Corporate Finance

April 12, 2021

On March 30, 2021, the LMA published its exposure draft RFR documentation as recommended forms, and updated the documentation to reflect, among other things, the Sterling Risk-free Rate Working Group’s (the Working Group) updated conventions. The LMA also replaced their single currency SONIA and SOFR exposure drafts with two recommended form single currency RFR facility agreements, and updated their RFR terms.…

Money Laundering Watch

Review, then Reform? AMLA Charts a Path for the Future of SARs and CTRs

By Brian N. Kearney

April 11, 2021

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Eighth Blog Post in an Extended Series on Legislative Changes to the BSA/AML Regulatory Regime As we have blogged, the Anti-Money Laundering Act of 2020 (“AMLA”) contains major changes to the Bank Secrecy Act (“BSA”), coupled with other changes relating to money laundering, anti-money laundering (“AML”), counter-terrorism financing (“CTF”) and protecting the U.S. financial system against illicit foreign actors. In this post, we review several provisions of the AMLA section entitled “Modernizing the Anti-Money…

Broker- Dealer Law Corner

FINRA Got It Right When It Comes To BCPs . . . But Not So Much On SARs

By Alan Wolper

April 10, 2021

FINRA is often accused (mostly rightfully, and certainly by me) of being a horse-is-already-out-of-the-barn sort of regulator, jumping on an issue only after the problem has already arisen and made it to the front page of the Wall Street Journal. But, that’s not always the case. Indeed, there are occasions when FINRA is out ahead of the curve, providing warnings of problems that may seem remote at the time, but which later manifest themselves. Such…

The Securities Edge

Caveat Everybody — The SEC Takes Aim at SPACs

By Robert B. Lamm

April 9, 2021

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In the last several days, the SEC has engaged in a skirmish, and possibly an opening battle, against SPACs. A recap follows. The first shot was fired on March 31, when the Staff of the SEC’s Division of Corporation Finance and the Office of Chief Accountant issued separate public statements about a number of risks and challenges associated with taking private companies public via “deSPAC” transactions. The CorpFin statement covered a lot of territory, pointing…

Iowa Banking Law Blog

Community Bank Alert: FDIC’s Brokered Deposit Rule

By dgonzalesdickinsonlaw-com-dickinson-mackaman-t

April 8, 2021

The Federal Deposit Insurance Corporation (FDIC) recently amended the Brokered Deposit Rule in order to clarify the deposit broker definition while simultaneously incorporating several previous FDIC staff interpretations. The new rule became effective on April 1, 2021 with a phase in for certain provisions to be completed as of January 1, 2022. The rule change clarified both the definition of a “Deposit Broker” as well as making clear rules for exceptions to the definition. The…

Broker- Dealer Law Corner

Credit Suisse Runs Into Trouble Trying To Monitor Outside Brokerage Accounts, Despite Its Best Intentions

By Alan Wolper

April 7, 2021

I am back from Spring Break — spent here, in my home, of course — and I hope that you all had a nice Easter or Passover, or whatever. Good to be back. – Alan Sometimes, the numbers that FINRA cites in its settlements with big broker-dealers are so ridiculously large that it’s nearly impossible to compare these cases with those brought against small firms for similar rule violations. See, for instance, my recent blogs…

Timely disclosure

CSA and IIROC publish updated guidance on cryptocurrency regulatory issues; OSC issues deadline for cryptocurrency companies to begin regulatory compliance efforts

By Daniel Fuke & Julie He

April 7, 2021

On March 29, 2021, the Canadian Securities Administrators (“CSA”) and the Investment Industry Regulatory Organization of Canada (“IIROC”) jointly published Staff Notice 21-329 Guidance for Crypto-Asset Trading Platforms: Compliance with Regulatory Requirements (“Notice 21-329”)[1]. Notice 21-329 provides guidance on how securities legislation will be applied to crypto-asset trading platforms (“CTPs”) and in doing so expands on the regulatory guidance previously set out in CSA Staff Notice 21-327[2] and joint CSA/IIROC Consultation Paper…

Covington Competition

The CJEU’s Lundbeck judgment

By Miranda Cole, Wesley Lepla & Marilena Nteve

April 7, 2021

On 25 March 2021, the Court of Justice of the European Union (“CJEU”) dismissed the appeals by Lundbeck, Merck KGaA (and Generics UK), Arrow, Alpharma (and Xellia) and Ranbaxy, against the General Court’s (“GC”) judgment upholding the European Commission’s (“Commission”) 2013 pay-for-delay infringement decision. Background The case concerns the antidepressant containing the active pharmaceutical ingredient (“API”) citalopram. Lundbeck’s patents for the API and two processes to produce it were protected in…

Money Laundering Watch

FinCEN Seeks Comments on Corporate Transparency Act Implementation

By Peter D. Hardy, Izabella Babchinetskaya & Kelly A. Lenahan-Pfahlert

April 7, 2021

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Seventh Post in an Extended Series on Legislative Changes to BSA/AML Regulatory Regime On April 5, 2021, the Financial Crimes Enforcement Network (“FinCEN”) issued an advance notice of proposed rulemaking (“ANPRM”) to solicit public comment on questions pertaining to the implementation of the Corporate Transparency Act (“CTA”), passed as part of the Anti-Money Laundering Act of 2020 (“AMLA”). The CTA requires certain legal entities to report their beneficial owners at the time of their creation…

Money Laundering Watch

Banking and Cannabis Enforcement Round Up: NCUA Imposes First Penalty Relating to Cannabis Banking Services; Cannabis Industry Execs Convicted of Defrauding Banks into Providing Financial Services; Congress Re-Introduces the SAFE Banking Act

By Beth Moskow-Schnoll & Hannah L. Welsh

April 6, 2021

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Much has occurred in the last two months regarding the relationship between financial institutions and Marijuana-Related Businesses, or MRBs. In this post, we discuss three major developments, all of which share a complex connection. First, the National Credit Union Administration (“NCUA”) recently pursued its first enforcement action against a credit union for Anti-Money Laundering (“AML”) compliance failures when servicing MRBs. Second, two cannabis industry executives were convicted of bank fraud for allegedly tricking banks and…