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Corporate Finance/Securities

Nov 19, 2020

Credential Stuffing: Cyber Intrusions Into Client Accounts of Broker/Dealers and Investment Advisors

In the “old days” ( some 10-20 years ago), persons intent on obtaining unauthorized disclosures of the personal identifiable information (“PII”) of clients of broker/dealers and/or investment advisors would use so-called “brute force” attacks, randomly trying to guess a password or combination of passwords in order to gain access.» Read More

Nov 05, 2020

The European Stock Markets: Still at Sixes and Sevens

Western Europe is home to 57 stock exchanges (according to Wikipedia as of October 9, 2020) located in 36 countries, including Spain with five exchanges and Germany with six. Of these 57 exchanges, five are considered major platforms for trading securities, namely:

  1. Euronext, which is a Pan-Europe exchange covering markets in Belgium, France, Ireland, the Netherlands, and Portugal
  2. The London Stock Exchange, which has global listings
  3. The Deutsche Boerse, which handles the Frankfurt Stock Exchange/Xetra
  4. The SIX Swiss Exchange
  5. Nasdaq Nordic, which comprises Scandinavian, Baltic, and Caucasian stock exchanges

The five major exchanges trade securities with a market capitalization of over $1 trillion (U.S.).» Read More

Oct 29, 2020

Keeping Securities Disclosures in the Pink: Amendments to SEC Rule 15c-11

On September 16, 2020, the U.S. Securities and Exchange Commission (“SEC”) adopted amendments to its existing Rule 15c-11, which governs the disclosure obligations of market professionals with respect to the so-called “Over-the-Counter” securities. One may see this as a simple update of a Rule that has not been addressed since 1991 (almost 30 years); alternatively one may see this as part of an effort to review and revise the entire U.S.» Read More

Oct 08, 2020

“We’re Not in Kansas Anymore:” SEC Enforcement Action Against a Trust Company With Trusts

The Great Plains Trust Company, Inc., was chartered in April 1994 by the State Bank Commissioner of Kansas to transact a general trust company business, (but was not chartered to nor did it) accept deposits. Its initial business was to “provide investment management services to employee benefit plans” (according to the Trust Company’s history on its website).» Read More

Oct 01, 2020

Taxing Disclosures: Municipal Securities Issuers and COVID-19

As discussed in my earlier blog, “SEC Focus on Municipal Securities: Disclosure and Enforcement – The Peculiar Structure of the Municipal Securities Disclosure Regime,” since 1994 issuers and, in the case of conduit issuers, obligated parties are required to enter into a Continuing Disclosure Agreement (“CDA”) at the time of issuing municipal securities.» Read More

Sep 22, 2020

SEC Focus on Municipal Securities: Disclosure and Enforcement – The Peculiar Structure of the Municipal Securities Disclosure Regime

When the two key Federal Securities Laws (the Securities Act of 1933 [the “33 Act”] and the Securities Exchange Act of 1934 [the “34 Act”]) were enacted, municipal securities (the bonds, notes, etc., issued by states, counties, municipalities, and municipal authorities) were exempt, both from the registration requirement of the 33 Act and from the oversight under the 34 Act of the professionals who underwrote and dealt in the purchase and sale of these securities.» Read More