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- Compliance and technology; Self-regulatory organizations (SROs); Compliance; Financial regulations; Automated information gathering; Automated surveillance; Public disclosure; Information dissemination; Recordkeeping and reporting requirements; Dodd-Frank; Financial technology; Data analytics; Marketplace risks; Real-time regulation; Prophylactic regulation; “Regulation by enforcement” model; Empirical rulemaking; Culture of compliance; Homogenization of compliance practices; Cybersecurity; Human agency in compliance; Investment advisers; Broker-dealers; Regulatory performance standards; Revolving door; Corporate governance (1)
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- Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank); Securities and Exchange Commission (SEC); Rulemaking; Dodd-Frank Section 953(b); Administrative Procedure Act (APA); D.C. Circuit Court of Appeals; Pay Ratio disclosure; CEO Compensation; Congress; Soft Pay Cap; Median Compensation; Chevron Deference; Independent Compensation Committee; "Median Employee"; Item 402 of Regulation S-K; Say-on-Pay Votes; Cost of Compliance; De Minimis Exception; Congress; "Name and Blame"; Business Roundtable v. SEC; Chamber of Commerce v. SEC; American Equity Investment Life Insurance Co. v. SEC; "Uncertain Legal Status"; National Association of Manufacturers v. SEC; Arbitrary and Capricious Standard; Amending 953(B) (1)
- Dodd-Frank Wall Street Reform and Consumer Protection Act; Fraud; Hedge Funds; Misappropriation of Assets; Systemic Risk; Financial Systems; Securities Regulation; Institutional Investors; Risk Prevention; Systemic Failure; Long Term Capital Management (LTCM); Retailization; Leveraged Assets; Depository-Custodian; External Independent Valuer; Securities and Exchange Commission (SEC); Defining Hedge Funds; The Alpha; The Securities Act of 1933; The Securities and Exchange Act of 1934; The Investment Company Act of 1940; The Investment Advisers Act of 1940; Bank Runs; Derivatives; Short Selling; Trading Volume; Repo Agreements; Like-Banks Activities; Investor Protection; Scandals; The Sophisticated Investor Doctrine; Pension Funds; Compliance; SEC's Anti-Fraud Rule; SEC's Custody Rule; The International Organization of Securities Commissions (IOSCO) (1)
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Articles 1 - 9 of 9
Full-Text Articles in Securities Law
Revising The Debt Limit For “Small Business Debtors”: The Legislative Half-Measure Of The Small Business Reorganization Act, Michael C. Blackmon
Revising The Debt Limit For “Small Business Debtors”: The Legislative Half-Measure Of The Small Business Reorganization Act, Michael C. Blackmon
Brooklyn Journal of Corporate, Financial & Commercial Law
Bankruptcy law changed drastically in 2019 with the passage of several bills. This Note will examine two of them. First, the Family Farmer Relief Act of 2019 raised the debt limit of the family farmer from $4,411,400 to $10,000,000. This enables more financially distressed family farmers to be eligible for Chapter 12 relief, a reorganizational tool designed for farmers. Second, the Small Business Reorganization Act of 2019 created Subchapter V – Small Business Debtor Reorganization in Chapter 11. This new Subchapter streamlined the reorganization process for small business debtors by removing roadblocks which often derail a reorganization of a small …
Whistleblowers—A Case Study In The Regulatory Cycle For Financial Services, Ronald H. Filler, Jerry W. Markham
Whistleblowers—A Case Study In The Regulatory Cycle For Financial Services, Ronald H. Filler, Jerry W. Markham
Brooklyn Journal of Corporate, Financial & Commercial Law
The Securities and Exchange Commission and the Commodity Futures Trading Commission were directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank) to create whistleblower protection programs that reward informants with massive bounty payments. At the time of its passage, the Dodd-Frank Act was a highly controversial statute that was passed on partisan lines. Its whistleblowing authority was one of its “most contentious provisions.” As the result of the 2016 elections, the Dodd-Frank Act has come under renewed attack in Congress and by the new Trump administration. The stage is being set for possible repeal of …
Financing Green: Reforming Green Bond Regulation In The United States, Echo Kaixi Wang
Financing Green: Reforming Green Bond Regulation In The United States, Echo Kaixi Wang
Brooklyn Journal of Corporate, Financial & Commercial Law
In recent years, green bonds have emerged as a way for the financial industry to contribute to environmentally friendly projects, combat climate change, and provide funds for green infrastructures across the world. While the green bond market has expanded drastically across large nations in Europe and Asia, market growth has stalled in the United States, in part due to a lack of promising regulations in the United States. Existing regulations on green bond issuance in the United States only exists in the form of non-binding international guidelines. This Note reviews the benefits and potentials of green bonds both as an …
Clicks And Tricks: How Computer Hackers Avoid 10b-5 Liability, Ryan H. Gilinson
Clicks And Tricks: How Computer Hackers Avoid 10b-5 Liability, Ryan H. Gilinson
