Portfolio and Security Analysis Commons^™

Clawing Back Fraudulent Profits—Investor Protection Or Regulatory Overreach: The Disgorgement Dilemma In Securities Law, Jessica Sun

The Journal of Business, Entrepreneurship & the Law

This comment explores the legal complexities surrounding the Securities and Exchange Commission’s (SEC) use of disgorgement as an enforcement tool, specifically addressing the tension between investor protection and regulatory overreach. Sun examines the evolution of disgorgement from a court-created equitable remedy to a power formally codified by the National Defense Authorization Act of 2021, while highlighting the significant limitations imposed by Supreme Court rulings in Kokesh v. SEC and Liu v. SEC. The comment centers on a current circuit split between the Second Circuit’s decision in SEC v. Govil—which requires a showing of "pecuniary harm" to victims before awarding disgorgement—and …

Mda At Your Service: How Can I Protect My Practice From Cybercrime?, Kristin Johnson Dds

The Journal of the Michigan Dental Association

Cybercrime poses a significant threat to dental practices. To safeguard against attacks, the federal Cybersecurity and Infrastructure Security Agency recommends educating employees on phishing, enforcing strong passwords, requiring multifactor authentication, and updating software regularly. Additional resources include Complete Dental IT for security assessments and MDA Insurance for cyber liability policies. Further support for dental practices includes the transferability of MDA Radiography Training vouchers, using specialized CPA firms for better financial insights, and guidance on insurance network decisions for hiring associates.

Endogenous Market Choice, Listing Regulations, And Ipo Spread: Evidence From The London Stock Exchange, Hafiz Hoque, John Doukas

Finance Faculty Publications

This study examines the endogenous market choice and its impact on underwriter spread if Alternative Investment Market (AIM) IPOs that meet Main Market (MM) listing requirements had issued equity in the MM during the 1995–2021 period. We find that the spread is 1.33% higher in the AIM than the MM for IPO listings that meet the MM listing requirements. This finding suggests that AIM companies, meeting the MM listing requirements, could have saved more than £100 million by going public through the MM than the AIM market. We also find that this spread differential is attributed to the issuing firms' …

Navigating Insolvency Risks In Emerging Markets, Aurelio Gurrea-Martinez, Elena Daly

Research Collection Yong Pung How School Of Law

Most emerging markets have weak legal and institutional environments that generally lead to low levels of predictability and legal certainty. Moreover, the insolvency framework of most emerging markets is very inefficient, providing creditors with low recovery rates. Therefore, extending credit to companies in emerging economies may result in additional risks for lenders. This article explains how lenders can navigate some of these risks. By doing so, it is expected that, as a result of the higher level of creditor protection, companies in emerging markets will be able to have greater access to finance. Therefore, these strategies can ultimately benefit debtors …

The Cryptic Nature Of Crypto Digital Assets Regulations: The Ripple Lawsuit And Why The Industry Needs Regulatory Clarity, Jacqueline Hennelly

Fordham Journal of Corporate & Financial Law

The tension and associated time lag between technology and regulation has been well documented. Paradigmatic of this phenomenon is the global evolution of blockchain technology and digital assets. Digital assets in the blockchain allow users to transact directly without financial intermediaries. However, the regulatory guidelines for the assets, their issuance, and the subsequent transactions are unclear. The Securities and Exchange Commission (SEC) has filed an action to apply its existing regulations and the judicial interpretations to Ripple’s issuance of XRP, its token, and Ripple’s control over subsequent user transactions of XRP. This Note uses SEC v. Ripple as a case …

Goodbye Buybacks? Why Recent Stock Buyback Reform Proposals Go Beyond What Is Necessary, Joshua Zelen

Fordham Journal of Corporate & Financial Law

This note provides an overview of the intensifying debate around the impact that stock buybacks have on economic inequality and the proposals designed to reform the practice. With the advent of the Securities and Exchange Commission’s (SEC) 1982 promulgation of Rule 10b-18, corporations began allocating vast portions of their profits to stock buybacks. In recent years, this practice has become increasingly more common and has surpassed previous historical benchmarks.

