In a notable ruling, the United States Court of Appeals for the District of Columbia Circuit has concluded that the Securities and Exchange Commission (SEC) acted arbitrarily and capriciously in denying the proposal by Grayscale Investment LLC for the listing of a Bitcoin exchange traded fund (ETF). The decision was announced by a unanimous three-judge…
In the forthcoming Supreme Court term, an employment case of significant import is on the agenda: Murray v. UBS Securities, LLC. According to this JD Supra article, the case will be an examination and evaluation of a crucial component of the Sarbanes-Oxley Act (SOX), with a specific focus on whistleblowers. The central contention to be…
John Coogan, a seasoned professional with expertise in areas including M&A, securities, private equity, corporate governance, and health and pharmacy law, has transitioned from Ballard Spahr to become a partner at FisherBroyles, as announced by the firm last Thursday. Coogan’s wide-ranging legal experience makes him a valuable asset to FisherBroyles. His impressive career spans across…
The deal offering to take Donald Trump’s social-media company public is looming towards a critical moment. The arrangement is being headed by the special-purpose acquisition company, Digital World Acquisition Corp., which is seeking investor approval to greenlight the deal. According to a report from Bloomberg, the SPAC is made up of largely pro-Trump retail traders….
In a landmark decision influencing the global legal framework around climate change risks, the Australian Government will now disclose these risks to potential investors following a lawsuit. The risks informed will revolve around how climate change could potentially affect the value of the country’s bonds. This comes as a significant move that brings transparency in…
The U.S. Securities and Exchange Commission (SEC) has recently enforced new cybersecurity regulations, a development that significantly impacts publicly traded companies subject to the reporting requirements of the Securities Exchange Act of 1934. This new development has been succinctly covered by the legal professionals at Smith Gambrell Russell LLP. These changes come as part of…
On August 24, 2023, a bench of three judges from the 2nd Circuit unanimously ruled that syndicated term loans under scrutiny are not considered as “securities” under the test laid out by the Supreme Court in the Reves v. Ernst & Young case. Akin Gump Strauss Hauer and Feld LLP provided a detailed report on…
In a recent case in the California District Court, the question of whether a SOX whistleblower claim qualifies as a “securities claim” for the purpose of insurance coverage was revisited. The court in grasp, for the first time, expansively held that securities-related insurance policies may extend to claims filed under the Sarbanes-Oxley Act. The judgment…
On August 23, 2023, the U.S. Securities and Exchange Commission (“SEC” or “Commission”) finalized a series of new rules and amendments regulating private fund advisers under the Investment Advisers Act of 1940 (“Advisers Act”). The announced purpose behind these changing regulations is to bolster the transparency, competition, and efficiency within the private funds sector. This…
In an announcement made on August 25, 2023, the U.S. Securities and Exchange Commission (SEC) revealed its decision to grant an award exceeding $18 million to a whistleblower. The individual in question first reported misbehavior within their organization internally before providing key information and assistance that engendered a successful SEC enforcement action. The grant signifies…
The Securities and Exchange Commission (SEC) has implemented a milestone set of rules and amendments under the Investment Advisers Act of 1940, expanding substantially the regulatory compliance requirements for certain investment advisors. This information, vital for several professionals who deal with financial regulations and legal compliance, is now ready for review and implementation. The changes…
The U.S Securities and Exchange Commission (SEC) has recently announced one of its largest whistleblower award payouts in history. The program saw over $104 million granted to seven whistleblowers following a successful SEC enforcement action. This is the fourth-most considerable reward offered in the history of the SEC’s whistleblower program. More details can be found…
The Israel Securities Authority (ISA) has recently revised a legislative proposal that addresses the application of securities laws to the rapidly evolving world of digital assets. In an attempt to bring clarification to this legal grey area, the newly proposed legislation aims to dictate how securities laws interact with various actions involving digital assets, while…
In a noteworthy move, the U.S. Securities and Exchange Commission (SEC) initiated its first enforcement action related to a Non-Fungible Token (NFT) offering against Impact Theory, LLC, a media company, on August 28, 2023. As per the allegations, Impact Theory was involved in an unregistered securities offering via its sale of NFTs. This case will…
The U.S. Securities and Exchange Commission (SEC) filed a formal request to the Supreme Court on Monday, asserting the constitutionality of federal agencies’ administrative courts’ use in enforcement actions that demand civil penalties. The SEC’s stand is a fundamental support to the practice entailing administrative law judges, mentioned in their analysis, to assess civil fines…
Consolidations, mergers, and acquisitions are becoming increasingly common maneuvers in the rapidly evolving fintech landscape. These potent financial decisions, however, accompany unique regulatory challenges, with license change of controls often emerging as a significant concern when acquiring a fintech firm with state lender, loan broker, debt collector, or money transmitter licenses. This complex topic underpins…
On 8 August 2023, the Securities and Futures Commission of Hong Kong (SFC) has made public its consultation conclusions regarding proposed amendments to enforcement-related provisions of the Securities and Futures Ordinance (Cap 571) of the Laws of Hong Kong (the SFO). In a critical move, the SFC demonstrated readiness to proceed with the proposal to…
The U.S. Securities and Exchange Commission (SEC) Chief Accountant, Paul Munter, has recently issued a statement underscoring the importance of comprehensive risk assessments by auditors and management of companies. Munter’s spotlight on comprehensive evaluation expresses concern towards tendencies within companies to carry out risk assessments with a too-narrow focus on information and risks that directly…
In a recent decision that could have significant implications for participants in the syndicated loan markets, the Court of Appeals for the Second Circuit sided with those who argued that term loans should not be treated as securities. The ruling, which came in the Kirschner case, affirmed a district court order that held that the…
On August 23, 2023, the Securities and Exchange Commission (SEC) voted to adopt new and amended rules under the Investment Advisers Act of 1940. In a three to two vote, the SEC passed the Final Rules, requiring advisers to private funds, or Private Fund Advisers, to implement additional disclosures and restricts certain types of preferential…
In a recent development with far-reaching implications, the U.S. Securities and Exchange Commission (SEC) is implementing a crackdown on broker-dealers and investment advisors who use predictive data analytics. This intervention appears to be driven by concern over potential conflicts of interest arising from this particular application of artificial intelligence. According to a report by Faegre…
On August 23, 2023, the U.S. Securities and Exchange Commission (the “SEC”) adopted new rules and amendments under the Investment Advisers Act of 1940 (the ‘Advisers Act’) to fortify the regulation of private fund advisers, thereby padding the compliance burden for said advisers. Tannenbaum Helpern Syracuse & Hirschtritt LLP reported that this action was undertaken…
On August 23, 2023, the Securities and Exchange Commission (“SEC”) made a noteworthy decision by voting three to two, on adopting a new set of final rules. These rules, referred to as the “Private Fund Rules,” pertain to Private Fund Advisers and Documentation of Registered Investment Adviser Compliance. Private funds are usually advised by investment…
On August 28, 2023, the United States Securities and Exchange Commission (SEC) reached a settlement with Impact Theory, LLC, in a landmark enforcement action examining an offering of non-fungible tokens (NFTs). The SEC claimed that the NFTs were promoted as investments and deemed this an unregistered securities offering – a breach according to Federal securities…
On August 23, 2023, the U.S. Securities and Exchange Commission (SEC) announced new and amended guidelines, under the Investment Advisers Act of 1940. Dubbed the Private Funds Rules, it establishes a series of regulations designed to address conflicts of interest and practices by advisers that pose significant risks to investors and private funds. The full…