A Bridge to Somewhere: The New Tappan Zee Bridge Makes a Case Against Public-Private Partnerships

According to Bloomberg, New York Governor Andrew Cuomo is “seeking legislation that would allow private-equity firms to help finance construction of public-works projects, including a new $5.2 billion Tappan Zee Bridge.” The legislation would permit the state to lease – but not sell – state assets. The state has applied for a $2b federal loan [...]

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POSTED IN Private Investment Funds, Tax

Putting the Genie Back into the Bottle: The CFTC Adopts Derivative Clearing Rules

The Commodities Futures Trading Commission (the “CFTC”) adopted rules on March 20th designed to raise competition and mitigate risk in derivatives markets. Overall, however, the main thrust of the rules is to encourage migration of much of the derivatives market onto central clearinghouses. Several features of the rules encourage competition. A key requirement is that [...]

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POSTED IN Capital Markets, Derivatives, Dodd-Frank

Thinking About Executive Compensation Claw-backs: A Comparative Perspective

This blog post will compare and contrast recent claw-backs of executive compensation in England with statutory remedies available under United States securities laws. This February, two British financial institutions, Lloyds Banking Group and HSBC, made headlines by announcing “claw-backs” of previously awarded executive bonus compensation. A claw-back eliminates the award and returns the money to [...]

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POSTED IN Dodd-Frank

Dodd-Frank and Modernizing Securities Exemptions: A Matter of Common Sense

In recent months, the Securities and Exchange Commission (the “SEC”) has made two key investor protection reforms as a consequence of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”).  In general, securities regulations employ the concept of an exempt “sophisticated investor,” capable of bearing certain investment risks and requiring relatively less [...]

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POSTED IN Dodd-Frank, Securities Regulation

“Don’t Think Twice It’s All Right”: How Credit Default Swaps Continue Destabilizing Financial Markets

The credit default swap market continues to pose systemic risks to financial market participants. Over the past few weeks, these concerns have received attention in the financial press. Fearing the consequences of a potential Greek national debt default, protection buyers are seeking better capitalized counterparties willing to novate – or assume – protection sellers’ obligations. [...]

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POSTED IN Corporate Law, Securities Regulation

The SEC and Proposed Rule 127B: A New Day for Regulation or a Continuation of Current Trends?

The United States Securities and Exchange Commission (the “SEC”) has issued Proposed Rule 127B, implementing Section 621 of the Dodd-Frank Act, which amended Section 27B of the Securities Act of 1933 (the “Securities Act”), barring material conflicts of interest in securitization transactions. Rule 127B would ban hedge funds and banks from assembling risky securities, marketing [...]

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POSTED IN Banking & Finance, Corporate Law, Dodd-Frank, Securities Regulation, Volcker Rule

The Market is Cold, But the Time is Right: The Tax Motives Underlying Carlyle’s IPO

Carlyle Group, L.P. (“Carlyle” and the “Fund”), a private equity firm with $153 billion in assets under management as of last June, has filed an S-1 registration statement with the Securities & Exchange Commission to sell limited partnership interests in the Fund (the “IPO”). Many in the financial community have wondered why Carlyle is conducting [...]

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POSTED IN Private Equity

- Fordham Corporate Center