• Request for Guidance.

According to SEC Actions, some 33 business and industry groups have written Assistant Attorney General Lanny Breuer and Acting SEC Director of Enforcement George Canellos requesting additional FCPA guidance. The letter comes three months after the Justice Department and SEC jointly published A Resource Guide to the U.S. Foreign Corrupt Practices Act, which examines the SEC and DOJ approach to FCPA enforcement. Among other things, the letter requests the equivalent of a legislative safe harbor for companies with robust FCPA compliance programs.

• Effective Compliance.

CFO.com outlined the hallmarks of an effective, risk-based compliance program. Law.com noted the five questions companies should ask when conducting FCPA due diligence of third party vendors.

• Judicial Developments.

Two recent federal court cases provide additional insight into FCPA enforcement. In SEC v. Straub, the potential cross-border and long-lasting reach of the FCPA was made plain. The SEC filed charges against executives at Deutsche Telekom's subsidiary, Magyar. The U.S. District Court for the Southern District of New York held it had personal jurisdiction over the executives, even though they were not U.S. residents, because they allegedly engaged in conduct designed to violate U.S. law, Magyar and Deutsche Telekom list securities on the NYSE, and both companies file with the SEC. The statute or limitations did not run because defendants were not present in the U.S. Moreover, the defendants' use of emails provided the predicate for interstate commerce. Although the emails originated and terminated outside the U.S., they were routed through the U.S.; the fact that defendants may not have known that, was immaterial.

• Proposed Financial Market Utilities Rule.

On February 26th, the Federal Reserve Board requested comment on a proposed rule amending Regulation HH to set out the conditions and requirements for a Federal Reserve Bank to open and maintain accounts for and provide financial services to financial market utilities designated as systemically important by the Financial Stability Oversight Council. In addition, the proposed rule, which implements provisions of Title VIII of the Dodd-Frank Act, would authorize a Reserve Bank to pay interest on the balances maintained by a designated financial market utility in accordance with the title and other terms and conditions as the Board may prescribe. Comments should be submitted within 60 days after publication in the Federal Register, which is expected shortly. Federal Reserve Board Press Release.

• FDIC Quarterly Banking Profile.

On February 26th, the FDIC published its Quarterly Banking Profile for the 2012 fourth quarter. Among other things, the profile notes that insured institutions reported aggregate net income of $34.7 billion in the fourth quarter of 2012, a $9.3 billion (36.9 percent) improvement from the $25.3 billion in profits the industry reported in the fourth quarter of 2011. Increased noninterest income and lower provisions for loan losses continued to account for most of the year-over-year improvement in earnings. Asset quality indicators continued to improve as insured banks and thrifts charged off $18.6 billion in uncollectible loans during the quarter, down $7.0 billion (27.4 percent) from a year earlier. The amount of noncurrent loans and leases (those 90 days or more past due or in nonaccrual status) fell for the 11th consecutive quarter, and the percentage of loans and leases that were noncurrent declined to the lowest level in four years. FDIC Press Release.

• FDIC and European Commission Meet.

On February 25th, the FDIC announced that on February 19, 2013, FDIC representatives met with their European Commission counterparts to discuss issues related to the resolution of banks and systemically important financial institutions ("SIFI’s") and to deposit insurance regimes. Topics discussed included the EC’s proposed directive on bank recovery and resolution; deposit guarantee regimes; the FDIC’s work on planning for SIFI resolutions; and future initiatives that might be undertaken related to cross-border cooperation. A working group is expected to meet twice a year with less formal communications occurring in between. FDIC Press Release.

• FinCEN Advisory on Tax Refund Fraud.

On February 26th, the Financial Crimes Enforcement Network issued an Advisory reminding financial institutions of previously-published information concerning tax refund fraud and the subsequent reporting of such activity through the filing of Suspicious Activity Reports.

• Treasury Department Issues General License for Burma.

On February 22nd, the Treasury Department issued a general license to authorize additional U.S. economic activity in Burma. The general license, issued by the Office of Foreign Assets Control allows individuals, companies, and financial institutions to conduct most transactions, including opening and maintaining accounts and conducting a range of other financial services, with four of Burma's major financial entities: Myanma Economic Bank, Myanma Investment and Commercial Bank, Asia Green Development Bank, and Ayeyarwady Bank. Treasury Department Press Release.

• Designations.

