SEC publishes final rules amending the rules of practice for administrative proceedings

2016 ◽  
Vol 17 (4) ◽  
pp. 54-60
Author(s):  
Joan McKown ◽  
Henry Klehm III ◽  
Harold Gordon ◽  
David Woodcock ◽  
Daniel Bradley
Keyword(s):  
Financial Services ◽  
Content Type ◽  
The Us ◽  
Administrative Proceeding ◽  
Affirmative Defenses ◽  
Administrative Proceedings ◽  
The Right ◽  
Hearsay Evidence ◽  
Practical Impact ◽  
Practical Implications

Purpose To explain and evaluate amendments to the rules of practice governing the US Securities and Exchange Commission’s (SEC’s) Administrative Proceedings that were adopted by the Commission on July 13, 2016. Design/methodology/approach Describes SEC’s increased pursuit of enforcement actions in APs, criticisms of the AP process, and corrective legislation. Describes the July 2016 amendments covering expansion of the prehearing period, allowance of depositions, timing for completion of document production in discovery phase, required disclosure of affirmative defenses, permitted dispositive motions, and admissibility of hearsay evidence. Assesses the practical impact of the amendments. Makes recommendations concerning advanced preparation for APs, depositions and witness-interview strategies, particular care concerning statements in Wells submission, availability of investigative record to defense counsel, admissibility of hearsay evidence, and defenses based on reliance on counsel. Findings The amended rules are a step in the right direction but do not fully correct the numerous and severe imbalances that exist in the Commission’s administrative enforcement process with respect to the availability of various discovery mechanisms, the timeline for trying a case, and more. Practical implications Every entity or individual that is involved in an SEC enforcement investigation, or that may become a respondent in an SEC Administrative Proceeding, should take certain practical steps such as those recommended in this article to minimize the structural disadvantages it will face and to maximize the benefits conferred by these latest amendments to the rules of practice. Originality/value Practical background and guidance from experienced enforcement, litigation, securities and financial services lawyers.

US Securities and Exchange Commission settles administrative action against fund manager concerning use of fund assets to pay management company expenses

2015 ◽  
Vol 16 (4) ◽  
pp. 55-58
Author(s):  
Amy Ward Pershkow ◽  
Adam D. Kanter
Keyword(s):  
Securities And Exchange Commission ◽  
Fund Manager ◽  
Content Type ◽  
Fund Managers ◽  
Administrative Action ◽  
The Us ◽  
Administrative Proceeding ◽  
Administrative Proceedings ◽  
Taking Action ◽  
Practical Implications

Purpose – To explain a recently settled administrative proceeding that the US Securities and Exchange Commission (SEC) brought against a private fund manager in connection with the use of fund assets to pay for the manager’s operating expenses. Design/methodology/approach – Explains the major takeaways from the settled case, and places them in the context of prior administrative proceedings and public statements from SEC staff. Findings – This case is the latest example of the SEC taking action against a private fund manager related to the improper deduction or allocation of expenses, and related disclosure lapses, and further cases are expected in the future. Practical implications – Private fund managers should examine their practices involving the reimbursement and allocation of expenses and related disclosures to fund investors. Originality/value – Practical guidance and explanation from experienced securities regulatory lawyers.

The SEC turns up the heat on private equity expense allocations

2016 ◽  
Vol 17 (2) ◽  
pp. 35-38
Author(s):  
Samuel Lieberman ◽  
John T. Araneo
Keyword(s):  
Financial Services ◽  
Private Equity ◽  
Equity Fund ◽  
Content Type ◽  
Private Equity Fund ◽  
Fund Managers ◽  
Compliance Programs ◽  
Raising Awareness ◽  
The Us ◽  
Practical Implications

Purpose To discuss the US Securities and Exchange Commission’s (“SEC’s”) increasing focus on disclosure and conflict-of-interest problems arising from how private equity fund (“PE Fund”) managers allocate expenses between management and fund investors. Design/methodology/approach This article summarizes the background of this focus on expense allocations and, drawing from the recent SEC enforcement actions focused on this issue, and identifies the types of both expenses and disclosures that have caught SEC attention. Findings After spending the first two or three years post Dodd-Frank raising awareness of these issues, the SEC has begun to impose large fines over expense-allocation conflicts and disclosure issues. Practical implications It is imperative for PE Fund managers to retain counsel to review their fund offering documents, expense allocation practices, and compliance programs to ensure consistency with the SEC’s recent decisions on these issues. Originality/value Practical guidance from experienced financial services lawyers.

