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Information you need from those in the know
Cadwalader regularly publishes materials, including newsletters and news alerts of interest to our clients. Our communications portfolio also includes articles authored by our attorneys, as well as information about events in which our personnel will participate.
Articles & Books
STS: a new age for European securitisations
Jan. 16, 2019Butterworths Journal of International Banking and Financial Law
In this article, Nick Shiren and Alex Collins consider how STS (simple, transparent and standardised) status is achieved under the Securitisation Regulation. This article first appeared in the January issue of Butterworths Journal of International Banking & Financial Law.
Related Practice(s): CLOs, Securitization & Asset Based Finance
Related Office(s): London
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Delaware Court of Chancery Finds Director Breaches of Fiduciary Duty and Aiding and Abetting Liability for Activist Investor in Shareholder Class Action Suit
January 1, 2019The M&A Lawyer
Read Cadwalader's analysis on a recent decision from the Delaware Court of Chancery in which the Court explicitly concluded that fiduciary and disclosure duties had been breached as a result of directors applying or succumbing to what the Court deemed “activist pressure.”
Related Practice(s): Corporate, Global Litigation
Related Office(s): New York
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Corporations, Directors, and Officers: Potential Criminal and Civil Liability
Nov. 27, 2018LexisNexis
This practice note provides an overview of the law and legal standards governing the imposition of criminal liability on officers, directors, and corporations for the acts of employees. The practice note discusses the federal government’s policies and procedures in corporate criminal investigations and prosecutions, and the most common areas of corporate civil liability under the federal securities laws.
This excerpt from Lexis Practice Advisor®, a comprehensive practical guidance resource providing insight from leading practitioners, is reproduced with the permission of LexisNexis. Reproduction of this material, in any form, is specifically prohibited without written consent from LexisNexis.
Related Practice(s): Global Litigation, White Collar Defense and Investigations
Related Office(s): New York, Washington
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Events
7th Annual Securities Litigation & Enforcement Institute
Jan. 23, 2019Join Cadwalader at the New York City Bar's 7th Annual Securities Litigation & Enforcement Institute where partner Stephen Fraidin will be speaking on the Shareholder Activism Today, Delaware and M&A Litigation panel at 10:50 am.
Related Practice(s): Corporate, Corporate Governance, Mergers & Acquisitions, Private Equity, Shareholder Activism
Related Office(s): New York
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PLI's CMBS and the Real Estate Lawyer 2019: Lender and Borrower Issues in the Capital Market
Feb. 4, 2019Cadwalader partner Jeffrey Rotblat will be speaking on the "Accumulation/Aggregation/Alternative Exit Strategies" panel at Practising Law Institute's CMBS and the Real Estate Lawyer 2019: Lender and Borrower Issues in the Capital Market seminar.
Related Practice(s): CLOs, Commercial Mortgage-Backed Securities, Securitization & Asset Based Finance
Related Office(s): New York
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SIFMA’s Anti-Money Laundering & Financial Crimes Conference
Feb. 4-5, 2019White Collar Defense and Investigations Chair Jodi Avergun will be speaking on the "When Conduct Risk Met AML" panel at SIFMA’s Anti-Money Laundering & Financial Crimes Conference from 8:45 am - 10:00 am on February 5th.
Related Practice(s): Anti-Money Laundering Investigations and Compliance, Global Litigation, White Collar Defense and Investigations
Related Office(s): New York, Washington
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Clients & Friends Memos
Marketplace Lending Update #4: Litigation Mounts to New Highs in Colorado – Securitizations under Attack
Jan 02, 2019On November 30, 2018, the Administrator of the Colorado Uniform Consumer Credit Code (the “Administrator”) took Colorado’s longstanding litigation against marketplace lenders Avant and Marlette to a new level, adding as defendants certain securitization trusts that had acquired Avant or Marlette loans. By threatening the buyers of marketplace loans, the Administrator is escalating the pressure on Avant and Marlette–and indirectly the pressure on other marketplace lenders that extend credit to Colorado consumers.
