Weekly Roundup: March 18-March 24

Weekly Roundup
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This roundup contains a collection of the posts published on the Forum during the week of March 18, 2016 to March 24, 2016.

Omnicare: Liability Standards for Statements of Opinion

Posted by Brad S. Karp, Paul, Weiss, Rifkind, Wharton & Garrison LLP, on Friday, March 18, 2016

Tags: Class actions, Disclosure, Fraud-on-the-Market, Information asymmetries, Investor protection, Liability standards,Registration statements, Reliance, Securities Act, Securities litigation, Shareholder suits, U.S. federal courts

Proposed Revisions to 13(d) Beneficial Ownership Reporting Rules

Posted by Theodore N. Mirvis, Wachtell, Lipton, Rosen & Katz, on Saturday, March 19, 2016

Tags: Antitakeover, Beneficial owners, Blockholders, Disclosure, Hedge funds, Long-Term Value, Mergers & acquisitions,Ownership, Schedule 13D, SEC, SEC rulemaking, Securities Regulation, Shareholder activism, Short-termism, Takeover defenses, Transparency

2015 Review of BSA/AML and Sanctions Developments

Posted by Elizabeth T. Davy, Sullivan & Cromwell LLP, on Sunday, March 20, 2016

Tags: Banks, Bitcoin, BSA/AML, Compliance & ethics, Corporate crime, Cybersecurity, Director liability, DOJ, Financial institutions, Financial Regulation, Foreign banks, Misconduct, Risk management, Treasury Department

Single-Counterparty Credit Limits Rule

Posted by Dan Ryan, PricewaterhouseCoopers LLP, on Monday, March 21, 2016

Tags: Banks, Basel Committee, Capital requirements, Credit exposure, Credit risk, Derivatives, Dodd-Frank Act, Federal Reserve, Financial institutions, Financial Regulation, Foreign banks, OTC derivatives, Risk, Risk management, SIFIs,Systemic risk

Harvard Convenes the 2016 Corporate Governance Roundtable

Posted by Kobi Kastiel, Co-editor, HLS Forum on Corporate Governance and Financial Regulation, onMonday, March 21, 2016

Tags: Corporate governance, Program on Corporate Governance, Program on Institutional Investors

2016 Proxy Season Preview

Posted by Shirley Westcott, Alliance Advisors LLC, on Tuesday, March 22, 2016

Tags: Board independence, Boards of Directors, Charter & bylaws, ESG, Executive Compensation, Institutional Investors,Political spending, Proxy access, Proxy season, Shareholder activism, Shareholder meetings, Shareholder proposals,Shareholder rights, Shareholder voting

SEC Consideration of 2016 PCAOB Budget and Support Fee

Posted by Kara M. Stein, U.S. Securities & Exchange Commission, on Tuesday, March 22, 2016

Tags: Accounting, Accounting standards, Audit committee, Audits, Disclosure, External auditors, Financial reporting,GAAP, Investor protection, PCAOB, Performance measures, SEC, Securities Regulation, SOX

SEC Chair on PCAOB Oversight and 2016 Budget Approval

Posted by Mary Jo White, U.S. Securities & Exchange Commission, on Tuesday, March 22, 2016

Tags: Accounting, Accounting standards, Audit committee, Audits, Broker-dealers, External auditors, Financial reporting,Investor protection, PCAOB, Risk oversight, SEC, Securities Regulation

2016 IPO Study

Posted by Julie Allen, Proskauer Rose LLP, on Wednesday, March 23, 2016

Tags: Accounting, Boards of Directors, Disclosure, Dual-class stock, FAST Act, Firm valuation, IPOs, JOBS Act, Public firms, SEC, Securities Regulation, Small firms, Special purpose vehicles, Surveys

An Important British Version of a New Paradigm for Corporate Governance

Posted by Martin Lipton, Wachtell, Lipton, Rosen & Katz, on Wednesday, March 23, 2016

Tags: Accountability, Boards of Directors, Engagement, Institutional Investors, Investor horizons, Long-Term Value,Management, Shareholder activism, Shareholder communications, Shareholder value, Short-termism, UK

A Guide To Rule 10b5-1 Plans

Posted by Stuart Gelfond and Arielle L. Katzman, Fried, Frank, Harris, Shriver & Jacobson, LLP, onThursday, March 24, 2016

Tags: Compliance and disclosure interpretation, Director liability, Equity-based compensation, Exchange Act, Inside information, Insider trading, Investor protection, Liability standards, Management, Rule 10b-5-1, SEC, SEC enforcement,Section 10(b), Securities enforcement, Securities Regulation, Voluntary Disclosure

Activist Investors, Cash, and Capital Allocation

Posted by Paula Loop, PricewaterhouseCoopers LLP, on Thursday, March 24, 2016

Tags: Agency costs, Capital allocation, Cash reserves, Dividends, Equity-based compensation, Executive Compensation,Firm performance, Liquidity, Long-Term Value, Repurchases, Shareholder activism, Shareholder value, Short-termism,Signaling, Tender offer