Blockchain for business

2019 ◽  
Vol 20 (1) ◽  
pp. 17-21 ◽  
Author(s):  
Rohith P. George ◽  
Brad L. Peterson ◽  
Oliver Yaros ◽  
David L. Beam ◽  
Julian M. Dibbell ◽  
...  
Keyword(s):  
Financial Services ◽  
Design Methodology ◽  
Legal Issues ◽  
Use Cases ◽  
Proof Of Concept ◽  
Content Type ◽  
Wide Range ◽  
Practical Guidance ◽  
The Right ◽  
Practical Implications

Purpose To introduce blockchain in simple terms for business lawyers to be able to spot the right issues and ask the right questions. Design/methodology/approach This article provides an overview of blockchain, identifies two example use cases, and highlights some of the most pressing legal issues, including issues to address in on-chain programming, off-chain agreements and other issues when determining whether to implement a blockchain solution. Findings This article concludes that there has been a significant growth in investment and interest in blockchain. Numerous companies across different sectors have developed blockchain proof-of-concepts, with some heading towards production deployments. At this point, commercial blockchain is largely in the pilot or proof-of-concept stage across a wide range of use cases, with payments and supply chain being two of the most promising use cases. This article also identifies possible legal issues associated with blockchain. Practical implications Despite the growing interest in blockchain, it is still a novel topic to many business lawyers. It is very important that lawyers are able to identify the right issues and ask the right questions. Originality/value Practical guidance from experienced lawyers in the Technology Transactions and Financial Services Regulatory & Enforcement practices.

Novartis Pharmaceuticals Corporation has the right prescription for diversity

2014 ◽  
Vol 22 (6) ◽  
pp. 15-17
Keyword(s):  
Executive Leadership ◽  
Leadership Positions ◽  
Content Type ◽  
Diversity And Inclusion ◽  
The Us ◽  
Employee Resource Groups ◽  
The Right ◽  
A Company ◽  
Practical Implications

Purpose – This paper aims to describe the actions that have helped Novartis Pharmaceuticals Corporation to reach No. 1 in this year’s DiversityInc top 50 companies for diversity. Design/methodology/approach – It examines the roles of the company’s executive diversity and inclusion council, diversity and inclusion councils, the diversity and inclusion department and employee-resource groups. Findings – It reveals that the number of women in top-level jobs at the company has more than doubled in the past five years. Today, women account for more than 50 per cent of executive-leadership positions. Practical implications – It advances the view that getting strategic about diversity and inclusion – and making these elements a natural part of the way a company does business – drives innovation and moves the business and people forward. Social implications – It demonstrates that, as the US workforce becomes more diverse, all companies face the challenge of creating new and better ways of recruiting and retaining talent from all segments of the workforce – and creating an inclusive culture where all perspectives are valued. Originality/value – It highlights the key role of diversity at a US affiliate of a multinational pharmaceutical company.