Related Practice(s): Financial Regulation, Global Litigation, Securitization & Asset Based Finance
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District Court Holds That Receipt of Reorganized Stock Did Not Violate Turnover and Standstill Provisions in Intercreditor Agreement
Dec 21, 2018On November 30, 2018, Judge Nelson S. Román of the United States District Court for the Southern District of New York issued a decision affirming the dismissal of certain claims brought by senior secured creditors against junior secured creditors concerning the alleged breach of standstill and turnover provisions in an intercreditor agreement that governed the creditors’ relationship as creditors with recourse to common collateral.
Related Practice(s): Financial Restructuring
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The Commission Fails to Endorse ESMA’s Draft Disclosure Technical Standards Under the Securitisation Regulation
Dec 19, 2018The European Securities and Markets Authority (“ESMA”) published on its website late on 18 December 2018, a letter from the European Commission to ESMA dated 30 November 2018 (the “Commission’s Letter”), in which the Commission stated that it only intended endorsing the draft technical standards on disclosure requirements under the EU Securitisation Regulation prepared by ESMA, once certain amendments have been made.
The draft technical standards that the Commission has declined to endorse at this stage are those annexed to ESMA’s August 2018 Final Report (the “Final Report”) which draft technical standards included detailed draft reporting templates (the “draft Disclosure Technical Standards”).
Related Practice(s): CLOs, Securitization & Asset Based Finance
Related Office(s): London
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Blogs & Newsletters
Antitrust and Financial Services
Swiss Competition Commission investigates mobile payment apps
Nov 27, 2018
On 15 November 2018, the Swiss Competition Commission, Comco, announced an investigation into whether various Swiss financial firms agreed to boycott Apple Pay and Samsung Pay, in order to protect rival mobile payments app, TWINT.
Related Practice(s): Antitrust, Global Litigation
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UK CMA Opens Antitrust Investigation Into ‘Bond Trading’
Nov 19, 2018
On 16 November 2018, the UK Competition & Markets Authority (CMA) announced that it had opened an investigation into suspected anti-competitive arrangements in the financial services sector that may infringe Chapter I (CA 1998) or Article 101 (TFEU).
Related Practice(s): Antitrust, Antitrust & Financial Services, Antitrust Compliance & Counselling, Antitrust Investigations, Antitrust Litigation & Disputes, Global Litigation, Merger Clearance
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United States CFTC Fines Bank of America for ISDAfix Manipulation
Oct 12, 2018
On 20 September 2018, the United States Commodity Futures Trading Commission (CFTC) ordered Bank of America, N.A (Bank of America) to pay a $30 million civil penalty to settle charges of manipulation of the ISDAfix interest rate benchmark.
Related Practice(s): Antitrust, Antitrust & Financial Services, Global Litigation
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BrassTax
BrassTax
Dec 12, 2018
BrassTax is a monthly market intelligence update providing clear, concise insights on important recent developments that impact our transactional practices coupled with thought-provoking practical implications.
Related Practice(s): Corporate Taxation, Mergers & Acquisitions Taxation, Restructurings & Bankruptcies Taxation, Securitization & Structured Products Taxation, Tax, Tax Controversy
Related Office(s): London, New York, Washington
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FCPA Advisor
US and UK Regulators Speak Out on Anti-Corruption Enforcement Trends and Priorities
Dec 06, 2016
A number of key trends and priorities in international anti-corruption enforcement emerged last week at the 33rd ACI International Conference on the Foreign Corrupt Practices Act, held November 29 – December 2 outside of Washington, DC. Leading prosecutors and regulators from the US and UK described skyrocketing international law enforcement coordination, announced both “sticks” and “carrots” to encourage self-disclosure and cooperation, and pledged again to hold individuals accountable for anti-corruption violations. Officials from the Department of Justice (DOJ), the Securities and Exchange Commission (SEC), and the UK Serious Fraud Office (SFO) repeatedly emphasized these points in both their prepared remarks and their responses to questions.
Related Practice(s): FCPA Enforcement and Compliance, White Collar Defense and Investigations
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Paper Tigers: Recent Settlements Show Companies Operating in China Need to Do More to Enforce FCPA Policies
Mar 02, 2016
Amid a recent flurry of Foreign Corrupt Practices Act (“FCPA”) settlements announced by the U.S. Department of Justice (“DOJ”) and U.S. Securities and Exchange Commission (“SEC”) were two settlements relating to the provision of improper gifts, hospitality and travel to Chinese government officials.
