Weekly Roundup: June 10–June 16, 2016

This roundup contains a collection of the posts published on the Forum during the week of June 10–June 16, 2016.

Accounting for Rising Corporate Profits: Intangibles or Regulatory Rents?

Posted by Jim Bessen, Boston University School of Law, on Friday, June 10, 2016

Tags: Accounting, Consumer protection, Efficiency, Firm performance, Firm valuation, Innovation, Lobbying, Market efficiency, Political spending, Profitability, R&D, Rent-seeking

Chelsea Therapeutics: Management Projections & Fiduciary Duties

Posted by Steven Epstein, Fried, Frank, Harris, Shriver & Jacobson LLP, on Friday, June 10, 2016

Tags: Delaware cases, Delaware law, Disclosure, Duty of care, Duty of loyalty, Fiduciary duties, Firm valuation,Management, Merger litigation, Mergers & acquisitions, Offer pricing, Shareholder suits

SEC Guidance and Non-GAAP Measures

Posted by Meredith B. Cross, Wilmer Cutler Pickering Hale and Dorr LLP, on Saturday, June 11, 2016

Tags: Accounting, Accounting standards, Compliance and disclosure interpretation, Disclosure, Earnings announcements,Financial reporting, Form 8-K, Liquidity, Reporting regulation, SEC, SEC rulemaking, Taxation

Limiting Government’s Attempts to Expand the Scope of FIRREA

Posted by Brad S. Karp, Paul, Weiss, Rifkind, Wharton & Garrison LLP, on Sunday, June 12, 2016

Tags: Contracts, Corporate fraud, Fannie Mae, Financial crisis, Financial institutions, Financial regulation, FIRREA,Freddie Mac, Misconduct, Subprime securities, U.S. federal courts

When Are Weak Property Rights Optimal?’

Posted by Carmine Guerriero, University of Amsterdam, on Monday, June 13, 2016

Tags: Financial development, Information environment, International governance, Legal systems, Market conditions,Ownership, Property rights, Social contract

Toward Better Mutual Fund Governance

Posted by Anita K. Krug, University of Washington School of Law, on Monday, June 13, 2016

Tags: Asset management, Boards of Directors, Dodd-Frank Act, Financial regulation, Fund managers, Investment advisers, Investment Company Act, Investor protection, Mutual funds, Oversight

Tilton: Constitutional Challenge to SEC Administrative Proceedings

Posted by Jason M. Halper, Orrick, Herrington & Sutcliffe LLP, on Monday, June 13, 2016

Tags: Fund litigation, Fund managers, Fund performance, Jurisdiction, Private equity, SEC, SEC enforcement, Securities enforcement, U.S. federal courts

Citigroup: Delaware Court on “Holder Claims”

Posted by Meredith Kotler, Cleary, Gottlieb, Steen & Hamilton LLP, on Tuesday, June 14, 2016

Tags: Delaware cases, Delaware law, Derivative suits, Disclosure, Fiduciary duties, Fraud-on-the-Market, Negligence,Restatements, Securities fraud, Shareholder suits, State law, Subprime securities

The Optimal Size of Hedge Funds

Posted by Chengdong Yin, Purdue University, on Tuesday, June 14, 2016

Tags: Agency costs, Asset management, Behavioral finance, Conflicts of interest, Fund managers, Fund performance,Hedge funds, Incentives, Mutual funds, Peer groups

Debt Restructurings and the Trust Indenture Act

Posted by Harald Halbhuber, Shearman & Sterling LLP, on Tuesday, June 14, 2016

Tags: Bankruptcy, Bondholders, Bonds, Debt, Debtor-creditor law, Distressed companies, Foreclosures,Reorganizations, Restructurings, SEC, Securities regulation, Trust Indenture Act, U.S. federal courts

CEO Overconfidence and Financial Crisis

Posted by Chih-Yung Lin, Yuan Ze University, on Wednesday, June 15, 2016

Tags: Bank debt, Banks, Behavioral finance, Corporate culture, Debt-equity ratio, Executive turnover, Financial crisis,Financial institutions, Leverage, Management, Managerial style, Overconfidence, Risk-taking, Russia, Shocks

Oversight of the SEC

Posted by Mary Jo White, U.S. Securities and Exchange Commission, on Wednesday, June 15, 2016

Tags: Asset management, Audit trail, Capital formation, Compliance and disclosure interpretation, Cybersecurity,Derivatives, Dodd-Frank Act, Equity capital, Executive Compensation, FAST Act, JOBS Act, Oversight, SEC, SEC enforcement, Securities enforcement, Securities regulation, Swaps, Transparency, Whistleblowers

Is the Stock Market Just a Side Show? Evidence From Venture Capital

Posted by Bibo Liu, Tsinghua University, and Xuan Tian, Indiana University, on Thursday, June 16, 2016

Tags: Fund managers, Information asymmetries, Information environment, Market efficiency, Market reaction, Public firms, Stock performance, Venture capital firms

Engagement: The Missing Middle Approach in the Bebchuk–Strine Debate

Posted by Jasmin Sethi and Matthew Mallow, BlackRock, Inc., on Thursday, June 16, 2016

Tags: Bebchuk-Brav-Jiang study, Board communication, Boards of Directors, Engagement, Fund managers, Institutional Investors, Long-Term value, Management, Proxy voting, Shareholder activism, Shareholder value, Shareholder voting,Short-termism