Selling structured products to retail investors in the US

2017 ◽  
Vol 18 (3) ◽  
pp. 59-63
Author(s):  
Margaret Sheehan
Keyword(s):  
Financial Services ◽  
Regulatory Agencies ◽  
Content Type ◽  
Structured Products ◽  
The Us ◽  
Retail Investors ◽  
Investment Advisers ◽  
And Control ◽  
Practical Implications ◽  
Do So

Purpose To explain the inherent risks, draw attention to SEC and FINRA guidance, and suggest ways to limit and control the sale of structured securities to retail investors. Design/methodology/approach Explains potential problems with the sale of structured securities to retail investors; recommends marketing, disclosure, training, suitability, and supervision guidelines; summarizes the results of an SEC sweep examination; draws conclusions. Findings Both the SEC and FINRA have stopped short of saying that retail sales of structured products is unsuitable per se, but both have demonstrated unease about this activity and clearly indicated that firms who engage in it have heightened and specific disclosure, training, suitability and supervisory obligations. Practical implications Although firms certainly can sell these products in the retail market in a responsible and compliant manner, they should do so with thought, preparation and caution, because the regulatory agencies are watching. Originality/value Practical guidance from experienced financial services and securities lawyer concentrating on investment advisers and broker-dealers.

The SEC’s increased use of administrative proceedings in enforcement actions: background, controversies, and future outlook

2016 ◽  
Vol 17 (2) ◽  
pp. 17-22
Author(s):  
Alan Wolper ◽  
Heidi VonderHeide
Keyword(s):  
Financial Services ◽  
Design Methodology ◽  
Selection Process ◽  
Federal Courts ◽  
Securities Litigation ◽  
Content Type ◽  
Future Developments ◽  
The Us ◽  
Practical Guidance ◽  
Administrative Proceedings

Purpose To explain the background, controversy and possible future developments related to the US Securities and Exchange Commission’s (SEC’s) increased use of administrative proceedings (APs), rather than court actions, in bringing enforcement matters. Design/methodology/approach Discusses the SEC’s historic forum selection process, the home court advantage APs may give to the SEC, changes the SEC has proposed to the Rules of Practice governing APs, arguments challenging the constitutionality of APs, a jurisdictional hurdle faced by respondents challenging APs before federal courts, and possible future developments. Findings Critics consider the SEC’s expanded use of APs to be procedurally biased, unconstitutional, and unfairly advantageous to the SEC. In response, the SEC has offered guidance explaining its forum selection process, proposed procedural changes, and its belief that its systems are fair. Originality/value Practical guidance from experienced financial services and securities litigation lawyers.

US Supreme court rules SEC administrative law judges are subject to the appointments clause

2019 ◽  
Vol 20 (1) ◽  
pp. 22-26
Author(s):  
Joshua D. Roth ◽  
Justin J. Santolli
Keyword(s):  
Design Methodology ◽  
The United States ◽  
Administrative Law ◽  
Securities And Exchange Commission ◽  
Content Type ◽  
Us Supreme Court ◽  
Expert Analysis ◽  
Administrative Proceeding ◽  
Administrative Proceedings ◽  
Practical Implications

Purpose The purpose of this paper is to analyze the Supreme Court’s decision in Lucia v. Securities and Exchange Commission, 138 S.Ct. 2044 (June 21, 2018). Design/methodology/approach The approach of this paper is to discuss the Securities and Exchange Commission’s (“SEC”) use of Administrative Law Judges (“ALJs”), and the litigation challenging the appointment of those ALJs, culminating in the Supreme Court’s decision in Lucia. Findings In Lucia, the Court held that SEC ALJs are “officers of the United States,” and thus subject to the Constitution’s Appointments Clause, which limits the power to appoint “officers” to the President, “Courts of Law” or “Heads of Departments.” Because the ALJ who presided over Lucia’s administrative proceeding was not appointed by the SEC itself, the Court held that the ALJ’s appointment was unconstitutional and ordered the SEC to provide Lucia with a new hearing in front of a new (constitutionally appointed) ALJ. Practical implications The Supreme Court’s decision in Lucia provides defense counsel with new ammunition to challenge SEC administrative proceedings. It will likely have a significant effect on many pending and already-concluded SEC administrative proceedings but also leaves open a number of important questions for further litigation. Originality/value This paper provides expert analysis and guidance from experienced securities litigators.

