In Morrison v. National Australia Bank, the Supreme Court limited the extraterritorial scope of Section 10(b) of the Securities and Exchange Act of 1934 by holding that the antifraud provision only applies to domestically listed security transactions. 130 S. Ct. 2869, 2884 (2010). Notwithstanding this decision, the Securities and Exchange... Read More
The CFTC has proposed rules on the registration of swap dealers and major swap participants. The Dodd-Frank Act requires all swap dealers and major swap participants to be registered. It contains definitions of “swap dealer” and “major swap participant” but requires the CFTC to adopt rules that complete certain aspects... Read More
The Commodity Futures Trading Commission, or CFTC, has proposed rules to implement new statutory provisions enacted by Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The proposed regulations establish conflicts of interest requirements for swap dealers, or SDs, and major swap participants, or MSPs, for the... Read More
The Commodity Futures Trading, or CFTC, has proposed regulations to implement new statutory provisions enacted by Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The proposed regulations set forth certain duties imposed upon swap dealers and major swap participants registered with the CFTC with regard to:... Read More
The CFTC has published its proposed whistleblower rules. In a keynote address to the Practising Law Institute’s Securities Regulation Institute on November 11, 2010, CFTC Chair Gary Gensler stated the CFTC rules were intended to be the same as the recently announced SEC whistleblower proposal, except where the Dodd-Frank Act... Read More
The Commodity Futures Trading Commission, or CFTC, will hold a public meeting on Friday, November 19, 2010, to consider the issuance of proposed rulemakings under the Dodd-Frank Wall Street Reform and Consumer Protection Act on the following topics: Swap data repositories; Real-time public reporting of swap transaction data; Protection of... Read More
A final rule imposes three notice and disclosure requirements to ensure that Insured Depository Institutions, or IDIs, and depositors are aware of and understand the types of accounts that will be covered by a temporary deposit insurance coverage for noninterest-bearing transaction accounts. As explained in detail in the Federal Register... Read More
The Securities and Exchange Commission will hold an open meeting on November 19, 2010. The subject matter of the open meeting will be: The SEC will consider whether to propose new rules and rule amendments under the Investment Advisers Act of 1940 to implement provisions of the Dodd-Frank Wall Street... Read More
The CFTC has published a Notice of Proposed Rulemaking (NOPR) with respect to its anti-manipulation authority over swaps, commodities, and futures markets under the Dodd-Frank Act. Two rules are proposed. The first implements the new section 6(c)(1) of the Commodity Exchange Act (CEA), patterned after section 10(b) of the Securities... Read More
Drafting models for the upcoming proxy season can be found from issuers who voluntarily provided say-on-pay disclosures or were required to do so under banking legislation. You can also see our sample language for a say-on-pay proposal under the proposed rules here. Here are some examples we found, with some... Read More