On February 26th, the Treasury Department designated Mullah Ahmed Shah Noorzai pursuant to Executive Order 13224, which targets terrorists and their supporters. Ahmed Shah owns and operates the U.N.-designated Roshan Money Exchange, which was previously designated in June 2012 for providing financial services to the Taliban. Treasury Department Press Release.

• Adjustments to Civil Money Penalty Amounts.

On February 27th, the SEC adopted a final rule adjusting the maximum amounts of the civil monetary penalties for the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940, the Investment Advisers Act of 1940, and certain penalties under the Sarbanes-Oxley Act of 2002. The adjustments are effective upon publication in the Federal Register, which is expected shortly. SEC Release No. 33-9387.

• International Accounting Hopes.

On March 1st, Reuters discussed the IASB's decision allowing the SEC to keep its seat as the accounting rule-maker and the hope that the Commission will adopt international standards. Adoption Hopes.

• Power Forward.

On February 26th, Bloomberg profiled Mary Jo White, President Obama's nominee to chair the SEC. Among other things, Bloomberg notes White's role as a prosecutor who ultimately decided against indicting Prudential Securities for its alleged $8 billion marketing fraud, and as a five-foot forward on the office basketball team. Profile.

• SEC Speaks.

On February 22nd, the SEC Commissioners addressed the Practicing Law Institute's annual SEC Speaks Conference. Chairman Elisse Walter discussed her fictional "Aunt Millie" and the need to make markets safe for investors. Commissioner Luis Aguilar addressed market instability. Commissioner Troy Paredes reviewed the Commission's disclosure mandate and mission, questioning some of the new disclosures required by the Dodd-Frank Act. Commissioner Daniel Gallagher, after summarizing the SEC's historical antecedents, asked whether the creation of the Financial Stability Oversight Council threatens the agency's independence.

• Open Meeting.

The SEC will hold an open meeting on March 6, 2013 to consider whether to propose Regulation Systems Compliance and Integrity (Regulation SCI) under the Securities Exchange Act of 1934 and conforming amendments to Regulation ATS under the Exchange Act. Meeting Notice.

• SEC Announces Roundtable on Assigned Credit Ratings.

The SEC will hold a Credit Ratings Roundtable on May 14, 2013 to discuss a recent staff report on credit ratings and related matters. SEC Press Release.

• SEC Announces Roundtable on Fixed Income.

The SEC will hold a roundtable on April 16, 2013 to discuss potential ways to improve the transparency and efficiency of fixed income markets. The roundtable will focus on the corporate bond market and the municipal securities market, which were the subjects of a July 2012 report. SEC Press Release.

• SEF Quote Threshold.

On March 1st, Advisor.ca, covering a Financial Times article, reported CFTC Commissioner Mark Wetjen will propose that the agency lower its swap execution facility quote threshold from five to two. Quote Threshold.

• Continued Opacity.

On February 28th, Bloomberg discussed the difficulties regulators are encountering as they try to bring greater transparency to the swap trading market. Opacity.

• CFTC Amends Administrative Proceedings Rules.

On February 26th, the CFTC published amendments to its Rules of Practice, Rules Relating to Reparation Proceedings, and its Rules Relating to Review of National Futures Association Decisions in Disciplinary, Membership Denial, Registration and Membership Responsibility Actions, to simplify and clarify service, filing and formatting requirements, particularly those requirements applicable to electronic service and filing. The CFTC also amended its Rules Relating to Reparations Proceedings to clarify the authority of its Judgment Officers. The amendments are effective immediately. 78 FR 12933.

• Compliance Schedule for Clearing iTraxx CDS.

On February 25th, the CFTC's Division of Clearing and Risk advised it has received notice from ICE Clear Credit that it has begun offering customer clearing of the iTraxx CDS indices that are subject to the clearing requirement under Regulation 50.4(b) and section 2(h) of the Commodity Exchange Act. Based on that notice, and the requirements of the CFTC's Clearing Requirement Determination under Section 2(h) of the CEA, the CFTC announced the revised compliance schedule for required clearing of those indices. CFTC Press Release.

• Commodity Futures Trading Commission

February 11, 2013 – Clearing Requirement Determination Under Section 2(h) of the Commodity Exchange Act. 77 FR 74283.

• Consumer Financial Protection Bureau

March 18, 2013 – Disclosure of Records and Information. 78 FR 11483.

• National Credit Union Administration

April 1, 2013 - Chartering and Field of Membership Manual for Federal Credit Unions. 78 FR 13460.

