd Circ. Jettisons BofA Investors’ Mortgage Risk Suit (Law 360)

S.E.C. Finds Itself in a Constitutional Conundrum (NY Times Dealbook)

Hank Greenberg’s chutzpah vs. Fed’s panic (Bloomberg)

No room in AIG winner’s circle for Fannie, Freddie (Wall Street Journal)

Ex-AIG CEO Wins Without Damages In Bailout Row With Fed (Law 360)

Ex-A.I.G. Chief Wins Bailout Suit, but Gets No Damages (NY Times Dealbook) (full decision linked below)

Judge hands former AIG chief Greenberg a moral victory in bailout trial (Wall Street Journal) (full decision linked below)

Court of Claims Decision in Starr Intl v. US (US Court of Claims)

PetroTiger Trial Witness Says He Gave Inaccurate Testimony (Wall Street Journal)

Delaware Legislature Passes Fee-Shifting Bylaw Prohibition — What Questions Remain? (D&O Diary)

Yes, Wall Street Needs Help (NY Times)

SEC Judge Refuses To Say Whether He Favors Agency (Law 360)

The Dewey Trial Report: High Pay, Perks And Mean Bosses (Law 360)

Senators think stock buybacks might be manipulative (Bloomberg)

GM Plaintiffs Try Crime-Fraud Exception to Get Documents (Corporate Counsel)

Investment banker to cooperate in insider trading case: court papers (Reuters)

SEC Settles Another Insider Trading Case Tied To Brocade Deal (SEC Actions)

SEC Accuses Developer Of $62M Oil Worker Housing Scam (Law 360)

When Private Equity Firms Give Retirees the Short End (NY Times)

How the Fed screwed up the bond market (USA Today)

9th Circ. Tosses Sentence Of Fraudster Who Lacked Counsel (Law 360)

Goldman Gets Serious About High-Speed Trading (Bloomberg)

Timbervest Files Complaint and TRO Motion To Halt SEC Proceeding (Straight Arrow June 12, 2015 Blog Post)

Timbervest Joins Challenges To SEC’s In-House Judges (Law 360)

SEC In-House Trial Halt A Temporary Setback At Best (Law 360)

The Bulgarian man allegedly at the center of the false Avon takeover bid is a mystery (Wall Street Journal)

The SEC’s Recruiting Problem: Its Former Officials (Wall Street Journal)

The Atlanta Judge Who Stuck A Thorn In The SEC’s Side (Law 360)

Ga. Judge Who Blocked SEC Admin Suit Gets Similar Case (Law 360) (Gray Financial Group v. SEC (N.D. Ga.) transferred to Judge Leigh Martin May)

Lynn Tilton launches new defense as she reveals investors (Market Watch)

SEC ALJ Cameron Elliot Declines To Submit Affidavit “Invited” by the Commission (Straight Arrow June 11, 2015 Blog Post)

SEC Judge Declines to Submit Affidavit of No Bias (Wall Street Journal) (WSJ reports that SEC was rebuffed on evidence from its own ALJ but former ALJ is willing to give evidence on past pressure to favor SEC if asked to do so)

Foundry Insiders Settle Civil Suits With SEC (Law 360)

US V. Heinz May Bolster Expansive FIRREA Interpretation (Law 360)

Del. Fee-Shifting Ban Easily Clears Legislature (Law 360)

Pleading Standard Saves SEC’s Insider-Trading Case (JDSupra)

Catching Insider Trading (CLS Blue Sky Blog)

6th Circuit Reverses Itself, Abandons “Definitively and Specifically” Standard For SOX Whistleblower Protected Activity (JDSupra)

Brokerage firm prefers to keep its research friendly (Bloomberg)

Marchionne Said to Mull Alternatives as GM Deal Chance Fades (Bloomberg)

Did A Judge Just Undermine The Administrative State With SEC Ruling? (Forbes)

Checking In With The Takings Cases (Conglomerate Blog)

U.S. rejects court ruling on constitutionality of SEC in-house judges (Reuters)

DOJ Says Ga. Judge Erred With SEC Admin Court Injunction (Law 360)

Order Scheduling Hearing and Designating Presiding Judge in In the Matter of R. Scott Peden (SEC Chief Adminsitrative Law Judge Brenda Murray appoints ALJ James Grimes, ruled “likely unconstitutional” by federal district court two days earlier, to preside in new administrative proceeding)

SEC Denies Bid By Life Partners GC To Lift Suspension (Law 360) (SEC orders hearing in In the Matter of R. Scott Peden)

The SEC’s Inferiority Complex (Conglomerate Blog)

Enjoined by District Court, SEC Cancels Start of Administrative Proceeding (Hamilton Blog)

J. Crew Struggles With Its ‘Great Man’ Dilemma (NY Times Dealbook)

Confronting the new ‘game changer’ SEC whistleblower paradigm (InsideCounsel)

HSBC can’t sue Deutsche Bank unit over mortgage securities deal- court (Reuters)

American Billionaire Takes on Samsung (Bloomberg)

Samsung calls in friendly party to get around shareholders (Wall Street Journal)

DOJ Treatment Of UBS Undermines Leniency Program (Law 360)

Another SEC Insider Trading Case: Does it Comply With Newman? (SEC Actions)

Nasty FINRA Lawsuit Gets Nastier (BrokeAndBroker)

Lessons from Kirkland’s ‘unfortunate and unethical’ Mylan mess (Reuters)

Law Firm a Casualty of a Takeover Battle (NY Times Dealbook)

Why a federal judge barred a large law firm from advising Teva on Mylan bid (The Deal)

Laurie Bebo takes ALJ case to appeals panel (Securities Regulation Daily) (report on 7th Circuit oral argument in Bebo v. SEC)

‘Big Short’ Adviser Blasts SEC In-House Court’s Practices (Law 360)

Harding Advisory Supplemental Brief in SEC Proceeding Addressing Due Process Claims (SEC)

Halted SEC Case To Spark More In-House Court Challenges (Law 360)

Order issued by chief ALJ Brenda Murray in In the Matter of Charles L. Hill, Jr. (per federal court preliminary injunction, scheduled hearing is canceled)

Raj Rajaratnam seeks to cut 11-year insider trading sentence (Reuters)

Newman Can’t Save Investors In SEC Insider Trading Case (Law 360)

The Alleged Flash-Trading Mastermind Lived With His Parents and Couldn’t Drive (Bloomberg)

Wyly Wants $650K Per Month For Bankruptcy Lawyers (Law 360)

Why disruption happens a lot less often than CEOs think (Washington Post)

Why Elizabeth Warren is wrong about the SEC (CNBC)

Federal Judge Halts SEC Administrative Proceeding On Constitutional Grounds (Forbes)

Court Issues Preliminary Injunction Halting Likely Unconstitutional SEC Proceeding (Straight Arrow June 9, 2015 Blog Post)

SEC In-House Trial Halted On Constitutional Grounds (Law 360)

SEC Appointment of In-House Judges ‘Likely Unconstitutional’ (Bloomberg)

Federal judge rules SEC in-house judge’s appointment ‘likely unconstitutional’ (Wall Street Journal)

SEC To Weigh In-House Court Claims In Timbervest Appeal (Law 360)

Tone-Deaf SEC Asks ALJ in Secret Whether Agency Pressured Him (JDSupra)

Ex-State Street Exec Attacks SEC Penalty In 1st Circ. (Law 360) (appeal of controversial SEC decision in In re Hopkins and Flannery)

Flannery Opening Appeal Brief in Flannery v. SEC (1st Circuit)

Class actions face crucible in next Supreme Court term (Reuters)

Omnicare Revives Deutsche Bank Class Action: High Court (Law 360)

BioScrip Can’t Hide Behind Omnicare In Securities Suit (Law 360)

Jury Hears Secret Tape Of Ex-PetroTiger CEO In Bribery Trial (Law 360)

German prosecutors raid Deutsche Bank headquarters (Wall Street Journal) (see also Why Are These Dead Tax Trades Causing Such a Stir? – The Short Answer)

Deutsche Bank Headquarters in Frankfurt Are Searched by Prosecutors (NY Times Dealbook)

Sen. Warren’s Attack on Mary Jo White ‘Unfair,’ Former SEC Inspector General Says (CFO.com)

Dov Charney and American Apparel Tussle Over Lawyers’ Fees (NY Times Dealbook) (company trying to avoid advancement of legal defense payments to former CEO — a total waste of time and money unless the company bylaws inexplicably don’t provide for advancement (highly unlikely); if there are such provisions, the company must abide by its deal)

SEC to SEC judge: Do you feel pressured to rule for the agency? (Reuters)

Defendants See Achilles Heel In SEC’s Admin Judge Hiring (Law 360)

In Rare Victory, Texas Advisory Firm Slips SEC Admin Suit (Law 360)

Advisers’ “Belt-and-Suspenders” Compliance Approach Shows Lack of Intent to Conceal Conflicts (Hamilton Law Blog)

Initial Decision by SEC ALJ James Grimes ruling for respondents (In the Matter of The Robare Group, Ltd. at al.)

The SEC’s steady hand (Washington Post)

Jury Acquits Ex-BP Exec Of Lying In Oil Spill (NPR)

In Bribery and FCPA Trial of CEO, GC Says They Did It (Corporate Counsel)

We bailed you out, and now you want what!?! (Washington Post)

Libor trial hears global banks submitted skewed data (Wall Street Journal)

Deutsche Bank co-CEOs Jain and Fitschen resign (Wall Street Journal)

When It’s a Crime to Withdraw Money From Your Bank (NY Times)

SEC Hates Unreported Perks, And Dow’s Chairman Is Latest To Find Out (Forbes)

Inside Trader Failed to Show Selective Enforcement in SEC’s Choice of Forum (Hamilton Law Blog)

Shareholder Activism And Defense Strategies: Part 2 (Law 360)

9th Circ. Says Alphatec Securities Action Was Weak (Law 360)

Del. Fee-Shifting Bill Won’t Cause Corporate Exodus (Law 360)

Stock Buybacks That Hurt Shareholders (NY Times)

Against His Better Judgement: In the meth corridor of Iowa, a federal judge comes face to face with the reality of congressionally mandated sentencing (Washington Post)

A rich financial realm run almost without oversight (Boston Globe)

Real Value Of SEC’s $190M Deal Lies In Compliance Review (Law 360)

Divided S.E.C. Reaches Compromise in Computer Sciences Case (NY Times Dealbook)

SEC Fines CSC $190M, Forces Exec Clawbacks (Law 360)

SEC “Invites” ALJ Cameron Elliot To Provide Affidavit on Conversations “Similar” to Those Described by Former ALJ (Straight Arrow June 4, 2015 Blog Post) (SEC continues to try to limit inquiry into matters reported in WSJ article on administrative courts)

SEC Asks SEC Judge If He Is Biased Towards SEC (Law 360) (Respondent’s counsel: “It seems rather ridiculous.  Do they now expect him to say, ‘Yes, I felt the pressure and that’s why I always rule in favor of the division’?”)

7th Circ. Greets SEC In-House Court Claim With Skepticism (Law 360) (Bebo effort to block SEC administrative case heard by 7th Circuit panel)

SEC Probes Activist Funds Over Whether They Secretly Acted in Concert (Wall Street Journal)

SEC investigates allegations of misspending by Dow Chemical CEO (Reuters)

Lyondell Brass Beat Appeal Over Bankruptcy Suit Coverage (Law 360)

Nothing Weak-Kneed About Alan Dershowitz’s Lawsuits (Wall Street Journal) (Pathetic egocentrism)

Shareholder Activism And Defense Strategies: Part 1 (Law 360)

BBA Told Banks Were Lying About Libor to Boost Profits in 2007 (Bloomberg)

Legal Paternalism in the Securities Markets: The Need for More (or Less) Paternalistic Regulation to Protect Investors (CLS Blue Sky Blog)

Bogus Avon Buyout Bid Sparks SEC Fraud Suit (Law 360)

S.E.C. Charges Bulgarian Man in Fake Takeover Offer for Avon (NY Times Dealbook)

The Impact of Newman on SEC Enforcement: Part I, Part II, Part III, Part IV, and Part V (SEC Actions)

Washington Politics and Compliance (JDSupra)

Swiss Prosecutors End HSBC Inquiry Without Filing Charges (NY Times Dealbook)

Elizabeth Warren’s war on Mary Jo White, explained (Vox)

SEC bickering stalls Mary Jo White’s agenda (Wall Street Journal)

Prosecutors Begin Case Against PetroTiger Defendant (Wall Street Journal)

SEC Judge Axes Subpoena In Hill’s ‘Class Of One’ Claim (Law 360)

Order Denying in Part Subpoena Request in In the Matter of Charles L. Hill, Jr. (SEC) (ALJ James Grimes rejects portions of subpoena request aimed at obtaining materials relating grounds for SEC decision to proceed against him administratively because (i) they would not be relevant to alleged due process theory; and (ii) Hill failed to provide a sufficient basis for discovery on an equal protection violation because he has not sufficiently shown there are enough persons sued for section 14(e) violations in federal court to make him a “class of one” being sued for the same violation administratively.)

London Whale Derivative Claim Too Flimsy, Judge Rules (Law 360)

SEC eyes broadened ‘clawback’ restrictions (Wall Street Journal)

NY Jury Acquits Abacus Bank Of Mortgage Fraud Charges (Law 360)

J.P. Morgan wins legal battle in Washington Mutual Case (Wall Street Journal)

U.S. Prosecutors Did Not Question Goldman on Financial Crisis in 2010 Meeting (NY Times Dealbook)

Former SEC Enforcement Leaders Urge SEC To Reform Administrative Enforcement Process (Straight Arrow June 3, 2015 Blog Post)

How to Rein In the SEC (Wall Street Journal)

Litigating With — And At — The SEC (WilmerHale)

Regulator Warns Against Regulation (Wall Street Journal)

SEC Holds SAC’s Cohen Case As Feds Mull Newman Cert (Law 360)

Madoff Trustee Cleared To Pursue Hundreds Of ‘Net Winners’ (Law 360)

Did Elizabeth Warren go too far this time? (Politico) (The Massachusetts senator’s attack on Securities and Exchange Commission Chair Mary Jo White causes backlash on Wall Street)

Disclosure Ethics vs. In-House Counsel Whistleblowing (Corporate Counsel)

A Middle-Ground Approach To ‘Piggybacking’ (Law 360)

Blatter Quits as FIFA President With Graft Probe Spreading (Bloomberg)

SEC ALJ James Grimes Denies Request To Certify Discovery Ruling for Interlocutory Appeal (Straight Arrow June 2, 2014 Blog Post)

Subpoena Over Ex-Judge’s Discrimination Claim Paused (Law 360)

Herbalife Steps Up Lobbying to Counter Ackman’s Attacks (NY Times Dealbook)

7 Best Practices for Preserving In-House Counsel Privilege (Corporate Counsel)

Wall Street and Ethics (JDSupra)

Senator Warren Calls SEC Chair White “Extremely Disappointing” (D&O Diary)

Sen. Elizabeth Warren Sharply Criticizes SEC Chairman in Letter (Wall Street Journal)

Elizabeth Warren Calls S.E.C. Chief’s Tenure ‘Disappointing’ (NY Times Dealbook)

US Senator Warren blasts SEC chief over delays, enforcement (Reuters)

Letter from Elizabeth Warren to Mary Jo White (“During this confirmation hearing and in the period immediately after, you also made promises to members of the Senate in four key areas. In each case, you appear to have broken those promises.  First, under your leadership. the SEC has failed to finalize important Dodd-Frank rules requiring disclosure of the ratio of CEO pay to the median worker.  Second, the SEC has failed to crnb the use of waivers for companies found to be in violation of securities law.  Third, the agency has settled the vast   majority of cases without requiring that companies admit guilt.  And fourth. you have been unable to participate in numerous cases because of recusals related to your prior employment at a Wall Street defense firm, and you have been and will continue to be unable to participate in certain cases because of recusals relating to your husband’s ongoing  employment at a Wall Street defense firm.”)

‘Big Short’ Adviser Takes SEC Court Gripes To 2nd Circ. (Law 360)

Labor Fiduciary Plan To Empower Plaintiffs Bar (Law 360)

Maybe You Should Talk To Your Witnesses Before Quoting Them, Judge Tells Lawyers (Forbes) (piece about Opinion in In re Milennial Media Securities Litigation)

The Liquidity Time Bomb (Project Syndicate)

Shareholder Protection Across Time (CLS Blue Sky Blog)

Protecting Corporate Executives’ Rights to Advancement and Indemnification (D&O Diary)

The Troublesome Recent FCPA-Related Enforcement Action Involving the 2008 Beijing Olympics and Why It Matters D&O Diary)

The SEC’s Current Views On Private Equity (Law 360)

Fischer Says Bankers Should Be Punished for Financial Crimes (Bloomberg)

D&O Liability Insurers: Whose Side Are They On? (Corporate Counsel)

A Practical Perspective On Cornerstone (Law 360)

SEC Strengthens Appointments Clause Challenge to ALJs by Admitting It Was Not Responsible for at Least One ALJ Appointment (Straight Arrow June 1, 2015 Blog Post)

FIFA Case Could Strengthen Justice Dept.’s Global Power (NY Times Dealbook)

Ex-S&P Exec Keeps Fighting Against SEC In-House Case (Law 360)

Letter to Judge Berman in Duka v. SEC (DOJ letter to Judge Berman referring to admission by the SEC in Tilton v. SEC that the ALJ in the Tilton SEC administrative action was not appointed b y the SEC commissioners and if the court were to find the ALJ an “inferior officer,” “that would make it more likely that the plaintiffs can succeed on the merits for the Article II challenge, at least with respect to the appointments clause challenge.”)

I’ve said too much/I haven’t said enough: Eleventh Circuit law on the duty to correct prior representations in light of the Ninth Circuit’s ruling in In re Yahoo! Inc. Securities Litigation (JDSupra)

Rakoff’s Roots Run Deep In Insider Trading Law (Law 360)

Outcry Follows SEC Hire of Goldman Sachs In-House Lawyer (Corporate Counsel)

Labaton On ‘Quest For Ignorance’ In Millennial IPO Suit (Law 360)

Opinion in In re Milennial Media Securities Litigation (Judge Paul Engelmayer discusses the use of allegations based on so-called confidential witnesses in securities class action complaint without confirming the characterization of their statements and notifying the persons of the intended use of the statements: “it is a best practice—if not an ethical imperative—for counsel, before designating a person as a CW in a Complaint, to notify that person of counsel’s intent to do so and to verify the statements that counsel propose to attribute to him or her.”)

Lawsky’s Aggressive Tactics Provided Model For Regulators (Law 360)

Why the S.E.C. Could Use Commissioners With Wall Street Experience (NY Times Dealbook)

Ex-Wells Fargo Analyst Settles Insider Trading Case (Law 360)

Consent settlement of Gregory Boland in SEC administrative proceeding In the Matter of Boland and Ruggieri (SEC) (Wells Fargo analyst that allegedly tipped ratings change to a Wells Fargo trader agrees to settle based on non-fraud charge of violating section 17(a)(3) of the 1934 Act, without admitting or denying SEC findings) (in the remaining unsettled claims against respondent Ruggieri, ALJ Jason Patil notified the parties that he will consider and rule upon the constitutional challenges raised by Ruggieri during the hearing)

SEC Chair Taps Goldman Sachs Atty As Chief Of Staff (Law 360)

The SEC can’t stop screwing up on big bank regulation, CEO pay (Fortune)

Political Fights Throw Sand in Gears of S.E.C.  (NY Times Dealbook)

What Distressed Cos. Can Take Away From Quadrant V. Vertin (Law 360)

How Collateral Estoppel Can Be Your Best Friend in Stockholder Litigation (Morris James)

Goldman Sachs tried to lure Libor trader with $3 million bonus, court hears (Reuters)

Dimon’s ‘Huge Bets’ Remark Out Of JPM ‘London Whale’ Suit (Law 360)

2nd Circ. Scraps GM IPO Class Action, Finding ‘Puffery’ (Law 360)

Credit Unions’ RMBS Suits Against UBS, Credit Suisse Revived (Law 360)

JPMorgan To Pay $500M In Landmark MBS Class Settlement (Law 360)

Lehman’s Fuld says it wasn’t his fault (Wall Street Journal)

Update on “Loser Pays” Fee Shifting (CLS Blue Sky Blog)

Former Compliance Officer Charged in Brokerage Fraud (Wall Street Journal)

SEC Broadens Constitutional Inquiry into Its Own Administrative Judges in Timbervest Case (Straight Arrow May 28, 2015 Blog Post)

Respondents’ Motion To Allow Submission of Additional Evidence and Motion for Leave To Adduce Additional Evidence (motion that led to the order issued above)

SEC commissioners order affidavits on hiring of in-house judges (Reuters)

Madoff Accountant Avoids Prison Term (NY Times Dealbook)

Ex-CEO Tells 7th Circ. She Is Fighting SEC Court’s Existence (Law 360)

Bebo Reply Brief in 7th Circuit (reply brief filed on behalf of Laurie Bebo in appeal of dismissal of her injunctive action to bar SEC administrative proceeding)

SEC Focus On Administrative Proceedings: Midyear Checkup (Law 360)

S.E.C.’s Kara Stein Takes Aim at Deutsche Bank (NY Times Dealbook)

Wall Street Is Using the Power of Dodd-Frank Against Itself (NY Times Magazine)

Senator Charles Grassley Asks S.E.C. to Explain False Bid on Database (NY Times Dealbook)

Winsome Receiver Rightly Sued Atty Under UFTA: 10th Circ. (Law 360)

Law Professors Back MetLife SIFI Designation (Law 360)

SEC Says $180M Penalty For Ponzi Feeder More Than Fair (Law 360)

SIFMA Asks Del. Justices To Nix $76M RBC Liability Over Deal (Law 360)

Does SEC’s Enforcement Action Against BHP Billiton Take the FCPA’s Accounting Provisions Too Far? (Steptoe)

Wall St. watchdog says Labor Department broker rule ‘not the way to go’ (Reuters)

Whistleblowers dodge disaster in Supreme Court’s KBR decision (Reuters)

Are SEC Waivers Defanging Charges Against Big Banks? (Corporate Counsel)

Martoma Plays Newman Card Again In Quest For New Trial (Law 360)

Martoma tries new tack to overturn conviction (NY Post)

Why Lehman Brothers Lives On (NY Times Dealbook)

Yahoo’s Tax-Free Spinoff Plan Parallels a Historic Case (NY Times Dealbook) (interesting legal take on the Yahoo Alibaba spinoff)

U.S. Con Man Posing As Billionaire Carlos Slim’s Associate Convicted Of Fraud And Money Laundering (Forbes)

Gifts, Meals and Prosecution: BHP Billiton’s Settlement (JDSupra)

RBS Seen Facing Up to $4.5 Billion to Close Mortgage Suit (Bloomberg)

2nd Circ. Asks How Expert Report Could Derail Pfizer Action (Law 360)

Nine FIFA Officials and Five Corporate Executives Indicted for Racketeering Conspiracy and Corruption (DOJ Press Release describing alleged RICO scheme)

U.S. to indict officials of FIFA, soccer’s world governing body, on corruption charges (Wall Street Journal)

Corralling and Curtailing Merger Litigation: Lessons Learned from Past Securities and Corporate Governance Litigation Reform (D&O Discourse)

KKR Gets Nod For $39M Deal Ending Primedia Sale Row (Law 360)

9th Circ. Denies En Banc Rehearing For Amgen ERISA Suit (Law 360)

Deutsche Bank, SEC Reach $55M Crisis-Era Derivative Deal (Law 360)

A Shareholder Advocate in Word, but Not in Practice (NY Times Dealbook)

Sotomayor And Roberts Clash As Supreme Court Expands Power Of Bankruptcy Courts (Forbes)

Deutsche Bank to Pay $55 Million to Settle Derivatives Inquiry (NY Times Dealbook)

Treating Corporations as People (NY Times Dealbook) (should corporations have fifth amendment rights?)

