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Corporations, Securities & Antitrust

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  • Antitrust
  • Corporate Governance
  • International Business
  • Securities & Corporate Finance

Projects

2017 National Lawyers Convention

November 16, 2017

The 2017 National Lawyers Convention is scheduled for Thursday, November 16 through Saturday, November 18 at the Mayflower Hotel in Washington, D.C. More information will be posted later this summer.

The State of Antitrust Enforcement - Event Audio/Video

Corporations, Securities & Antitrust Practice Group
Albert A. Foer, Geoffrey A. Manne, Joshua D. Wright, Ronald A. Cass June 16, 2017

Antitrust policy during much of the Obama Administration was a continuation of the Bush Administration’s minimal involvement in the market. However, at the end of President Obama’s term, there was a significant pivot to investigations and blocks of high profile mergers such as Halliburton-Baker Hughes, Comcast-Time Warner Cable, Staples-Office Depot, Sysco-US Foods, and Aetna-Humana and Anthem-Cigna. How will or should the new Administration analyze proposed mergers, including certain high profile deals like Walgreens-Rite Aid, AT&T-Time Warner, Inc., and DraftKings-FanDuel?

This lively luncheon panel discussion covered these topics and the anticipated future of antitrust enforcement. This event was held on June 9, 2017, at the National Press Club in Washington, DC.

Speakers: 

  • Albert A. Foer, Founder and Senior Fellow, American Antitrust Institute
  • Prof. Geoffrey A. Manne, Executive Director, International Center for Law & Economics
  • Hon. Joshua D. Wright, Professor of Law, George Mason University School of Law
  • Moderator: Hon. Ronald A. Cass, Dean Emeritus, Boston University School of Law and President, Cass & Associates, PC

National Press Club
Washington, DC

The State of Antitrust Enforcement

Albert A. Foer, Geoffrey A. Manne, Joshua D. Wright, Ronald A. Cass June 09, 2017

Antitrust policy during much of the Obama Administration was a continuation of the Bush Administration’s minimal involvement in the market. However, at the end of President Obama’s term, there was a significant pivot to investigations and blocks of high profile mergers such as Halliburton-Baker Hughes, Comcast-Time Warner Cable, Staples-Office Depot, Sysco-US Foods, and Aetna-Humana and Anthem-Cigna. How will or should the new Administration analyze proposed mergers, including certain high profile deals like Walgreens-Rite Aid, AT&T-Time Warner, Inc., and DraftKings-FanDuel?

Join us for a lively luncheon panel discussion that will cover these topics and the anticipated future of antitrust enforcement.

Speakers: 

  • Albert A. Foer, Founder and Senior Fellow, American Antitrust Institute
  • Professor Geoffrey A. Manne, Executive Director, International Center for Law & Economics

  • Honorable Joshua D. Wright, Professor of Law, George Mason University School of Law

  • Moderator: Honorable Ronald A. Cass, Dean Emeritus, Boston University School of Law and President, Cass & Associates, PC

Fifth Annual Executive Branch Review Conference

The Relationship between Congress and the Executive Branch
May 17, 2017

The Fifth Annual Executive Branch Review Conference will examine the changing and often convoluted relationship between the legislative and the executive branches in the United States government. This daylong conference will feature plenary panels, addresses, and breakout panels on topics such as “The Unitary Executive,” “Chevron Deference,” and “Congressional Oversight of Voting Rights.”

The Conference will begin with an opening address by Senator Mike Lee and end with a closing address by OMB Director Mick Mulvaney and a reception.

Consumer Financial Protection Bureau Update - April 2017

Financial Services & E-Commerce Practice Group Teleforum
Wayne A. Abernathy, Julius L. Loeser April 18, 2017

Members of the Federalist Society’s Financial Services & E-Commerce Practice Group Executive Committee will provide an update on recent important activity at the Consumer Financial Protection Bureau (CFPB). The call will cover many interesting topics including an update of PHH’s D.C. Circuit U.S. Court of Appeals case against the CFPB, a recent Executive Order which appears to apply to the CFPB, congressional activity regarding the CFPB, the CFPB’s recent fines and other actions, and the CFPB’s (and Federal Reserve Board’s) Office of Inspector General (OIG) audit report entitled “The CFPB Can Strengthen Contract Award Controls and Administrative Processes.” 

