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| 1 | Supreme Court Holds Bankruptcy Code Transfer Tax Exemption Applicable Only to Postconfirmation Transfers George B. South, Jason R. Wolf; King & Spalding LLP; July 18, 2008, previously published on June 30, 2008 On June 16, 2008, the United States Supreme Court issued an opinion in Florida Department of Revenue v. Piccadilly Cafeterias, Inc. holding that the stamp-tax exemption of 11 U.S.C. § 1146(a) does not apply to transfers of assets made prior to confirmation of a Chapter 11 plan. |
| 2 | Turf Battle or Investor Protection? Ira N. Rosner, Elina L. Todorova; Greenberg Traurig, P.A.; July 18, 2008, previously published on June 2008 In light of growing suitability concerns and questionable selling techniques, the U.S. Securities and Exchange Commission (SEC) has reevaluated its position regarding indexed products and, in particular, indexed annuities under which payments to the purchaser are dependent upon the performance of a... |
| 3 | Second Circuit Construes CAFA Jurisdiction Exception for State Securities Claims Michael T. Brody; Jenner & Block LLP; July 18, 2008, previously published on May 2008 The Class Action Fairness Act ("CAFA") provides an exception to federal jurisdiction for class actions that solely involve claims "relating to the rights, duties (including fiduciary duties), and obligations relating to or created by or pursuant to any security." |
| 4 | SEC to Propose Liberalizing Changes to Securities Exchange Act Rule 15a-6 Michael R. Butowsky, Charles M. Horn, Scott A. Anenberg; Mayer Brown LLP; July 18, 2008, previously published on June 26, 2008 At an open meeting convened on June 25, 2008, the US Securities and Exchange Commission (SEC) approved the issuance for public comment of liberalizing amendments to Rule 15a-6 under the Securities Exchange Act of 1934 (the "Exchange Act"). |
| 5 | What Is Your Position? Swaps, Groups and Equity Ownership After CSX Corporation v. The Children's Investment Fund Kramer Levin Naftalis & Frankel LLP; July 17, 2008, previously published on July 2008 On June 11, 2008, CSX Corporation v. The Children's Investment Fund held that two hedge funds had violated Section 13(d) of the Securities Exchange Act by failing timely to disclose cash-settled total return swaps (TRSs) in CSX's common stock. |
| 6 | SEC Again Defers Compliance Date for Auditor Attestation Reports by Non-Accelerated Filers Mayer Brown LLP; July 18, 2008, previously published on June 30, 2008 On June 20, 2008, the Securities and Exchange Commission adopted rules that again defer the compliance date for independent auditor attestation reports with respect to the internal control over financial reporting requirements by non-accelerated filers required by Section 404 of the Sarbanes-Oxley... |
| 7 | Corporate Parent Liable Under § 20(a) For Subsidiary's Securities Violations C. John Koch; Jenner & Block LLP; July 18, 2008, previously published on May 2008 In Laperriere v. Vesta Insurance Group, Inc., No. 06-14524, 2008 WL 1883482 (11th Cir. Apr. 30, 2008), the Eleventh Circuit held that a parent corporation can be held liable as a controlling person for federal securities violations committed by its subsidiary, although the liability is not... |
| 8 | New Rules for Disclosing Environmental and Other Loss Contingencies Kevin A. Ewing, Jason B. Hutt; Bracewell & Giuliani LLP; July 15, 2008, previously published on June 17, 2008 Environmental disclosures under the U.S. securities laws are about to change materially as a result of a proposed new standard from the Financial Accounting Standards Board. FASB has just issued for public comment a major revision of the iconic FAS 5 standard governing the disclosure of loss... |
| 9 | CSX Decision: Empty Relief? Barry N. Hurwitz, Michael P. O'Brien, Anthony J. Carbone, Barry B. Direnfeld, Roger P. Joseph, Neal E. Sullivan, John R. Utzschneider; Bingham McCutchen LLP; July 12, 2008, previously published on June 26, 2008 In a much discussed and awaited decision, the United States District Court for the Southern District of New York (the "Southern District") recently concluded in CSX Corporation v. The Children's Investment Fund Management (UK) LLP et al. (S.D.N.Y. No. 08 Civ. 2764) that the defendants --... |
| 10 | SEC Proposes Amendments to Exchange Act Rule 15a-6 Regarding a Foreign Broker's Access to U.S. Investors W. Hardy Callcott, Kevin A. Zambrowicz, Roger P. Joseph, Neal E. Sullivan, Margaret Blake; Bingham McCutchen LLP; July 11, 2008, previously published on June 26, 2008 On June 25, 2008, the Securities and Exchange Commission held an open meeting to consider, among others, a proposed rule change by the Division of Trading and Markets regarding amendments to Rule 15a-6 under the Securities Exchange Act of 1934. |


