Jim Hamilton's World of Securities Regulation: Corporate & Securities Law

Home -> Law Blog Directory -> Corporate & Securities Law Blogs

OR PHONE (866) 635-1838 for Bankruptcy Help, (866) 635-6190 for Divorce,
(866) 635-2689 for Personal Injury or (866) 635-9402 for Criminal Defense

Find a Local Lawyer

Bankruptcy (866) 635-1838
Divorce (866) 635-6190
Personal Injury (866) 635-2689
Criminal Defense (866) 635-9402

Corporate & Securities Law

Jim Hamilton's World of Securities Regulation

Opines on every level of securities regulation (federal, state, international, theoretical) covering market players of all types (e.g., accountants, broker-dealers, foreign issuers, hedge funds, market manipulators) who engage all sorts of transactions and activities (acquisitions, financial reporting, private placements, pyramid schemes). Highlights issues of particular importance to securities lawyers and their clients with emphasis on SEC rulemaking, industry trends, and the many curiosities that inhabit this world.
By Jim Hamilton

Post Frequency: 15.3/day

Last Entry: April 01, 2011 at 16:29:00

Tennessee Revises Electronic Form

Posted on May 07, 2010
Tennessee Revises Electronic Form D Policy for 505 and 506 OfferingsTennessee?s electronic Form D policy for Rule 505 and 506 offerings was revised as follows:For Rule 505 and 506 offerings, issuers? filing in Tennessee a print copy of the electronically filed Form D with the SEC no longer have to include a manual signature or a Form U-2, UniformConsent to Service of Process...

Sen. Lincoln Defends Bank Ban on

Posted on May 06, 2010
Sen. Lincoln Defends Bank Ban on Derivatives ActivitiesSection 716 of the Senate financial reform bill prohibits federal assistance (including federal deposit insurance, and access to the Federal Reserve discount window) to swaps entities in connection with their trading in swaps or securities-based swaps...

California Proposes Excluding Associated

Posted on May 06, 2010
California Proposes Excluding Associated Person of Issuer From Broker-Dealer DefinitionAs proposed by the California Department of Corporations, an "associated person of an issuer" would be excluded from the definition of "broker-dealer" under Section 25004 of the California Securities Law of 1968 if the associated person is not considered a broker-dealer under Rule 3a4-1 of the Securities Exchange Act of 1934...

The High Court Giveth?and the High

Posted on May 05, 2010
The High Court Giveth?and the High Court Taketh Away?Investors celebrated the recent unanimous Merck decision on inquiry notice that allowed the Vioxx fraud litigation to proceed. In that case, the court held that the limitations period for securities fraud cases begins to run on the earlier of 1) the date on which the plaintiff actually discovered the facts constituting the violation or 2) the date on which a reasonably diligent plaintiff would have made that discovery...

To access this complete feed in the blog feed reader login or register for free.

Dodd-Shelby Amendment Ends Liquidation

Posted on May 05, 2010
Dodd-Shelby Amendment Ends Liquidation Fund and Allows Regulators to Impose Industry Bans on Culpable Executives at Failed FirmsSenate Banking Committee Chair Chris Dodd and Ranking Member Richard Shelby have reached an agreement on various issues in the financial reform legislation, S 3217, allowing the measure to move forward...

Whitehouse Amendment to Senate

Posted on May 04, 2010
Whitehouse Amendment to Senate Reform Bill Would Mandate Independent Compensation ConsultantsAn amendment (SA 3773) to the Senate financial reform bill offered by Senator Sheldon Whitehouse would mandate that any compensation consultant, legal counsel, or other adviser to a company?s compensation committee must be independent...

Specter Amendment to Senate Financial

Posted on May 04, 2010
Specter Amendment to Senate Financial Reform Bill Would Provide Private Right of Action for Aiding and AbettingAn amendment offered to the Restoring American Financial Stability Act (S 3217) by Senator Arlen Spector (D-PA) would overturn two US Supreme Court opinions and provide a private right of action for aiding and abetting securities fraud...

NASAA Supports Murray Amendment

Posted on May 04, 2010
NASAA Supports Murray Amendment Giving States a Seat on the Systemic Risk Council The North American Securities Administrators Association (NASAA) has urged members of the U.S. Senate to support an amendment to the Restoring American Financial Stability Act of 2010 (S...