Featuring:

  • Hon. Wayne A. Abernathy, Executive VP for Financial Institutions Policy and Regulatory Affairs, American Bankers Association
  • Julius L. Loeser, Of Counsel, Winston & Strawn LLP

Kokesh v. SEC

Short video featuring Rachel Paulose
Rachel Kunjummen Paulose April 17, 2017

Is the SEC limited to five years if it wants to make a criminal defendant pay back money obtained illegally? Rachel Paulose, partner at DLA Piper, explains the dispute in Kokesh v. SEC. Charles Kokesh claims that a five-year statute of limitations applies, while the Securities and Exchange Commission maintains that illegally obtained money should be paid back regardless of how much time has passed. SCOTUS oral argument is April 18, 2017.

Criminal Regulatory Statutes: Is “Deliberate Indifference” Sufficient Mens Rea For A “Knowing" Violation? Case Update: Farha v. United States

Criminal Law & Procedure Practice Group Teleforum
Paul D. Kamenar, Jeff Lamken, John G. Malcolm February 14, 2017

Farha v. United States, currently pending on a petition for writ of certiorari to the U.S. Supreme Court, is a case study raising basic notions of due process, fair notice, the rule of lenity, mens rea, and whether administrative and civil remedies would be more appropriate.  What began as a highly publicized raid by some 200 FBI agents on a Florida health care company over an accounting dispute ended in the indictment, conviction, and prison sentences for the Wellcare executives for fraud.  

On appeal, where the case was captioned Clay v. United States, the U.S. Court of Appeals for the Eleventh Circuit upheld the convictions over the objections of the defendants that the jury instruction impermissibly allowed the jury to convict if the defendants were “deliberately indifferent” to the law’s requirement as opposed to finding a “knowing” violation as the statute requires.  The Supreme Court in 2011, in Global-Tech Appliances, a civil case involving patent infringement, held that "knowledge" cannot include "deliberate indifference" to show sufficient mens rea to establish infringement. Accordingly, the cert petition, filed by Seth Waxman of WilmerHale, seeks to have the Court rule that the jury instructions should require a higher mens rea standard, all the more so in a criminal case. 

This case is particularly important for all regulated industries, where there are numerous laws and complex regulations governing conduct subject to administrative, civil, and criminal enforcement.

Featuring:

  • Paul Kamenar, Washington, D.C. Public Policy Attorney and Senior Fellow, Administrative Conference of the U.S.
  • Jeff Lamken, Partner, MoloLamken
  • ModeratorJohn G. Malcolm, Director and Ed Gilbertson and Sherry Lindberg Gilbertson Senior Legal Fellow, Edwin Meese III Center for Legal and Judicial Studies, The Heritage Foundation

Labor Issues in the Sharing Economy

Short video on the Sharing Economy
February 09, 2017

The sharing economy is changing the nature of work, yet it doesn’t fit clearly within laws governing labor and employment. In this short documentary, policy experts, lawyers, and sharing economy workers weigh in on the debate over "contractors v. employees" and what kind of protections workers need in this new economy.

Reframing Financial Regulation: Enhancing Stability and Protecting Consumers

Financial Services & E-Commerce Practice Group Teleforum
Hester Peirce January 26, 2017

Reframing Financial Regulation: Enhancing Stability and Protecting Consumers, edited by Hester Peirce and Benjamin Klutsey, brings together a diverse set of authors to provide alternative ways to regulate different aspects of the financial system. The chapters embody approaches that rely less on centralized, top-down regulations and more on market discipline and oversight. The recently published book, which reflects a wide variety of viewpoints and approaches, seeks to initiate a lively conversation about how a thoughtfully regulated, market-based financial system can facilitate risk sharing, efficiently provide access to capital, and enable households to save for the future.

Senior Research Fellow and the Director of the Financial Markets Working Group at the Mercatus Center at George Mason University, Hester Peirce, will join us to discuss this new book. 

Featuring:

  • Hester Peirce, Senior Research Fellow and the Director of the Financial Markets Working Group at the Mercatus Center

Consumer Financial Protection Bureau Update - January 2017

Financial Services & E-Commerce Practice Group Teleforum
Wayne A. Abernathy, Julius L. Loeser January 25, 2017

Members of the Federalist Society’s Financial Services & E-Commerce Practice Group Executive Committee will provide an update on recent important activity at the Consumer Financial Protection Bureau (CFPB). The discussion will cover a multitude of topics including Fair Lending Priorities in 2017, a new proposed CFPB arbitration rule, CFPB restitution fines imposed on Equifax Inc. and TransUnion Inc., the CFPB's recently released 2016 Annual Employee Survey, the CFPB's Diversity and Inclusion Strategic Plan for 2016-2020, the role of emotion in consumer protection law, and the potential impact of the new Administration on the Bureau.  

Featuring:

  • Hon. Wayne A. Abernathy, Executive VP for Financial Institutions Policy and Regulatory Affairs, American Bankers Association
  • Julius L. Loeser, Of Counsel, Winston & Strawn LLP