Another Lesson For Private Funds On Expense Allocation (Law 360)

Compliance Surveys: “The Answers Are Not Pretty.” (Richard Bistrong)

DC Circuit Affirms SEC’s 2nd Win Over Illicit Stock Sales (Law 360)

Frenetic Trading of 3 Companies Confounds Hong Kong Market (NY Times Dealbook)

Bond Traders Uncover Secret to Rates That Fed Just Doesn’t Get (Bloomberg)

SEC Subpoenaed For Docs On Ex-Judge’s Intimidation Claims (Law 360) (see SEC ALJ James Grimes Issues Important Discovery Order Against SEC — Straight Arrow May 22, 2015 Blog Post)

SEC Flexes Bigger FCPA Muscles In $25M BHP Billiton Case (Law 360)

Beware the Growth of State AG Enforcement Efforts (Corporate Counsel)

The SEC charges venture capitalist with insider trading (Fortune)

Ex-VC Exec Flees Amid Insider Trading, Fraud Charges (Law 360)

Whistleblowers find SEC rewards slow and scarce (Wall Street Journal)

Big banks shut border branches in an effort to avoid dirty money (Wall Street Journal)

Senator Warren calls for public hearings on bank waivers: FT (Reuters)

Nordstrom Family Wants Plane Ride Suit Grounded (Law 360)

Writ Voiding ‘Squawk Box’ Guilty Plea Forced Feds’ Hand (Law 360)

2nd Circ. Affirms Fraud Convictions Of McGinn Smith Execs. (Law 360)

Ex-Trader Called ‘Ringmaster’ at Libor Rigging Trial (NY Times Dealbook)

Prosecutors will contend in a trial this week that Tom Hayes led an effort to rig Libor (Wall Street Journal)

Emails to play starring role in trial over collapse of law firm Dewey & LeBoeuf (Wall Street Journal)

California’s Ability To Regulate All Of America May Soon Get Reined In By Supreme Court (Forbes)

Hanergy: bulk of stock collapse occurred in less than a second (Wall Street Journal)

UBS’s ‘Godfather of Leniency’ Made One Offer the Fraud Cops Refused (Bloomberg)

SEC ALJ James Grimes Issues Important Discovery Order Against SEC (Straight Arrow May 22, 2015 Blog Post)

In re Hill Order Partially Granting Subpoena Request (SEC)

America Owes Martha Stewart an Apology (Daily Beast)

SEC Villians Of The Week? (Conglomerate Blog)

On the Oregon Trail: the BHP Enforcement Action and High-Risk Hospitality (JDSupra)

SEC Order Granting Petitions for Review in In re Frank H. Chiappone et al., File No. 3-15514 (SEC grants petition for review of ALJ initial decision, including “claims that the use of the administrative forum and its processes infringed Respondents’ rights under the United States Constitution”)

SEC Sues Firm, Execs That Sued To Block In-House Case (Law 360) (see Gray Financial Group v. SEC Is SEC’s Latest Constitutional Challenge)

SEC administrative complaint In the Matter of Gray Financial Group, Inc. et al. (SEC)

What’s Missing From The SEC’s Forum Selection Guidance (Law 360)

SEC Proceedings Pass High Court Muster, 7th Circ. Told (Law 360)

Brief for SEC on appeal in Bebo v. SEC (7th Cir.) (SEC’s continuing effort to prevent judicial consideration of constitutionality of administrative proceedings)

HSBC Unit Wins New Trial In $2.5B Securities Fraud Suit (Law 360) (key 7th Circuit loss causation decision)

HSBC wins reversal of $2.46 billion Household judgment (Reuters)

Glickenhaus & Co. v. Household International (7th Cir.)

Supreme Court Grants Certiorari in TCPA Case that May Determine Whether an Offer of Complete Relief Moots a Class Action (Jones Day)

SEC Enforcement Division Issues Guidance on Use of Administrative or District Court Forum (Kramer Levin)

Application of the Federal Mail and Wire Fraud Statutes to Criminal Liability for Stock Market Insider Trading and Tipping (CLS Blue Sky Blog)

Intercept Pharmaceuticals Securities Litigation Continues: Plaintiffs Adequately Alleged Scienter Regarding Defendants’ Failure to Disclose Safety Issues (Race to the Bottom)

6th Circ. Upholds $120M Judgment Against Mich. Oil Fraudster (Law 360)

Del. High Court Reinforces Director Liability Shield (Law 360)

A Route To Directors’ Early Exit From Merger Litigation (Law 360)

Little-Known Committee Could Make Class Actions Even More Lucrative (Forbes)

The Best Gmail Hacks for Getting Work Done (Bloomberg)

Top 10 Signs Your Compliance Program Is In Trouble: A compliant tribute to David Letterman (Corporate Counsel)

See the network of the hundreds of alleged connections in the Libor scandal (Wall Street Journal)

Accused Trader Calls SEC In-House Courts Unconstitutional (Law 360)

Complaint in Hill v. SEC (N.D. Ga.) (Respondent in SEC adminsitrative proceeding seeks federal court relief after SEC ALJ Grimes found he — and by implication the SEC — could not consider constitutionality challenges to provisions of the Securities Exchange Act of 1934 expanding SEC administrative emforcement powers, as enacted in Dodd-Frank Act.  See SEC ALJ Says He Lacks Authority To Decide Key Constitutional Challenges)

Avoiding personal liability: a guide for directors and officers (DLA Piper)

Kansas Lawmakers’ Budget Links Court Funding to Judicial Decision (Wall Street Journal)

SEC underwriting privileges persist amid bank criminal pleas (Market Watch)

A ‘villain’ of the financial crisis is trying to make a comeback, and Wall Street can hardly believe it (Business Insider)

BHP Billiton To Pay SEC $25M For FCPA Violations (Law 360)

Giant $5.6 Billion Bank Fines Pave Way for Clients to Sue (Wall Street Journal)

$5.6B Forex Fines Aren’t The End Of Rate-Rigging Fallout (Law 360)

DOJ Shows Teeth With $5.6B Forex Pact, But Not Sharp Ones (Law 360)

Guilty Pleas and Heavy Fines Seem to Be Cost of Business for Wall St. (NY Times Dealbook)

5 Most Galling Lines From Barclays Forex Chats (Law 360)

ISDAfixing and Felonies (Bloomberg)

The E-Mail That Helped Catch Barclays: ‘ISDAfix Is Manipulated’ (Bloomberg)

Wall St regulatory panel clears ex-bond trader of insider trading (Reuters)

Another Madoff Associate Avoids Prison – The Rewards Of Cooperation (Forbes)

DOJ Is Trying To Show Benefits Of Corporate Cooperation (Law 360)

The Department of Justice Hammers Away at Corporate Cooperation (McGuire Woods)

Levi Strauss and Auditing of Third Parties (FCPA Compliance and Ethics Blog)

No Investor Harm, No Ill-gotten Gains But SEC Fines Insurer $8 Million (SEC Actions)

Home Run For America: Give Yogi Berra The Presidential Medal Of Freedom (Forbes) (Even though he was a Damned Yankee, this deserves support.  He is — using that grossly overused word — an “icon” of another (better?) era.)

6 banks pay $5.8 billion in DOJ settlement, 5 plead guilty to market rigging (Bloomberg)

5 Banks to Pay Billions and Plead Guilty in Currency and Interest Rate Cases (NY Times Dealbook)

Global banks to pay $5.6 billion in penalties in FX, Libor probe (Wall Street Journal)

Links to all bank foreign exchange settlement documents (Bloomberg)

Trader in 2010 ‘Flash Crash’ Loses Appeal on Bail Conditions (NY Times Dealbook)

Proof! CEOs hurt companies by golfing too much (CNBC)

SEC Enforcement Division Issues Guidance on Venue Selection (Latham Watkins)

JPMorgan executive pay wins slim support from shareholders (Reuters)

U.S. regulators point to risks from rapid-fire trading and clearing (Wall Street Journal)

Wall Street wolves still on the prowl as survey reveals taste for unethical tactics (The Guardian)

JPMorgan Fights ‘London Whale’ Investors’ Class Cert. Bid (Law 360) (JP Morgan argues there are insufficient grounds to find its stock traded on an efficient market — seriously?)

New Proposed Fiduciary Rules Could Significantly Impact the Marketing of Private Investment Funds to ERISA Plans and IRA Investors (Cleary Gottlieb)

DOL’s Fiduciary Re-Proposal: Caveat Venditor or “Death of a Salesman”? (Stroock)

US Bank, BofA Escape Hundreds Of MBS Trustee Claims (Law 360)

UBS Hit with $545 Million in Fines (Wall Street Journal)

The Anti-Corruption Enforcement Problem (D&O Diary)

Former JPMorgan exec wins London appeal over Whale case (Reuters)

Despite Phony Avon Bid, SEC May Resist Edgar Makeover (Law 360)

How Cybercriminals Are Targeting Corporate Transactions (Law 360)

Yahoo Did Not Misrepresent Its Stake in Alibaba and Alipay (Hamilton Blog)

Top Aide to S.E.C. Chairwoman Mary Jo White to Step Down From Post (NY Times Dealbook)

Judge Orders Rolling Release of Hillary Clinton’s State Department E-Mails (Bloomberg)

The First, First Circuit Court to Opine on a Newman Challenge (JDSupra)

DOJ Criminal Investigations: “Boiling the Ocean” and Other Fish Tales (Part II of IV) (JDSupra)

‘Thankyou’ E-Mail Shows Guilty Bank’s Efforts to Keep Business Rolling (Bloomberg)

Supporters of Transparency Should Work with the SEC, Not Take it to Court (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Supreme Court ruling adds protections for investors in 401(k) plans (Wall Street Journal)

Supreme Court Vacates Ruling on Time-Barred ERISA Claims (Jackson Walker)

High Court Ruling Leaves Confusion Over 401(k) Monitoring (Law 360)

Lawyers Weigh In On High Court ERISA Ruling (Law 360)

Markets are jumpy over coming leap second (Wall Street Journal)

Law Review Publishes Entire Issue Dedicated to ‘Breaking Bad’ (Wall Street Journal)

Is the SEC a Toothless Watch Dog? (SEC Actions)

Many on Wall Street Say It Remains Untamed (NY Times Dealbook)

Elizabeth Wurtzel on Big Law Inefficiency (Bloomberg)

The Sixth Circuit Reins in the Government’s Measure of False Claims Act Damages (Katten Muchin)

Lynn Tilton, Patriarch Partners Named in Investor Fraud Suit (Bloomberg)

‘Bad Actor’ Waivers Spark Opposing Views Within SEC (Law 360)

Years of Overlooked Red Flags Catch Up to Stockbroker (NY Times Dealbook)

SEC Clears Newman, Chiasson To Return To The Industry (Law 360)

Why El Paso Will Have Very Limited Applicability (Law 360)

US Bank, Bank of America win dismissal of mortgage claims (Reuters)

Market Impact, Informational Efficiency, and the Value of Liquidity (Mechanical Markets)

Why do men exist? Scientific study offers an explanation (Reuters)

Judge Gets F-Bombed, And More.  The Penalty? (Mesirow Legal Juice)

Newman Doesn’t Doom Insider Trading Suit, SEC Says (Law 360)

3 Takeaways From DuPont’s Proxy Battle Victory Over Trian (Law 360)

Shell’s Report On FCPA Violation Privileged: Texas High Court (Law 360)

In re Yahoo Securities Litigation (9th Circuit affirms dismissal of class action because allegations fail to show that Yahoo disclosures regarding Alibaba “affirmatively create an impression ofa state of affairs that differ[ed] in a material way from the one that actually exist[ed].”  The court notes that unlike the 7th Circuit, neither the Supreme Court nor the 9th Circuit has recognized a “duty to correct,” but finds Yahoo disclosures six weeks after discovering information tending to show falsity in earlier statements were “within a reasonable time.”)

Judge Backpedals On SEC Disgorgement In $153M Fraud Row (Law 360)

Order in SEC v. Schooler (S.D. Cal. order granting $153 million disgorgemenr)

SEC enables Avon stock scam, and doesn’t seem to care (Fortune)

Hedge Funds Close Doors, Facing Low Returns and Investor Scrutiny (NY Times Dealbook)

Delaware Supreme Court Confirms Exculpatory Clauses Have Teeth, and Can Be Used By Director Defendants At The Pleading Stage (Dechert)

FHFA Awarded $806M After Win At Nomura MBS Trial (Law 360)

2nd Circ Restores Guilty Plea In ‘Squawk Box’ Case (Law 360)

Hacking Edgar and Ignoring Mail (Bloomberg)

US Companies Face Double the Litigation of Global Peers (Corporate Counsel)

The Thrill Is Gone: Guitar World Mourns Death Of B.B. King (Forbes) (RIP to B.B. King and Lucille)

SEC ALJ Says He Lacks Authority To Decide Key Constitutional Challenges (Straight Arrow May 15, 2015 Blog Post)

In the Matter of Charles Hill: administrative order denying motion for summary disposition on consitutional issues (SEC)

Speaking Out for Shareholders in Corporate Bankruptcies (NY Times Dealbook)

Bond Turmoil Signals a New Era of ‘Return-Free Risk’ (NY Times Dealbook)

CFTC Needs Sharper Enforcement Teeth, Massad Tells Sens. (Law 360)

Class Actions Are Biggest Worry For US GCs (Law 360)

SEC a stumbling block in banks’ forex guilty pleas: sources (Reuters)

Ex-JP Morgan Banker, Father Charged With Insider Trading (Law 360)

Nationwide Settles Claim It Manipulated Fund Orders for 15 Years (Bloomberg)

Administrative Complaint in In the Matter of Nationwide Life Insurance Co. (SEC) (settled action for intentionally delaying orders over 15-year period)

Market Cops Got Power to Pursue Spoofers After Years of Failure (Bloomberg)

How ‘Proxy Puts’ Are Triggering D&O Litigation (Law 360)

Del. High Court Opens Exit Door For Directors In Buyout Suits (Law 360)

Court Of Chancery Explains Standard Of Review Of Special Litigation Committee Report (JDSupra) (brief description of recent Delaware Chancery Court decision discussing standards for considering Board Special Litigation Committee decision in response to shareholder litigation demand).  The opinion discussed is Ironworkers District Council v. Andreotti et al. (E.I. Dupont de Nemours is the nominal defendant), and that full opinion is available here.

Delaware Court of Chancery Revisits Creditor Derivative Standing  (Harvard Law School Forum on Corporate Governance and Financial Regulation)

A Phantom Offer Sends Avon’s Shares Surging (NY Times Dealbook)

‘Flash Crash’ trader Navinder Singh Sarao accused rivals of misconduct (Wall Street Journal)

Ex-SEC Head Urges Agency To Check Use Of In-House Court (Law 360)

‘Golfing Buddy’ Lawyer Cops Plea After Newman Motion Nixed (Law 360)

Order in United States v. McPhail (D. Mass.) (denying motion to dismiss indictment on Newman grounds)

Life Settlement Agreements Meet Howey Securities Test in Texas (Jim Hamilton Blog)

SEC Official Sounds New Alarm Over Private Equity Practices (Law 360)

U.S. appeals court appears receptive to bond trader’s fraud appeal (Reuters)

Bank Guilty Pleas With Little Bite Mark ‘Guilty Lite’ Era (Bloomberg)

Guilty Banks and Complaining Spoofers (Bloomberg)

Ceresney Weighs in on SEC Investigations Individuals on the Bubble and Declinations (Corporate Crime Reporter)

5 Big Banks Expected to Plead Guilty to Felony Charges, but Punishments May Be Tempered (NY Times Dealbook)

In the DuPont Boardroom Battle, Sizing Up Who Won and Lost (NY Times Dealbook)

Judge Denies Group’s Whistle-Blower Standing in Suit Against U.S. Bank (NY Times Dealbook)

There Are Too Many Lawyers, Say Law Firms (Bloomberg)

Delaware Dismisses Caremark Claim Against DuPont (JDSupra)

SEC’s New Guidance on the Use of Administrative Proceedings: “It’s Up to Us.” (JDSupra)

ALJs and the Home Court Advantage (Cato Institute)

Insider Trading and ‘Doctrinal Novelty’ (Corporate Counsel)

SEC has over 80 agreements with cooperating witnesses (Wall Street Journal)

DuPont defeats proxy fight by Nelson Peltz and his Trian Fund (Wall Street Journal)

Wall Street regulator FINRA toughens its sanctions guidelines (Reuters)

Republican SEC commissioner Gallagher to step down (Wall Street Journal)

Nomura Judge Emerges As Wall Street’s Worst Nightmare (Law 360)

Banks rethink common sales tricks (Wall Street Journal)

White Lies and Guilty Pleas (Bloomberg)

SEC ex-enforcement chief calls for reforms to system of in-house judges (Wall Street Journal) (Former Director of Division of Enforcement George Canellos sees the light after moving to Milbank Tweed)

SEC defends itself against ‘stacking the deck’ (NY Post)

SEC Issues Guidance on Approach to Forum Selection in Contested Actions (Sullivan Cromwell)

Administrative Proceedings vs. Federal Court: The SEC Provides Limited Transparency Into Its Choice of Forum (Morrison Foerster)

How David Boies Became the Best Friend and Worst Enemy of Big Business (Bloomberg)

SEC Flunks For-Profit College Execs With Loan Fraud Charges (Corporate Counsel)

SEC’s Chief Accountant Signals End to Convergence Efforts (CFO.com)

Choosing the Battlefield in S.E.C. Cases (NY Times Dealbook) (This is a thoughtful and well-written discussion of the conflict on expanded use of administrative courts in SEC enforcement actions)

Should You Waive Privilege In Government Investigations? (Law 360)

Investigations Under the FCPA (JDSupra) (Part I of FCPA practitioner interview)

A Discussion of the Decision to Self-Disclosure (JDSupra) (Part II of FCPA practitioner interview)

BP $750M Dividend Suit Belongs In England, 5th Circ. Says (Law 360)

Financier Lynn Tilton wants U.S. judge to block SEC fraud case (Reuters)

Tilton Scraps With SEC Over Commission Judge’s Authority (Law 360)

The Flash Crash, Systems Failures, and Mission-Critical Engineering (Mechanical Markets)

Wal-Mart Saga Ends in Delaware; Plaintiff Loses Bid for More Section 220 Documents (Delaware Corporate & Commercial Litigation Blog)

SEC Sues Dallas Radio Hosts Over Securities Sales (Law 360)

SEC Publishes A Memo On Forum Selection (SEC Actions)

SEC Sees In-House Court As Chance To Craft The Law (Law 360)

Upon Further Review, SEC Memo on Use of Administrative Courts Was Indeed a Fumble (Straight Arrow May 11, 2015 Blog Post)

Does the SEC Always Win Before Its ALJs? (Conglomerate)

Nomura Found Liable Following FHFA Mortgage Bond Trial (Law 360)

FHFA v. Nomura Holdings Opinion and Order (SDNY) (decision by Judge Cote finding fraud liability in housing crisis case)

Goldman Sachs ordered to pay $80 million plus interest in mortgage case (Wall Street Hournal)

Judge’s Ruling Against 2 Banks Points to Wide Fraud in ’08 Crash (NY Times Dealbook)

Nomura, RBS Slammed by Judge for ‘Enormous’ Mortgage Deception (Bloomberg)

Fee-Shifting Bill Once Again Causes Divide In Delaware (Law 360)

Texas Supreme Court Says Life Partners Sold Securities (Law 360)

There’s a Two Week Delay to Get This Crucial Bit of Stocks Data, But Only for Some (Bloomberg)

How partisan politics have poisoned the SEC (Investment News)

U.S. Urges Openness From Hedge Funds, an Industry Not Used to Sharing (NY Times Dealbook)

What retirement savers need to know about the fiduciary rule (Market Watch)

Weight Of Merger Price, Process In Del. Appraisal Actions (Law 360)

Regulators Ask For Dismissal Of MetLife’s SIFI Challenge (Law 360)

SEC Explains Thinking Behind Bringing Cases In-House (Law 360)

SEC issues guidance on venues for cases (Wall Street Journal)

SEC Attempts To Stick a Thumb in the Dike with New Guidelines for Use of Administrative Court (Straight Arrow May 8, 2015 Blog Post)

Judge in data breach case refuses to bar Target deal with MasterCard (Reuters)

The Insurance That Poses a Hidden Threat (NY Times Dealbook)

The Curious Case of Negative Interest Rates (NY Times Dealbook)

Will someone please put Fannie and Freddie out of their misery? (Reuters)

Appellate Panel Hears Arguments on SEC’s Refusal to Accept Mutual Fund’s Accounting Method (Hamilton Securities Blog)

SEC Settles With Convicted Fund Manager Balboa (Law 360)

SEC Judge Bans Chinese Trader For Life (Law 360)

Initial Decision of Administrative Law Judge in In the Matter of Siming Yang, No. 3-15928 (SEC)

Wall St. Groups Back BofA In 2nd Circ. ‘Hustle’ Appeal (Law 360)

Goldman Sachs must face $120 million suit over mortgage securities: court (Reuters)

NY Court of Appeals decision in ACA Financial v. Goldman, Sachs (reversing and allowing claims to proceed on Abacus CDO)

Congress Tells Court That Congress Can’t Be Investigated for Insider Trading (The Intercept)

Bank of America Shows That Wall Street Regulation Stinks From The Head Down (Broke and Broker)

Daniel Loeb Criticizes Warren Buffett, in a Rare Public Swipe (Wall Street Journal)

Civil and Criminal Liability After ‘Newman’ (NY Law Journal) (thoughtful piece on Newman and its recent progeny from one of the premier white-collar lawyers in New York)

Why Run Away from the Evidence? (Harvard Law School Forum on Corporate Governance and Financial Regulation) (further comment in debate on impact of shareholder activism)

Fairness Concerns About Proliferation of SEC Administrative Prosecutions Documented by Wall Street Journal (Straight Arrow May 7, 2015 Blog Post)

Is nothing sacred?  Led Zeppelin Judge Declines to Dismiss Stairway to Heaven Copyright Suit (Bloomberg) (somehow, combined with the report linked below, this epitomizes a sorry legal environment)

INVESTIGATIVE REPORT CONCERNING FOOTBALLS USED DURING THE AFC  CHAMPIONSHIP GAME ON JANUARY 18, 2015 (234 pages from Paul Weiss about air (cold and hot); are we a great country or what?)

