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Legal Articles: Sullivan & Cromwell LLP

 







Document(s) published by this organization: 112


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Adobe PDFScope of Criminal Insider Trading Liability for Remote Tippees - United States v. Newman:  Second Circuit Reverses Insider Trading Convictions; Requires That Tippee Know of Benefit Received by Insider; Strengthens Evidentiary Showing Required To Prove Benefit


Nicolas Bourtin, Brian T. Frawley, Robert J. Giuffra, Steven R. Peikin, Karen Patton Seymour; Sullivan & Cromwell LLP;
Legal Alert/Article
February 18, 2015, previously published on December 11, 2014
On December 10, 2014, the United States Court of Appeals for the Second Circuit issued an important decision narrowing the scope of so-called tippee liability—the liability of individuals who, though not insiders, receive material, non-public information from insiders either directly or...

 

Adobe PDFBank Capital Requirements: Federal Reserve Board Proposes Rule Establishing Common Equity Surcharge on U.S. Global Systemically Important Banks
Whitney A. Chatterjee, H. Rodgin Cohen, Elizabeth T. Davy, Mitchell S. Eitel, Michael T. Escue; Sullivan & Cromwell LLP;
Legal Alert/Article
February 18, 2015, previously published on December 14, 2014
On December 9, the Board of Governors of the Federal Reserve System (the “FRB”) issued a Notice of Proposed Rulemaking (the “Proposed Rule”) to establish risk-based capital surcharges for systemically important U.S. bank holding companies (“BHCs”).

 

Adobe PDFVolcker Rule: Federal Reserve Extends Conformance Period Through July 21, 2016 for Investments in and Relationships with Legacy Covered Funds; Intends to Grant Additional Extension Through July 21, 2017
Whitney A. Chatterjee, H. Rodgin Cohen, Elizabeth T. Davy, Mitchell S. Eitel, Michael T. Escue; Sullivan & Cromwell LLP;
Legal Alert/Article
February 18, 2015, previously published on December 18, 2014
Earlier today, the Board of Governors of the Federal Reserve System (the “Federal Reserve”) issued an order (the “Order”) with respect to Section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), commonly known as the...

 

Adobe PDFAmbac Assurance Corp. v. Countrywide Home Loans, Inc.: New York Appellate Court Applies Common-Interest Privilege to Merger Parties’ Pre-Closing Communications; First Judicial Department Breaks With Other New York Courts and Applies Common-Interest Privilege to Communications not Related to Litigation
Brian T. Frawley, Joseph B. Frumkin, Robert J. Giuffra, John L. Hardiman, William B. Monahan; Sullivan & Cromwell LLP;
Legal Alert/Article
February 17, 2015, previously published on December 10, 2014
On December 4, 2014, the Appellate Division of the Supreme Court of New York, First Judicial Department (“First Department”), issued Ambac Assurance Corp. v. Countrywide Home Loans, Inc., a decision holding that parties to mergers or other transactions may, in some circumstances, assert...

 

Adobe PDFEU State Aid and Tax Law: European Court Finds That Spanish Tax Rules Were Not Unlawful State Aid Because They Did Not Give A “Selective Advantage”
Michael R. Engel, Emma Hardwick, Michael T. McGowan, Juan Rodriguez, Andrew Thomson; Sullivan & Cromwell LLP;
Legal Alert/Article
February 17, 2015, previously published on December 2, 2014
In two recent cases on fiscal state aid, the General Court of the European Union found that certain aspects of the Spanish tax system did not constitute “state aid” within the meaning of the Treaty on the Functioning of the European Union.

 

Adobe PDFCredit Risk Retention: Six Federal Agencies Adopt Final Joint Rule on Credit Risk Retention
Robert Buckholz, Andrew R. Gladin, Richard A. Kahn, Rebecca J. Simmons, Mark J. Welshimer; Sullivan & Cromwell LLP;
Legal Alert/Article
February 17, 2015, previously published on December 8, 2014
The Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Securities and Exchange Commission ("SEC"), the Federal Housing Finance Agency ("FHFA") and the Department of Housing and Urban Development ("HUD" and,...

 

Adobe PDFDeposit Insurance Assessment System: The FDIC Issues a Final Rule Regarding Changes to the Ratios and Ratio Thresholds to Align the Deposit Insurance Assessment System With U.S. Basel III Capital Rules
Whitney A. Chatterjee, H. Rodgin Cohen, Elizabeth T. Davy, Mitchell S. Eitel, Michael T. Escue; Sullivan & Cromwell LLP;
Legal Alert/Article
December 18, 2014, previously published on November 24, 2014
On November 18, 2014, the Federal Deposit Insurance Corporation (the “FDIC”) published a final rule (the “Final Rule”) modifying certain elements of its deposit insurance assessment system for insured depository institutions (“IDIs”).

 

Adobe PDFLee v. Pincus: Delaware Chancery Court Declines to Dismiss Fiduciary Duty Claims Against Board for Post-IPO Waiver of Lock-Up Restrictions But Dismisses Aiding and Abetting Claims Against Underwriters for Consenting to the Waiver
Francis J. Aquila, Audra D. Cohen, H. Rodgin Cohen, Mitchell S. Eitel, Brian T. Frawley; Sullivan & Cromwell LLP;
Legal Alert/Article
December 18, 2014, previously published on November 17, 2014
In an opinion issued on November 14, 2014, the Delaware Court of Chancery (C Bouchard) declined to dismiss breach of fiduciary duty claims against the directors of Zynga Inc. (“Zynga”) for waiving post-IPO lock-up restrictions in a manner that permitted certain stockholders, including...

 

Adobe PDFConcentration Limits on Large Financial Companies: Federal Reserve Approves Final Rule Implementing Dodd-Frank’s Financial Sector Concentration Limit
Whitney A. Chatterjee, H. Rodgin Cohen, Elizabeth T. Davy, Mitchell S. Eitel, Jared M. Fishman; Sullivan & Cromwell LLP;
Legal Alert/Article
December 4, 2014, previously published on November 12, 2014
Last week, the Board of Governors of the Federal Reserve System (the “Federal Reserve”) approved a final rule (the “Final Rule”) implementing Section 622 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), which establishes a...

 

Adobe PDF2015 Proxy Season Developments
Robert Buckholz, Catherine M. Clarkin, Jay Clayton, Audra D. Cohen, H. Rodgin Cohen; Sullivan & Cromwell LLP;
Legal Alert/Article
December 4, 2014, previously published on November 7, 2014
On Thursday, the New York City Comptroller, on behalf of the $160 billion New York City Pension Funds, announced a broad initiative to give shareholders the right to nominate directors at U.S. companies using the corporate ballot. By submitting proxy access shareholder proposals to 75 companies at...

 


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