Corporate governance - Vigil

The debate about whether U.S. public companies are afflicted by short-termism rather than more beneficial longer-term behavior and, if so, its effect on our economy is ubiquitous. It occupies increasing attention in corporate board rooms, executive suites and investment management businesses from the smallest to the largest.

Claims brought under the Securities Act of 1933 (the “Act”) are typically challenging for defendants to dismiss. Some defendants may have affirmative defenses, but most of the Act’s provisions impose strict liability for alleged misstatements—meaning that a plaintiff need not plead scienter—and claims brought under the Act are subject to the relatively low pleading standard imposed by Federal Rule of Civil Procedure 8.

Today [October 5, 2015], the United States Supreme Court declined to hear the petition for a writ of certiorari (the “Petition”) filed by the United States Department of Justice (“DOJ”) in United States v. Newman, 773 F.3d 438 (2d Cir. 2014), a landmark decision that dismissed indictments against two insider trading defendants. By declining to hear the Petition, the Supreme Court ensured that the Second Circuit’s decision in Newman will remain binding in the Second Circuit and influential across the country.

The clamor against so-called corporate short-term thinking has been steadily rising, with a recent focus on eliminating the quarterly earnings report that public firms issue. Quarterly reports are said to push management to forgo attractive long-term projects to meet the expectations of investors and traders who want smooth, rising earnings from quarter to quarter.

When CEOs receive a large quantity of stock options in their pay packages,
they are more likely to..

Despite progress on multiple fronts, parity between men and women remains an elusive goal. But achieving it offers huge economic potential—if full parity were to be achieved, the contribution of women to global GDP growth could double between 2014 and 2025, adding as much as $28 trillion or 26 percent to the global economy. This is roughly the combined size of the economies of the United States and China today, write James Manyika, Anu Madgavkar and Jonathan Woetzel in The Huffington P

In April 2015, the Justice Department indicted Navinder Sarao—a 36 year-old trader operating out of his parents’ basement—for actions resulting in the Flash Crash in May 2010. [1] According to the complaint, Sarao’s use of fake or “spoof” orders was damaging enough to precipitate a near 1000-point plunge in in the Dow Jones Index.

On September 22, 2015, the Securities and Exchange Commission (the “SEC”) issued a cease-and-desist order (the “Order”) and settled charges against St. Louis-based investment adviser R.T. Jones Capital Equities Management (“R.T. Jones”) for failing to establish required policies and procedures to safeguard customer information in violation of Rule 30(a) of Regulation S-P (“Rule 30(a)”) under the Securities Act of 1933. [1]

Activist investor Elliott Management Corp. Thursday laid out an ambitious road map for a roll-up of the industry that provides telecommunications equipment to businesses.

The Federal Reserve’s approval last week of M&T’s pending acquisition of Hudson City has prompted a great deal of speculation as to the current state of the regulatory approval process for bank mergers and acquisitions. Announced over three years ago, on August 27, 2012, the M&T/Hudson City transaction has taken longer to receive Federal Reserve approval than any other bank merger.