Senators Reed & Rounds Urge SEC to Update Insider Trading Rules (letter to SEC by Senators Jack Reed and Mike Rounds asking about SEC response to Newman decision)

How a Con Man Stole Millions Selling Fake Facebook Shares (Bloomberg)

9th Circ. Slams Atty For Quiksilver Investor Over Damages Bid (Law 360)

Tilton Blasts DOJ’s ‘Vaguely Orwellian’ Stance On SEC Judges (Law 360)

Tilton Reply Brief in Support of Preliminary Injunction (SDNY)

SEC Wins With In-House Judges: Agency prevails against around 90% of defendants when it sends cases to its administrative law judges (Wall Street Journal) (article discussing the same case addressed in yesterday’s Straight Arrow blog Briefing of ALJ Constitutionality Before SEC Leaves Resolution in Doubt)

US Scoffs At Ex-Galleon Trader’s Newman Defense (Law 360)

Atty In ‘London Whale’ Case Skewers ‘Unprofessional’ SEC (Law 360)

8th Circ. Raps Lower Court For Bungling Forfeiture (Law 360)

SEC commish blasts Dodd-Frank as huge ‘distraction’ (CNBC)

U.S. Senate banking panel chief forges ahead with bill to ease rules (Reuters)

Flash Crash At 5: The Good, The Bad & The Ugly (Law 360)

Baby Buffett: Will Bill Ackman Resurrect The Ghost Of Howard Hughes And Build A Corporate Empire? (Forbes)

Daniel Loeb Strikes Back Against Buffett’s Criticism of Hedge Funds (NY Times Dealbook)

JPMorgan gets SEC subpoenas over mutual fund sales (Reuters)

The Problem With Compliance Whistleblowers (Law 360)

Briefing of ALJ Constitutionality Before SEC Leaves Resolution in Doubt (Straight Arrow May 6, 2015 Blog Post)

The SEC Flubs the ‘Flash Crash’ Test (Wall Street Journal)

LPL Financial to Pay $11.7 Million to Settle Finra Case (NY Times Dealbook)

The New Pay-for-Performance Proposal – A Misstep by the SEC (JDSupra)

Accused ‘flash crash’ trader tells UK court: ‘I did nothing wrong’ (Reuters)

The New Stock Market: Sense and Nonsense (CLS Blue Sky Blog)

Looking Below The Surface Of Ace v. DB Structured (Law 360)

The SEC’s ‘New’ View On 13D Disclosure Requirements (Law 360)

SEC may make public how it selects the courts it uses (Reuters)

SEC Mulls Guidance On Controversial In-House Court (Law 360)

Credit Suisse dropped SEC waiver request amid opposition – sources Reuters)

Feds Tell 2nd Circ. Martoma Not Saved By Newman Ruling (Law 360)

SAC Manager’s Tipper Says Newman Voids Plea, Sentence (Law 360)

Insider Trading After United States v. Newman, the Second Circuit’s Landmark Decision Limiting Liability of Downstream Recipients of Insider Information (JDSupra)

Wyly Brothers Continue To Fight $300M SEC Judgment (Law 360)

Will 9th Circ. Adopt 2nd Circ.’s Application Of Morrison? (Law 360)

Quicken Loans Atty Says DOJ Lending Crusade Went Too Far (Law 360)

SEC Publishes Text of Proposed Pay-Versus-Performance Disclosure Rule — Focuses on Relationship of Executive Compensation Actually Paid Versus Annual Total Shareholder Return; Two Commissioners Dissent, Citing Lack of Flexibility and Concerns over Short-Termism (Sullivan Cromwell)

Blowing The Whistle On SEC Whistleblower Protection (Law 360)

Creative Destruction at a Broker Near You (Wall Street Journal)

An SEC Broker Fiduciary Standard May Undermine the ’40 Act (ThinkAdvisor)

SEC Accounting Decision ‘Dead Wrong,’ Fund Tells DC Circ. (Law 360)

SEC Grants Deutsche Bank WKSI Waiver After Guilty Plea (Law 360)

Ex-Goldman Sachs Programmer’s Twisting Case Has a Few Turns Left (NY Times Dealbook)

Tilton’s ‘Mundane’ In-House SEC Case Must Go On, DOJ Says (Law 360)

Lululemon Must Turn Over Some Exec Emails, Chancery Says (Law 360)

Recent filings in In the Matter of Timbervest LLC, SEC Adminsitrative Proceeding File No. 15519:

Commission Order regarding Supplemental Briefing (SEC asks for briefing on constitutionality of ALJ proceeding)
Division of Enforcement’s Memorandum of Law in Response to the Commission’s Order Requesting Supplemental Briefing
Respondents’ Supplemental Brief on the Separation of Powers Issue
Respondent’s Notice of Supplemental Authority
SEC Order Scheduling Oral Argument (set for June 8, 2015)

New SEC Pay for Performance Rules Promise Confusion (Wall Street Journal)

SEC Proposes Pay for Performance Rule (Davis Polk)

Memory of ‘Flash Crash’ Weighs on Markets and Regulators (Wall Street Journal)

SEC backlog delays whistleblower rewards (Wall Street Journal)

Study reveals valuable purpose of naked short selling (NY Post)

The Greatest Article Ever Written About Puffery! (Corporate Counsel)

U.S. court rejects challenge to consumer protection agency authority (Reuters) (divided DC Circuit panel finds no standing in an opinion that can be read here)

Look Out Wall Street: There’s a New White-Collar Cop in Brooklyn (Bloomberg)

Wall Street regulator cites concerns with Labor Department’s broker rule (Reuters)

Warren Buffett’s Berkshire Hathaway Meeting (NY Times Dealbook) (running report of events at Bershire Hathaway shareholder meeting)

U.S. bid to extradite ex-JPMorgan trader from Spain hits dead end: filing (Reuters)

Pension Funds Can Only Guess at Private Equity’s Cost (NY Times)

Spoofing Corrupts Markets: A Reply to John Arnold (Mechanical Markets)

Spoofers Keep Markets Honest (John Arnold in Bloomberg)

Mixed Verdicts in Second Trial of Aleynikov, Ex-Goldman Sachs Programmer (NY Times Dealbook)

DuPont’s Battle With Nelson Peltz May Confound Shareholders (NY Times Dealbook)

WSJ Editorial Page Watch: The Slow-Growth Fed? (Ben Bernanke Brookings blog)

New Supreme Court Case Could Have Huge Impact on Class Action Litigation (D&O Diary)

2nd Circ. Tosses ERISA Suit Over UBS Investment Plan (Law 360)

In re Harding Advisory and Chau Order (SEC directs filing of supplemental briefs on constitutionality issue)

U.S. regulator charges firm that put money with SAC, Paulson funds (Reuters)

Wachtell Lipton Founder Suggests Settling With Activists (Law 360)

Underwriters Can’t Duck Violin Memory Investors’ IPO Suit (Law 360)

U.S. SEC reviewing efforts by some companies to thwart whistleblower awards (Reuters)

The SEC as the Whistleblower’s Advocate (speech by SEC Chair Mary Jo White touting SEC whistleblower program)

Loophole lets big banks avoid ‘bad actor’ ban on selling hedge-fund stakes (Wall Street Journal)

Regulators sound alarm on high-frequency trading firms (Wall Street Journal)

Global Panel Highlights Risks In Algorithmic Trading (Law 360)

Algorithmic Trading Briefing Note (Report of Senior Supervisors Group) (Report describing risks of algorithmic high frequency trading) (“High-frequency trading (‘HFT’), or high-speed trading (‘HST’), a type of algorithmic (or ‘algo’) trading, is now a  well-known feature of the global market landscape.  In many markets, a small number of firms may account for a large proportion of trading volume.  Although it has been argued that HFT has lowered investors’ trading costs by reducing bid-ask spreads, the risk that HFT activity specifically, and algorithmic trading more generally, poses to firms and the financial markets has sparked debate and raised concern among market participants and regulatory agencies globally.  This is, in part, owing to the speed of trading and, therefore, the pace at which exposures may accumulate intraday at financial institutions. Indeed, unexpected events linked to algorithmic and high-frequency trading have  caused significant volatility and market disruption, leading to heightened debate around the risks these activities pose to the functioning of global markets.  The complexity of market interactions among HFT firms and other market participants increases the potential for systemic risk to propagate across venues and asset classes over very short periods of time.”)

SEC Rejects Broker’s Janus Argument In Clean-Energy Case (Law 360)

SEC Opinion in In the Matter of Francis Lorenzo (addressing Janus argument and applying earlier decision in In re Flannery)

7 years on from crisis, $150B in fines and penalties (CNBC)

Hank Greenberg Still in the Ring, Battling A.I.G. Charges (NY Times Dealbook)

Everything You Probably Don’t Need To Know About the British Election (Courtesy of John Cleese, Temporary Bloomberg Special Correspondent)

Wall Street pushes back on foreign bribery probe (Wall Street Journal)

SEC Reaches Deal With Ex-Ameriprise Adviser Ahead Of Trial (Law 360)

Ex-Level Global Trader Says Newman Voids Conviction (Law 360)

American Apparel Nixes Investor Claims Over Ex-CEO’s Antics (Law 360)

Goodyear Settlement with SEC Highlights Reach of Parent-Subsidiary Liability Under the FCPA (Davis Wright Tremaine)

The ‘Flash Crash’ Case Doesn’t Add Up (Newsweek)

SEC Charges Hedge Fund, Execs For Misusing Client Funds (Law 360)

S.E.C. Proposes Rules on Executive Pay and Performance (NY Times Dealbook)

Record Financial Engineering Will Goose Stocks: Goldman  (Wolf Street)

SEC Knocks Robbins Geller’s Wal-Mart FCPA Doc Request (Law 360)

M&A Advisers Face Increased Aiding And Abetting Risks (Law 360)

SEC to re-propose some key rules for swap dealers on U.S. soil (Reuters)

Judge on Target/MasterCard deal: ‘I just can’t see where that’s fair’ (Reuters)

Goldman Sachs Programmer’s Trial Resumes After Jury Disruption (NY Times Dealbook)

Assessing the Impact of Post-Financial Crisis Regulation (JDSupra)

Senator Urges SEC To Revisit Rules And Policies On Stock Buybacks (JDSupra)

Second Circuit Parses Preclusion (Blogmosaic)

The Richest Person In Every State (Forbes)

The Trader as Scapegoat (NY Times Op-Ed)

Senator Warren, let the ‘cops’ do their jobs (Gibson Dunn)

SEC investigating whether Bank of America broke customer-protection rules (Wall Street Journal)

Six Key Comments Justices Made in Gay Marriage Arguments (Wall Street Journal)

Transcripts of Supreme Court Gay Marriage Oral Argument: Transcript 1; Transcript 2

The Untold Story of Silk Road (Part 1)  (Wired)

3 Top Considerations After Omnicare (Law 360)

Implications of the Supreme Court Omnicare Decision (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Second Circuit Issues Decision Establishing Comprehensive Framework for Adjudicating Preclusion Issues Under SLUSA (Paul Weiss)

SEC Slams Sam Wyly’s Plan To Sell $50M Ranch (Law 360)

Ex-Foundry executive gets six and a half years prison for insider trading (Reuters)

SAC Capital Ducks Investors’ Racketeering Claims (Law 360)

SEC set to deliver new proposals on executive pay (CNBC)

SEC Tweaks In-House Judge Over Ban On Ponzi Schemer (Law 360) (SEC overturns decision by ALJ Cameron Elliot for improper use of collateral estoppel to sanction respondent)

SEC Order in In the Matter of Gary L. McDuff (vacating and remanding ALJ Elliot’s sanction)

Shareholders Rein In Golden Parachutes (Forbes)

Exchanges Win Dismissal Of High-Speed Trading Cases (Law 360)

Opinion in Lanier v. BATS Exchange (SDNY) (dismissing claims against exchanges for permitting high-frequency trading)

Thank You, Judge Charles Breyer, for Advancing the Cause of Prosecutorial Boundaries and Common Sense (Straight Arrow Apr. 28, 2015 Blog Post)

Justices Struggle With Implications Of A Ruling In Favor Of Gay Marriage (Forbes)

White Collar Watch: Attorney General Holder’s Mixed Scorecard (NY Times Dealbook)

MDC Partners’ Stock Takes a Hit on SEC Investigation (Wall Street Journal)

Assessing the Increased Regulatory Focus on Public Company Internal Control and Reporting (BNA)

The DOJ Sends Strong Messages Regarding Corporate Cooperation in Criminal Matters (JDSupra)

No extraterritorial jurisdiction for wire fraud: a district court slams DOJ overreach (Bryan Cave)

Why Section 11 Class Actions Are Proliferating In Calif. (Law 360)

Mixed Messages On Internal FCPA Probes Exasperate Attys (Law 360)

SEC’s Large Payouts to Compliance-Officer Whistleblowers Highlight Need for Companies to Pay Prompt Attention (McDermott Will)

Three More Things US Audit Committee Members Should Consider in 2015 (Mayer Brown)

SEC Still Considering Deutsche Bank’s Waiver Request (Wall Street Journal)

The Fine Line Between Smart and Illegal (NY Times Dealbook) (Is spoofing fraud?)

Why Banks, Not Executives, Are Prosecuted (Corporate Counsel)

The New Attorney General and You (Corporate Counsel)

A Harbinger Of SLUSA’s Broad Reach (Law 360)

Feds Slam Ex-BankAtlantic CEO’s New Trial Bid (Law 360) (DOJ responds to motion for reconsideration in light of Omnicare decision)

The Death of the Comcast Deal (New Yorker)

Comcast decided proposed Time Warner deal couldn’t handle both the FCC and Justice Department (Wall Street Journal)

Are Stock Buybacks Hurting The Working Class? US Senator Presses SEC To Reexamine Its Policies (Int’l Business Times)

‘Flash crash’ investigators likely missed clues (Wall Street Journal)

Agencies need better handle on shady trades (Investment News)

4 Hurdles The Gov’t Faces In Monumental ‘Flash Crash’ Case (Law 360)

David Einhorn really ripped into GE in his fund’s quarterly letter (Business Insider)

Barclays ‘Dark Pool’ Suit Survives Dismissal Bid (Law 360)

AIG Shareholder Claims Against the Government Are No Joke (Straight Arrow Apr. 24, 2015 Blog Post)

A.I.G. Bailout Lawsuit Trial Ends as It Began, With Most Issues in Dispute (NY Times Dealbook)

Madoff Investor Suit Against Citigroup Unit, PwC Resurrected (Bloomberg)

7 Sauciest Lines From Deutsche Bank’s Libor Traders (Law 360)

When The SEC Pays Your Lawyer For Informing On You, Is That A Good Thing? (Forbes)

Big Awards Pushing Compliance Pros To Be Whistleblowers (Law 360)

The Prudent Investor Rule and Market Risk (Harvard Law School Forum on Corporate Governance and Financial Regulation)

This is how much money that arrested trader made on the ‘flash crash’ (Fortune)

Trader’s Arrest in ‘Flash Crash’ Raises Concerns About Market Rigging (NY Times Dealbook)

Did a British bounty hunter blow the whistle on flash crash trader Navinder Sarao? (Telegraph)

Alleged ‘Flash Crash’ Trader Told UK Watchdog To Ban HFT (Law 360)

Insider Trader Revamps Plea After Newman, Avoids Jail (Law 360)

Jailed Fund Chief Says Newman Reduces Case To Technicality (Law 360)

ALJ Puts Agency’s Case Against ‘Turnaround Queen’ Tilton on Hold (Hamilton Blog)

Judge questions AIG bailout’s tough terms as closing arguments end (Wall Street Journal)

AIG Bailout Dispute Judge ‘Perplexed’ Over Loan Terms (Law 360)

Trader behavior laid bare in record Deutsche Libor-rigging fine (Wall Street Journal)

TRADERS: The ‘Flash Crash’ arrest is a joke (Business Insider)

Spring Begins With 3 Important Class Action Decisions (Law 360)

Goldman-linked firm settles SEC charges over going ‘dark’ (Reuters)

State Treasurers Ask SEC to Bring Dark Money Spending Into the Light (Hamilton Blog)

Compliance Points of View: Regulators and the Regulated (Corporate Counsel)

Judge Jed Rakoff Not a Big Fan of Corporate Criminal Liability (Corporate Crime Reporter) (He prefers individual prosecutions; of course, that almost inevitably means a mid-level guy gets whacked)

SEC Grants $1.5M Whistleblower Award To Compliance Officer (Law 360)

SEC Sends Warning To Compliance Chiefs With BlackRock Fine (Law 360)

Why the SEC is keeping the public in the dark on Wal-Mart (Fortune)

BofA Tells 2nd Circ. To Kick Judge Rakoff’s $1.27B Fine (Law 360)

Why Judge Rakoff’s Decision in SEC v. Payton Should Not Have a Lasting Impact (Straight Arrow Apr. 22, 2015 Blog Post)

Southern District Allows SEC Insider Trading Case to Proceed, Distinguishing Newman (Akin Gump) (“The court’s ruling may signal that Newman will have less of a limiting effect in the SEC civil enforcement context, where intent requirements are more relaxed, than in criminal cases.  The impact of Newman in any particular case, however, will continue to turn heavily on the admissible evidence of a sufficient personal benefit and the downstream tippees’ knowledge of the benefit.”)

Implications of the U.S. Supreme Court Omnicare Decision (Wilson Sonsini)

The Legal Odds Are Shifting in the A.I.G. Case (NY Times Dealbook)

‘Flash Crash’ Case Suggests Small Problems Can Cause Systemic Issues (NY Times Dealbook)

Flash Crash Arrest Lays Bare Regulatory Lapses at All Levels (Bloomberg)

Order issued by SEC ALJ James Grimes in In re the Matter of Charles Hill, File No. 3-16383), asking for submissions on “whether I have the authority to rule on Mr. Hill’s constitutional challenges” (“With respect to my authority to rule on Mr. Hill’s constitutional challenges, the parties’ should consider Elgin v. Dep’t of the Treasury, 132 S. Ct. 2126, 2136-37 & n.8 (2012), and Thunder Basin Coal Co. v. Reich, 510 U.S. 200, 215 (1994).”)

Three Top Considerations After Omnicare (JDSupra)

Covisint Shareholders Say Omnicare Boosts Their Lawsuit (Law 360)

A Further Harbinger on the Application of SLUSA (Baker Hostetler)

How to Update Employee Confidentiality Provisions in Light of Recent SEC Enforcement Action (Cleary)

SEC Won’t DQ BlackRock As ‘Bad Actor’ After $12M Settlement (Law 360)

Blackrock Advisors Neither Admits Nor Denies, to Pay $12 Million Penalty (Corporate Crime Reporter)

A Look At The 1st Criminal ‘Spoofing’ Prosecution: Part 1 (Law 360)

A Look At The 1st Criminal ‘Spoofing’ Prosecution: Part 2 (Law 360)

Trader Charged With Manipulation That Contributed to ‘Flash Crash’ (NY Times Dealbook)

Restatements Affect Bottom Line Less Often (Wall Street Journal)

Gupta Accuses Bharara Of About-Face On Newman’s Impact (Law 360)

Admin Judge Says SEC Trading Case Still Hinges On Benefit (Law 360)

Hedge Fund Lawyers Unsure How To Comply With Newman (Law 360)

Opportunities and Risks in Municipal Underwritings and Derivatives (WilmerHale)

“Friends” Who Trade on Inside Information: How United States v. Newman Changes the Law (K&L Gates)

The Supreme Court’s Recent Omnicare Decision Already Netting Big Results For Issuers (Troutman Sanders)

Second Circuit Affirms Dismissal of Securities Fraud Suit on Materiality Grounds, Embracing SEC Staff Accounting Bulletin No. 99’s Quantitative and Qualitative Factors As Criteria for Materiality at the Motion to Dismiss Stage (Paul Weiss)

Volcker Urges Merging Agencies to Boost Financial Oversight (Bloomberg)

Nordstrom Accused of Hiding Costs of Flying Family’s Planes (Bloomberg)

ARCP insiders generated $900M in fees during buying binge: lawsuit (Investment News)

Radius And Former CEO Will Pay $2.7M For Securities Fraud (Law 360)

Supreme Court rules that the leave test in securities class actions is a “robust deterrent” (Gowlings) (interesting to read different standard in Canada for asserting securities class action disclosure-based claim)

First Secondary Market Class Action to Reach SCC Denied Leave (Blakes) (likewise, another discussion of standard for asserting securities class action decided by Supreme Court of Canada)

Ga. High Court Sides With XL In ‘Consent-To-Settle’ Fight (Law 360)

D&O Insurance: Insured That Settled Underlying Claim Without Insurer’s Consent Cannot Sue the Insurer for Breach of Contract or Bad Faith (D&O Diary)

Supreme Court rejects Rajat Gupta’s insider trading appeal (Reuters)

Financial Crisis Cases Sputter to an End (NY Times Dealbook)

Rakoff Pushes Separate Criminal, Civil Insider Trading Laws (Law 360)

SEC ALJ Administrative Order in In re John Briner, Esq. et al. (File No. 3-16339) (SEC ALJ James Grimes denies motions for summary disposition by auditors for alleged section 17(a) violations for audit reports that “falsely stated that (1) they conducted each of their audits in accordance with the standards of the Public Company Accounting Oversight Board; and (2) the nine issuers’ financial statements conformed with generally accepted accounting principles.”  The decision applies the SEC’s controversial decision in In re Flannery to find that section 17(a) applies to such statements.)