March 29, 2013 - Investment and Deposit Activities. 78 FR 13212.

• Securities and Exchange Commission

March 25, 2013 - Lost Securityholders and Unresponsive Payees. 78 FR 4768.

• Amendment to Attestation Rule Proposed.

On February 25th, the SEC provided notice of BATS Y-Exchange's filing of an amendment to the attestation requirement of BYX Rule 11.24 to allow a Retail Member Organization to attest that "substantially all" orders submitted to the Retail Price Improvement Program will qualify as Retail Orders. Comments should be submitted on or before March 22, 2013. SEC Release No. 34-68975.

• Liquidity Amendment Approved.

On February 25th, the SEC approved The Depository Trust Corporation's proposal for the reduction of liquidity risk relating to its processing of maturity and income presentments and issuances of money market instruments. SEC Release No. 34-68983.

• TRACE Data Services Approved.

On February 28th, the Financial Industry Regulatory Authority announced that the SEC has approved amendments to FINRA Rule 7730 to establish two optional TRACE data delivery services and fees in connection with such services. The effective date is June 10, 2013. FINRA Regulatory Notice 13-09.

• Amendment to Telemarketing Rule Proposed.

On February 26th, the SEC provided notice of the Municipal Securities Rulemaking Board's filing of proposed amendment to Rule G-39, on telemarketing, to add provisions that are substantially similar to FTC rules that prohibit deceptive and other abusive telemarketing practices. Comments should be submitted within 21 days after publication in the Federal Register, which is expected shortly. SEC Release No. 34-68987.

• Mergers and Litigation.

On March 1st, Corporate Counsel discussed the significant correlation between mergers and litigation, summarizing a Cornerstone Research study which found that 96 percent of mergers valued over $500 million resulted in litigation. Mergers and Litigation.

• Much Ado about Bonuses.

On February 28th, DealBook suggested that the European Commission's decision to propose limits on the bonuses European banks may pay to their executives may not be as dramatic as some seem to think. Much Ado. See also The Guardian (summarizing the E.C.'s decision and the steps which must be taken before the proposal goes into effect).

• Volcker Rule Delay.

On February 27th, the Wall Street Journal said that the rules implementing the Dodd-Frank Act's prohibition against proprietary trading may not be finalized until the second half of the year. Volcker Rule Delay.

• Public Education.

On February 27th, the Washington Post reported that although the SEC has yet to implement crowdfunding rules, crowdfunding advocates are busy educating investors about its possibilities. Some, however, see the efforts as premature. Educating the Masses.

• Underwriters under Threat.

On February 27th, Reuters discussed issuers' growing use of at-the-market offerings and block trades to raise additional capital, a trend that could threaten investment banks' bottom line. Threat.

• Investment Manager Settles Madoff Feeder Fund Allegations.

On February 27th, the Department of Labor announced that Austin Capital Management will pay $34 million to compensate employee benefit plans for losses suffered through investments in funds managed by Austin Capital Management which indirectly invested in Bernard L. Madoff's Ponzi scheme. The agreement follows an earlier settlement with Austin Capital's parent company, KeyCorp, for more than $9 million. The Department of Labor contended that Austin Capital violated the Employee Retirement Income Security Act by causing or permitting certain funds to imprudently invest the assets of ERISA-covered plans with Madoff through investments in the feeder fund. Department of Labor Press Release.

• Unintended Consequences.

On February 26th, DealBook noted the unintended consequences that could accompany a financial transactions tax: market volatility and market flight. Unintended Consequences.

• Personal Liability.

On February 26th, CFO.com discussed the new personal liabilities CFOs face in the wake of the Dodd-Frank Act. Personal Liability.

• A Different Kind of Securitization.

On February 26th, CFO.com discussed on-line personal asset lending, telling the story of a Canadian businessman who wanted to use diamonds as collateral for a loan to expand his business. Personal Asset Lending.

• Antitrust and Competition—The EU Weekly Briefing, Vol. 1, Issue 17.

Antitrust and Competition — The EU Weekly Briefing is designed to provide timely updates on recent European Union competition law by including a short description of, and links to, recent developments. EU Weekly Briefing.

• London Fortnightly Financial Newsletter, Volume 1, Issue 7.

Litigation — Fortnightly Financial News is written by lawyers in Winston & Strawn LLP's London office, focussing on developments within the financial services industry. Fortnightly Financial Newsletter.

• Contact Us.

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