SIFMA Objects to Mandated Fiduciary

Posted on May 03, 2010
SIFMA Objects to Mandated Fiduciary Duty for Swaps DealersThe revised draft of the Senate financial reform bill, S3217, would impose a fiduciary duty on swap dealers with regard providing advice to or entering into a swap with Governmenta units, such as states, state agencies, cities and counties and other political subdivisions of a state or federal agency...

FDIC Chair Asks Senate to Remove

Posted on May 03, 2010
FDIC Chair Asks Senate to Remove Bank Derivatives Ban from Financial Reform LegislationA provision in the Senate financial reform legislation prohibiting federally insured banks from trading in derivatives would have unintended consequences such as pushing swaps trading into harder to regulate hedge funds and futures commission merchants, in the view of FDIC Chair Shelia Bair...

In Reply to US Brief, Textron Urges

Posted on May 03, 2010
In Reply to US Brief, Textron Urges Supreme Court to Protect from IRS Discovery Work Papers Used to Assess Uncertain Tax Positions in SEC FilingsTax accrual work papers used to assess a company?s uncertain tax positions as a prelude to preparing SEC-mandated financial statements should be protected from IRS discovery, the company argued to the Supreme Court...

Hedge Fund Industry Objects to

Posted on May 03, 2010
Hedge Fund Industry Objects to Broad Definition of Swap Dealer and Major Swap Participant in Senate Reform LegislationThe hedge fund industry is concerned that the Senate financial reform bill?s current definitions of swap dealer and major swap participant are overly broad in that they may capture regulated, non-bank participants that are already federally regulated and that secure their swap transactions with collateral...

Sen. Bill Nelson Aims to Enhance

Posted on April 30, 2010
Sen. Bill Nelson Aims to Enhance Credit Rating Agency Oversight in Dodd Reform BillAmendments offered by Senator Bill Nelson (D-Fla) would significantly strengthen the oversight of credit rating agencies embodied in the Senate financial reform bill, S 3217, by randomly assigning credit ratings and providing for SEC enforcment of a mandated ongoing monitotring of ratings by the rating agencies that issued them...

Senator Webb Would Amend Financial

Posted on April 30, 2010
Senator Webb Would Amend Financial Reform Bill to Add Measure Taxing BonusesAn amendment to the Senate funancial reform bill (S 3217) would tax excessive Wall Street bonuses. The measure is co-sponsored by Senator James Webb (D-Va) and Senator Barbara Boxer D-CA) ...

Financial Reform Legislation Should

Posted on April 29, 2010
Financial Reform Legislation Should Give SEC Collateral Bar PowerBoth the House (HR 4173) and Senate (S 3217) versions of financial reform legislation contain provisions authorizing the SEC to impose collateral bars. Thus, it appears highly likely that the bill that emerges from the House-Senate conference on the legislation will contain this enhanced power for the Commission...

Menendez Amendment Would Require

Posted on April 29, 2010
Menendez Amendment Would Require SEC to Adopt Uniform Fiduciary Standard for Brokers and Advisers, Conforming to House BillSenator Robert Menendez plans to introduce an amendment to the Senate financial reform bill, S. 3217, that would mandate a harmonized federal fiduciary standard for brokers and investment advisers in their dealings with retail customers...

Wyden Amendment to Senate Financial

Posted on April 29, 2010
Wyden Amendment to Senate Financial Reform Bill Would Require Ful Disclosure to Customers of Financial Firm's PositionsIn an effort to promote greater transparency between buyers of securities and the firms that sell them, Senator Ron Wyden (D-Ore.) has filed an amendment to the financial reform legislation that would force financial firms to clearly state, among other things, any financial stake they have in seeing their product lose value...

Reed Measure Would Add SEC Investor

Posted on April 27, 2010
Reed Measure Would Add SEC Investor Protections to Senate Financial Reform BillLegislation just introduced by Senator Jack Reed, a senior member of the Senate Banking Committee, would add a number of SEC investor protections to the Restoring American Financial Stability Act, S...

NASAA Supports Reed-Specter Amendment

Posted on April 27, 2010
NASAA Supports Reed-Specter Amendment to Restore Investors' RightsThe North American Securities Administrators Association (NASAA) has sent a letter today to each member of the U.S. Senate, urging the lawmakers to support the Reed-Specter Amendment to the Restoring American Financial Stability Act of 2010 (S...