SEC’s Freddie Mac Letdown Underscores Discovery Risks (Law 360)

High-Frequency Trader Must Face ‘Spoofing’ Charges  (Law 360)

The DuPont Proxy Battle: New Myths, Old Realities—and Even Newer Data About Hedge Fund Activism (CLS Blue Sky Blog)

Roadkill in the Fed’s Race to Regulate Shadow Banking (Wall Street Journal)

Justice Department’s Criminal Chief Pledges More Clarity (NY Times Dealbook)

SEC Whistleblowing Program: The Agency Means Business (D&O Diary)

Shifting focus is in brokers’ best interests (Investment News)

An (In)Decent Re-Proposal? Does DOL’s Fiduciary Effort Have a Familiar “Ring”? (Stroock)

Climate Change Denial Versus Fiduciary Duty (Institutional Investor)

Financial Services Industry Congressional Investigations (Covington Burling)

US Defends Insider Trading Forfeiture Order In 2nd Circ. (Law 360)

Lawyer From Rothstein Ponzi Scheme Appeals Sentence, The Inflation of Fed Guidelines (Forbes)

Lynn Tilton Presses Bid To Freeze SEC In-House Case (Law 360)

Tilton Memo in Support of Preliminary Injunction (SDNY)

Judge Largely Finds For Money Manager In SEC Fraud Case (Law 360)

Trends in Securities Litigation Influenced by Recent Supreme Court Decisions (JDSupra)

In the Matter of David Montanino (SEC ALJ Initial Decision)

Should mutual funds be illegal?  (Bloomberg)

AIG Brass Can’t Dodge NY’s Relentless Fraud Suit (Law 360)

Yelp Says User Complaints Don’t Prove Reviews Were Rigged (Law 360)

SEC Reveals It Doesn’t Use Email Snooping Power It Defends (National Journal)

Liability for Non-Disclosure of Line-Items in SEC Filings (NY Law Journal) (Roberta Karmel article about “whether line-item disclosure or other regulatory obligations relating to the contents of SEC filings are necessarily material,” and “whether Item 303 fits into the doctrine that silence is not actionable under Section 10(b) unless there is a duty to speak”)

How To Dodge The Dangers Of Unregistered Securities (Law 360)

Ex-Fund Manager To Redo Insider Trading Plea After Newman (Law 360)

Feds Say Newman Can’t Help Jailed Hedge Funder Whitman (Law 360)

Second Circuit Denies Rehearing of Insider Trading Case Reversal (White Collar Crime Prof Blog) (thoughts on what happens next)

In Duka v. SEC, SDNY Judge Berman Finds SEC Administrative Law Enforcement Proceedings Constitutional in a Less than Compelling Opinion (Straight Arrow Apr. 16, 2015 Blog Post)

David Makol, Known for Turning Insider Trading Witnesses at F.B.I., Joins S.E.C. (NY Times Dealbook)

Preet Bharara and Federal Judges Trade Barbs, and Some Fear Consequences (NY Times Dealbook)

Ben Bernanke Isn’t the Problem, the System Is the Problem (Atlantic)

Citadel Trader Who Lost $1 Billion in 2014 Resigns (Bloomberg)

Class action lawyer blasts Target’s data breach deal with MasterCard (Reuters)

The Duties to Correct and Update: A Web of Conflicting Case Law and Principles (AG Deal Diary)

Shareholder Litigation That Works (NY Times Dealbook)

Prosecutors Still Weighing Newman High Court Appeal (Law 360)

Federal Judge Asserts Purview Over SEC Judge Challenges (Wall Street Journal)

Judge Rebuffs Challenge to SEC Administrative Case (NY Law Journal) (in Duka v. SEC, Judge Berman finds jurisdiction but denies injunctive relief because restrictions on removing SEC ALJs are not unconstitutional under Free Enterprise Fund precedent)

Order Denying Relief in Duka v. SEC (SDNY)

RBS prevails in U.S. fraud lawsuit over pre-crisis disclosures (Reuters)

IBEW Local Union v. Royal Bank of Scotland (2d Circuit)

2nd Circ. Revives FGIC’s $900M Claims Against Putnam (Law 360)

FGIC v. Putnam Advisory Co. (2d Circuit)

SEC Chair Feels Heat In Congress Over Email Subpoena Power (Law 360)

Third Circuit: Expert Testimony Critical to Class Certification Must Satisfy Daubert (Drinker Biddle)

Elizabeth Warren has a game-changing idea that doesn’t require Congress (Vox)

Warren Blasts SEC, DOJ Over ‘Slap On The Wrist’ Enforcement (Law 360)

“The Unfinished Business of Financial Reform” (Speech by Senator Elizabeth Warren)

The 2nd Circuit can’t agree on reach of civil RICO. Next stop SCOTUS? (Reuters)

Complete set of opinions on motion for en banc review in European Community v. RJR Nabisco, Inc., No. 11-2475 (2d Circuit) (on extraterritorial application of RICO in civil RICO action)

Remote Tippees Beware: Even if the DOJ Can’t Reach You After Newman, The SEC Can (Orrick)

SEC activity trends in cybersecurity and securities law (Inside Counsel)

U.S. Official Cites ‘Critical Need’ for Criminal Prosecutions (Wall Street Journal) (“There is ‘a critical need’ for criminal prosecutions, even in cases where misconduct can be handled through civil or regulatory action, a top U.S. Department of Justice official said Tuesday.”)

BlackRock’s Chief, Laurence Fink, Urges Other C.E.O.s to Stop Being So Nice to Investors (NY Times Dealbook)

Sex, lies, and CEOs: The hefty price of executive indiscretions (Fortune)

The $74 Million Award That Jarden’s Board Values at Zero (Bloomberg)

9th Circ. Comes Around On CAFA (Law 360)

9th Circ. Must Clarify Morrison’s Scope, Calif. Judge Told (Law 360)

Court lets Wal-Mart block investor proposal on gun sales (Wall Street Journal)

Ex-Freddie Mac Leaders Reach Deal With S.E.C. (NY Times Dealbook) (“At a news conference in Washington three years ago, federal regulators trumpeted their case against former executives at the mortgage giant Freddie Mac, proclaiming that ‘all individuals, regardless of their rank or position, will be held accountable for perpetuating half-truths or misrepresentations.’  Now a case that began with such fanfare has ended with a whimper. A federal judge on Tuesday approved an unusual resolution to the case: The Securities and Exchange Commission and the former Freddie Mac executives agreed ‘that no party is the prevailing party.'”)

The SEC’s 700 Page Long Song Of Itself (Conglomerate)

SEC Self-Assessment Submission to the International Organization of Securities Commissions (IOSCO) (SEC responses to IOSCO queries about regulatory and enforcement framework, goals, procedures, oversight, transparency, accomplishments, etc. )

The Curse Of Multijurisdiction Litigation (Law 360)

The SEC Continues to Turn Up the Heat on Private Equity’s Fees, Expenses and Valuation Practices (Cozen O’Connor)

Further Recognition of the Adverse Effects of Activist Hedge Funds (Marty Lipton in the Harvard Law School Forum on Corporate Governance and Financial Regulation)

New Stumbles by Prosecutors in Trial of Former Goldman Programmer (NY Times Dealbook)

Insider Trading: Does Payton Begin the Erosion of the Newman Tipping Test? (SEC Actions)

Challenging Consequences: The Government’s Requirement for Wrongdoing Admissions in Civil Fraud Suits (D&O Diary)

ACC Files Amicus on Privileged Info in Paterno Case (Corporate Counsel)

Labor Dept. Seeks To Expand Fiduciary Duties (Law 360)

‘Free-range’ parents plan to file lawsuit after police pick up children (Washington Post)

‘Free-range’ kids and our parenting police state (Washington Post) (whether in securities regulation or child-rearing, mindless over-regulation is not a step forward)

Appeals panel considers SEC’s use of in-house courts (Wall Street Journal) (court argument addressing whether Jarkesy can bring constitutional challenge to SEC administrative proceeding directly or needs to wait to seek to set aside a final Commission ruling in the case)

D.C. Circuit Hears Oral Arguments In Challenge to SEC Administrative Forum (Bloomberg)

Judge Rakoff Speaks Out at Harvard Conference: Full Speech (Bloomberg BNA)

Fervent Preet Bharara Gets a Judical Scolding (NY Times Dealbook)

Parties Push to Enforce Statutory Time Limits on SEC Enforcement Actions (WilmerHale)

SEC investigating sale of complex securities to mom-and-pop investors -official (Reuters)

Ackman says Herbalife execs are hiring their own lawyers (Reuters)

Harvard Study Debunks Rainmaker Myths, Finds Collaboration is Key (Bloomberg)

Is the Event Study Methodology Reliable In Securities Litigation? (CLS Blue Sky Blog)

Event Studies in Securities Litigation: Low Power, Confounding Effects, and Bias (Duke Univ. & Bartlit Beck)

Third Circuit Court of Appeals Joins Other Circuits in Applying Daubert to Expert Testimony at Class Certification (Paul Weiss)

Information Is Not a Crime (Wall Street Journal) (“It is strange public policy that seeks to chill information that could be integrated into share prices to reflect true value. As Milton Friedman observed: ‘You should want more insider trading, not less. You want to give the people most likely to have knowledge about deficiencies of the company an incentive to make the public aware of that.'”)

The Newman/Chiasson Insider Trading Decision Begins To Right Some Wrongs (Forbes)

Bond Traders Brace Themselves for Another Flash Rally (Bloomberg)

Is GE Capital a Dodd-Frank victim? (Bloomberg)

Deals in Delaware: Obtaining Enforceable Releases and Indemnification Provisions in Mergers (Fredrikson & Byron)

PwC Report Reviews 2014 Securities Suit Filings and Settlements, Analyzes Trends Likely to Drive Future Suits (D&O Diary)

PwC 2014 Securities Litigation Study (PricewaterhouseCoopers)

Class action fee award system is broken. Here’s how to fix it: law profs (Reuters)

Convicted Atty In Penny Stock Scam Can’t Revisit SEC Ruling (Law 360)

A Closer Look At Internal Controls Enforcement (Law 360)

An In-House Cheat Sheet On The SEC Whistleblower Program (Law 360)

Payment in Domestic Stocks Saves Foreign Fraud Case from Morrison Dismissal (Hamilton Blog)

11th Circ. Chews Up Big Apple’s Janus Claim In SEC Suit (Law 360)

SEC v. Big Apple Consulting USA (11th Circuit) (because section 17(a) of the 1933 Act lacks the language in section 10(b) of the 1934 Act referring to “making” a statement, the Janus requirement that only persons with final control over statements have section 10(b) liability does not apply to section 17(a))

Business Group Faults SEC Over Whistle-Blower Protection Case (Bloomberg)

SEC Wins Fraud Claims Against Investment Adviser (Law 360)

Deutsche Bank Nears Plea Deal Over Libor Manipulation (NY Times Dealbook)

2 Cases Audit Firm Defendants Can Rely On (Law 360)

Doshi v. Gen. Cable Corp.: Creating an Inference of Scienter Requires Particularized Facts in Failure to Discover Complex Theft Scheme (Race to the Bottom)

How Wall Street captured Washington’s effort to rein in banks (Reuters)

FLIR’s $9.5M FCPA Settlement Reflects Cooperation With SEC (Law 360)

SEC Fails to Establish Regulation D Violations (Hamilton Blog)

Ex-Wells Fargo Trader Calls Insider Trading Claims ‘Crazy’ (Law 360)

SEC Denied Judgment Against Alleged Receiver Of Inside Info (Law 360)

A Q&A with Mark Lebovitch of Bernstein Litowitz: A Plaintiffs’ Counsel’s Perspective on the Fee-Shifting Bylaw Debate (D&O Diary)

SEC ALJ in Bebo Case Refuses To Consider Constitutional Challenge and Denies More Time To Prepare Defense (Straight Arrow Apr. 8, 2015 Blog Post)

Rakoff Ruling May Help SEC Frame Insider Trading Claims  (Law 360)

Judge Iffy On Fining Imprisoned Inside Trader From Ameriprise (Law 360) (SEC follow-up proceeding SEC v. McGee after McGee’s criminal conviction)

SEC Charges Pacific West Capital With Life Settlement Fraud (ThinkAdvisor)

Complaint in SEC v. Pacific West Capital Group (C.D. Cal.)

Ex-Wells Fargo Trader Defends Friendship With Alleged Tipper (Law 360) (testimony in SEC insider trading administrative prosecution from respondent Joseph Ruggieri)

Gusrae Kaplan DQ’d From SEC’s Sands Brothers Case (Law 360) (SEC ALJ Cameron Elliot disqualifies counsel from administrative proceeding)

HVB Can’t Ditch GeoCities Founder’s Tax-Shelter RICO Suit (Law 360)

SEC charges former N.Y. Giants player with fraud (Wall Street Journal)

SEC files fraud charges against ex-NFL player, partner (Washington Post)

SEC Alleges $32M Ponzi Scheme Over Pro Athlete Loans (Law 360)

Complaint in SEC v. Capital Financial Partners (D. Mass.)

The SEC’s New Whistleblower Action: Is It Counterproductive? (SEC Actions)

5 Tricky Questions Posed By SEC Rule On Employee Pacts (Law 360)

Ex-BankAtlantic CEO Seeks New Fraud Trial Under Omnicare (Law 360)

10th Circ. Revives Delta Petroleum Shareholder Claims (Law 360)

Tenth Circuit Opinion in Nakkhumpun v. Taylor (reversing dismissal of portion of section 10(b) claim)

Is There A Gaping Hole In The Proposed Delaware Legislation On Fee-Shifting Bylaws? (JDSupra)

Floyd Abrams: College Campuses Pose ‘Greatest Threat’ to Free Speech (Wall Street Journal) (obviously not a securities issue, but a serious, inadequately discussed, 21st century free speech threat; without diversity of opinion and expression, we move backwards)

Carried Interest Should Be Disclosed on Tax Forms, and to Private Equity Investors (NY Times Dealbook)

Instead of Attacking Insider Trading, Make Everyone an Insider (Wall Street Journal)

S.E.C. Gains Support From an Unexpected Quarter (NY Times Dealbook)

Rakoff Won’t Toss Civil IBM Insider Trading Claims (Law 360)

Denial of Motion To Dismiss in SEC v. Payton (Judge Rakoff, SDNY)

Reasonable Investor(s) (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Are The SEC’s Canons Of Ethics Written In The Wind And Waves? (JDSupra)

Regulators are increasingly tapping prosecutors for key jobs (Wall Street Journal)

Amedisys Asks Justices to Fix Circuit Split on Loss Causation (Hamilton Blog)

In re Nine Systems: Court Finds Breach of Fiduciary Duty Despite Fair Price (Race to the Bottom)

SEC v. Capital Financial Complaint (D. Mass.)

SEC Loses Disgorgement Bid In $153M Real Estate Fraud Suit (Law 360)

Denial of Summary Judgment in SEC v. Schooler (Judge Curiel, SD. Cal.) (SEC failed to proffer evidence showing registration exemptions were not materially in dispute)

Banks Move To Nix Cases In Libor MDL Over Jurisdiction (Law 360)

Spinal Therapy Co. Ducks Investor Class Action (Law 360)

Opinion Dismissing Claims in Battle Construction v. Invivo Therapeutics Holdings (D.Mass.) (allegations fail to show descriptions of FDA consideration were misleading)

Blowing the Whistle on the SEC’s Latest Power Move (Wall Street Journal)

The Curse of Multi-Jurisdiction Litigation: A Problem for Everyone, Not Just Defendants (D&O Diary)

Accounting Fraud, Meet the SEC’s ‘Robocop’ (Corporate Counsel)

Why We Need the SEC’s ‘Bad Actor’ Waivers (American Banker)

U.S. Weighs Whether to Act or Wait on Insider Trading (NY Times Dealbook)

Herbalife contacted by law enforcement agencies (CNBC)

SEC Starts Issuing Wells Notices to Private Equity Firms (Naked Capitalism)

Bebo Case Continues To Show Why SEC Administrative Proceeding Home Advantage Is Unfair (Straight Arrow Apr. 6, 2015 Blog Post)

Laurie Bebo seeks injunction to stop SEC proceeding (Milwaukee Business Journal)

SEC Whistleblower Retaliation Push Could Face Challenge (Wall Street Journal)

Mark Cuban warns of ‘red flag’ in SEC vs. Tilton (listen to Cuban’s views on SEC action against Tilton)

MARK CUBAN: Getting in trouble with the SEC is like getting an ‘expensive speeding ticket’ (Business Insider)

ACAP Financial v. SEC: 10th Circuit Questions SEC Enforcement Policies in Denying Appeal of Administrative Sanctions (Straight Arrow Apr. 6, 2015 Blog Post)

ACAP Financial, Inc. v. SEC (Tenth Circuit)

10th Circ. Won’t Review FINRA Fine In Stock Scheme Case (Law 360)

Securities Act Claims Limitations Clarified (JDSupra)

2nd Circ. Sinks Insider Trade Suit Against Lululemon Board (Law 360)

NM Businessman Ordered To Cough Up $55M In SEC Case (Law 360)

No Fooling: Companies Fret Over New .Sucks Domain (Corporate Counsel)

EY Says Omnicare May Doom Lehman Fraud Claims (Law 360)

Victims of Financial Wrongdoing Need a More Muscular S.E.C. (NY Times)

High Court Sets Stage For Another Section 11 Circ. Split (Law 360)

Ex-Galleon Trader Says Atty Deprived Him Of Newman Defense (Law 360)

In Blow to Feds, Court Will Not Reconsider Key Ruling On Insider Trading (Wall Street Journal)

Court Rejects Bharara’s Plea to Reconsider Insider Trading Ruling (NY Times Dealbook)

Court Rejects Government’s Plea For Second Look At Damaging Insider-Trading Decision (Forbes)

Second Circuit Denies Petition for Rehearing En Banc in U.S. v. Newman

2nd Circ. Refuses To Rehear Bharara’s Newman Appeal (Law 360)

HVB Likely To Stand Trial In GeoCities Founder’s RICO Suit (Law 360) (RICO is alive and well)

Feds Say Gupta Misread Newman, Should Remain Jailed (Law 360)

‘Big Short’ Money Manager Lobs New Claims Over SEC Courts (Law 360)

Private equity ‘Diva’ Tilton: SEC violated my rights (Fortune)

Ex-TPG executive alleges partner said he wanted to ‘smack’ him against a wall: lawsuit (Reuters)

Ex-Bush Flack Says TPG Smeared Him For Blowing Whistle (Law 360)

Complaint in Levine v. TPG Capital (N.D. Cal.)

9th Circ. Says CAFA Exception Sends Bond Suit To State Court (Law 360)

Eminence Investors v. Bank of New York Mellon (9th Circuit Class Action Fairness Act decision)

One Step at a Time: An Open Letter to the Institute for the Fiduciary Standard (ThinkAdvisor)

6 Key Considerations When Moving from Government to Private Practice (Bloomberg)

SEC: Companies Cannot Stifle Whistleblowers in Confidentiality Agreements (SEC Press Release)

SEC Order May Impact Employee Confidentiality Obligations (Covington Burling)

SEC Files Enforcement Action Against Employer’s Workplace Investigation Confidentiality Requirement (Sullivan Cromwell)

Skadden’s new theory on why SEC in-house judges are unconstitutional (Reuters)

Tilton v. SEC: Lynn Tilton Files Latest Challenge to SEC Administrative Proceeding (Straight Arrow Apr. 2, 2015 Blog Post)

PE Adviser Tilton Lobs Latest Suit Over SEC In-House Courts (Law 360)

New York court dismisses foreclosure lawsuit against HSBC (Reuters)

Pimco Sues AIG Over Losses From 2008 Financial Meltdown (Bloomberg)

Renegades of Junk: The Rise and Fall of the Drexel Empire (Bloomberg) (oral history of the Drexel downfall)

Omnicare Cited In Tossing Of Deloitte Investor Suit (Law 360)

War looms between plaintiffs’ firms after suit vs. Walmart board is tossed (Reuters)

The Subject Matter Waiver Risk Continues to Recede (McGuire Woods)

SEC charges KBR with violating whistleblower protection rule: First-ever action against a company for stifling the whisteblowing process (Wall Street Journal)

SEC Declares Open Season On Employee Agreements (Law 360)

Labaton Row A Reality Check On Lawyer Donations (Law 360)

SEC official says it’s “not clear” that bank regulation has made the economy any safer (Wall Street Journal)

‘Better Call Saul’ Writer on Getting the Law Right (Wall Street Journal) (How does the prequel to “Breaking Bad” figure out what the RICO statute is all about?)

U.S. Says HSBC Needs to Step Up on Compliance (NY Times Dealbook)

SEC Wins Fla. Trial Against Rothstein Fund Manager (Law 360)

Triad Officers Cleared In Securities Class Action Suit (Law 360)

There They Go Again: SEC Wasting Taxpayer Dollars on Trivial Perquisite Enforcement Litigation in SEC v. Miller (Straight Arrow April 1, 2015 Blog Post)

SEC v. Miller Complaint (SEC perqusite disclosure action brought against former Polycom CEO Andrew Miller)

In the Matter of Polycom Settled SEC Administrative Action

Polycom Inc. Agrees To Pay $750,000 To Settle SEC Civil Charges (Wall Street Journal)

Ex-Polycom CEO Funneled Cash For Personal Perks, SEC Says (Law 360)

Former Polycom CEO Charged with Hiding Perks from Investors (Corporate Crime Reporter)

Wannabe Derivative Plaintiffs of Delaware Corporations Cannot Skirt Delaware Law By Filing Suit in California (JDSupra)

JPMorgan Execs Said Deposed in SEC Asset-Management Probe (Bloomberg)

Case against ‘Diva of Distressed’ exposes problems in a hot Wall Street market (Fortune)

Barney Frank drops a bombshell: How a shocking anecdote explains the financial crisis (Salon)

Litigators Fear Congressional Fixes To Newman (Law 360)

Ex-Merck VP Says Investors ‘Overstate’ Omnicare Impact (Law 360)

Feds Say Omnicare Boosts Charges Against Ex-Massey CEO (Law 360)

Bank Customers May Get Their Day in Court (Bloomberg) (The CFPB takes aim at contract clauses that bar class-action suits)

SEC Prevails In Suit Against E-Smart CTO (Law 360)

DOJ and OFAC Announce Settlements in Major Sanctions Enforcement Cases (Fried Frank)

Supreme Court Docket: Court declines to address application of Morrison in criminal context, duty to update (Securities Regulation Daily) (cert. denied on application of Morrison by the 6th Circuit in a criminal case (Coffman v. U.S), and 11th Circuit holding that private company had duty to disclose merger discussions before selling shares in private transaction (Stiefel Laboratories, Inc. v. Finnerty)

The Odds Are Stacked Against Insider Trading Defendants (Law 360) (counsel for Jordan Peixoto — against whom SEC insider trading claims were withdrawn — argue that SEC administrative forum is unfair for such cases: “Peixoto illustrates the extent to which enforcement, at least pre-Newman, invented its own version of the law for insider trading cases, and used the administrative forum as a mechanism to stack the tables against defendants when it could not win under fundamental constitutional principles.”)