Brooklyn Law Review
This note argues that computer hackers who sell inside information instead of trading on it themselves, referred to in the note as hacker-sellers, avoid liability under Section 10(b) of the Securities Exchange Act and SEC Rule 10b-5. Rule 10b-5 criminalizes the use of a manipulative or deceptive device “in connection with the purchase or sale of any security.” Hacker-sellers fall outside the scope of this rule for two reasons. First, the type of hacking employed by hacker-sellers is not always “deceptive,” and only the forms of hacking which deceive the computer into thinking an authorized user is seeking access are …
From Systemic Risk To Financial Scandals: The Shortcomings Of U.S. Hedge Fund Regulation, Marco Bodellini
From Systemic Risk To Financial Scandals: The Shortcomings Of U.S. Hedge Fund Regulation, Marco Bodellini
Brooklyn Journal of Corporate, Financial & Commercial Law
In the recent past, hedge funds have demonstrated that they can pose and spread systemic risk across the financial markets, and that their managers can use them to commit fraud and misappropriation of fund assets. Even if the first issue now seems to be considered a serious one by the U.S. legislature, which in 2010, as a legislative response to the global financial crisis of 2007-2008, enacted the Dodd-Frank Act Wall Street Reform and Consumer Protection Act (Dodd-Frank), the current regulation still appears inconsistent and inappropriate to prevent and face it. By contrast, the second issue is not always considered …
Full Disclosure: Moving Beyond Disclosure Regulations To Affirmative Regulation Of Executive Compensation, Christopher Saverino
Full Disclosure: Moving Beyond Disclosure Regulations To Affirmative Regulation Of Executive Compensation, Christopher Saverino
Brooklyn Journal of Corporate, Financial & Commercial Law
In the period following the financial crisis of 2008, Congress passed the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank), which compelled the Securities and Exchange Commission (SEC) to engage in substantial rulemaking. The Dodd-Frank mandate in Section 953(b) required the SEC to promulgate a rule, which it eventually finalized and is currently known as Pay Ratio Disclosure. Historically, SEC rulemaking has received great deference when rules are judicially challenged. However, following the passage of Dodd-Frank, the D.C. Circuit Court of Appeals has begun to grant less deference to SEC rulemaking where it has found that the SEC has …
Preserving Human Agency In Automated Compliance, Onnig H. Dombalagian
Preserving Human Agency In Automated Compliance, Onnig H. Dombalagian
Brooklyn Journal of Corporate, Financial & Commercial Law
As technology transforms financial services, so too must it transform the regulation of financial markets and intermediaries. The imperative of real-time, prophylactic regulation increasingly compels reallocation of regulatory and compliance budgets to surveillance and enforcement technology. At the same time, in light of the well-known weaknesses of automated systems, securities firms (and their regulators) must temper investment in automation with efforts to augment the agency of compliance professionals. This symposium contribution considers how investment in the professional development of compliance personnel can better integrate automated tools within established compliance and supervisory structures and thereby advance regulatory and operational objectives.
The Challenge Of Fiduciary Regulation: The Investment Advisors Act After Seventy-Five Years, Roberta S. Karmel
The Challenge Of Fiduciary Regulation: The Investment Advisors Act After Seventy-Five Years, Roberta S. Karmel
Brooklyn Journal of Corporate, Financial & Commercial Law
Seventy-five years after its enactment the Investment Advisers Act of 1940 has advanced from a relatively weak statute merely registering advisers with the Securities and Exchange Commission (SEC) to a more robust law imposing fiduciary responsibilities on advisers. Over the years, the number of investment advisers and the number of their clients have increased greatly. The SEC therefore has been pressured by Congress to develop a harmonized fiduciary standard for broker-dealers and advisers and also to develop and enforce a greater degree of oversight over the advisory industry. These developments have raised the questions of how to fund such efforts …
The Customer's Nonwaivable Right To Choose Arbitration In The Securities Industry, Jill I. Gross
The Customer's Nonwaivable Right To Choose Arbitration In The Securities Industry, Jill I. Gross
Brooklyn Journal of Corporate, Financial & Commercial Law
Arbitration has been the predominant form of dispute resolution in the securities industry since the 1980s. Virtually all brokerage firms include predispute arbitration agreements (PDAAs) in their retail customer contracts, and have successfully fought off challenges to their validity. Additionally, the industry has long mandated that firms submit to arbitration at the demand of a customer, even in the absence of a PDAA.
More recently, however, brokerage firms have been arguing that forum selection clauses in their agreements with sophisticated customers (such as institutional investors and issuers) supersede firms’ duty to arbitrate under FINRA Rule 12200. Circuit courts currently are …