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

Senate Banking Committee Reports

Posted on March 22, 2010
Senate Banking Committee Reports Out Financial Reform Bill with Kohl Financial Planner and Senior Investor Protection AmendmentsThe Senate Banking Committee has reported out financial reform legislation on a partisan 13-10 vote. One of the few if only amendment to the revised draft recently set out by Committee Chair Chris Dodd was offered by Senator Herb Kohl...

Key Senators to Offer Amendments

Posted on March 21, 2010
Key Senators to Offer Amendments during Markup of Revised Draft of Financial Reform BillWith almost 400 amendments filed to the Senate Banking Committee?s revised draft of the financial reform bill, a number of key Senators plan to offer significant amendments during the bill?s mark up...

Both House and Senate Reform Bills

Posted on March 19, 2010
Both House and Senate Reform Bills Would Close Sarbanes-Oxley Whistleblower LoopholeThe revised draft financial reform legislation being considered in the Senate Banking Committee would close a loophole in Sarbanes-Oxley Act whistleblower protection by including any subsidiary or affiliate of a company whose financial information is included in the consolidated financial statements of the company...

SEC Warns Firms on Municipal Pay-to-Play

Posted on March 18, 2010
SEC Warns Firms on Municipal Pay-to-Play RulesThe Securities and Exchange Commission issued a report warning firms that municipal securities rules prohibiting pay-to-play apply to affiliated financial professionals, not just a firm's employees. The pay-to-play rule, MSRB Rule G-37, generally prohibits firms from underwriting municipal bonds for an issuer for two years after a municipal finance professional involved with that firm makes a campaign contribution to an elected official of that municipality...

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

Corporation Finance Updates C&DIs,

Posted on March 17, 2010
Corporation Finance Updates C&DIs, Issues New Staff Legal BulletinThe Corporation Finance staff added three new compliance and disclosure interpretations to its advice on Regulation S-K. New Questions 119.25 and 119.26 relate to executive compensation disclosure in the summary compensation table, while new Question 133...

Lawyer's Dismissal Was Not Unlawful

Posted on March 17, 2010
Lawyer's Dismissal Was Not Unlawful Retaliation Under Sarbanes-Oxley Act A former general counsel did not suffer unlawful retaliation under the Sarbanes-Oxley Act, concluded a federal district court (DC Md, Harkness v. C-Bass Diamond, LLC, Civil Action No...

Congress Passes Jobs Bill Creating

Posted on March 17, 2010
Congress Passes Jobs Bill Creating New Reporting and Taxing Regime for Foreign Financial InstitutionsCongress has passed and sent to the President the Hiring Incentives to Restore Employment Act (HIRE), HR 2847, creating a vast new reporting and taxing regime for foreign financial institutions with U...

NASAA Expresses Disappointment

Posted on March 16, 2010
NASAA Expresses Disappointment Over Aspects of Senate Financial Reform BillIn a statement issued today, the North American Securities Administrators Association (NASAA) expressed disappointment over aspects of the financial services regulatory reform proposal released yesterday by Senate Banking Committee Chairman Christopher Dodd (D-CT)...

New Hampshire Charges Accruing

Posted on March 16, 2010
New Hampshire Charges Accruing Penalty for Late Filing Final Sales ReportIn a letter dated March 9, 2010 from Peter Zis, Securities Examiner for the New Hampshire Bureau of Securities to an attorney for an issuer, he writes:"The Bureau is in receipt of your letter dated February 23, 2010 confirming that your [Rule 506] offering terminated March 31, 2008...

Revised Senate Financial Reform

Posted on March 15, 2010
Revised Senate Financial Reform Bill Enhances Corporate GovernanceThe revised draft of the Senate Banking Committee financial reform bill enhances corporate governance and mandates increased transparency of executive compensation. The bill gives shareholders a say on pay with the right to a non-binding vote on executive pay...

Michigan's Fourth Transition Order

Posted on March 15, 2010
Michigan's Fourth Transition Order Acknowledges SEC Form D Built-In Consent to ServiceThe fourth transition order released by the Michigan Office of Financial and Insurance Regulation following adoption of the 2009 Michigan Uniform Securities Act no longer requires a separate Consent to Service of Process for Form D issuers; the designated Consent to Service of Process built into new Form D meets the service of process requirement when new Form D is filed in Michigan...

Geithner Urges Quick Passage of

Posted on March 13, 2010
Geithner Urges Quick Passage of Financial Reform Legislation to Avoid Global Regulatory ArbitrageIn a Q&A session at the Export-Import Bank, Treasury Secretary Tim Geithner urged Congress to quickly pass financial regulatory reform legislation for moral, economic and national security imperatives...

Fed to Allow Money Market Funds

Posted on March 13, 2010
Fed to Allow Money Market Funds as Reverse Repo CounterpartiesI want to thank my colleague Mark Nelson for this excellent piece on a topical issue.The Federal Reserve Bank of New York has announced that it will expand the set of counterparties it uses for reverse repo transactions to include money market mutual funds...

Tax Executives Urge Supreme Court

Posted on March 13, 2010
Tax Executives Urge Supreme Court to Create Privilege for Tax Accrual Work Papers Prepared for Audited SEC-Filed Financial StatementsNoting the significant changes in federal securities laws and financial reporting since the Supreme Court?s refusal in 1984 to create an accountant-client privilege in US v...

. Half a Loaf? Narrow Court Opinion

Posted on March 11, 2010
. Half a Loaf? Narrow Court Opinion Allows Exclusion of Activist's Proxy ProposalApache Corp., a Texas-based energy company, may exclude a shareholder proposal submitted by John Chevedden from its proxy materials, according to a federal district court (SD Tex)...