Ex-Wells Fargo Trader Slams SEC’s ‘Statistical Shenanigans’ (Law 360) (opening statements in Ruggieri administrative trial)

SEC Told Broker’s Lifetime Ban Not Warranted Under Janus (Law 360)

Distressed Diva loved her companies too much to mark them down (Bloomberg)

Private-equity queen Lynn Tilton faces SEC charges and is accused of ‘hiding poor performance’ in 3 of her funds (Business Insider)

SEC administrative action against Lynn Tilton (Zohar Funds) (In the Matter of Tilton et al., File No. 3-16462))

Why are interest rates so low? (Brookings) (by Ben Bernanke)

SEC Wins $99M From Convicted McGinn Smith Brokers (Law 360)

Summary Judgment Order in SEC v. McGinn, Smith & Co (SDNY) (disgorgement order, including ruling on grounds for holding “relief defendants” liable for disgorgement for offenses)

U.S. not liable for alleged SEC negligence in Stanford fraud: court (Reuters)

11th Circ. Shields SEC From Negligence Claims Over Stanford (Law 360)

Opinion in Zelaya v. United States (11th Circuit holds that SEC immune from negligence claim in connection with Stanford fraud)

PwC Cleared In Suit Against Chinese ISP (Law 360) (control person claims against PwC for audits by PwC China dismissed because allegations do not show it could exercise actual control over audits or satisfied culpable participation requirement)

Lawmakers Focus on How S.E.C. Does Its Job (NY Times Dealbook)

Second Circuit Rejects Investor Suit Against Auditors, Adhering To High Standard for Alleging Scienter (Paul Weiss)

U.S. justices send ING securities case back to appeals court (Reuters) (remanding to 2d Circuit in light of Omnicare decision the affirmance in Freidus v. ING Groep of a dismissal of an action claiming ING concealed risks of mortgage-backed securities holdings in a registration statement)

High Court Revives ING MBS Suit In Light Of Omnicare (Law 360)

A Closer Look At Madoff Victims’ PwC, Citco Suit (Law 360)

Spectrum Pharmaceuticals Stuck With Shareholder Suit (Law 360) (motion to dismiss denied in class action alleging misleading statements about cancer treatment drug)

Plaintiffs Blast BioScrip’s Use Of Omnicare In Shareholder Suit (Law 360)

Ex-Wells Fargo Analyst To Settle SEC In-House Trading Case (Law 360) (Bolan settles in SEC administrative insider trading action against him and Ruggieri) (see SEC ALJ in Bolan and Ruggieri Proceeding Rules Misappropriation Theory Mandates Proof of Benefit to Tipper)

Fed on collision course with SEC over shadow-banking reform (Market Watch)

At U.S. Companies, Time to Coax the Directors Into Talking (NY Times)

Once worth $1 billion, Sam Wyly is bankrupt but still fighting (Dallas Morning News)

Preet Bharara’s Methods: Did the U.S. Attorney’s office fabricate evidence to smear a Wall Street target? (Wall Street Journal) (editorial comment on prosecutorial tactics used in Level Global case)

NY Brokerage To Pay SEC $15M For Offering Fraud (Law 360)

Recent Federal Securities Regulatory and Other Developments (Covington Burling)

Marty Lipton’s War on Hedge Fund Activists (American Lawyer)

Upset by Warren, U.S. banks debate halting some campaign donations (Reuters)

Activist Investor Bill Ackman Sets a $1 Million Debate Bet (Vanity Fair) (Ackman wants to bet Marty Lipton $1 million in charitable contributions on who wins a debate on the value of shareholder activism)

Citadel Securities Said to Close Apogee Dark Pool (NY Times Dealbook)

Judge Berates Attorneys for ‘Breathtaking’ Prolixity (Wall Street Journal)

Lower Courts Missing The Point Of Halliburton II (Law 360)

SEC Drags Out American Apparel’s Charney Woes (Law 360)

Jailed Hedge Funder Whitman Hops On Newman Bandwagon (Law 360)

Omnicare Bolsters Case Against Ex-Merck VP, Investors Say (Law 360)

Citigroup Report Chides Law Firms for Silence on Hackings (NY Times Dealbook)

Zynga must face U.S. lawsuit alleging fraud tied to IPO (Reuters)

Reactions to Supreme Court Omnicare Decision Vary (Straight Arrow Mar. 25, 2015 Blog Post, regularly updated)

SEC Nets $18M From Drug Co. Accused Of Duping Investors (Law 360)

2nd Circ. Tosses Investor Suit Against Chinese Battery Co. (Law 360)

11th Circ. Won’t Revive Chinese Pharma Class Action Claims (Law 360)

Jury Convicts Former UCB Exec. Of $1.1B Securities Fraud (Law 360)

US Chamber Says Corporate Settlements Go to ‘Slush Funds’ (Corporate Counsel)

House Dem’s Insider Trading Ban Would Reverse Newman (Law 360)

Some Men The SEC Just Can’t Reach (Broke and Broker)

U.S. SEC to propose registration rules for high-speed traders (Reuters)

SOX and Fish: What the Supreme Court Missed in Yates v. United States (CLS Blue Sky Blog)

Fed, OCC Close Ranks Around BofA Examination Docs (Law 360)

CVS Calls Out Labaton Sucharow For Campaign Donations (Law 360) (challenging putative class certification because class representatives are motivated by political contributions from counsel)

SEC’s White Says Agency Mulled Insider Trading Ban (Law 360)

SEC’s White says ‘closely monitoring’ proxy access efforts (Reuters)

Bill Takes Aim at S.E.C. Waivers for Firms That Broke Law  (NY Times Dealbook)

The Thorny Task of Advocating Good Corporate Behavior (NY Times Dealbook)

Deals World Rests Easy In Wake Of Omnicare Ruling (Law 360)

Lawyers Weigh In On High Court’s Omnicare Decision (Law 360)

Omnicare: Supreme Court Shoots Down 6th Circuit, but Adopts Amorphous Standard for Section 11 Opinion Liability (Straight Arrow Mar. 24, 2015 Blog Post)

Supreme Court Sets High Bar For Challenging Exec Opinions (Law 360)

Proskauer discusses Supreme Court’s Omnicare Decision, Clarifying Liability for Statements of Opinion in Registration Statements (CLS Blue Sky Blog)

A company’s opinion isn’t always a lie (Bloomberg)

Supreme Court Protects ‘Opinions’ From Suit — Unless They’re Contradicted By The Facts (Forbes)

High Court gives Omnicare another shot at stopping investor suit (Wall Street Journal)

Supreme Court Decision in Omnicare v. Laborers District Council Construction Industry Pensions Fund (Supreme Court vacates and remands 6th Circuit Omnicare Decision; see earlier post: Sixth Circuit Improperly Expanded Section 11 Liability for Non-Factual Statements in Omnicare)

Rakoff Shuns ‘Lone Crusader’ Label (Law 360)

Rakoff Mulls Effect Of Newman On SEC’s IBM Trading Case (Law 360)

Firms help settlement holders cash out payments intended to last a lifetime (Wall Street Journal)

Lessons From The Commerzbank Settlement (Law 360)

Hey, SEC committee: Don’t be fooled. Put investors first (CNBC) (Michael Lewis is “dead wrong” on high frequency trading)

Friday the 13th: The SEC Edition (Blogmosaic) (about new SEC policy statement re disqualifications and waivers)

Ex-Fannie Mae CEO Says SEC Lacks Evidence For Fraud Case (Law 360)

SEC Says Convicted Atty In NFLer Scam Can’t Revisit Ruling (Law 360)

SEC’s Plan on Broker Rules Has Both Sides Cheering, Jockeying (Bloomberg)

Senator Warren questions SEC chair on broker reforms (Reuters)

S.E.C. Faces Tough Challenge to Enhanced Broker Rule (NY Times Dealbook)

F-Squared still struggling in wake of SEC charges (Investment News)

High Court Won’t Hear Stiefel Appeal In $1.5M Share Fight (Law 360)

SEC’s Corinthian Colleges Probe Held Up By Privacy Issues (Law 360)

With No Outrage, Congress Should Stay Out Of Insider Trading Laws (Forbes)

Spring 2015 Class Action Chronicle (Skadden) (An analysis of class action trends and summaries of class certification and Class Action Fairness Act rulings between November 15, 2014, and February 15, 2015)

Criminal RICO indictment for pharma execs in alleged second-degree murder for improper drug production leading to fungal meningitis deaths (Lexology)

Bill Takes Aim at SEC’s ‘Revolving Door’ (Hamilton Blog)

Aveo Kicks Investor Suit Over Losses From Kidney Drugs (Law 360)

Opinion Dismissing Claims in Sanders v. Aveo Pharmaceuticals (D. Mass.)

FTC Staff Report on Google: Much Ado About Nothing (Truth on the Market)

Yet Another U.S. Securities Suit Arising From a Latin American Corruption Investigation (D&O Diary)

Merrill, Others Ask High Court To Resolve Circuit Split (Law 360)

Winthrop Shareholders Sue Over Fee-Shifting Bylaw (Law 360)

2nd Circ. Affirms Toss Of Goldman Sachs Shareholder Case  (Law 360)

Rakoff Calls For Clear Statute To Define Insider Trading (Law 360) (“There are many ironies here, because the insider trading area is an area where really what you need is a statute, and the SEC has historically opposed statutes because they liked the way the law was developing in the courts in those days and they were afraid a statute might have limitations that wouldn’t be true in the traditional development,” he said. “So they’re a little bit hoisted by their own petard.”)

Alleged ‘spoofing’ trader faces new accusations (Wall Street Journal)

Ceresney Defends In-House Courts To Skeptical Lawmakers (Law 360)

SEC enforcement chief defends using administrative law judges, avoids fiduciary (Investment News) (Andrew Ceresney espoused the agency’s increased use of in-house judges before a congressional panel, while steering clear of the debate over raising investment-advice standards)

Ex-Moore Capital Trader Gets 19 Mos. For Inside Deals In UK (Law 360)

How an Ex-Moore Trader Got Caught in the Most Complicated Insider Trading Investigation in British History (Bloomberg)

Bill Ackman has little to fear from the Herbalife stock-manipulation investigation, experts say — at least for now (Business Insider)

SEC Falls Short In Admin Case Against Former Executives (Law 360)

ALJ Initial Decision in the Matter of Delaney and Yancey (ALJ Opinion in SEC administrative enforcement action)

Bank of America must allow shareholder vote on breakup: SEC letter (Reuters)

DOJ Gets Suit Over $13B JPMorgan Deal Tossed (Law 360)

SEC Suffers Another Major Loss in Willie Gault Case (Straight Arrow Mar. 19, 2015 Blog Post)

Jury clears ex-NFL player Gault of purposely defrauding investors (Fortune)

SEC Shifts Focus to Ratings Firms, Fund Valuations As Crisis-Era Cases Fade (Wall Street Journal)

SEC Charges 8 with Failing to Update Disclosures After Taking Companies Private (Hamilton Blog)

Burford Capital Cashes In On Other People’s Lawsuits In 2014 (Forbes)

Hedge Fund Betting on Lawsuits Is Spreading (Bloomberg)

Correcting Corporate Benefit: Curing What Ails Shareholder Litigation (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Del. Chancery Lays Bare Fundamental Fee-Shift Rift (Law 360)

Ex-Miami Official Takes SEC Immunity Dispute To High Court (Law 360)

Lawyers Lying in Negotiations (Justia) (discussing ethical standards that apply to lawyer statements during negotiations)

Manufactured Consent: The Problem of Arbitration Clauses in Corporate Charters and Bylaws (CLS Blue Sky Blog)

Stilwell Settles SEC In-House Case, Drops Legal Challenge (Law 360)

In the Matter of Joseph Stilwell and Stilwell Value LLC (settled SEC administative proceeding in the matter that was the subject of relief sought by Stilwell in Stilwell v. SEC — see Challenges to the Constitutionality of SEC Administrative Proceedings in Peixoto and Stilwell May Have Merit)

Opinion Granting Motion To Dismiss in Herbalife Securities Litigation (C.D. Cal. Memorandum Opinion by Judge FIscher)

Herbalife Investor Suit Crumbles Under Causation Standard (Law 360)

GCs Facing More Class Actions, Higher-Exposure Cases (Law 360)

2015 Class Action Survey (Carlton Fields Jorden Burt)

SEC Chief Wants Uniform Fiduciary Duty For Brokers (Law 360)

S.E.C. Chief Voices Support for Higher Advice Standard for Brokers (NY Times Dealbook)

4th Circuit Finds Section 10(b) Scienter Allegations Sufficient with No Motive in Zak v. Chelsea Therapeutics (Straight Arrow Mar. 17, 2015 Blog Post)

Zak v. Chelsea Therapeutics Intl (4th Circuit decision reversing dismissal of securities class action)

The (Neglected) Value of Board Accountability in Corporate Governance (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Perez v. MBA Shines A Light On ‘Shadow Regulations’ (Law 360)

SEC Sets Sights On Commercial Bribery (Law 360)

Commerzbank Case Shows Regulator Focus on Individuals (Wall Street Journal)

Blurred Lines: How to Handle Informal SEC Communications (Compliance Week)

Epocrates Must Face Investors’ Suit Over Financial Disclosures (Law 360)

Wall Street study pans White House analysis of retirement advice rule (Reuters)

Fee Shift Bylaw Doesn’t Apply To Ex-Investors: Del. Judge (Law 360)

Inside Information: What Is “Precise Has Just Become More Uncertain (Clifford Chance) (discussing EU insider trading standards)

All Eyes on SEC Chief to Move Fiduciary Forward, FINRA’s Ketchum Says (ThinkAdvisor)

Court Strikes on Insider Trading, and Congress Lobs Back (NY Times Dealbook)

Govt Prosecutors Are Stingy At Sharing Information, Just Ask George Georgiou (Forbes)

Analysis – Probe of Ackman team over Herbalife campaign may go nowhere: legal experts (Reuters)

Prosecutors are interviewing people tied to Ackman in probe of potential Herbalife manipulation (Wall Street Journal)

Fee-Shifting May Disrupt Delaware’s Dominance (Law 360)

Another Convicted Insider Trader Challenges Ruling Based On Newman Decision (Forbes)

How Newman Impacts Pending Insider Trading Prosecutions (Law 360)

FINRA Panel Decision Holding 5th Amendment Does Not Apply to FINRA Testimony

5th Amendment Doesn’t Shield FINRA Testimony, Agency Says (Law 360)

Nomura, RBS face U.S. mortgage trial; $1 billion damages at stake (Reuters)

Wyly Motion for New Trial (SDNY Post-Judgment Motion)

Wyly Brothers Cry Foul Over $300M SEC Judgment (Law 360)

Ex-Fund Manager Faces Deadline To Yank Plea After Newman (Law 360)

Ex-RBS trader’s plea highlights issue at 2nd Circuit: Can brokers lie? (Reuters)

A Modest Strategy for Combatting Frivolous IPO Lawsuits (Harvard Law School Forum on Corporate Governance and Financial Regulation)

In Latest Jumbo Merger Suit Settlement, Duke Energy Agrees to Pay $146 Million to Settle Suit Over “Boardroom Coup” Following Progress Energy Merger (D&O Diary)

Rigging and Manipulation (Bloomberg)

Wells Fargo Ordered To Produce Docs In Insider Trading Case (Law 360)

Feds Say Sky-High Fines Show Perks Of FCPA Self-Reporting (Law 360)

Prosecutions Put High-Frequency Traders On High Alert (Law 360)

Chicago Futures Contract Traders Hit With ‘Spoofing’ Suit (Law 360)

CFTC Closer To In-House Enforcement Actions, Official Says (Law 360)

Accused inside trader, freed from prison, seeks to void conviction (Reuters)

Consumer groups accuse SEC of ignoring investors (Investment News)

The Disqualification Provisions and the SEC’s Use of Wavers (SEC Actions)

Understanding Disqualifications, Exemptions and Waivers Under the Federal Securities Laws (SEC Chair Mary Jo White)

S.E.C. Chief Defends Agency’s Handling of Bank Punishment (NY Times Dealbook)

Delaware (Again) Proposes Sledgehammering Fee-Shifting Bylaws (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Survey: Companies Finding More Whistleblower Retaliation (Wall Street Journal)

Manhattan U.S. Attorney Still Feeling Effects of Newman (Hamilton Blog)

Do We Need An Insider Trading Statute? (Law 360) (an article definitely worth a read, arguing that a statute is unnecessary because the problem of excessive prosecutorial adventurism in defining the scope of the law “can be cured by a return to prosecutorial and enforcement modesty”)

Sens. Unveil Insider Trading Bill In Wake Of Newman (Law 360)

Letter to Judge Berman in Duka v. SEC (addressing issue of whether SEC ALJs are inferior officers under the Appointments Clause) (SDNY)

Ex-S&P Exec Cites High Court Ruling In SEC Admin Court Spat (Law 360)

Review of SEC Enforcement Developments in 2014 , and a Look Forward (WilmerHale)

Vice Chancellor Laster and the Long-Term Rule (Harvard Law School Forum on Corporate Governance and Financial Regulation)

The Evolving Landscape of Shareholder Activism: Key Developments and Potential Actions (Sullivan Cromwell)

Columbia Labs Investors Can’t Revive Class Suit In 3rd Circ. (Law 360)

SEC Stall Tactic Over Wal-Mart Bribery Probe Unlikely To Fly (Law 360)

Shareholders still filing numerous lawsuits in response to M&A deals (Inside Counsel)

A Crusader Against the Common View of the Financial Crisis (NY Times Dealbook)

SEC Wages Desperate Battle To Limit Newman in SEC v. Payton and Durant (Straight Arrow Mar. 11, 2015 Blog Post)

Opposition to Motion To Dismiss in SEC v. Payton (SEC opposition to motion to dismiss in SEC v. Payton and Durant) (SDNY)

Amended Complaint SEC v. Payton (amended complaint filed by SEC after motion to dismiss) (SDNY)

Original Complaint SEC v. Payton (original complaint filed by SEC) (SDNY)

Motion To Dismiss in SEC v. Payton (motion to dismiss insider trading action in SEC v. Payton and Durant based on U.S. v. Newman) (SDNY)

Ethics, Cost-Benefit Analysis, and the HFT Debate (CLS Blue Sky Blog)

Ex-CEO Seeks 7th Circ. Review Of Challenge To SEC Court (Law 360) (Laurie Bebo appeals dismissal of Bebo v. SEC injunctive action)

Fee-Shifting Ban Tweaks Do Little To Ease Critics’ Worries (Law 360)

Lew Says Regulators Undecided on High-Frequency Trading (Bloomberg)

Former SEC Director Rips the Red Tape Off His Mouth (Bloomberg)

Federal Court Reaffirms Approval of Technology-Assisted Document Review (Kramer Levin)

Biopharma Co. Didn’t Lie About Cancer Drug Progress: Judge (Law 360)

A Open Letter to the Delaware Legislature on Fee Shifting Bylaws (Professor Bainbridge.com)

Bad actor waivers (Business Law Prof Blog)

6 Recent Class Cert. Rulings Every Litigator Needs To Know (Law 360)

9th Circ. Revives Suit Over Schwab’s Losses From CMO Bets (Law 360)

Bharara Says Trader’s Insider Plea Doesn’t Survive Newman (Law 360) (“The Government has concluded that the allocution, as it stands, is insufficient to support the guilty plea. However, in light of all of the evidence in this matter – including, among other things, the defendant’s trial testimony in United States v. Riley, 13 Cr. 339 (VEC), that he purposefully avoided learning details about Matthew Teeple’s source of information at Foundry Networks to create a “plausible level of deniability” in his trading activities – the Government is prepared to proceed in its prosecution of the defendant as the evidence clearly establishes that he consciously avoided knowledge of the tipper’s benefit.”)

