PRIVATE LOAN DOCUMENTS UNDER FEDERAL RESERVE EMERGENCY LENDING PROGRAMS ARE SUBJECT TO FULL PUBLIC DISCLOSURE BECAUSE THEY ARE NOT "PRIVILEGED OR CONFIDENTIAL" UNDER THE FREEDOM OF INFORMATION ACT’S EXEMPTION FOR TRADE SECRETS AND COMMERCIAL OR FINANCIAL INFORMATION: BLOOMBERG L.P. V. BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM

The United States Court of Appeals for the Second Circuit affirmed decision of district court granting summary judgment in favor of news service on grounds that documents news service requested from Board of Governors of Federal Reserve System pertaining to loans made to private banks were not exempt from disclosure under the Freedom of Information Act because they were neither "obtained from" the borrowing banks nor “privileged or confidential” within the meaning of the Act's exemption for trade secrets and commercial or financial information.Continue Reading >

THE DODD-FRANK WALL STREET REFORM AND CONSUMER PROTECTION ACT: A MISSED OPPORTUNITY TO REIN IN TOO-BIG-TO-FAIL BANKS

The financial crisis of 2008 has been called the worst economic disaster since the Great Depression. In the 1930s, during the Great Depression, President Roosevelt looked to Congress to overhaul the financial sector. He wanted the regulatory loopholes that contributed to the crisis sealed off. In response, Congress assembled a bill that was designed to prevent a future financial catastrophe of that magnitude by mandating the separation of commercial and investment banks. It was referred to as the Glass-Steagall Act.Continue Reading >

THE TIMELINESS OF FILING A PRIVATE SECURITIES FRAUD VIOLATION DEPENDS UPON THE ACTUAL OR CONSTRUCTIVE DISCOVERY OF SCIENTERRELATED FACTS: MERCK & CO. INC. V. REYNOLDS

The Supreme Court of the United States affirmed a judgment of the Court of Appeals for the Third Circuit against Merck & Co. by holding that the complaint filed by the investors was not barred by the limitations period but was timely because the investors had not discovered the scienter facts material to the violation by either actual or constructive discovery.Continue Reading >

IMPACT OF THE DODD-FRANK AND REGISTRATION ACTS OF 2010 ON INVESTMENT ADVISERS

On July 21, 2010, the President signed into law the most sweeping piece of financial reform legislation experienced by this country since the Great Depression. This legislation, titled the Dodd-Frank Wall Street Reform and Consumer Protection Act1 (the "Dodd-Frank Act") contains over two thousand pages of legislation ostensibly designed to... Continue Reading >

THE THIRD CIRCUIT DECLINES TO RECOGNIZE THE FRAUD CREATED THE MARKET THEORY AS A MEANS OF PRESUMING RELIANCE IN CLASS ACTION SECURITIES FRAUD CASES: MALACK V. BDO SEIDMAN, LLP

The United States Court of Appeals for the Third Circuit affirmed denial of class certification to note purchaser on basis that reasonable reliance could not be presumed based on the fraud created the market theory and that the fraud created the market theory does not apply...Continue Reading >

THE FIX IS IN: CAN THE ASYMMETRIC CONDITION OF REGULATORY OVERSIGHT IN THE U.S. CAPITAL MARKETS BE CORRECTED?

As the United States financial markets approach the end of the first decade of the 21st century, financial compliance as implemented by the regulated enterprise remains as varied as the businesses subject to regulatory oversight.Continue Reading >

THE "TRANSACTIONAL TEST" REPLACES THE "CONDUCT AND EFFECTS TEST" WHEN DETERMINING THE EXTRATERRITORIAL REACH OF PRIVATE RIGHTS OF ACTION PURSUANT TO SECTION 10(B) OF THE SECURITIES EXCHANGE ACT OF 1934: ROBERT MORRISON, ET AL. V. NATIONAL AUSTRALIA BANK LTD.

Federal canon that statutes do not have extraterritorial application includes section 10(b) of the Securities Exchange Act of 1934...Continue Reading >

A FINANCIAL INSTITUTION CLAIMING THAT A POSSESSOR BANK WRONGFULLY REFUSED TO RETURN LOANS AND PROCEEDS TO WHICH A TRUSTEE HAD LEGAL TITLE MUST UTILIZE THE FINANCIAL INSTITUTIONS REFORM, RECOVERY AND ENFORCEMENT ACT'S ADMINISTRATIVE CLAIMS PROCESS BEFORE TURNING TO THE FEDERAL COURT FOR DE NOVO JUDICIAL REVIEW: BANK OF AMERICA NATIONAL ASSOCIATION V. COLONIAL BANK

The Court of Appeals for the Eleventh Circuit vacated and remanded an injunction from the District Court holding that the antiinjunction provision of Financial Institutions Reform...Continue Reading >

THE SHAREHOLDER BILL OF RIGHTS: MAJOR REFORM OR MINOR ADJUSTMENT?

In response to the current economic crisis in the United States, legislators and government agencies have proposed aggressive action to achieve financial stability by reducing risk for shareholders investing in publicly-traded corporations.Continue Reading >