Related Practice(s): FCPA Enforcement and Compliance, White Collar Defense and Investigations
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Eleventh Circuit Defines “Instrumentality” Broadly Under the FCPA
May 19, 2014
On May 16, the Court of Appeals for the Eleventh Circuit became the first federal appellate court to define an important element of the Foreign Corrupt Practices Act (“FCPA”) – what constitutes an “instrumentality” of a foreign government and, thus, who is a foreign official. In United States v. Esquenazi,1 a three-judge panel adopted a broad, fact-based definition of that term. Affirming the criminal convictions of both appellants, the court held that, in order to satisfy the statute, an “instrumentality” had to be an entity that both (1) is controlled by a foreign government and (2) performs a function that the foreign government “treats as its own.” The court provided clear guidance to trial judges and juries by setting out the critical elements to be determined when applying the two-pronged test.
Related Practice(s): FCPA Enforcement and Compliance
Related Office(s): New York
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Fund Finance Friday
Fund Finance Friday
Jan 18, 2019
Fund Finance Friday is a weekly market intelligence update for the fund finance market from Cadwalader.
Related Practice(s): Fund Finance
Related Office(s): Charlotte, London, New York, Washington
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Women in the City Program
Update - February 2017
Feb 14, 2017
What skills do women need to be successful leaders in the Fintech and alternative finance industry?
Can emerging companies offer an opportunity for women to do something different? Can technology revolutionise conventional financial services? These and other questions were debated by a panel of high profile leaders from the European FinTech and alternative finance industry to discuss opportunities and challenges for women in this growing area as part of Cadwalader’s Women in the City Programme, a series of seminars designed to inspire more women to take leadership roles in their organisations by offering open dialogue, useful insights and practical guidance.
Related Office(s): London
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Update - October 2016
Oct 14, 2016
How can more women be encouraged into funds?
This question was debated by a panel of women leaders in the investment fund industry at Cadwalader's second Women in the City debate. The programme of discussions is designed to inspire more women to take leadership roles in their organisations by offering open dialogue, useful insights and practical guidance. Cadwalader hosted a large group of clients and colleagues over breakfast for a very lively panel discussion entitled "Women in Investment Funds: A Fundamental Advantage: Building Female Talent in the Investment Management Sector".
Related Office(s): London
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Update - August 2016
Aug 04, 2016
What skills do women need to be successful leaders?
This question was debated by a panel of high profile female leaders at the recent launch of Cadwalader's Women in the City Programme, a series of seminars designed to inspire more women to take leadership roles in their organisations by offering open dialogue, useful insights and practical guidance.
Related Office(s): London
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Videos
CBLA Hosts Brooklyn DA Eric Gonzalez as Part of Firm's Hispanic Heritage Month Celebration
Oct 10, 2018Cadwalader's Black and Latino Association (CBLA) hosted Brooklyn District Attorney Eric Gonzalez as part of the firm's Hispanic Heritage Month celebration. Mr. Gonzalez discussed his career as the first elected Latino District Attorney in New York State, criminal justice reform and his groundbreaking initiative, Justice 2020.
Related Page(s): Diversity & Inclusion
One Person, One Vote?
Sep 26, 2018Guest speakers Natasha Merle, Senior Counsel, NAACP Legal Defense and Educational Fund; Deuel Ross, Assistant Counsel, NAACP Legal Defense and Educational Fund; and Wendy Weiser, Director of the Democracy Program at Brennan Center for Justice, NYU School of Law, joined us for a discussion about voting rights, political gerrymandering and voter suppression.
Related Attorney(s): Patrick Quinn
Reports from the Trenches
July 25, 2018The firm's July 25 Civil Rights Series event, "Reports from the Trenches,” featured Vanita Gupta, President and CEO of the Leadership Conference on Civil and Human Rights, and Rachel Tiven, CEO of Lambda Legal. The guest speakers discussed the most pressing civil rights issues of 2018, including immigration, the recent supreme court nomination and voting rights.
Related Attorney(s): Patrick Quinn, Anne Tompkins
Related Page(s): Diversity & Inclusion