Critics of stock buybacks primarily view the practice as a misuse of excess corporate funds that could instead be allocated to improve employee working conditions, benefits, and future outcomes. Opponent’s concerns …

The Virus, Risk, And Commercial Mortgage-Backed Securities: Examining Dodd-Frank’S Impact In The Midst Of A Pandemic, Owen Haney

Fordham Journal of Corporate & Financial Law

When lawmakers sought to reshape the financial industry through the passage of the Dodd-Frank Act in 2010, they specifically attacked the “moral hazard” in the asset-backed securities market that they believed was partly responsible for the collapse of global financial markets. Congress identified several practices in asset-backed securitizations that posed a risk to the world economy. In particular, regulators believed that the “originate-to-distribute” model, whereby loan originators—those parties armed with the best knowledge regarding the quality of the loans in the transaction and who consequently set underwriting standards—could sell off the loans without bearing any risk should those borrowers (homeowners …

A False Sense Of Security: How Congress And The Sec Are Dropping The Ball On Cryptocurrency, Tessa E. Shurr

Dickinson Law Review (2017-Present)

Today, companies use blockchain technology and digital assets for a variety of purposes. This Comment analyzes the digital token. If the Securities and Exchange Commission (SEC) views a digital token as a security, then the issuer of the digital token must comply with the registration and extensive disclosure requirements of federal securities laws.

To determine whether a digital asset is a security, the SEC relies on the test that the Supreme Court established in SEC v. W.J. Howey Co. Rather than enforcing a statute or agency rule, the SEC enforces securities laws by applying the Howey test on a fact-intensive …

Buyer Beware: Variation And Opacity In Esg And Esg Index Funds, Dana Brakman Reiser, Anne Tucker

Faculty Publications By Year

Evidence of the tremendous rise in the significance of environmental, social, and governance (ESG) investing is coming from all quarters. Fund flows into ESG investment vehicles are growing at a sustained and sometimes exponential pace. Fund complexes are rushing to design products, creating and rebranding scores of mutual funds and exchange traded funds (ETFs), including lower-cost indexed options. Industry leaders, critics, and commentators are all heralding the sea change as a shift in investing - and corporate governance - to more broadly consider environmental and social factors.

This Article provides vital context for this conversation. Its descriptive account of the …

Regulating Retirement: Understanding The Impact Of New Best Interest And Fiduciary Standards On Retail Investors, Michael Lichtmacher

St. Mary's Law Journal

Abstract forthcoming

The Emerging International Taxation Problems, James G. Yang, Victor N.A. Metallo

Department of Accounting and Finance Faculty Scholarship and Creative Works

The problems of tax evasion and tax avoidance are as old as taxes themselves. Between 2015 and 2016 alone, many U.S. multinational corporations were involved in tax disputes with the European Commission. From a historical perspective, these disputes are unprecedented as they have resulted in tremendous amount of tax penalties. The most notable case was Apple for €13 billion of unpaid tax. This article discusses what tax strategies these corporations used that caused such disputes. It specifically investigates seven corporations: Apple Inc., McDonald’s, Starbucks, Fiat, Amazon, Google, and Ikea, and elaborates on the following tax strategies: high royalties, intercompany transfer …

Geopolitics Of Rare Earth Elements, Bert Chapman

Libraries Faculty and Staff Presentations

Rare earth elements (REE) contain unique chemical physical properties such as lanthamum, are found in small concentrations, need extensive precise properties to separate, and are critical components of modern technologies such as laser guidance systems, personal electronics such as IPhones, satellites, and military weapons systems as varied as Virginia-class fast attack submarines, DDG-51 Aegis destroyers, the F-35 Joint Strike Fighter, and precision guided munitions. The U.S. has some rare earth resources, but is heavily dependent on access to them from countries as varied as Afghanistan, Bolivia, and China. Losing access to these resources would have significant adverse economic, military, and …

Trading Ahead Of Bad News: Evidence From Short-Sales Of Stocks And The Options Market, Nicholas E. Macksoud