Connecticut Revises Electronic

Posted on March 11, 2010
Connecticut Revises Electronic Form D PolicyThe Connecticut Department of Banking's policy on electronic Form D for SEC Rule 504, 505 and 506 offerings has been revised to no longer require the filing of SEC-filed Form D amendments with the Department of Banking because the amendments are viewable online...

Entire First Circuit Rejects SEC

Posted on March 11, 2010
Entire First Circuit Rejects SEC Definition of "Making" a Rule 10b-5 StatementSitting en banc, a divided First Circuit rejected the SEC's assertion that a person "made" a statement as used in Rule 10b-5(b) by using or disseminating a statement without regard to the authorship of that statement or, in the alternative, that securities professionals who direct ed the offering and sale of shares on behalf of an underwriter impliedly "made" a statement, covered by the rule, to the effect that the disclosures in a prospectus were truthful and complete...

US Treasury Concerned about Protectionism

Posted on March 11, 2010
US Treasury Concerned about Protectionism of Proposed EU Hedge Fund DirectiveIn a letter to Michele Barnier, EU Internal Market Commissioner, Treasury Secretary Tim Geithner expressed concern over provisions in the proposed Alternative Investment Funds Management Directive that would discriminate against US hedge funds and deny them the access to the EU market that they currently enjoy...

Senior FSA Official Decries Protectionism

Posted on March 10, 2010
Senior FSA Official Decries Protectionism in Proposed EU Hedge Fund DirectiveThe revised proposed Alternative Investment Fund Managers Directive would restrict the access of EU institutional investors to valid investment opportunities in US hedge funds while delivering little real benefit to European market stability or investor protection...

Key Senators Sponsor Legislation

Posted on March 10, 2010
Key Senators Sponsor Legislation Implementing Volcker RulesLegislation banning bank proprietary trading and sponsoring of hedge funds has been introduced by key members of the Senate Banking Committee. The legislation would essentially codify the rules recently proposed by former Fed Chair Paul Volcker and endorsed by the Obama Administration...

Chamber of Commerce Opposes Webb

Posted on March 09, 2010
Chamber of Commerce Opposes Webb Bonus Tax Amendment to Extenders BillIn a letter to the Senate, the US Chamber of Commerce said that an amendment to the Tax Extenders Act, HR 4213, that would impose a 50 percent tax on bonuses paid at firms that received TARP and other federal emergency funds would hamper efforts to resolve the ongoing financial crisis, restore economic growth, spur job creation, and is likely unconstitutional...

IRS Extends Comment Period on Proposal

Posted on March 08, 2010
IRS Extends Comment Period on Proposal on Uncertain Company Tax Positions, Seeks Comment on How Consolidated Groups Should ReportThe IRS has extended the comment period from March 29, 2010 to June 1, 2010 on a proposed schedule requiring corporate filers to provide information about their FIN 48 and other uncertain tax positions that affect their federal income tax liability...

Securities and Banking Industries

Posted on March 08, 2010
Securities and Banking Industries Urge Senate to Retain Fed Regulatory PowersThe securities and banking industries believe that the Federal Reserve Board should continue to play a regulatory role in the new financial regulatory system being crafted by reform legislation...

Japanese FSA Will Allow Voluntary

Posted on March 08, 2010
Japanese FSA Will Allow Voluntary Use of IFRS for International CompaniesThe Financial Services Agency will permit the voluntary use of IFRS by certain Japanese listed companies starting from the consolidated fiscal years ending on or after March 31, 2010...

Cross-Border Hedge Fund Industry

Posted on March 07, 2010
Cross-Border Hedge Fund Industry Praises BaFin Approach tp Short Sale DisclosureUS and German hedge fund industry groups commended the regulatory approach to short sale disclosure adopted by Germany?s Federal Financial Supervisory Authority (BaFin), athough the Managed Funds Association has concerns about the details of the requirements for investors to disclose net short sale positions at certain thresholds...

ABA Urges Supreme Court to Adopt

Posted on March 06, 2010
ABA Urges Supreme Court to Adopt Uniform Rule on IRS Discovery of Tax Accrual Work PapersThe American Bar Association has asked the US Supreme Court to adopt a uniform federal rule protecting from IRS discovery attorney tax accrual work papers used to inform the audit firm engaging the company?s SEC-filed financial statements...

Treatment of Hedge Fund Counterparties

Posted on March 06, 2010
Treatment of Hedge Fund Counterparties under House Legislation Resolution Authority Concerns IndustryThe hedge fund industry has some concerns with the treatment of OTC derivatives in the event a hedge fund?s counterparty is liquidated under the resolution authority established by the House Wall Street Reform and Consumer Protection Act, HR 4173...

SEC Urges Supreme Court Approval

Posted on March 05, 2010
SEC Urges Supreme Court Approval of Significant Domestic Conduct Standard in Applying Extraterritorial Reach of US Securities LawsAlthough a Second Circuit panel correctly dismissed a foreign-cubed case, the SEC told the US Supreme Court, the panel erred in treating the limits on the transnational application of the Exchange Act?s antifraud provisions as constraints on its subject matter jurisdiction...

Amendment to Extenders Bill Would

Posted on March 04, 2010
Amendment to Extenders Bill Would Tax Excessive Wall Street Bonuses at 50 PercentAn amendment to the Tax Extenders Act (HR 4213) under consideration in the Senate would tax excessive Wall Street bonuses. The measure is co-sponsored by Senator James Webb (D-Va) and Senator Barbara Boxer D-CA) ...

Treasury Circulates Draft Legislation

Posted on March 04, 2010
Treasury Circulates Draft Legislation Implementing Volcker Rules on Banks and Hedge FundsThe Treasury is circulating draft legislative language that would implement the Volcker rules to prohibit banks and bank holding companies from sponsoring and investing in hedge funds and private equity funds...

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...