Search results

Blockchain is an emerging technology that started in the cryptocurrency sphere with bitcoin but expanded to include numerous applications. This chapter provides an overview of the book. It begins by identifying the three main components of a blockchain. Next, it discusses the book's purpose, distinguishing features, and its intended audience. The chapter then outlines the book's structure, consisting of 22 chapters divided into four main parts. It offers a brief synopsis of each section and chapter. Finally, it ends with a summary and conclusions.

The purpose of this paper is to analyze the Supreme Court’s decision in Lucia v. Securities and Exchange Commission, 138 S.Ct. 2044 (June 21, 2018).

The approach of this paper is to discuss the Securities and Exchange Commission’s (“SEC”) use of Administrative Law Judges (“ALJs”), and the litigation challenging the appointment of those ALJs, culminating in the Supreme Court’s decision in Lucia.

In Lucia, the Court held that SEC ALJs are “officers of the United States,” and thus subject to the Constitution’s Appointments Clause, which limits the power to appoint “officers” to the President, “Courts of Law” or “Heads of Departments.” Because the ALJ who presided over Lucia’s administrative proceeding was not appointed by the SEC itself, the Court held that the ALJ’s appointment was unconstitutional and ordered the SEC to provide Lucia with a new hearing in front of a new (constitutionally appointed) ALJ.

The Supreme Court’s decision in Lucia provides defense counsel with new ammunition to challenge SEC administrative proceedings. It will likely have a significant effect on many pending and already-concluded SEC administrative proceedings but also leaves open a number of important questions for further litigation.

This paper provides expert analysis and guidance from experienced securities litigators.

The purpose of this paper is to analyze the implications of the May 19, 2008 decision by the US Court of Appeals for the Seventh Circuit in Jones v. Harris Associates.

The paper reviews the 1982 decision of the US Court of Appeals for the Second Circuit in Gartenberg v. Merrill Lynch Asset Management, summarizing the Harris Associates opinion of the Seventh Circuit Court of Appeals, the paper also discusses the criticisms by the Seventh Circuit Court of Appeals of the earlier Gartenberg decision, and makes observations on why other courts may not be persuaded by the Harris Associates decision, and provides guidance to mutual funds and their directors and advisers in light of the Harris Associates opinion.

The findings in the paper are that the Harris Associates opinion suggests that a court need only determine whether the adviser to a mutual fund negotiated its advisory fee in a manner consistent with its fiduciary duty to that fund. However, the paper also finds that it would be premature for directors and advisers to conclude that they should abandon or substantially lessen the processes they have implemented to satisfy the Gartenberg standard, including requesting and evaluating such information as may reasonably be necessary to evaluate the terms of an advisory contract and reviewing an adviser's performance and compensation carefully. In addition, their opinion does not relieve mutual funds of their obligations to discuss – in their shareholder reports and proxy statements – the material factors considered and the conclusions reached in approving advisory contracts.

The paper is a practical guidance by experienced securities lawyers.

Many jurisdictions fine illegal cartels using penalty guidelines that presume an arbitrary 10% overcharge. This article surveys more than 700 published economic studies and judicial decisions that contain 2,041 quantitative estimates of overcharges of hard-core cartels. The primary findings are: (1) the median average long-run overcharge for all types of cartels over all time periods is 23.0%; (2) the mean average is at least 49%; (3) overcharges reached their zenith in 1891–1945 and have trended downward ever since; (4) 6% of the cartel episodes are zero; (5) median overcharges of international-membership cartels are 38% higher than those of domestic cartels; (6) convicted cartels are on average 19% more effective at raising prices as unpunished cartels; (7) bid-rigging conduct displays 25% lower markups than price-fixing cartels; (8) contemporary cartels targeted by class actions have higher overcharges; and (9) when cartels operate at peak effectiveness, price changes are 60–80% higher than the whole episode. Historical penalty guidelines aimed at optimally deterring cartels are likely to be too low.

To explain the SEC's new Compliance and Disclosure Interpretations (“CDIs”) relating to the recently adopted amendments to Rule 144A and Rule 506, which permitted general solicitation and general advertising (“general solicitation”) in all Rule 144A offerings and select Regulation D offerings under Rule 506.

The article summarizes amended rules and recently issued CDIs, while also explaining some of their implications.

The new CDIs provide a number of helpful clarifications and confirmations on aspects of the amended rules relating to general solicitation, transitioning between different types of Rule 506 offerings and investor verification under Rule 506(c).

Practical summary of recent SEC guidance with explanation from seasoned corporate securities attorneys.

A discipline is bound by some combination of a shared subject matter, shared theory, and shared technique. Yet modern economics is seemingly without limit to its domain. As a discipline without a shared subject matter, what is the binding force of economics today? The authors combine topic modeling and text analysis to analyze different approaches to inquiry within the discipline of economics. The authors find that the importance of theory has declined as economics has increasingly become defined by its empirical techniques. The authors question whether this trajectory is stable in the long run as the binding force of the discipline.