HBLR Online Volume 2 (2011-2012)

HBLR Online is a portal to timely pieces about recent developments in business law. As an important forum for opinion and scholarship, HBLR Online is designed to be a cutting edge guide to developments in the field of business law. HBLR Online also provides opportunities for student members to develop their own editing and writing skills. Accordingly, HBLR Online will contain pieces by students as well as outside contributors.

Restructuring Sovereign Debt Under Local Law: Are Retrofit Collective Action Clauses Expropriatory?
May 08, 2012
Melissa A. Boudreau: The European sovereign debt crisis has generated a number of controversial restructuring proposals that would have seemed appropriate only for emerging markets just a few years ago…

Capturing Time in Financial Statements
March 13, 2012
George M. Williams Jr: The Dodd-Frank Wall Street Reform and Consumer Protection Act applies a number of heightened standards to bank holding companies with consolidated assets of $50 billion or more…

Comments on Seasoning of Reverse Merger Companies Before Uplisting to National Securities Exchanges
March 12, 2012
David N. Feldman: Blockbuster Entertainment, Occidental Petroleum, Turner Broadcasting, Tandy Corp. (Radio Shack), Texas Instruments, Jamba Juice, and Berkshire Hathaway are just a few well-known companies that went public through a “reverse merger.”

The 2012 HBLR Symposium
March 12, 2012
The 2012 HBLR Symposium, Complexity and Change in Financial Regulation, will be held on March 23–24. Visit our symposium page for more information.

Economic Crises and Emergency Powers in Europe
March 10, 2012
Ragnhildur Helgadóttir: This article discusses the state reactions to financial crises from the point of view of domestic constitutional law and the main international obligations of European countries…

What is the Practical Importance of Default Rules under Delaware LLC and LP Law?
January 23, 2012
Mohsen Manesh: Despite much academic debate, it is now well settled that in Delaware at least, corporate law differs from unincorporated alternative entity law in one fundamental respect…

Conflict Minerals and SEC Disclosure Regulation
January 10, 2012
Celia R. Taylor: Dodd-Frank’s conflict minerals provision is framed as a disclosure requirement and thus seemingly falls within the purview of the SEC. However, the provision in fact is a back-end run around…

Proposed SEC Rules Could Limit Carried Interest and Incentive Compensation Paid by Private Equity Firms
November 27, 2011
Elizabeth Pagel Serebransky, Michael P. Harrell, Jonathan F. Lewis and Charity Brunson Wyatt: While private equity professionals have been keenly aware in recent years of proposed changes to the U.S. tax code…

Dodd-Frank, Compensation Ratios, and the Expanding Role of Shareholders in the Governance Process
October 11, 2011
J. Robert Brown, Jr.: The Dodd-Frank Act sought to correct some of the abuses believed to have contributed to the financial crisis of 2008-2009.  Executive compensation was one of them…

Dodd-Frank and the Future of Financial Regulation
October 11, 2011
Edward F. Greene: Dodd-Frank represents the most sweeping changes to the financial regulatory environment in the United States since the Great Depression. While its enactment was important, the Act is seriously flawed…

The Crystallization of Hedge-Fund Regulation
September 07, 2011
Jeff Schwartz: Eleven months after Dodd-Frank was signed into law, the SEC issued final rules pertaining to Title IV of the Act, which calls for the registration of advisers to hedge funds…

A Consultant’s View of Dodd-Frank
August 10, 2011
David Mader: The Dodd-Frank Wall Street Reform and Consumer Protection Act is ambitious and complex legislation designed to significantly transform the way the financial system operates…

The SEC’s New Dodd-Frank Advisers Act Rulemaking: An Analysis of the SEC’s Implementation of Title IV of the Dodd-Frank Act
July 28, 2011
Kenneth W. Muller, Jay G. Baris, and Seth Chertok: The Title IV of the Dodd-Frank Act substantially changes the registration regime under the Investment Advisers Act…

Dodd-Frank at One Year: Growing Pains
July 28, 2011
J.C. Boggs, Melissa Foxman, and Kathleen Nahill: In the year since Dodd-Frank was enacted, Republicans have launched countless attacks against it, claiming that it is too costly and unnecessarily increases the size of government…

Regulating Payday Loans: Why This Should Make the CFPB’S Short List
July 26, 2011
Nathalie Martin: While the CFPB has been controversial with politicians, its approval rating is high among every-day Americans…

The SEC’s Whistleblower Program: What the SEC Has Learned from the False Claims Act about Avoiding Whistleblower Abuses
July 25, 2011
Douglas W. Baruch and Nancy N. Barr: The Dodd-Frank Act’s sweeping overhaul of the financial system now requires the SEC to pay substantial monetary awards to whistleblowers who disclose wrongdoing…

Debit Interchange Regulation: Another Battle or the End of the War?
July 23, 2011
Stacie E. McGinn and Mark Chorazak: Still reeling from the financial crisis and preoccupied with defending innumerable other measures in the Dodd-Frank Act, retail bankers big and small watched…

Straight Talk from a Practitioner: Notes from Under the Wall
July 21, 2011
Steven Lofchie and Theresa Perkins: As a financial regulatory lawyer, I am accustomed to being cautious in my pronouncements. Equivocal and timid. When clients ask me for hard advice…

Dodd-Frank Act Has its First Birthday, But Derivatives End Users Have Little Cause to Celebrate
July 21, 2011
Michael Sackheim and Elizabeth M. Schubert: A year has passed since the enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”)…