Rajaratnam Tells 2nd Circ. Newman Unhinges $93M SEC Fine (Law 360)

SEC v. Zeringue Amended Complaint (SEC complaint in which insider trading action against alleged second-level tippee is founded solely on allegations that he received information from a first-level tippee who was “his long-time friend” and said he learned the information from an insider)

SEC Charges Tipping Without A Newman – Dirks Personal Benefit (SEC Actions)

A New Tool to Investigate Inside Tippers (NY Times Dealbook)

An Insider Trader’s Life Post Prison, Welcome Back To Reality (Forbes)

California Court Clarifies Scope of Class Action Judgment Reduction Provision (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Delaware Proposes New Fee-Shifting and Forum Selection Legislation (Delaware Corporate & Commercial Litigation Blog)

Gupta Moves To Vacate Sentence Under Newman (Law 360)

SEC Internal Controls Cases Show ‘Sea Change’ in FCPA Enforcement (Bloomberg/BNA)

Who Rates The Credit Rating Agencies After S&P Makes $1.37Bn Lawsuits Settlement? (Forbes)

Bonds: How firm a foundation? (Financial Times)

At the Fed in 2009, Rolling the Dice in a Crisis (NY Times Dealbook)

Why Challenges To SEC Admin Court Will Likely Keep Failing (Law 360)

Ex-S&P Exec Fights SEC Bid To Ax Suit Over In-House Courts (Law 360)

Navigating Circuit Split, District Court Finds Omission of Item 303 Disclosure Actionable Under Section 10(b) (D&O Diary) (see also on the same issue the following Straight Arrow Post: Stratte-McClure: 2d Circuit Creates Circuit Split on 10(b) Actions Founded on Alleged Item 303 Violations)

Final Disgorgement Order in SEC v. Wyly Is Far from “Final” Because of Unnecessary Pre-Judgment of Pending Tax Issues (Straight Arrow Mar. 6, 2015 Blog Post)

Motion To Recalculate Forfeiture in US v. Jiau (Longueil) (2d Circuit)

Ex-SAC Trader, Feds Want 2nd Circ. To Nix $1.3M Judgment (Law 360) (Consent motion with agreement of prosecutors that forfeiture order following insider trading guilty plea must be recalculated to limit it to proceeds actually received by the defendants, and exclude proceeds that went to an entity not controlled by the defendant, under U.S. v. Contorinis)

Intercept Can’t Dodge Investors’ Stock Drop MDL (Law 360)

Online Ad Co. Tremor Beats Investors’ Suit Over $75M IPO (Law 360)

KKR in talks to settle SEC probe of expense sharing (PE Hub)

SEC to Corporate Officers, You Too Can Whistle(blow) While You Work (Vinson Elkins)

SEC Can Turn Most-Trusted Execs Into Whistleblowers (Law 360)

Foreign Tax Surprise Like Disney’s Have SEC Seeking Sunlight (Bloomberg)

The scope of permissible analyst communications during emerging growth company IPOs (Nixon Peabody)

Financial Sanctions: Recent Cases, Trends and Holding Banking Executives Personally Liable for Compliance Failures (Day Pitney)

Federal Appellate Court Ruling Sounds the Liability Alarm for Officers and Directors of Struggling Health Care Providers – Both Non-Profit and For-Profit (Cadwalader)

Trial judges shouldn’t decide if SEC in-house cases unconstitutional – new ruling (Reuters)

Dodd Frank: Oh What a Tangled Web We Weave (or, The Goose that Laid the Golden Egg) (Blogmosaic)

SOX, the Destruction of Evidence And Dr. Seuss: Is a Fish A Tangible Object? (SEC Actions)

The Impact of Whistleblowers on Financial Misrepresentation Enforcement Actions (Harvard Law School Forum on Corporate Governance and Financial Regulation)

A Critical Step Toward Reining In Class Standing Doctrine (Law 360)

National Union Ducks Coverage Of $40M Securities Verdict (Law 360)

‘Deceitful’ NY Broker Ordered To Pay $3.8M For Ponzi Scheme (Law 360) (restitution ordered in criminal action)

SEC Memorandum in Support of Disgorgement in SEC v. McGinn, Smith (SEC submission in NDNY court arguing for $99 million disgorgement after court previously rejected proposed disgorgement of $124 million plus prejudgment interest).  For background, see SEC Didn’t Justify $248M Payout In Fraud Case, Judge Says.  Judge Sharpe granted summary judgment against the defendants but rejected the SEC’s originally-proposed $124 million disgorgement because it was based solely on one sentence in a receiver’s report with no underlying analysis.  See Disgorgement Opinion in SEC v McGinn, Smith and Co.  (“The court cannot and will not rely on one sentence from the Receiver’s declaration and, willy-nilly, order $124 million to be disgorged; more explanation is necessary.”)

SEC Seeks $99M From Convicted McGinn Smith Brokers (Law 360)

SEC Tries To Cash In On Tossing Of In-House Court Challenge (Law 360)

Sullivan & Cromwell Denies Witness Coaching In FHFA Suit (Law 360)

In Eye of Economic Storm, the Fed Blinked (NY Times article discussing contents of just-released 2009 Federal Reserve Board transcripts)

How a 25-Year-Old Sparked Lumber Liquidators’ Stock Plunge (Bloomberg)

The WSJ ‘s Public Service on Fiduciary Standard: Lifing the Veil (ThinkAdvisor)

Opinion in U.S. v. Riley (Opinion of SDNY Judge Valerie Caproni upholding insider trading conviction even though jury instructions did not conform to later Newman ruling)

U.S. judge upholds insider trading conviction despite law change (Reuters)

Court Dismisses “Compelling and Meritorious” Bebo Constitutional Claims Solely on Jurisdictional Grounds (Straight Arrow Mar. 4, 2015 Blog Post)

What The SEC Enforcement Stats Really Tell Us (Law 360)

U.S. SEC seeks maximum penalties against BankAtlantic, CEO (Reuters)

Not a good start to the year: Goodyear Tire fine and the FCPA lessons (Reuters)

The New Insider Trading Landscape: United States v. Newman and Its Impact on Pending Insider Trading Prosecutions (Buchanan Ingersoll)

Congressman thinks maybe insider trading should be illegal (Bloomberg View)

Broad Insider Trading Bill May Overcompensate For Newman (Law 360)

Order Dismissing Complaint in Bebo v. SEC (E.D. Wisc.)

Ex-CEO’s SEC In-House Court Challenge Tossed By Judge (Law 360) (Bebo action to enjoin SEC administrative proceeding dismissed)

Rakoff Hopes SEC Will ‘Think Twice’ About Using Admin Court (Law 360)

SEC Files Sarbanes-Oxley Clawback Action Against Two Former CFOs (Simpson Thacher)

Let’s Get Real: When SEC “Disgorgement” Remedy Is Used as Punishment It Should Be Treated that Way (Straight Arrow Mar. 3, 2015 Blog Post)

U.S. Chamber to propose recommendations for SEC enforcement policies (Reuters)

Narrowing the Definition of White-Collar Crimes (NY Times Dealbook)

Mouthing Off: Prosecutor Preet Bharara is an entertaining speaker, but he goes too far (Slate) (Why do prosecutors think it serves the interests of justice to make press attacks on defendants?  That assumes they give a hoot about the interests of justice)

Next big test for SEC rulemaking could be State Street execs’ appeal (Reuters) (Discussion of SEC decision in In re Flannery and Hopkins, which could greatly expand SEC discretion to determine the scope of Rule 10b-5 without rulemaking if the courts choose to defer to it — see the post SEC Majority Argues for Negating Janus Decision with Broad Interpretation of Rule 10b-5)

SEC Wants Ex-Ameriprise Advisers Dinged Over Insider Claims (Law 360) (SEC seeks disgorgement of profits from convicted insider trader tippee, plus a penalty, plus disgorgement of profites of “downstream” traders as “relief defendants,” and to make the original tippee jointly and severally liable for all “downstream” profits plus interest)

Morgan Stanley expects suit from NY AG over mortgage bonds (Wall Street Journal)

Outside Insiders: Do Limited Partners Obtain Valuable Information about Stocks Backed by their Venture Capital Funds? (CLS Blue Sky Blog)

Feds Want 3-Month Reprieve In SEC Suit Against SAC’s Cohen (Law 360)

SEC’s Admin Court Draws Fire From Every Angle (Law 360)

Congressman Introduces Bill To Ban Insider Trading (Law 360)

Investment Adviser Files Appeal Challenging SEC’s Administrative Forum (BNA) (In Chau v. SEC, 2d Cir., No. 15-461, Wing Chau appeals SDNY Judge Kaplan’s decision denying to enjoin Chau’s SEC administrative proceeding )

Hedge Fund Suit Accusing U.S. of Misconduct Faces High Bar (NY Times Dealbook)

Update on Status of Proposed Settlement in Gordon v. Verizon Communications, Inc. (Straight Arrow Mar. 2, 2015 Blog Post)

Dropped Herbalife Insider Case Leaves Questions Unanswered (Law 360) (discussion of SEC termination of insider trading case against Jordan Peixoto)

Best Buy Tells 8th Circ. Investor Class Must Go (Law 360)

SEC’s $300M Wyly Judgment Is Only Half The Battle (Law 360)

Rennert Hit With $118M Verdict Over MagCorp Bankruptcy (Law 360)

4th Circ. To Eye Insider Trading Plea After Newman (Law 360)

2nd Circ. Won’t Put UBS On Hook For $2.3B In Trader Losses (Law 360)

SEC Probes Corporate Interactions with Whistleblowers (WilmerHale)

Courts Increasingly Skeptical Of The Value Of Disclosure-Only Settlements In M&A Transactions (Troutman Sanders)

An Insider Explains Why the FTC Can’t Put an End to Pyramid Schemes (Bloomberg)

Skadden Blasts ‘Vexatious’ Radnor Founder’s Fraud Claims  (Law 360)

Heading to court, but which one? Increasing transparency would go a long way in deflecting criticism that the SEC steers cases to its owns judges (Investment News)

Obama struggles with Wall Street to woo Democrats over broker rules (Reuters)

Tyco’s ‘Piggy,’ Out of the Pen and Living Small (NY Times Dealbook)

Lenity And Deference On A Collision Course (Law 360)

NY AG Whistleblower Plan May Make SEC Up Bounty Game (Law 360)

Yates v. United States (Supreme Court decision ruling that Sarbanes Oxley provisions against destruction of evidence does not cover three allegedly undersized fish)

2010 Level Global Search Warrant (use of a search warrant for financial institutions is rare, effectively a death certificate, and totally unnecessary as the records involved could have been obtained in a much less disruptive manner)

Judge Unseals Warrant That Drove Chiasson’s Arrest (Law 360)

Complaint filed against SDNY prosecutors – Ganek v. Leibowitz et al (SDNY complaint for alleged constitutional violations in issuance of search warrant)

Bharara Sued Over Insider Trading Raid On Hedge Fund (Law 360)

Targeted by U.S. Prosecutor, Hedge Fund Fights Back (NY Times Dealbook) (lawsuit filed by target of famous 2010 search warrant issued against three hedge funds in one of the most outrageous blunderbuss prosecutorial actions in recent years — Level Global, Loch Capital and Diamondback — which ultimately led to the demise of all three funds, the loss of hundreds of jobs by fund employees, and the now-famous case U.S. v. Newman ruling that the entire theory of the case was misguided)

The SEC Caves on China: An exemption for Chinese auditors puts U.S. markets at risk (Wall Street Journal)

Final Disgorgement Opinion and Order in SEC v. Wyly (SDNY Judge Scheindlin’s final $299 million disgorgement order that will go up on appeal)

Texas Wyly brothers must pay $299 million in SEC fraud case: judge (Reuters)

SEC Commissioners Push Lifetime Bans on Executives (Wall Street Journal) (on the issue of the SEC’s profligate reliance on officer and director bars, please see An Open Memo to SEC Commissioner Aguilar on the Use of Officer and Director Bars)

White House heads for battle over pensions reform (Financial Times)

Bill to Delay DOL Fiduciary Rulemaking Is Revived (ThinkAdvisor)

Speech of SEC official about enforcement initiatives against asset managers (SEC)

U.S. SEC targets asset manager conflicts of interest -investigator (Reuters)

Law Professors Argue that Newman Panel Decision Enhances Market Integrity (Straight Arrow Feb. 26, 2015 Blog Post)

Does Short Selling Discipline Earnings Manipulation? (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Clearing a Waivering Bar (Blogmosaic comment on dispute over waivers of disqualifications after SEC enforcement settlements)

In re Sands Brothers Asset Management Order To Show Cause re Disqualification for Conflict of Interest (Order To Show Cause issued in administrative proceeding where defense counsel previously represented a former employee co-respondent during investigation and withdrew, but whose remaining client asserts the former employee had responsibility for alleged violation)

ALJ Ruling on Motions for Summary Disposition in In re Bolan and Ruggieri (Ruling on Newman motions in SEC administrative proceeding)

Ex-Wells Fargo employees to face insider trading trial, judge rules (Reuters)

SEC Admin Judge Defers Ruling In Insider Trading Case (Law 360)

Amicus Brief of Professors Bainbridge, Henderson and Macey in U.S. v. Newman (2d Circuit brief addressing petition for rehearing en banc)

Law Profs Blast Bharara’s Appeal Of Newman Decision (Law 360)

Shareholder Litigation Involving Acquisitions of Public Companies – Review of 2014 M&A Litigation (Cornerstone Report on 2014 M&A litigation)

Forum Selection Pays Off For Big-Ticket Deal Makers: Report (Law 360)

M&A Market Changes Affecting Shareholder Lawsuits (Corporate Counsel)

SEC probes companies’ treatment of whistleblowers (Wall Street Journal)

Lure of Wall Street Cash Said to Skew Credit Ratings (Bloomberg)

Many U.S. brokerages fail to report possible money laundering: SEC official (Reuters)

Attorneys React To High Court’s Sarbanes-Oxley ‘Fish’ Ruling (Law 360)

High Court SOX Fish Ruling Cuts Hole In Prosecutors’ Net (Law 360)

Scales of Justice: The Supreme Court has more fun than ought to be legal arguing about shrimpy grouper (Slate)

Justices Overturn A Fisherman’s Conviction For Tossing Undersize Catch (NY Times) (Fisherman caught up in Sarbanes Oxley net gets off the hook)

Motion To Dismiss in SEC v. Payton and Durant (SDNY motion for dismissal of SEC insider trading enforcement action following dismissal of criminal charges based on U.S. v. Newman)

Auto Loan Securitization Probed by U.S., States, Yates Says (Bloomberg)

SEC Litigators Discuss Impact of Newman, Halliburton (Hamilton Blog)

Gray Financial Group v. SEC Is SEC’s Latest Constitutional Challenge (Straight Arrow Feb. 24, 2015 Blog Post)

Wal-Mart Uses SEC Criticism In 3rd Circ. Gun Sales Appeal (Law 360)

Settled SEC FCPA Administrative Proceeding Against Goodyear (SEC Administrative Order)

Goodyear FCPA Fine Spotlights Dangers In Overseas M & A (Law 360)

Flood of 401(k) Suits Expected if Tibble Prevails in Supreme Court (ThinkAdvisor)

The Corporate Criminal as Scapegoat (full paper by Brandon Garrett, U. Va. Law School)

The Corporate Criminal as Scapegoat (CLS Blue Sky Blog)

SIFMA Amicus Brief in SEC v. Graham (securities Industry brief arguing that section 2462 five-year statute of limitations applied to SEC enforcement actions by Supreme Court in Gabelli case covers claims seeking “equitable” remedies like disgorgement as well as civil penalties)

Gabelli Also Limits SEC Relief Sanctions, 11th Circ. Told (Law 360)

Insider Trading Case Could Push Congress to Define a Murky World (NY Times Dealbook)

Ex-Oriole Says Feds Hiding Evidence In Insider Trading Case (Law 360)

High Court Denies Cert. In Ameriprise Insider Trading Case (Law 360)

Obama Backs Upping Retirement Advice Fiduciary Standard (Law 360)

Brokers Say SEC Must Drop Suit After Insider Charges Tossed (Bloomberg)

U.S. commissioner calls for more rigorous review of risky ETFs (Reuters)

As ‘Spoof’ Trading Persists, Regulators Clamp Down (Wall Street Journal)

She Runs S.E.C. He’s a Lawyer. Recusals and Headaches Ensue. (NY Times Dealbook)

Delaware Courts’ Recent Decisions on Appraisal May Discourage Opportunistic Appraisal Arbitrageurs (Latham Watkins)

An Open Memo to SEC Commissioner Aguilar on the Use of Officer and Director Bars (Straight Arrow Feb. 23, 2015 Blog Post)

SEC Commissioner Michael Piwowar Comments on Increased Use of Administrative Enforcement Actions (Straight Arrow Feb. 23, 2015 Blog Post)

Amicus brief of National Ass’n of Criminal Defense Lawyers on motion for rehearing en banc in U.S. v. Newman: Brief of NACDL in US v. Newman (2d Circuit)

Ruggieri response to SEC supplemental filing (Response to SEC submission in ALJ insider trading proceeding)

SEC Supplemental Submission in In re Bolan and Ruggieri (SEC submission in response to ALJ Order for evidence of tipper benefit in insider trading administrative proceeding)

SEC Tries To Save Wells Fargo Trading Case Post Newman (Law 360)

A ‘Cop on the Beat’?: Why the SEC Should Adopt the Brady Standard (WilmerHale)

SOX Section 304 Enforcement At The SEC’s Whim? (Law 360)

In Whole Foods Backlash A Chance To Air Out Stagnant Boardrooms (NY Times)

Due diligence in the age of flash crashes (Investment News)

Madoff Victims Lose Bid for Inflation Adjustment (NY Law Journal)

2nd Circ. Rejects Time-Based Damages For Madoff Victims (Law 360)

SEC to release more guidance on how it grants regulatory waivers (Reuters)

SEC Pledges To Explain Use Of ‘Bad Actor’ Waivers (Law 360)

SEC on the prowl for cyber security cases: official (Reuters)

Chiasson Opts for Mocking Tone in U.S. v. Newman Brief (Straight Arrow Feb. 22, 2015 Blog Post)

Complaint in Gray Financial Group v. SEC (N.D. Ga. challenge to constitutionality of SEC administrative action against investment advisory firm)

SEC Sued Again Over ‘Unconstitutional’ In-House Case (Law 360)

SEC challenged over use of in-house judges (Financial Times)

Brief of Anthony Chiasson in opposition to DOJ Petition for Rehearing En Banc in U.S. v. Newman and Chiasson (2d Circuit)

Mark Cuban Amicus Brief Puts U.S. v. Newman Insider Trading Prosecution in Proper Context (Straight Arrow Feb. 20, 2015 Blog Post)

Mark Cuban Amicus Brief in US v. Newman (2d Circuit)

Mark Cuban Asks 2nd Circ. To Deny Bharara’s Newman Appeal (Law 360)

Mark Cuban is stepping back into the debate over insider trading (Wall Street Journal)

SEC v. Narvett: Court Orders Disgorgement and Civil Penalties (Race to the Bottom)

Thinking About Bondholder Securities Class Actions (D&O Diary)

Bondholders and Securities Class Actions (Harvard Law School Forum on Corporate Governance and Financial Regulation)

SEC Won $7.5M Forfeiture On Recycled Claims, DC Circ. Told (Law 360) (D.C. Circuit hears appeal of disgorgement award in second of multiple proceedings involving the same alleged fraud)

Minn. Supreme Court Sets New Standard For Fraud Claims (Law 360) (Minnesota law does not allow a presumption allowing receiver to pursue clawback claims in Ponzi scheme without proving fraudulent intent)

New Support for Joint Representation of Company and Directors in Derivative Litigation (Jones Day)

Delaware Courts Pause on the Deal Price Do-Over (NY Times Dealbook)

Delaware Supreme Court Affirms Chancery Court’s Appraisal Decision that Merger Price Was the Best Indicator of Fair Value (Sullivan Cromwell)

Politics and SEC Enforcement (D&O Diary)

A Troubling Disregard For FCPA’s Business Nexus Element (Law 360)

Feds Say ‘Spoofing’ Law Isn’t Vague In 1st Prosecution (Law 360)

A Southern District of New York Decision Adopts Narrow Views of Privilege Protection for Independent Contractors and Lawyer-Retained Consultants: Part II (McGuire Woods)

A Southern District of New York Decision Adopts Narrow Views of Privilege Protection for Independent Contractors and Lawyer-Retained Consultants: Part I  (McGuire Woods)

SEC Sees Pervasive Bad Behavior in Complex Debt: Credit Markets (Bloomberg)

Using the Common Interest Privilege in Transactions (Corporate Counsel)

New Ideas on Disclosure Reform (Compliance Week)

Judgment in SEC v. Quan (D. Minn. opinion on post-trial motions and issuance of injunction and disgorgement relief, but denying civil penalty, finding no necessary inconsistency in jury finding no liability under section 17(a)(1) but liability under section 10(b))

SEC v. Quan: Final Judgment Entered and Remedies Granted in Securities Fraud Action (Race to the Bottom)

Additional Avenues May Be Available for Federal Regulators to Curtail Deceptive Practices in High Frequency Trading (Orrick)

SEC: Whistleblower Protections Extend To Those Who Report Internally (SEC Actions)

Petition for Certiorari in Cohen v. NVidia Corp. (Seeking review of 9th Circuit affirmance of dismissal of section 10(b) claims based on omissions from ITem 303 MD&A disclosures)

Inadequate Item 303 Disclosure May Serve as Basis for 10(b) Liability, Cert Petition Argues (Jim Hamilton’s World of Securities Regulation)

Citigroup Fallout And SEC’s Strategic Resource Allocations (Law 360)

SEC Didn’t Justify $248M Payout In Fraud Case, Judge Says (Law 360)

Newman Sends Insider Trading Shock Waves Beyond SDNY (Law 360)

Certification Decision in Brown v. China Integrated Energy Inc. (C.D. Cal. district court analysis of battling expert opinions on market efficiency in certification of securities class action)

China Integrated Investors Win Cert. In Market Fraud Action (Law 360)

Hunton & Williams Partner Timothy Heaphy on Corporate Criminal Prosecution and Defense (Corporate Crimes Reporter)

Icahn Invokes S.E.C. in Unusual Twist in Fight With Wachtell Lipton (NY Times Dealbook)

Petition for Certiorari in Coffman v. United States (Seeking review of 6th Circuit decision affirming conviction for securities fraud for transactions entered into in the Bahamas for failure to comply with Morrison v. National Australia Bank)

Foreign firms often lose out on attorney-client privilege (Wall Street Journal)

Rash of Civil Suits Complicates FCPA Cases (Wall Street Journal)

7th Circ. Weighs Penalties Against Chinese Trader (Law 360)

Fee-Shifting Foe Urges Del. Lawmakers To Pass Amendment (Law 360)

Stanford Receiver’s 1st Win Sparks Hope For More Recoveries (Law 360)

Bharara Foes Pounce On Newman Ruling In SDNY (Law 360)

Why is the SEC Wavering on Waivers? (SEC Commissioner Dan Gallagher)

Bell v Disner Class Certification Ruling (Defendant class certified in claw-back action by receiver of Ponzi scheme entity against all “net winners” of $1,000 or more)

Corporate Risk-Taking and the Decline of Personal Blame (Harvard Law School Forum on Corporate Governance and Financial Regulation)

The (Questionable) Legality of High-Speed “Pinging” (Connecticut Law Review)

SEC ALJ in Bolan and Ruggieri Proceeding Rules Misappropriation Theory Mandates Proof of Benefit to Tipper (Straight Arrow Feb. 14, 2015 Blog Post)

ALJ Ruling in In re Bolan and Ruggieri (ALJ decides that Newman benefit standard applies to tippee case and asks for further SEC submission)

GCs On Notice After UniTek Privilege Ruling (Law 360)

Dusting Off FIRREA: Old Statute Poses Challenges for Financial Institutions (Skadden Arps)

Chancery Won’t Shift $25M Rural/Metro Fee Award Onto RBC (Law 360)