Unanimous Supreme Court Allows

Posted on April 27, 2010
Unanimous Supreme Court Allows Vioxx Suit to ProceedA unanimous Supreme Court held that the limitations period for securities fraud cases begins to run on the earlier of 1) the date on which the plaintiff actually discovered the facts constituting the violation or 2) the date on which a reasonably diligent plaintiff would have made that discovery...

Key Senator Backs Strong Derivatives

Posted on April 26, 2010
Key Senator Backs Strong Derivatives Legislation Along Ag Committee Bill LinesSenator Olympia Snowe (R-Maine) has come out for strong federal regulation of derivatives along the lines of the bill reported out of the Senate Agriculture Committee last week...

Senate and House Financial Reform

Posted on April 25, 2010
Senate and House Financial Reform Bills Differ on Mandatory ArbitrationHistorically, claims for violations of the federal securities laws were considered to be non-arbitrable based on the doctrine enunciated by the U.S. Supreme Court in Wilko v. Swan (U...

Investor Groups Want No Legislative

Posted on April 23, 2010
Investor Groups Want No Legislative Exemption from SOX 404(b) Auditor Internal Control AttestationIn a letter to Senate leaders, investor groups opposed exempting smaller public companies from compliance with Section 404(b) of the Sarbanes-Oxley Act in the financial legislation moving through Congress...

NASAA Backs Akaka-Menendez Fiduciary

Posted on April 23, 2010
NASAA Backs Akaka-Menendez Fiduciary Duty AmendmentThe North American Securities Administrators Association (NASAA) has joined AARP, the Consumer Federation of America, and the National Association of Secretaries of State in urging members of the U.S...

Senate Reform Bill Section 926

Posted on April 23, 2010
Senate Reform Bill Section 926 Hotly Contested at State LevelSection 926 of the Senate reform bill, added March 15 by Senator Dodd, has become the most hotly contested provision, to date, to affect the states, with both the state securities regulators under the North American Securities Administrators Association (NASAA) and private industry opposing it, but for different reasons...

Confidentiality Agreement on Inside

Posted on April 21, 2010
Confidentiality Agreement on Inside Information Also Includes Duty Not to Trade Says SEC BriefA shareholder who agreed to keep confidential the inside information given to him by the company also accepted the duty not to trade on the information and his trading without advance disclosure to the company constituted deception, argued the SEC in a reply brief filed with the Fifth Circuit...

Senate Agricutlure Committee Reports

Posted on April 21, 2010
Senate Agricutlure Committee Reports Out Strong Derivatives LegislationThe Senate Agriculture Committee has reported out a strong measure that would regulate derivatives under a transparent regime that contains narrow user exemption for non-financial firms so that they can hedge risk...

NASAA Calls for State Authority

Posted on April 20, 2010
NASAA Calls for State Authority to Disqualify "Bad Boys" from Rule 506 OfferingsIn a statement issued yesterday, the North American Securities Administrators Association (NASAA) called upon the Senate to amend its proposed financial reform legislation to reinstitute the authority of the states to use their so-called "bad boy" provisions to disqualify recidivist securities violators from conducting private securities offerings under Rule 506 of federal Regulation D...

Special Litigation Committee Not

Posted on April 20, 2010
Special Litigation Committee Not Independent and Misapplied Delaware Corporation CodeA two-member special litigation committee of a company board that recommended dismissal of a derivative action was not independent and did not have a reasonable basis for its conclusion, ruled the Delaware Chancery Court...

UK Legislation Contains Strong

Posted on April 19, 2010
UK Legislation Contains Strong Short Selling ProvisionsThe recently enacted UK Financial Services Act of 2010 authorizes the Financial Services Authority to adopt rules prohibiting persons from engaging in short selling and requiring persons who have engaged in short selling to provide detailed information about the short selling, including how and when such disclosure must be made...

Previous | Next

Related Law Bulletins

When Government Inversely Condemns Property by Regulation, Magnitude of State Interest Has No Bearing Upon Just Compensation
The New Jersey Supreme Court recently decided a case in which a p...

World-renowned Dermatologist Warns Public of Botox Dangers
Beverly Hills, CA: Dr. Arnold Klein, a world-renowned dermatologis...