Financial Regulatory Forum

Corporate Governance: proxy advisory guidelines and the shifting landscape of benchmarking executive compensation

By Alex Lee

NEW YORK, Jan. 30 (Business Law Currents) – Last year’s introduction of say-on-pay regulations via Dodd-Frank helped to arm shareholders with the capacity to disapprove compensation policies, but the SEC’s evolving compensation disclosure regulations and recent updates from proxy advisory firms’ guidelines indicate that executive compensation remains a key issue. While the post-Lehman headlines of public outrage and calls for legislative scrutiny over executive compensation may have waned, now more than ever, companies need to exercise great care when considering executive compensation policies.

Boards are stuck between a rock and a hard place. On one hand, they must recruit, retain, incentivize, and properly compensate prized executives. On the other, the must deal with a growing public animosity towards excessive executive compensation and shareholder unrest, especially in periods where companies are not performing optimally. (more…)

Squeeze on money-transfers to Somalia requires new vigilance by U.S. banks

By Brett Wolf

ST. LOUIS/NEW YORK, Jan. 27 (Thomson Reuters Accelus) – Somalis and Somali-Americans in Minneapolis, Minnesota are struggling to send money to their families now that the small, ethnic-based, money-remittance firms they relied on are no longer operating. Banks are no longer willing to process their transactions;  they worry that such transactions involving “hawala” transfer agents, commonly known as “hawaladars,” will cause the banks to run afoul of U.S.  sanctions and laws against money laundering and terrorism financing.

The hawaladars in Minneapolis and other cities that have experienced similar problems accessing bank accounts continue to seek ways to wire money to counterparts — often in Dubai, United Arab Emirates — so it can be forwarded to recipients elsewhere in the Middle East, Africa and Asia though informal  networks, experts in anti-money laundering enforcement say.  As a result, U.S. banks must beware of customers who might be running clandestine hawala operations from personal or business accounts. (more…)

UK insider trading fine against Einhorn a non-starter in U.S., experts say

By Stuart Gittleman

NEW YORK, Jan. 27 (Thomson Reuters Accelus) - The circumstances that led to UK trading-abuse penalties against U.S. fund manager Greenlight Capital and its portfolio manager David Einhorn probably would not have led to a similar case in the United States, securities lawyers told Thomson Reuters.

The UK Financial Services Authority (FSA) this week fined Greenlight Capital, a U.S. fund manager, and David Einhorn, its portfolio manager, for selling shares after receiving a tip that the issuer was planning an offering that would dilute the fund’s position.  (more…)

Foreign Account Tax Compliance Act threatens investment in the U.S.

US dollar note and other currenciesBy Christopher Elias (The views expressed are the author’s own)

LONDON/NEW YORK, (Business Law Currents) – A fiscal tourniquet will put a squeeze on tax evasion – the Foreign Account Tax Compliance Act (FATCA) is threatening to clog the arteries of the world’s financial system with U.S. withholding taxes and burdensome obligations on non-U.S. firms.

Designed to staunch the bleeding of capital from the U.S. to secret bank accounts, FATCA is clamping down on overseas earnings but its unintended consequences are threatening to undermine investment in the U.S. (more…)

Einhorn/Greenlight Capital fine highlights duty for investors to seek absolute clarity over inside information

By Martin Coyle and Alex Robson

LONDON/NEW YORK, (Thomson Reuters Accelus) – A decision by the UK Financial Services Authority (FSA) to fine hedge fund manager David Einhorn and his Greenlight Capital fund 7.3 million pounds ($11.5 million) has highlighted the need for professional investors to ascertain clearly what constitutes inside information, securities lawyers said. The FSA said that it fined Einhorn 3.64 million pounds and Greenlight Capital 3.65 million pounds for using inside information that he obtained from a broker before selling shares in a UK public company in 2009. Einhorn’s is the biggest scalp by far of the FSA’s renewed determination to punish market manipulation as part of its “credible deterrence” policy.

The regulator said that Einhorn learned from a telephone conversation with the broker that British pub company Punch Taverns was on the verge of a significant equity fundraising, prompting the New York-based financier to sell down his holdings before an anticipated fall in the shares. (more…)

Peer to peer lending: the murky future with America’s new consumer protector

By Alex Lee

NEW YORK, Jan. 25 (Business Law Currents) - With the promise of high yields, peer to peer lending is attracting record amounts from institutional investors and individual lenders alike, even in the face of a cloudy regulatory future. Potential uncertainty aside, the attraction of an estimated $2.5 trillion industry is proving too hard to pass up for investors. The two largest P2P lending companies, LendingClub and Prosper have funded loans so far to the tune of over $480 million and $290 million respectively.

By way of background, peer to peer (P2P) lending microcredit institutions sprang up in 2005 in order to provide needy borrowers with viable alternatives to normal commercial bank loans. This industry had as its backbone, the seemingly novel concept of stripping out intermediaries, such as banks, and allowing lenders and borrowers to connect to reach their own financial terms for loans via the internet. The nascent industry made significant strides when even credit-worthy borrowers were locked out of the commercial credit markets due to the credit crisis. (more…)

New Iran sanctions most threaten non-U.S. banks

* U.S. Treasury under pressure to draft tough Iran sanctions

* New law targets banks including central banks

* Impact seen strongest on non-U.S. banks

 

By Brett Wolf

ST. LOUIS, Jan 20 (Thomson Reuters Accelus) – The U.S. Treasury Department is under bipartisan pressure to draft tough rules implementing an Iranian sanctions law enacted in December. While the effect on U.S. financial institutions is likely to be minimal, foreign financial institutions may take a hit. (more…)

Corporate boards seek a few good generals- directors’ group recruits military

By Stuart Gittleman

NEW YORK, Jan. 12 (Thomson Reuters Accelus) — The National Association of Corporate Directors has launched a program to recruit generals and admirals for membership on boards of directors, with the aim of advancing standards of professionalism and increasing diversity of perspective, the group said Thursday.

The first program will be held Tuesday, February 28 through Thursday, March 1 in Washington, DC. Interested veteran and active-duty military flag and general officers can request an invitation and review the agenda, speakers and program details by clicking here.

(more…)

Global regulation 2011: a review of policies that shaped the business world

Jan. 10 (Business Law Currents) — Global regulators have been anything but idle in 2011. Predictably, the U.S. regulatory landscape was dominated by the 800-lb. statutory gorilla, the Dodd-Frank Act. Canada busied itself trying to accommodate Basel III’s coming capital requirements. Anti-bribery regulation managed to elbow its way into UK headlines in spite of a phone hacking scandal and a royal wedding. China cracked down on loopholes for variable interest entities, while Australia’s new tax regime found few friends in the mining sector down under. (more…)

Ten things UK/EU compliance officers must do in 2012

By Susannah Hammond

LONDON, Jan. 9 (Thomson Reuters Accelus) – This year will be a year of clarifying, evaluating and beginning to implement the practical detail that underpins the sweep of regulatory change due in 2012 and beyond. The changes are not limited to the rulebooks but encompass the regulatory bodies, required structural changes (to banks in particular), the identification of systemic financial services firms and, last but not least, changes to the regulatory perimeter.

Last year saw compliance officers undertake fundamental regulatory reviews and maintenance, as well as ensure the map of their businesses and employees was accurate and that there were effective mechanisms in place to keep it up to date.

The strategic success for a firm faced with the changes due in 2012 will depend on the strength of the foundations on which it is built. As all experienced compliance officers know, one cannot implement change if one does not have an accurate map to build on. Here are 10 things that compliance officers must consider in 2012.

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