Author Archives: Tarik Samman

Testimony by Chair Gensler Before the U.S. House of Representatives Committee on Financial Services

Good morning, Chairman McHenry, Ranking Member Waters, and members of the Committee. Thank you for inviting me to testify today. As is customary, I’d like to note that my views are my own as Chair of the Securities and Exchange Commission, and I am not speaking on behalf of my fellow Commissioners or the SEC […]

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How Prevalent Are Short Squeezes? Evidence From the US and Europe

A short squeeze is triggered if there is pressure on short sellers to cover their positions because of a sharp price increase or a recall of borrowed shares. This drives short sellers to close their positions early. In this article, we construct a novel measure for identifying short-squeeze events triggered by sharp price increases, i.e., […]

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The Activism Vulnerability Report

Introduction R-E-S-P-E-C-T … One year down in UPC! UPC, also known as Universal Proxy Card, has surely garnered “respect” from both issuers and activists alike. FTI Consulting’s Activism and M&A Solutions team touches on this, as well as how a culture change in Japan is igniting a surge of activism, in our September 2023 Activism […]

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Regulatory Intensity and Firm-Specific Exposure

Summary Regulation is a fundamental economic concept. It triggers heated political debates, and it is also constantly on the minds of business owners, who cite regulation as a major factor that affects capital structure, employment, and innovation. Despite its importance, there is surprisingly little research on the economics of regulation. Of course, many studies focus […]

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Potentially Unfinished Leadership Business from the McDonald’s Decisions

With the benefit of a half-year of hindsight, it is worthwhile to confirm the compliance and risk-related lessons arising from the two recent. Delaware decisions addressing the McDonald’s workforce culture controversy.[1] For notwithstanding their technical Caremark guidance,[2] it has become clear over time that these decisions offer very practical lessons for corporate leadership as to […]

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Institutional Investors, Climate Disclosure, and Carbon Emissions

Institutional Investors, climate disclosure, and carbon emissions There is an ongoing debate over the role institutional investors play in the global effort to control climate risk. While some contend that asset managers can contribute significantly in pushing companies to reduce their carbon footprint, others are more skeptical and recommend that authorities focus on traditional regulatory […]

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2023 Corporate Governance developments

Hot Topics for Boards and Committees Board Agenda Topics Addressing the Use of Artificial Intelligence Many boards are seeking a general understanding of AI, how their companies and peers are using it, and potential risks and concerns arising from the use of AI, including any cybersecurity, privacy and other liability issues, as well as employee […]

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‘Killer Acquisitions’ Reexamined: Economic Hyperbole in the Age of Populist Antitrust

Antitrust and competition regulators in the United States, the European Union, the United Kingdom, and other prominent jurisdictions have recently emphasized the risk posed to competitive markets by so-called “killer acquisitions.”  According to this assertion, which has been adopted by much of the policy and scholarly literature, leading technology platforms—commonly known as “Big Tech”—regularly engage […]

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SEC Adopts Substantive Requirements for Advisers to Private Funds

On August 23, 2023, the US Securities & Exchange Commission (SEC) adopted new and amended rules (the New Rules) under the Investment Advisers Act of 1940 (Advisers Act) that focus on the SEC’s desire to address what it views to be “risks and harms that are common in an adviser’s relationship with private funds and […]

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The EU’s New ESG Disclosure Rules Could Spark Securities Litigation in the US

Key Points The EU’s comprehensive new ESG disclosure requirements will force many multinationals with operations in Europe to decide how much information to disclose where, and to take measures to ensure their disclosures are consistent. The granular information required by the EU could feed litigation in the U.S. if the disclosures appear false or misleading, […]

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