Business and Economics Honors Papers

Throughout the past ten years, the United States Environmental Protection Agency (EPA) has issued hundreds of enforcement actions in the electric, natural gas, and petroleum industries. The vast majority of these citations have been violations of environmental statutes, notably the Clean Air Act (CAA) and the Clean Water Act (CWA). My research evaluates the timing of informed investors’ actions pertaining to the public release of these EPA announcements. Since informed traders have much more leverage in the options market, there seems likely to be a concentration of abnormal put option activity shortly before the time in which the announcements reach …

Raj Rajaratnam: Cheater (Revised), Alicia Baker

Richard T. Schellhase Essay Prize in Ethics

No abstract provided.

What Price Security?, Singapore Management University

Perspectives@SMU

Non-state actors have muddied the global security picture but the fundamental problems remain unchanged from those millenia ago

Real Estate Investment By Bank Holding Companies And Their Risk And Return: Nonparametric And Garch Procedures, Scott Deacle, Elyas Elyasiani

Business and Economics Faculty Publications

We investigate the association between real estate investment by US Bank Holding Companies (BHCs) and their return, risk and risk-adjusted returns. Three portfolios are formed of BHCs according to whether they do or do not invest in real estate, strictness of the regulation on real estate investment and the ratio of real estate investment to assets. Wilcoxon tests of differences in portfolio returns, risk, risk-adjusted returns and value at risk between each pair of portfolios are conducted to determine how engagement in real estate, stricter regulation and increased real estate investment affect BHC performance. These effects are also investigated within …

A Framework For Analyzing Attorney Liability Under Section 10(B) And Rule 10b-5, Gary M. Bishop

The University of New Hampshire Law Review

[Excerpt] “Lawyers who make their living representing securities issuers face a myriad of challenges. Securities lawyers must navigate and master an intricate body of statutory, regulatory, and case law at both the state and the federal level and ensure that their clients comply with the law. The compliance requirement, however, is not limited to the issuer clients. Defrauded investors will often seek recovery of their losses from both the issuer of the failed investment securities and from the lawyers who represent the issuer, which only exacerbates the complexity of the securities lawyer’s work. These securities fraud actions against lawyers raise …

The Strategic Implications Of China's Rare Earths Policy, Shane Bilsborough

Journal of Strategic Security

Drawing on literature in China studies, strategic theory, and expert interviews, this article analyzes the possibility of "rare earths" being leveraged by the People's Republic of China (PRC) in a crisis. The evidence suggests China's position in the rare earths market could constitute a significant security liability for the United States. It also seems that even if coercion fails to materialize, China's rare earths policies have the potential to intensify security dilemmas in Sino-American relations.

Cover & Front Matter

Journal of Strategic Security

No abstract provided.

Arctic Energy Resources: Security And Environmental Implications, Peter Johnston

Journal of Strategic Security

In recent years, there has been considerable interest in the Arctic as a source for resources, as a potential zone for commercial shipping, and as a region that might experience conflict due to its strategic importance. With regards to energy resources, some studies suggest that the region contains upwards of 13 percent of global undiscovered oil, 30 percent of undiscovered gas, and multiples more of gas hydrates. The decreasing amount and duration of Arctic ice cover suggests that extraction of these resources will be increasingly commercially viable. Arctic and non-arctic states wish to benefit from the region's resources and the …

The 2011 Mena Revolutions: A Study In U.S. Energy (In)Security, Jessie Rumsey

Journal of Strategic Security

The recent upheavals in the Middle East and North Africa (MENA) have brought into stark relief the conflict between democratic values and strategic interests in U.S. foreign policy. Americans are known for commitment to life, liberty, and the pursuit of happiness, yet the U.S. Government is frequently unwilling to step forward and openly express even rhetorical support for reform movements in foreign countries. In fact, initial American reluctance to support the recent "Arab Spring" uprisings serves as another example of what scholars argue is a general exception in the MENA to broader post-Cold War rising costs of maintaining autocracy. This …

European Strategies For Energy Security In The Natural Gas Market, Boyka M. Stefanova

