Securities Law Updates

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Electronic Trading v. Banc of America: Federal Securities Laws Preclude Antitrust Laws re: Short Sale Litigation

By Josh Lawler and Joel B. Ginsberg of Zuber & Taillieu LLP

The U.S. Court of Appeals for the Second Circuit dismissed a putative antitrust case relating to short sale transactions on the grounds that federal securities laws precluded the application of antitrust laws to short sale transactions. The case, Electronic Trading Group LLC v. Banc of America Securities LLC (aka In… More...

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Proposed FINRA Rule Provides for Attorney Representation of Non-Party Witnesses in Arbitration

Amendment to Rule 12602 of the Customer Code and Rule 13602 of the Industry Code  |  Release No. 34-61517; File No. SR-FINRA-2010-006  |  2/16/2010

The Financial Industry Regulatory Authority, Inc. (“FINRA”) (f/k/a National Association of Securities Dealers, Inc. (“NASD”)) has filed with the Securities and Exchange Commission (“SEC” or “Commission”) a proposed amendment to Rule 12602 of the Code of Arbitration Procedure for Customer Disputes (“Customer Code”) and Rule 13602 of the Code of Arbitration Procedure for Industry Disputes (“Industry Code”) (together, “Codes”). More...

SEC Lays Down Plan on Convergence and Global Accounting Standards

US SEC’s Plan on Convergence and Global Accounting Standards  |  2010-27  |  2/24/2010

The U.S. Securities and Exchange Commission (“SEC,” or “Commission”) has laid down its position regarding global accounting standards to clarify that it continues to believe that a single set of high-quality globally accepted accounting standards would benefit U.S investors. More...

SEC Approves Short Selling Restrictions

Alternative Uptick Rule on Short Selling  |  Rule 201, 2010-26  |  2/24/2010

The Securities and Exchange Commission (“SEC,” or “Commission”) has adopted a new rule to place certain restrictions on short selling when a stock is experiencing significant downward price pressure. More...

SEC Issues Amendments to Proxy Rules to Include Shareholder Proxy Vote on Executive Pay of TARP Recipients

Shareholder Approval of Executive Compensation of TARP Recipients  |  Release No. 34–61335; File No. S7–12–09  |  1/12/2010

The Securities and Exchange Commission (“SEC”, or “Commission”) has adopted amendments to the proxy rules under the Securities Exchange Act of 1934 to set forth certain requirements for U.S. registrants subject to Section 111(e) of the Emergency Economic Stabilization Act of 2008. More...

SEC’s Final Temporary Rule Imposes New Reporting Requirements for Certain Money Market Funds

Disclosure of Certain Money Market Fund Portfolio Holdings  |  17 CFR Part 270, Release No. IC-28903; File No. S7-20-09, RIN 3235-AK33  |  9/17/2009

The Securities and Exchange Commission (“Commission” or “SEC”) is adopting an interim final temporary rule under the Investment Company Act of 1940 to require money market funds to report their portfolio holdings and valuation information to the Commission under certain circumstances. More...

SEC Amends Rules to Delegate Authority to Submit Witness Immunity Order Requests to the Director of Enforcement Division

Delegations of Authority to the Director of its Division of Enforcement  |  17 CFR PART 200, Release No. 34-61339  |  1/13/2010

The Securities and Exchange Commission (“SEC”,“ or “Commission”) has amended its rules to delegate authority to the Director of the Division of Enforcement (“Division”) to submit witness immunity order requests to the Department of Justice (“DOJ”) for witnesses who have provided or have the potential to provide substantial assistance in the Commission’s investigations and related enforcement actions. More...

New FDIC Rule Provides Safe Harbor Protection for Securities Against Seizures in Case of Financial Collapse

Defining Safe Harbor Protection for Treatment by the Federal Deposit Insurance Corporation as Conservator or Receiver of Financi  |  Amendments to 12 C.F.R. § 360.6, RIN ____  |  11/12/2009

The Board of Directors of the Federal Deposit Insurance Corporation (“FDIC”) has adopted a proposed Interim Final Rule amending 12 C.F.R. § 360.6 to provide a transitional safe harbor effective immediately for all participations and securitizations in compliance with that rule as originally adopted in 2000. More...

SEC Issues Interpretive Guidance on Disclosure Related to Business or Legal Developments Regarding Climate Change

Guidance on Disclosure Related to Business or Legal Developments Regarding Climate Change  |  2010-15  |  1/27/2010

The Securities and Exchange Commission (“SEC,” or “Commission”) has voted to provide public companies with interpretive guidance on existing SEC disclosure requirements as they apply to business or legal developments relating to the issue of climate change. More...

FINRA Issues Guidance to Firms and Brokers on Communications with Public through Social Networking Web Sites

Guidance on Blogs and Social Networking Web Sites  |  Regulatory Notice 10-06  |  1/25/2010

The Financial Industry Regulatory Authority (“FINRA”) has issued guidance to securities firms and brokers regarding the use of social networking Web sites such as Facebook, Twitter, LinkedIn and blogs to communicate with the public. More...

SEC Proposes New Rule Prohibiting Naked Access and to Maintain Market Access Controls

Proposed Rule Banning Naked Access to Automated Trading System  |  2010-7  |  1/13/2010

The Securities and Exchange Commission (“SEC,” or “Commission”) has proposed a new rule that would effectively prohibit broker-dealers from providing customers with "unfiltered" or "naked" access to an exchange or alternative trading system (“ATS”). More...

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Companies Mentioned

Securities Law

The following companies are mentioned in Securities Law Updates:

Securities and Exchange Commission

Banc of America Securities LLC

Citicorp USA, Inc.

Harris Associates, L.P.

Morgan Stanley & Co., Inc.

CIBC World Markets Corp.

Citigroup Inc.

Barclays Capital Inc.

Citigroup Global Markets, Inc.

Credit Lyonnais Securities (USA) Inc.

Florida State Board of Administration

Credit Suisse Securities (USA) LLC

Deutsche Bank AG

The Cleaners & Caulkers Local 1 Pension Fund

Credit Suisse, New York Branch

Ameriprise Financial, Inc. f.k.a. American Express Financial Corp.

The Public Employees’ Retirement System of Mississippi

Harris Nesbitt Corp.

California Department of Corporations

The Royal Bank of Scotland plc

RiverSource Investments, LLC

Asset Management Holding AG

Deutsche Bank

Consolidated Management Group, LLC

The Bank of Nova Scotia

Jan Charles Finance S.A.

Alex Brown, Inc.

Toronto Dominion Texas, LLC f.k.a. Toronto Dominion Texas, Inc.

Park East, Inc.

SG Cowen Securities Corp.

Tellabs, Inc.

Deutsche Bank Securities, Inc.

Mizuho International PLC

Lydia Capital, LLC

Suntrust Capital Markets, Inc.

Makor Issues & Rights, Ltd.

ABN AMRO Inc.

Tribune Company

Fleet Securities, Inc. n.k.a. Bank of America, N.A.

City of Philadelphia Board of Pensions and Retirement

Staples, Inc.

The Bank of New York Company, Inc.

CIBC, Inc.

Citibank, N.A.

Metal Management, Inc.

European Metal Recycling, Ltd.

Salomon Smith Barney Inc. n.k.a. Citigroup Global Markets, Inc.

Calyon Securities (USA), Inc. f.k.a. Credit Lyonnais Securities (USA) Inc.

Salomon Smith Barney, Inc.

Calyon New York Branch (successor by operation of law to Credit Lyonnais New York Branch)

Additional Resources

Securities Law