Corporate Finance

January 15, 2021

I apologize for taking so long between posts, but, to be fair, there’s been a lot going on in the past week or so that has captured my attention! I wish everyone a happy and SAFE new year! – Alan While undoubtedly FINRA will be issuing its annual “examination priorities” letter any day now, that is hardly the best way to figure out exactly what FINRA is paying attention to now (as that letter kind…

LIBOR Transition Blog

UK Working Group Publishes Paper on Credit Adjustment Spread Methodologies

By Lauren J. Blaber, Jennifer J. Kafcas, Harry Poland, Linn Mayhew & Alvino S. van Schalkwyk

January 15, 2021

With the end of LIBOR drawing closer, the FCA, Bank of England and the Working Group on Sterling Risk-Free Reference Rates (the Working Group) are encouraging market participants to actively transition from referencing LIBOR rates in their loan agreements to risk-free rates (such as SONIA). In this respect, one important aspect that market participants need to consider is the credit spread adjustment (CAS) that will be required. Market participants use a CAS to mitigate the…

Gravity Legal Blog

Webinar: Building a Scalable, Healthy Practice with Subscriptions

By Dan Lear

January 12, 2021

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We’ve been talking a LOT about subscription legal services lately. In fact, check out our recently launched Subscription Legal Services Resource Center where we’ve collected a bunch of our best subscription-related content all in one place.…

LIBOR Transition Blog

Key Date Reminder: Go-live of ISDA’s IBOR Fallbacks Supplement and Protocol

By Lauren J. Blaber, Jennifer J. Kafcas, Harry Poland & Alvino S. van Schalkwyk

January 12, 2021

Following years of consultations, ISDA published its long-awaited IBOR Fallbacks Supplement to the 2006 ISDA Definitions (the Supplement) and Protocol on October 23, 2020. The Supplement and Protocol provide a standardized and efficient means of transitioning derivatives contracts currently referencing IBORs to risk-free rates (more information on which can be found in our earlier blog post). Market participants are reminded that the Supplement and Protocol will become effective on January 25, 2021 (the Protocol…

Money Laundering Watch

The OCC Embraces Technology, Proposes Exemption to SAR Requirements and Announces Acceptance of Distributed Ledgers and Stablecoins

By Andrew N. D'Aversa

January 7, 2021

The Comptroller of the Currency (the “OCC”) has been busy, and focused on technology. We discuss two recent developments: proposed regulations that would allow the OCC to grant exemptions relating to Suspicious Acivity Reports (“SARs”), and the OCC’s announcement that national banks and federal savings associations may employ both independent node verification networks (“INVNs”) and stablecoins to perform banking functions. SAR Filing Exemptions In late December, the OCC proposed new regulations to amend the “Suspicious…

Securities Law Exchange

SEC Adopts New E-Signature Rules

By Kevin Douglas

January 5, 2021

On November 17, 2020, the Securities and Exchange Commission (SEC) adopted rules (which are now effective) permitting electronic signatures for SEC filings, provided that certain procedures are followed. There are potential advantages to the utilization of e-signatures by public companies in SEC filings, including from a facilitation perspective (particularly for filings such as registration statements and 10-Ks which need to be signed by a significant number of individuals) and a record-keeping perspective. Overview of E-Signature…

Money Laundering Watch

U.S. Passes Historic BSA/AML Legislative Change

By Peter D. Hardy, Beth Moskow-Schnoll, Alexa L. Levy & Terence M. Grugan

January 4, 2021

Covered Companies Must Report Beneficial Ownership to National Database Upon Incorporation First Blog Post in an Extended Series on Legislative Changes to BSA/AML Regulatory Regime Change is upon us. The U.S. House and Senate have passed – over a Presidential veto – the National Defense Authorization Act (“NDAA”), a massive annual defense spending bill. As we have blogged, this bill, now law, contains historic changes to the Bank Secrecy Act (“BSA”), coupled with other…

Securities Law Exchange

Tribute to Jim Cheek

By Todd Rolapp

January 4, 2021

2020 marked Jim Cheek’s 50th year with Bass, Berry & Sims. I have been invited by our corporate and securities partners as a guest author on the Securities Law Exchange Blog to share and celebrate all that Jim has meant to our firm, and the Corporate and Securities Bar. Jim shaped what Bass, Berry & Sims is today, and his influence is felt way beyond the Nashville borders by practitioners, executives, and many friends. Jim…

Money Laundering Watch

Money Laundering Watch: 2020 Year in Review

By Peter D. Hardy, Izabella Babchinetskaya, Andrew N. D'Aversa, Brad Gershel, Terence M. Grugan, Diana M. Joskowicz, Alexa L. Levy, Beth Moskow-Schnoll, Marjorie J. Peerce, Shauna Pierson, Priya Roy & Mary K. Treanor

January 3, 2021

Farewell to 2020. Although it was an extremely difficult year, let’s still look back — because 2020 was yet another busy year in the world of money laundering and BSA/AML compliance. We are highlighting 12 of our most-read blog posts from 2020, which address many of the key issues we’ve examined during the past year — financial institution scandals; fraud relating to the COVID-19 pandemic and the Paycheck Protection Program; beneficial ownership and shell companies;…

The Securities Edge

The Best of Books in the Worst of Times

By Robert B. Lamm

January 2, 2021

I never thought I’d find myself quoting Her Majesty, Elizabeth II (even though we do share the same birthday), but 2020 was truly an annus horribilis. However, now that it is behind us, if only barely, it is once again time for my annual post on my 10 favorite books of the year gone by. For those of you who have not read my past “top tens,” these are books that I read during the…