Journal of Strategic Security

This article examines the European Union's (EU) approach to energy security on the example of its natural gas imports from Russia, the largest supplier of gas to European markets. Two major projects, Nord Stream in the Northern and Western part of the EU, and Nabucco in South-Central Europe, demonstrate opposing energy security strategies, seemingly at odds with the EU objective of achieving energy independence from Russia. The question arises: Are these strategies sustainable? How can they be reconciled and pursued under a common policy? The main argument is that such conflicting sub-regional policy initiatives are amenable to progressive realignment and …

Assessing Whether Oil Dependency In Venezuela Contributes To National Instability, Adam Kott

Journal of Strategic Security

The focus of this article is on what role, if any, oil has on Venezuela's instability. When trying to explain why a resource-rich country experiences slow or negative growth, experts often point to the resource curse. The following pages explore the traditional theory behind the resource curse as well as alternative perspectives to this theory such as ownership structure and the correlation between oil prices and democracy. This article also explores the various forms of instability within Venezuela and their causes. Finally, the article looks at President Hugo Chavez's political and economic policies as well as the stagnation of the …

Cover & Front Matter

Journal of Strategic Security

No abstract provided.

War Without Violence: Leveraging The Arab Spring To Win The War On Terrorism, Pat Proctor

Journal of Strategic Security

After a decade of war, the United States has failed to eradicate the threat of salafist jihadism. No matter how hard it tries, the United States cannot kill its way to victory in the war on terrorism. Sweeping changes across the Middle East—dubbed the "Arab Spring" by the media—have presented the West with a unique opportunity to pursue an alternative approach. Rather than engaging in war (politics through violence), the United States should engage in mass politics (war without violence) to compel the Arab world to reject the salafist jihadism idea. This article proposes a strategy calibrated to defeat international …

The Youth Bulge In Egypt: An Intersection Of Demographics, Security, And The Arab Spring, Daniel Lagraffe

Journal of Strategic Security

During the Arab Spring, Egyptians revolted against decades of poor governance and failed institutions. A wide range of grievances contributed to the eventual fall of the Mubarak regime, and most of these grievances were influenced by the demographic composition of the Egyptian population. This paper argues that the youth bulge in Egypt played a major role in the political transition and as such serves as the prime example of the intersection of demographics, security, and the Arab Spring.

Learning From Libya, Acting In Syria, Caitlin A. Buckley

Journal of Strategic Security

The international community has reached an impasse. The violence committed by Syrian President Assad's government against opposition forces, who have been calling for democratic reform, regime change, and expanded rights, has necessitated a response from the international community. This article explores various ways the international community could respond to the crisis in Syria and the consequences of each approach. It compares the current calamity in Syria to the crisis in Libya and examines the international community's response to the violence perpetrated by Qaddafi's regime. It further analyzes reports, primarily from the UN and news sources, about the ongoing predicament in …

Libya And Resolution 1973: The Law Of Politics, Monica Naime

Journal of Strategic Security

This paper analyzes recent developments in the intervention in Libya from the perspective of international relations and international law. The evidence suggests that states decided to intervene in Libya prior to sanction from the United Nations Security Council's Resolution 1973. The implication from the Libyan example is that politics was the impetus for the formulation and implementation of law, and not the other way around. Law "happens" in a context, and this context is shaped and bounded by international politics. This article is intended to invigorate further research into how international politics influences the creation, interpretation, and application of international …

The Impact Of The Arab Spring On Islamist Strategies, Ioana E. Matesan

Journal of Strategic Security

The revolutions in Tunisia and Egypt created a contagion effect that inspired a series of uprisings by sending two signals: first, that even entrenched authoritarian regimes are vulnerable; and second, that nonviolent tactics can be effective in bringing about dramatic political changes. Subsequent developments, especially in Libya and Syria, convoluted these messages. Nonetheless, the political openings and the electoral victory of Islamists in Egypt and Tunisia continue to send the signal to many Islamist opposition groups that nonviolent means and participation in politics can be effective ways to produce political change. The chance of gaining power through electoral means can …

Cover & Front Matter

Journal of Strategic Security

No abstract provided.