Rejecting $960M Deal, GE Sues AIG For Securities Fraud (Law  360)

SEC Accuses CEO, Ex-Skadden Atty Of Hiding Insider Sales (Law 360)

2014 Insider Trading Annual Review (Morrison Foerster)

Insider Trading on Tender Offers Is Still Illegal (Bloomberg)

SEC Commish Raises Heat On FINRA Risk Data Plan (Law 360)

Predicting the Next Wall Street Disaster (Newsweek)

Ackman and Dalio, Two Hedge Fund Titans, Size Each Other Up (NY Times Dealbook)

How Mortgage Fraud Made the Financial Crisis Worse (NY Times)

1st Circuit: Scienter Not Alleged Where Materiality Is Questionable and Regulatory Violations Remain in Doubt (Straight Arrow Feb. 12, 2015 Blog Post)

Run EDGAR Run – SEC Dissemination in a High-Frequency World (Jonathan L. Rogers, Douglas J. Skinner, and Sarah L.C. Zechman)

SEC Dissemination in a High-Frequency World (Harvard Law School Forum on Corporate Governance and Financial Regulation)

SEC Order Instituting Administrative Proceedings In the Matter of Charles Hill (SEC administrative insider trading enforcement action)

SEC Brings Another Insider Trading Case As Administrative Proceeding (SEC Actions)

SEC Charges Ga. Man With Insider Trading Over NCR Merger (Law 360) (SEC files administrative proceeding against second-level tippee based on “friendship” theory of gifting by insider to first-level tippee criticized in Newman in In re Hill)

SEC Doesn’t Want In-House S&P Case To Wait For Court Fight (Law 360) (SEC argues against preliminary relief in SDNY case challenging constitutionality of SEC administrative proceeding against S&P official Barbara Duka)

SEC Admin Judge Will Apply Newman To Insider Trading Case (Law 360) (SEC ALJ Jason Patil will apply Newman decision in considering motion for summary disposition by respondents in In re Bolan and Ruggieri — respondents’ reply brief available here)

SEC probes disclosures tied to Icahn takeover of CVR: U.S. filing (Reuters)

Not Necessarily A New Era Of Ratings Scrutiny (Law 360)

A Tale Of Two Wall Streets And FINRA’s Disparate Sanctions (Broke and Broker)

Wall Street Finally Blinks in Fiduciary Standoff (Think Advisor)

An Excess of Sunshine, a Paucity of Rules (NY Times Dealbook)

U.S. v. Georgiou: 3rd Circuit Panel Decision Makes a “Mockery” of Brady Disclosures and Jencks Act Compliance (Straight Arrow Feb. 11, 2015 Blog Post discussing petition for rehearing en banc in U.S. v. Georgiou)

Reply Brief on Impact of Newman Decision in In the Matter of Bolan and Ruggieri (SEC Administrative Proceeding)

Ex-Wells Fargo Analyst Says Newman Kills SEC Insider Charge (Law 360)

Jiau Takes Insider Trading Conviction Back To 2nd Circ. (Law 360)

SEC’s Ceresney Isn’t Sweating 2nd Circ.’s Newman Ruling (Law 360)

Newman Opposition to DOJ Petition for En Banc Review (2d Circuit Filing)

Newman Slams Bharara Challenge To 2nd Circ. Insider Ruling (Law 360)

Former ConvergEx unit CEO admits wrongdoing in SEC case (Reuters)

Hurting a Whistleblower’s Feelings Can Be Expensive (Corporate Counsel)

Why Boilerplate Battles Continue to Rage (Compliance Week)

Wyo. Fund Exec’s Guilty Plea In Doubt After Newman (Law 360) (SDNY Judge asks prosecutors to address whether testimony in connection with guilty plea was sufficient to support conviction under Newman analysis in connection with trades in advance of Brocade Communications acquisition of Foundry Networks; for a discussion of the charges, see Three more charged in insider trading probe)

Icahn Hit With Insider Trading Suit Over Short-Swing Profits (Law 360)

‘Big Short’ Money Manager Appeals $3M SEC Sanction (Law 360)

1st Circ. Backs Dismissal Of Abiomed Heart Pump Fraud Suit (Law 360)

An IRA, A Husband’s Death, A Beneficiary Wife, And Two Regulators (Broke and Broker)

SEC Proposes Rules For Corporate Hedging Disclosure (Law 360)

The S.E.C.’s Hazy Approach to Crime and Punishment (NY Times Dealbook)

SEC ALJ Cameron Elliot Shows Why In re Bebo Should Be in Federal Court (Straight Arrow Feb. 9, 2015 Blog Post)

SEC Announces Settlement With “Big Four” China Accounting Firms Over Production of Documents Located in China (Orrick)

White Collar and Regulatory Enforcement: What To Expect In 2015 (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Engagement and Activism in the 2015 Proxy Season (Harvard Law School Forum on Corporate Governance and Financial Regulation)

SEC’s 180-Day Rule Just An Internal Deadline, DC Circ. Told (Law 360)

The Year Of FCPA Liability For Financial Firms? (Law 360)

$1.25M Accentia Shareholder Settlement Wins Green Light (Law 360) ($1.25 million class action settlement approved, with 30% going to plaintiffs’ lawyers, leaving minimal amounts for class members from alleged fraudulent disclosures about FDA vaccine approval process)

SEC, Computer Co. CEO To Settle Accounting Charges (Law 360) (settlement to occur in case alleging accounting violations brought as administrative proceeding using new SEC Dodd-Frank powers)

1st Circ. Shoots Down Smith & Wesson Derivative Suit (Law 360)

SEC Secures Federal Judge Order Against Mayor Based on Control Person Liability (Bracewell Giuliani)

Critics Rip Standard & Poor’s Settlement (Corporate Crime Reporter)

U.S. audit watchdog to review standard-setting after criticism (Reuters)

U.S. Chamber blasts SEC after Whole Foods proxy decision backtrack (Reuters)

Dissenting Statement In the Matter of Oppenheimer & Co., Inc. (SEC Commissioners Luis Aguilar and Kara Stein)

S.E.C. Commissioners Split on Waiving Financial Industry Punishment (NY Times Dealbook)

SEC Commissioners Blast Decision Not To DQ Oppenheimer (Law 360)

U.S. SEC commissioners release public dissent on Oppenheimer waiver (Reuters)

Justice Deferred Is Justice Denied (NY Review of Books article by Judge Jed Rakoff, reviewing Too Big to Jail: How Prosecutors Compromise with Corporations)

Chinese Internet Giant Alibaba Gets Hit with IPO-Related U.S. Securities Class Action Lawsuit (D&O Diary)

Reversals of Fortune: Putting the Brakes on Section 10(b) and Section 11 Claims Against Auditors of China-Based Companies (Orrick)

New York Court Dispenses with the Litigation Requirement for the Application of the Common-Interest Privilege: Why Transactional Counsel Should Pay Attention (Baker Hostetler)

BofA fails to overturn $1.27 billion Countrywide fraud verdict (Reuters)

NY Fails In Bid To Enforce $25B Mortgage Settlement (Law 360)

S.&P. Settlement Leaves Future Unclear for Ratings (NY Times Dealbook)

A Heated Path Toward S.&P.’s Legal Settlement With Prosecutors (NY Times Dealbook)

$1.38B S&P Settlement Cements FIRREA As DOJ Darling (Law 360)

Court Sets Up a Hurdle, Not a Barrier, for Insider Trading Cases (NY Times Dealbook)

SEC Settles Insider Trading Case Based on Father’s Misappropriation (SEC Actions)

Legal Agency Costs: Our Preference to Sue Directors (CLS Blue Sky Blog)

Securities Class Actions as an Adjunct to SEC Enforcement Actions (SEC Actions)

Article Discussing SEC Decision In re Flannery and HopkinsIn re Flannery Article (BNA/WilmerHale) (see related blog post: SEC Majority Argues for Negating Janus Decision with Broad Interpretation of Rule 10b-5)

BB&T Board Beats Derivative Suit Over ARS Investigation (Law 360) (court rejects argument that Board members’ previous vote not to pursue derivative litigation impairs independence in later special committee review of derivative litigation filed on same grounds — a copy of the decision is available here: Borchardt v King (MDNC))

Chipmaker Can’t Nix Claims It Misled Investors Before Offering (Law 360)

Texas Industries’ Settlement In $2.7B Merger Row Gets OK (Law 360) (Texas federal court preliminarily approves settlement of Martin Marietta/Texas Industries merger challenge, based on so-called corrective disclosures, including paying plaintiff’s lawyers up to $360,000 in fees, for merger litigation in the same case heavily criticized in the New York State Supreme Court — see NY Court Flexes Muscles in Rejecting Bogus “Merger Tax” Settlement)

Chancery Finds Ancestry.com Stock Price Fair In $1.6B Deal (Law 360)

Commission Order dismissing In re Peixoto (SEC)

SEC Dismisses Herbalife Insider Trading Case (Law 360) (SEC votes to dismiss Peixoto insider trading charges)

NY Appeals Court Lets TCW Duck Claim In $128M MBS Suit (Law 360)

Stephen Schwarzman Has a Warning for Wall Street’s Entrepreneurs (NY Times Dealbook)

Government Wants More Prosecutions, More Cooperation (Corporate Counsel)

Financial burden prompted court to give Alstom delay in paying penalty (Wall Street Journal)

DOJ investigating Moody’s for favorable grades on pre-crisis mortgage bonds (Wall Street Journal)

While Deflategate and Chaitgate Rage, America Quietly Robs Its Elderly (Rolling Stone)

A High Court Check on Insider Trading (NY Times Dealbook)

Settling Case, Standard & Poor’s Backs Off Claims of Government ‘Retaliation’ (NY Times Dealbook)

In re Bebo Shows Why SEC Administrative Proceedings Have Fairness Issues (Straight Arrow Jan. 30, 2015 Blog Post)

Ex-S&P Exec Wants SEC Case Halted For Constitutional Test (Law 360 article on hearing before SDNY Judge Berman on motion to halt administrative enforcement action)

Newman Undermines Plea In Wells Fargo Insider Suit: Filing (Law 360 article about motion to withdraw guilty plea in US v. Musante, which is available here: US v Musante Motion To Withdraw Guilty Plea)

U.S. prosecutor to drop insider trading charges over IBM deal (Reuters article about consequences of judge’s decision in United States v. Conradt); Judge To Dismiss IBM Insider Trading Case At Feds’ Request (Law 360 article on the same matter)

Volcker what? JPMorgan mints $300 million trading Swiss francs (Fortune)

Weiss Fight Is Over, but Wall Street Animosity Lingers (NY Times Dealbook)

SEC Witness Escapes Fine Over Ex-Barclays Rep’s ‘Parking’  (Law 360)

Penny Stock Pawnbroker Had a Clever Trick to Get Paid (Bloomberg) (If interested, see the full findings on settlement of the administrative proceeding here: In re International Capital Group)

Prominent U.S. judge quits Justice Dept evidence commission in protest (Reuters)

SEC Chair’s Top Lawyer Heads For The Door (Law 360)

SEC’s Amicus Brief in U.S. v. Newman Fails To Improve on DOJ’s Effort (Straight Arrow Jan. 29, 2015 Blog Post)

General Cable Ducks Suit Over Accounting Errors, Theft (Law 360)

SEC Puts Steinberg Appeal On Hold Until Newman ‘Resolved’ (Law 360)

Fraud Suits Targeting Sanofi Over MS Drug Prospects Tossed (Law 360)

The SEC’s New Preference for Administrative Proceedings (The Conglomerate)

CLS Blue Sky Blog Consortium on U.S. v. Newman:

Giving Tippers a Pass: U.S. v. Newman (James Cox)

IGNORANCE IS NOW BLISS: But What Can the Government Do? (John Coffee)

Why Newman Leaves Me With a Queasy Feeling, or Deregulating the Demand for Insider Information (Ilya Belin)

Newman and Selective Disclosure (Donald Langevoort)

The Newman-Chiasson Insider Trading Case Reinforces the Need for Change (Edward Greene & Olivia Schmid)

Newman Reins in Criminal Prosecution of Remote Tippees for Insider Trading (Jill Fisch)

Insider Trading Law in Deeper Waters (Samuel Buell)

Do Institutional Investors Value the 10b-5 Private Right of Action? (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Securities Plaintiffs Bar Unfazed By Dip In Big-Money Suits (Law 360)

Securities Class Action Filings: 2014 Year in Review (Cornerstone)

U.S. securities class action lawsuits shrink in size (Reuters)

SEC issues Wells notice to Bank of New York Mellon (Wall Street Journal)

S.E.C. Has Yet to Set Rule on Tricky Ratio of C.E.O.’s Pay to Workers’ (NY Times Dealbook)

10-K Conundrum: How SEC Filings Breed Employment Claims (Law 360)

S.E.C. Faces Challenges Over the Constitutionality of Some of Its Court Proceedings (NY Times Dealbook)

Golfer Alleges Unfair Prosecution In Insider Trading Case (Law 360)

Sam Wyly’s Ex-Wife Sues For Cut Of Disputed Stock Holdings (Law 360)

Recorded Conversations with In-House Counsel Permitted as Evidence in FCPA Trial (Akin Gump)

Newman’s Aftermath: District Court Vacates Four Insider Trading Guilty Pleas; Government Seeks Rehearing in Second Circuit (Schulte Roth)

Point72 Said to Mull Proposing Three-Year Ban as SEC Deal (Bloomberg)

NY insider trading ruling tests prosecutors beyond Wall Street (Reuters)

Obama could make broker kickbacks disappear (Bloomberg)

SEC Tackles Market Structure With Flawed Structure (Barron’s)

Delaware Supreme Court Holds That Revlon Does Not Require Active Market Check (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Wal-Mart Gun Appeal Could Unleash Shareholder Fights (Law 360)

Ex-Simpson Thacher Clerk Denies Insider Trading Charges (Law 360)

Bharara’s Newman Appeal Faces Steep Odds In 2nd Circ. (Law 360)

SEC Amicus Brief in US v Newman (Filed to support DOJ Motion for Rehearing En Banc in Second Circuit)

SEC Backs Bharara In 2nd Circ. Insider Trading Appeal (Law 360)

DOJ Petition for En Banc Review in Newman Case Comes Up Short (Straight Arrow Jan. 26, 2015 Blog Post)

Poison Puts and Fiduciary Obligations and the Irrelevance of the Delaware Courts: Pontiac General Employees Retirement v. Healthways (Part 1) (Race to the Bottom)

Poison Puts and Fiduciary Obligations and the Irrelevance of the Delaware Courts: Pontiac General Employees Retirement v. Healthways (Part 2) (Race to the Bottom)

Federal Preemption and Fee-Shifting (CLS Blue Sky Blog)

An Underused Arsenal Of Securities Suit Defenses (Law 360)

High-frequency traders need a speed limit (Bloomberg)

Obscure Law Is Getting Its Sexy On  (NY Times article about recent holdings that the Trust Indenture Act bars removal of parent company debt guarantees without bondholder consent)

Once More Unto The Breach — Rehearing In Newman? (Law 360)

US v Newman Petition for En Banc Review (DOJ Filing in 2d Circuit)

Bharara To Appeal 2nd Circ.’s Landmark Newman Decision (Law 360)

First Post-Newman Shoe Drops: Insider Trading Guilty Pleas Vacated in U.S. v. Conradt (Straight Arrow Blog Post)

United States v. Conradt (SDNY post-Newman dismissal order for guilty pleas in IBM insider trading case)

4 Insider Trading Guilty Pleas Vacated In Wake Of Newman (Law 360)

U.S. judge throws out insider trading guilty pleas over IBM deal (Reuters)

Ex-Galleon Trader Cites Newman In Bid To Nix Conviction (Law 360)

Ex-Galleon trader seeks to void insider trading conviction (Reuters)

SEC v. Huang Complaint (SEC insider trading complaint in E.D. Pa. against Capital One employees who allegedly traded securities based on credit card receipt information in Capital One’s records)

U.S. regulators sue former Capital One employees for insider trading (Reuters)

Trade Groups Attack Wal-Mart Shareholder’s Gun Sales Vote (Law 360)

Private Equity Firms Halt Some Violations: SEC Official (Business Week)

Third Circuit Adopts “Craven Watchdog” Standard for Extraterriorial Reach of Securities Laws in U.S. v. Georgiou (Straight Arrow Blog Post)

State Of D&O Indemnification Under NY Business Corp. Law (Law 360)

Delaware Court Decisions on Appraisal Rights Highlight Need for Reform (Harvard Law School Forum on Corporate Governance and Financial Regulation)

AIG Beats Class Action After Plaintiff Failed To Read Docs (Law 360)

US v Georgiou (3rd Circuit decision finding “pink sheet” markets not U.S. exchanges but that foreign trades of U.S. stocks through U.S. market-makers are subject to U.S. laws)

Attorneys Weigh In On SEC’s $77M Settlement With S&P (Law 360)

In re Barbara Duka (SEC adminsitrative proceeding filed against Ms. Duka, an S&P managing director allegedly responsible for new issue ratings)

In re Standards & Poors Rating Services (SEC administrative proceeding alleging improper application of ratings standards for mortgage-backed securities transactions, settled without admitting or denying allegations)

Third Circuit Defines ‘Extraterritorial’ Applicability of Federal Securities Laws in United States v. Georgiou (Proskauer)

If A SEC Commissioner Thinks Someone Is Violating the Securities Laws, He Should Say So (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Entire Fairness Or Business Judgment? It’s Anyone’s Guess (Law 360)

2014 Year-End Securities Litigation Update (Gibson Dunn)

Accused alts manager Daniel Thibeault says SEC claims ‘unsupported’ by ‘scant facts’ (Investment News)

Shareholders Face Quandary in Battle for Family Dollar (NY Times Dealbook)

Adoption of Clawbacks Tied to Earnings Manipulation (CFO)

New York Prosecutor Expands ‘Dark Pool’ Complaint Against Barclays  (Bloomberg)

SEC gets busy with accounting investigations (Wall Street Journal)

SEC Suspends S&P As Part Of $77M MBS Settlement (Law 360)

S&P, SEC, two states agree to roughly $80 million settlement (Wall Street Journal)

Life Partners Hits Ch. 11, Looks To Skirt $47M Judgment (Law 360)

Delaware Chancery Court Concludes Indemnification and Other Provisions of a Merger Agreement Are Not Enforceable Against Non-Consenting Stockholders (Foley Hoag)

Chair White Directs Staff to Review Rule 14a-8 Conflicting Proposal Exclusion (Bryan Cave)

SEC Staff Suspends No-Action Relief on Conflicting Shareholder Proposals (Sullivan Cromwell)

S&P’s Settlement With the SEC Isn’t the End of Its Problems (Business Week)

Fallout Builds From Ruling on Insider Trading (NY Times Dealbook)

Arden, TPG Dodge Class Action Over $394M Gelson’s Buy (Law 360)

Exchanges Defend Data Fast Lane For High-Speed Traders (Law 360)

S.E.C. Reversal May Clear Way for Shareholders to Challenge Companies  (NY Times)

SEC Changes Course On Whole Foods Shareholder Proposal (Law 360)

San Francisco Mortgage Agency Inks $459M MBS Settlement (Law 360)

Duka v. SEC Complaint (SDNY complaint to bar SEC administrative enforcement action)

Ex-S&P Exec Joins Battle Against SEC Administrative Actions (AmLaw Litigation Daily)

S&P’s former commercial mortgage chief sues SEC  (Wall Street Journal)

SEC tells S&P it could face enforcement action (Wall Street Journal)

Stratte-McClure: 2d Circuit Creates Circuit Split on 10(b) Actions Founded on Alleged Item 303 Violations (Straight Arrow Jan. 19, 2015 Blog Post)

JPMorgan Insurers’ Public Policy Claim Revived In $200M Suit (Law 360)

Freeport Pays $138M In Derivative Suit, Including Dividend (Law 360)

Key Delaware Trend in 2014: Increasing Deference to Directors’ Decisions—But Not “Anything  Goes” (Fried Frank)

A Recap of FCPA Enforcement in 2014 (Compliance Week)

Bank of America strikes deal to avoid activist resolution on chairman role (Reuters)

Order for Settled Dark Pools Action SEC Enforcement Action Against UBS (In re UBS Securities LLC)

SEC Fines UBS $14M Over Dark Pool Operations (Law 360)

SEC Pokes Hole in Argument It’s Too Slow to Get Grip on Markets (Bloomberg)

U.S. v. Durant: DOJ Argument that Newman Reasoning Does Not Apply to Misappropriation Theory Misses the Mark (Straight Arrow Jan. 15, 2015 Blog Post)

IRS Says Wyly Widow’s Tax Liability Will Far Surpass $280M  (Law 360)

The Macey versus Grundfest & Gallagher brawl with new players (ProfessorBainbridge.com)

Statement of Thirty-Four Senior Corporate and Securities Law Professors Urging Commissioner Gallagher and Professor Grundfest to Withdraw Their Allegations against Harvard and the SRP (Harvard Law School Forum on Corporate Governance and Financial Regulation)

High-Frequency Trading Firms in the Enforcement Crosshairs (Paul Hastings/BNA)

Recent Trends and Patterns in the Enforcement of the Foreign Corrupt Practices Act (FCPA) (Shearman & Sterling)

In-house Attorney-Client Privilege and ‘Lawyerly Things’ (Corporate Counsel)

High Court Deals Blow to Banks in MBS Cases (CFO)

Guilty Plea Cannot Bar Indemnity Agreement (Delaware Business Court Insider)

Dealing With The SEC’s Administrative Proceeding Trend (Law 360)

DOJ Brief in US v Durant (DOJ Brief Arguing that U.S. v. Newman Ruling Does Not Apply to Guilty Pleas Based on Misappropriation Theory of Insider Trading)

BankAtlantic Wants New Trial On False Statement Verdict (Law 360)

US Charges Trader In Landmark ‘Layering’ Case (Law 360)

In re Harding Advisory LLC and Wing Chau (SEC Administrative Law Judge Initial Decision)

SEC Judge Hits ‘Big Short’ Money Manager With $3M Sanction (Law 360)

Adviser featured in ‘Big Short’ liable for fraud: SEC judge (Reuters)

Justices Won’t Mull Whether Janus Applies To Criminal Cases (Law 360)

Delaware Court Reverses Preliminary Injunction Requiring Go-Shop (Harvard Law School Forum on Corporate Governance and Financial Regulation)

Ex-Goldman Director Gupta Rejected by Top Court (Bloomberg)