OCIE issues risk alert on the most frequently identified advisory fee and expense compliance issues

2018 ◽  
Vol 19 (4) ◽  
pp. 1-3
Author(s):  
Robert Van Grover
Keyword(s):  
Design Methodology ◽  
Best Practice ◽  
Investment Management ◽  
Content Type ◽  
Informed Decisions ◽  
Policies And Procedures ◽  
The Us ◽  
Investment Advisers ◽  
Practical Implications

Purpose To summarize and interpret a Risk Alert issued on April 12, 2018 by the US SEC’s Office of Compliance Inspections and Examinations (OCIE) on the most frequent advisory fee and expense compliance issues identified in recent examinations of investment advisers. Design/methodology/approach Summarizes deficiencies identified by the OCIE staff pertaining to advisory fees and expenses in the following categories: fee billing based on incorrect account valuations, billing fees in advance or with improper frequency, applying incorrect fee rates, omitting rebates and applying discounts incorrectly, disclosure issues involving advisory fees, and adviser expense misallocations. Findings In the Risk Alert, OCIE staff emphasized the importance of disclosures regarding advisory fees and expenses to the ability of clients to make informed decisions, including whether or not to engage or retain an adviser. Practical implications In light of the issues identified in the Risk Alert, advisers should assess the accuracy of disclosures and adequacy of policies and procedures regarding advisory fee billing and expenses. As a matter of best practice, advisers should implement periodic forensic reviews of billing practices to identify and correct issues relating to fee billing and expenses. Originality/value Expert guidance from experienced investment management lawyer.

The international strength of the euro will grow

2021 ◽  
Keyword(s):  
Euro Area ◽  
Financial Services ◽  
Raw Materials ◽  
Domestic Demand ◽  
Content Type ◽  
The Us ◽  
Us Dollar ◽  
Strategic Autonomy ◽  
Geopolitical Risks ◽  
The Eu

Significance The proposals identified areas where the euro could potentially become more dominant, such as the issuance of green bonds, digital currencies, and international trade in raw materials and energy. Ambitions to enhance the international leverage of the euro are being driven by the aim to strengthen EU strategic autonomy amid rising geopolitical risks. Impacts Developing its digital finance sector would be an opportunity for the EU to enhance its strategic autonomy in financial services. Challenging the US dollar would require the euro-area to rebalance its economy away from foreign to domestic demand. Member state division will prevent the economic reconfiguration the euro-area needed to make the euro a truly global currency.

In quest of goldilocks ranges in searching for information on the web

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Anna Matysek ◽  
Jacek Tomaszczyk
Keyword(s):  
Information Search ◽  
Design Methodology ◽  
Search Task ◽  
Web Searching ◽  
Content Type ◽  
Scientific Disciplines ◽  
Preliminary Study ◽  
The Right ◽  
User Experiment ◽  
Practical Implications

PurposeThe quest to discover optimal conditions or amounts has been carried out in many scientific disciplines and practical fields. In astrophysics, biology, medicine, psychology and education, the quest has resulted in finding the right amount of something, a desirable middle between extremes, a balance between conditions or the optimal state of a system. The results are referred to as the Goldilocks principle, which is based on the idea of being “just right”. The aim of our study was to find out if there are any measures in information search that could be identified as Goldilocks ranges.Design/methodology/approachWe conducted a user experiment in which 68 participants carried out a time-unlimited, topical search task involving finding relevant websites on the basis of which the participants were supposed to prepare a presentation on a given topic. We examined aspects of their search behavior.FindingsWe found that information search Goldilocks ranges can be identified for a length of a search session, number of relevant results, number of queries submitted and number of search engine results pages (SERPs) visited. This preliminary study has resulted in indicating the following dominant ranges: Number of relevant documents found: 5–8; Time spent searching: 21–35 min; Number of queries submitted: 3–7; Number of SERPs viewed: 1–3.Originality/valueTill now, no one has studied Goldilocks ranges in information retrieval. The Goldilocks ranges have some practical implications for improving the effectiveness of web searching.

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