2nd Circ. Buries $4.4B Morgan Stanley Swap-Loss Fraud Suit (Law 360)

U.S. panel proposes changes to white-collar prison sentences (Reuters)

SEC eyes transfer agents in new front against U.S. stock fraudsters (Reuters)

SEC Cleared To Pursue Wyly Widow In $261M Civil Case (Law 360)

Investors, companies to fight over who pays litigation fees (Pensions & Investments)

2014 Year-End Securities Enforcement Update (Gibson Dunn)

What Is a Whistleblower? Federal Courts Aren’t Sure (Corporate Counsel)

U.S. SEC economists to write paper on risky ETFs and market volatility (Reuters)

SEC’s Foreign Corrupt Practices Spotlight Shines On PE (Law 360)

Motion for Summary Disposition In re Bolan and Ruggieri (Motion for Summary Disposition of SEC Administrative Proceeding Based on US v. Newman Decision)

Ex-Wells Fargo Workers Fight SEC Insider Trading Charge (Law 360)

Goldman Can’t Ask To Decertify $2.4B Toxic Asset Class (Law 360)

Top Swiss Court Refuses To Hold UBS Liable In Swatch Suit (Law 360)

DC Circ. Questions Atty Penalty In $3M Fraud Scheme Suit (Law 360) (see article about the underlying district court decision here)

NY Court Flexes Muscles in Rejecting Bogus “Merger Tax” Settlement (Straight Arrow Jan. 9, 2015 Blog Post)

NYC Judge Rips Brualdi Firm For ‘Pernicious’ Merger Lawsuit (Law 360)

Ex-SEC Chair Pitt Urges Cos. To Monitor Proxy Firms (Law 360)

2014 Year-End Update on Corporate Non-Prosecution Agreements and Deferred Prosecution Agreements (Gibson Dunn)

SEC probes private-equity firms over alleged bribes (NY Post)

Delaware Supreme Court Reverses Injunction Requiring Thirty Day Go-Shop (Bracewell & Giuliani)

Halliburton v Administrative Review Board Dept of Labor (5th Circuit) (appellate court affirms decision that identifying employee as the source of allegations requiring a document hold is an adverse action against whistleblower under SOX § 806)

Lawyers on All Sides See Whistleblowing Evolving Fast (Corporate Counsel)

The War On Dodd-Frank Whistleblowers — How Wall Street Gags, Intimidates And Fights The Fraud Fighters (Forbes)

An Unusual Boardroom Battle, in Academia (NY Times Dealbook)

Bank of England Minutes Underscore Turbulence of Financial Crisis (NY Times Dealbook)

Investor Wins Remand Of Suit Over Software Co.’s $108M IPO (Law 360)

New Challenge to the Constitutionality of an SEC Administrative Proceeding Filed in Bebo v. SEC (Straight Arrow Blog Post)

Laurie Bebo challenges SEC fraud case, John Buono seeks settlement (Milwaukee Business Journal)

Of Broken Leases And ‘Broken Windows’ (Law 360 article about SEC v. Bebo)

SEC To Hear Appeal Of Ex-Barclays Rep’s ‘Parking’ Sanction (Law 360)

SEC Commish, Profs Spar Over Harvard Shareholder Project (Law 360)

How to Stop a Class-Action Scam (Wall Street Journal)

Laurie Bebo v SEC complaint (E.D. Wisc.) (Action filed against SEC challenging commencement of administrative enforcement proceeding)

SEC’s In-House Court Is ‘Unconstitutional,’ New Suit Says (Law 360)

Former assisted living CEO challenges U.S. SEC over court venue (Reuters)

Who Is a Whistle-Blower? The Courts Weigh In (NY Times Dealbook)

Insider Trading: There Oughta Be a Law (Bloomberg)

Nobel Laureate Stiglitz Blocked From SEC Panel After Faulting High-Speed Traders  (Bloomberg)

TPG Investors Pay Twice for Work on Chobani Deal (NY Times Dealbook)

Delaware Supreme Court Further Strengthens Managements Hand: Courts May Condition Books and Records Requests on Forum Limitations (Race to the Bottom)

SEC Tells Congress It Plans to Fix Flaw in Electronic Distribution System (Wall Street Journal)

Jones Day Atty’s Sanctions Should Be Upheld, 8th Circ. Told (Law 360)

Alleged Foundry Tipper Says Newman Undercuts Conviction (Law 360)

House Panel Fires Back At SEC Over Subpoena Demand (Law 360)

Ex-Orioles Player Not Safe From Insider Charges, US Says (Law 360)

Court Filing Illuminates Morgan Stanley Role in Lending (NY Times Dealbook)

Accounting fraud is ripe for fresh scrutiny (Reuters)

The FCPA in 2014: A Record Fine, Little Legal Change (Wall Street Journal)

The Cartel: How BP Got Insider Tips Through a Secret Chat Room (Bloomberg)

The Year in White-Collar Crime (NY Times Dealbook)

SEC Tells Congress It Plans to Fix Flaw in Electronic Distribution System (SEC adopts new policy to stop giving information advantage to some investors)  (Wall Street Journal)

Entering the Secret Garden of Private Equity (NY Times)

New York’s Top Cop Scores as Credit Suisse Faces $10 Billion Mortgage Fraud Suit (Bloomberg)

SDNY Follows Asadi: Internal Tipsters Not Dodd-Frank “Whistleblowers” (Proskauer)

Shareholder Litigation Without Class Actions and The “Semi-Circularity Problem” (Harvard Law School Form on Corporate Governance)

SEC Says Conflicts Of Interest Persist At Ratings Agencies (Law 360)

SEC Seeks More Than $70M From Alleged Rothstein Fraudster (Law 360)

Ex-Orioles Player Says Newman Strikes Out Insider Charges (Law 360)

New Delaware Decisions Provide Strong Support for Independent Board Decisions in the Sale of a Company (Wilson Sonsini)

Delaware Supreme Court Issues Important Guidance on Revlon Duties (Gibson Dunn)

Dark Pools Private Stock Trading vs. Public Exchanges (Bloomberg)

SEC Civil Insider Trading Action Against Two Chilean Citizens Trading ADRs of Chilean Company on a US Exchange Through a British Virgin Islands Company Using a US Brokerage Account (SEC v. Hormaeche — SDNY)

Keeping Current with Form 8-K: A PRACTICAL GUIDE (WilmerHale)

There’s No Place Like Home: SEC Increasingly Uses Administrative Proceedings (Morgan Lewis)

Delaware Chancery Court Provides Guidance on Fulfillment of Fiduciary Duties When Evaluating Antitrust Risk (Cleary Gottlieb)

No Auction Required – Delaware Supreme Court Affirms Board Flexibility under Revlon (White & Case)

SEC Civil Enforcement Complaint Against Former CFO of F-Squared (SEC v. Present — D. Mass.)

SEC Settlement with F-Squared Including Admissions of Wrongdoing (SEC Adminstrative Proceeding No. 3-16325)

F-Squared To Pay $35 Million To Settle SEC Charges (Wall Street Journal)

Foreign Bribery Cases That Can Drag On and On (NY Times Dealbook)

SEC Regulators Ease Up on Firms that Generate Political Benefits (Forbes)

GOP to Warren: That Dodd-Frank Rollback Was Just the Appetizer (ThinkAdvisor)

SEC Hits Limits In Collapsed Herbalife Insider Case (Law 360)

Onyx Traders Say Newman Undermines SEC Insider Case (Law 360)

Fresh Doubt Over the Bailout of A.I.G. (NY Times — Gretchen Morgenstern article on trial of claims against government)

Delving Into Morass of Insider Trading (NY Times — James Stewart article on fallout from Newman decision)

Judge Slaps Down HP’s 3rd Try At Autonomy Settlement (Law 360)

Ninth Circuit Court of Appeals Raises Pleading Standard for Securities Fraud Actions (Pillsbury)

Regulators can’t keep up with change (Investment News)

SEC v Wyly Opinion Approving New Disgorgement Theory but then Declining To Expand Disgorgement (SDNY Judge Scheindlin)

Judge Won’t Expand $188M Judgment In Wyly Fraud Case (Law 360)

SEC Loses Bid for Larger Forfeiture From Wyly Brothers (Bloomberg)

Ex-State Street executives to appeal SEC ruling in crisis-era case (Reuters)

U.S. authorities ready new attack on Wall St repeat offenders (Reuters)

Loans Look Like Securities Yet Escape Oversight From SEC (Bloomberg)

Newman Ruling Jeopardizes IBM Insider Trading Pleas: Judge (Law 360)

Allergan Investors Accuse Valeant, Pershing Of Takeover Plot (Law 360)

SEC Issues Opinion on Appeal from ALJ Decision with Views on Scheme Liability Theory in In re Flannery with Two Commissioners Dissenting (SEC): In re Flannery Majority Opinion

Divided SEC Fines Ex-State Street Execs After Reversal (Law 360)

SEC explores toughening ‘accredited investor’ rule (Market Watch)

Avon Gets FCPA Prosecution Deferred (Corporate Crime Reporter)

Third Circuit Affirms Enforceability of Pre-Dispute Arbitration Agreements for Whistleblower Claims Under Dodd-Frank (Debevoise)

Exchange Act Does Not Prohibit Big Boy Letters (Law 360)

Regulators Say Texas Treats Life Settlements As Securities (Law 360)

Searching for Greener Pastures: SEC Insider Trading Enforcement in a Post-Newman Era (Perkins Coie)

DOJ Addresses Scope of Successor Liability in New FCPA Opinion (Haynes & Boone)

Steven Cohen Seeks Ex-F.B.I. Agents to Join His Investment Firm (NY Times Dealbook)

SEC Commissioner, Law Professor Wrongfully Accuse SRP of Securities Fraud (Harvard Law School Corporate Forum)

Did Harvard Violate Federal Securities Law? The Campaign Against Classified Boards of Directors — Gallagher Grundfest Paper

Current and Former SEC Commissioners Question Legality of Harvard Declassification Proposals (Harvard Law School Corporate Forum)

SEC Abruptly Drops Insider Trading Case Against Peixoto (Straight Arrow Dec. 16, 2014 blog post)

Fallout for the S.E.C. and the Justice Dept. From the Insider Trading Ruling (NY Times Dealbook)

Charges dropped after insider-trading ruling (Wall Street Journal)

SEC To Drop Insider Trading Case Over Herbalife Stock (Law 360)

U.S. Wants Time to Review Landmark Insider Trading Ruling (Bloomberg)

Former SEC Attorney, James Kidney, Speaks Out on Court’s Insider Trading Bombshell (Wall Street on Parade)

Interpreting Halliburton (10b-5 Daily)

Amicus briefs filed on application of Halliburton in Best Buy case: SIFMA Best Buy BriefChamber of Commerce Brief in Best Buy (8th Circuit)

Lobbyists Join 8th Circ. Fight Over Halliburton II Meaning (Law 360)

SEC To Review Talk Show Host’s Hedge Fund Fraud Penalty (Law 360)

2nd Circ. Says Swiss Criminal Suit Can Have US Madoff Docs (Law 360)

After Botched Suicide, Ex-Skadden Lawyer Charged in Ponzi Scheme (American Lawyer)

The Gift of Inside Information (NY Times Dealbook)

SEC: Accounting Board Is Dragging Feet (Wall Street Journal)

SEC’s White Vows to Get Tougher on Mutual Funds (Think Advisor)

Trial Looms for Deloitte Over Decade-Old Adelphia Collapse (AmLaw Litigation Daily)

Ambac Assurance Corp. v. Countrywide Home Loans, Inc.: New York Appellate Court Applies Common-Interest Privilege to Merger Parties’ Pre-Closing Communications (Sullivan Cromwell)

New Developments in the SEC Focus on Private Funds (Arnold & Porter)

Fewer Corporate Criminal Prosecutions, But Not Always (Corporate Counsel)

U.S. authorities face new fallout from insider trading ruling (Reuters)

Opinion in Chau v. SEC Challenging SEC Use of Administrative Proceeding (SDNY)

Judge OK’s SEC Admin Case Against ‘Big Short’ Manager (Law 360)

SEC’s White Calls 2nd Circ. Insider Ruling ‘Overly Narrow’ (Law 360)

Judge Asks For Newman’s Effect On Insider Trading Pleas (Law 360)

The Long Reach of Delaware’s Corporate Influence (NY Times Dealbook)

Reactions to US v. Newman: Multiple articles addressing US v. Newman:

US v. Newman: 2d Circuit Hands Government Stunning, Decisive, and Far-Reaching Insider Trading Defeat (Straight Arrow Blog Post)

Wachtell Lipton Memo on US v Newman (Wachtell Lipton)

What an Appeals Court Insider Trading Decision Does, and Doesn’t, Do (NY Times Dealbook)

An Outside the Law Prosecutor (Wall Street Journal)

Appeals court deals blow to Justice Department by overturning two insider-trading convictions (Wall Street Journal)

Experts Take Stock of Insider Trading Ruling (Wall Street Journal)

5 takeaways from the insider-trading ruling that could crimp the pursuit of future cases (Wall Street Journal)

The New Definition of Insider Trading (Wall Street Journal)

For insider trading, it’s a whole new ballgame (CNBC)

Insider Trading Prosecutions Just Got Harder as Court Raises Bar (Bloomberg)

Preet Bharara’s Insider-Trading Record Gets Rocked on Appeal (Business Week)

Attorneys React To 2nd Circ.’s Insider Trading Ruling (Law 360)

2nd Circ. Knocks Preet Down, Not Out  (Law 360)

2nd Circ. Rebalances Insider Trading Law (Law 360)

2nd Circ. Raises Bar For Insider Trading Prosecutions (Law 360)

U.S. court reverses fund managers’ insider trading convictions (Reuters)

Two Insider Trading Convictions Are Overturned in Blow to Prosecutors (NY Times Dealbook)

How the Whiff of Insider Trading Felled 2 Hedge Funds (NY Times Dealbook)

SEC’s BofA Stance May Turn Rubber Stamp Into Cudgel (Law 360)

Delaware Court Rules on Indemnity Imposed on NonSignatory Stockholders in Private Company M&A (Hunton Williams)

McGraw Hill Falls After SEC Said to Seek S&P CMBS Deals Ban (Bloomberg)

3rd Circ. Affirms Revival Of Genaera Investor Suit (Law 360)

Mark Cuban, Christopher Cox hash out SEC’s troubles (CNBC)

Now That That’s Settled: The Status of Class Action Settlements in the Seventh Circuit after Pella, Radioshack and NBTY (Today’s General Counsel)

Corruption Allegations Lead to Securities Lawsuits (D & O Diary)

SEC’s Administrative Proceedings: Where One Stands Appears to Depend on Where One Sits (Orrick)

SEC v. Braverman: Declarations in S upport of SEC’s Emergency Application for an Asset Freeze and Other Relief  (Race to the Bottom)

Forum Selection For SEC Cases – District Court or Administrative Proceeding? (SEC Actions)

US v. Newman: 2d Circuit Hands Government Stunning, Decisive, and Far-Reaching Insider Trading Defeat (Straight Arrow blog post)

2nd Circ. Says Picard Can’t Claw Back From Madoff Customers (Law 360)

Here Are The 10 Best ‘Seinfeld’ Quotes Ever (Huffington Post (you deserve a break))

SEC Charges Eight Audit Firms Charged With Independence Violations (SEC Actions)

SEC Allows Exclusion of Proxy Access Shareholder Proposal Due to

Conflict with Management Proposal (Simpson Thacher)

Dodd-Frank Retaliation Claims Not Exempt From Arbitration (The Legal Intelligencer)

With Bank of America Order, S.E.C. Breaks the Mold (NY Times Dealbook)

BitBeat: SEC Fines Another Seller of Unregistered Bitcoin Securities (Wall Street Journal)

Largest Derivative Lawsuit Settlements (D&O Diary)

The Settlement Privilege and the Threat of Legal Action (Corporate Counsel)

Key Takeaways From The SEC’s Whistleblower Report (Law 360)

SEC’s Stein Praises BofA Reprieve On ‘Bad Actor’ Label (Law 360)

Insurance Coverage for Government Investigations (Corporate Counsel)

Hedge Fund Kept U.S. Inquiry Quiet (NY Times)

Wall Street’s dark pools being drained by regulations, losses (NY Post)

3 Different Approaches To RICO Extraterritoriality (Law 360)

SEC Studies Say High-Frequency Trading Has Benefits (Law 360)

Those non-random appellate panels? Study finds they’re (almost) everywhere (Reuters)

Panel Expands Privilege in Corporate Context (NY Law Journal)

BATS Faces Record SEC Fine Over Direct Edge’s Actions (Wall Street Journal)

Elizabeth Warren Misfires in Latest Wall St. Salvo (NY Times Dealbook)

SEC’s Stein says Bank of America waiver policy is ‘breakthrough’ (Reuters)

In re Zhongpin: Chancery Court Looks to Underlying Reality of Influence and Determines 17% Stockholder May Have Controller Status in Context of His Going-Private Bid (Fried Frank)

Delaware Court Invalidates Release and Indemnification Obligations Against a Selling Stockholder in a Merger Transaction (Goodwin Proctor)

Lawyer is disbarred for ‘inexplicable incompetence’ (see video of his argument in Jefferson garb) (ABA Journal) (just for amusement)

U.S. watchdog says flaws persist in public company audits (Reuters)

Chimps have no human rights (not securities, but interesting) (Reuters)

Big pension funds mobilize against Delaware fee-shifting clauses (Reuters)

10 Things to Know About the SEC Whistleblower Program (Corporate Counsel)

Halliburton Decision To Test High Court Gift To Defendants (Law 360)

SEC Can Take Chinese Trader’s Penalty From Frozen Funds (Law 360)

SEC Files Action Based on Misappropriation of Pre-IPO Shares (SEC Actions)

Guns, Ordinary Business, and Shareholder Proposals: Reordering the Priorities of the SEC Staff (Part 1) (on shareholder proposals and the Wal-Mart case) (Race to the Bottom)

Guns, Ordinary Business, and Shareholder Proposals: Reordering the Priorities of the SEC Staff (Part 2) (Race to the Bottom)

Guns, Ordinary Business, and Shareholder Proposals:  Reordering the Priorities of the SEC Staff (Part 3) (Race to the Bottom)

Guns, Ordinary Business, and Shareholder Proposals:  Reordering the Priorities of the SEC Staff (Part 4) (Race to the Bottom)

Guns, Ordinary Business, and Shareholder Proposals:  Reordering the Priorities of the SEC Staff (Part 5)  (Race to the Bottom)

Joint venture: Australia marijuana IPO creates market buzz (a little diversion) (Reuters)

Life Partners, Execs To Pay $47M For False SEC Filings (Law 360) (see related blog posts on this case: SEC Again Runs Amok, Seeking $2 Billion in Texas Case, and SEC Gets Reasonable Relief in Life Partners Case — but only 2.5% of $2 Billion Request, and a copy of the Final Judgment: Judgment in SEC v Life Partners Holdings)

SEC Pursuit Of Wyly Widow Is Ch. 11 Issue, Scheindlin Says (Law 360) (see related blog post: SEC v. Wyly: Judge Scheindlin Steps Back and Allows Bankruptcy Court To Function, and the Order here: SEC v Wyly Ruling on Motion by Caroline Wyly)

Fall of the Bond King: How Gross Lost Empire as Pimco Cracked (Bloomberg)

Two Recent Massive Merger Objection Lawsuit Settlements Include Significant D and O Insurer Contributions (D&O Diary)

Fight Or Settle? Let’s Look At A Rare Securities Trial (Law 360)

SEC Seeks To Boost Wyly Judgment To $329M (Law 360)

A Rare Win for Shareholders in Freeport Deal Lawsuit (Wall Street Journal Law Blog)

Opinion in Trinity Wall Street v. Wal-Mart Stores (mandating inclusion of proxy proposal to establish policies for gun sales) (US District Court Delaware)

The Allergan Aftermath: Lessons Learned and New Ideas for Bidders, Activists, and Targets (Fried Frank)

Tattletales Embraced as Whistle-Blower Programs Gain Support (NY Times Dealbook)

Leak at Federal Reserve Revealed Confidential Bond-Buying Details (Pro Publica)

SEC Will Hear SAC Trader Steinberg’s Appeal Of Industry Ban (Law 360)

Commission Stays CBOE Sanction Against Clearing Firm for High Frequency Traders (Order issued by SEC Office of General Counsel)

Too complicated for rookie regulators: Wall Street (NY Post)

B of A Avoids SEC ‘Bad Actor’ Label After $17B Mortgage Deal (Law 360)

Get the SEC Out of the PR Business (Wall Street Journal)

DC Circuit To Reconsider Whether SEC Disclosure Rule Aimed at Curbing Human Rights Abuses in the Democratic Republic of the Congo Violates the First Amendment (Orrick Blog)

Why Judges OK Plea Bargains That Put Innocent People In Jail (Business Insider)

The SEC Is Broken (Investment Advisor)

“Loser Pays”: Who Will Be The Biggest Loser? (Columbia Law School Blog)

A Defense Against Hostile Takeovers Develops a Downside (NY Times Dealbook)

NY Judge ‘Troubled’ By Proposed China Valves Settlement (Law 360)

Chancery Tosses Claims Over $100M Sanchez Energy Deal (Law 360)

Justice Department investigating possible HSBC leak to hedge fund (Wall Street Journal)

HSBC, Goldman Rigged Metals’ Prices for Years, Suit Says (Bloomberg)

Under Senate glare, Goldman rejects commodity manipulation (Reuters)

SEC Wants MRI, Owner To Pay $585M For Ponzi Scheme  (Law 360)

FBI Files Say Hedge Fund Analyst Made Millions on Tips From Dell Insider (Bloomberg)

SEC director with big stock holdings stirs debate (Reuters)

The fraud case Standard & Poor’s doesn’t want you to know about (Reuters)

Supreme Court to consider when threatening speech on Facebook crosses the line (Wall Street Journal)

Finra Fines Citigroup Over Acts by Analysts (NY Times Dealbook)

New York Fed Is Criticized on Oversight (NY Times Dealbook)

Ex-Longtop Exec Faces $5M Penalty After Trial Loss, Atty Says (Law 360)

Bank of America Granted Penalty Relief in SEC Mortgage Case (Bloomberg)

Citi Analysts Thought Everyone Knew ‘Hold’ Meant ‘Sell’ (Bloomberg)

Shareholders Sue AT&T Over Data Plan (Courthouse News Service)

Securities Laws Applied to Fish in High Court (Courthouse News Service)

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