USA updates

Aviation

Contributed by Katten Muchin Rosenman LLP
House of Representatives passes FAA Reauthorisation Bill
  • USA
  • May 16 2018

The US House of Representatives recently passed the Federal Aviation Administration (FAA) Reauthorisation Act 2018, which provides funding for the FAA for the next five years. The bill contains three sections which bear watching: mobile phone use; passive finance party immunity from passenger state law tort claims; and airline seat size.

Federal Aviation Administration bill proposes implicit revocation of US-EU Air Transport Agreement
  • USA
  • July 26 2017

The House of Representatives Committee on Transportation and Infrastructure reported out to the floor of the House of Representatives for the consideration of the 21st Century Aviation Innovation, Reform and Reauthorisation Act. The act privatises US air traffic control, prevents the entry of 'flag of convenience carriers' into the United States and overturns the legal interpretations by the Departments of State, Justice and Transportation of the Air Transport Agreement.

Model aircraft registration rule shot down by DC Circuit
  • USA
  • June 14 2017

In a recent case the US Court of Appeals for the DC Circuit vacated a rule requiring individuals who fly small drones and other model aircraft for hobby or recreational purposes to register with the Federal Aviation Administration. The case serves as a reminder that, despite rapid advancements in drone technology, the regulators – and society – are still in the early stages of figuring out how to integrate these versatile devices into US airspace.

Supreme Court declines to clarify whether federal laws pre-empt aviation product liability claims
  • USA
  • March 22 2017

The Supreme Court recently denied a petition for writ of certiorari, leaving open the question of whether the Federal Aviation Act pre-empts state law standards governing design defects by aircraft and engine manufacturers. When the issue was presented on interlocutory appeal to the Court of Appeal for the Third Circuit, the court held that design defects were not the subject of field pre-emption. Further monitoring is necessary to determine whether other courts will find this approach persuasive.

From implementation to take-off: OFAC issues licences for commercial aircraft deals with Iran
  • USA
  • November 30 2016

The beginning of 2016 brought the arrival of 'Implementation Day' under the Joint Comprehensive Plan of Action and its potential for business opportunities in Iran that had been shut off for decades. Subsequent months have shown that, even with the relaxation of US sanctions, the road to doing business with Iran is still complex and riddled with possible compliance faults.


Banking

Contributed by Sidley Austin LLP
New FAQs on customer due diligence requirement
  • USA
  • May 04 2018

The Financial Crimes Enforcement Network recently issued new frequently asked questions regarding its customer due diligence (CDD) rule. The CDD rule applies to banks, among others, and includes four core elements of CDD, each of which should be included in anti-money laundering programmes.

Federal Reserve revises FR Y-7 and responds to questions on enhanced prudential standards for FBOs
  • USA
  • February 16 2018

The Board of Governors of the Federal Reserve System has announced revisions to the Annual Report of Foreign Banking Organisations (FR Y-7) which will enable foreign banking organisations (FBOs) to certify their compliance with US risk committee and home country capital stress testing requirements under Regulation YY. The FR Y-7 is an annual report submitted by qualifying FBOs to provide financial, organisational, shareholder and managerial information to the board.

California credit card surcharge prohibition found unconstitutional on First Amendment grounds
  • USA
  • January 26 2018

The US Court of Appeals for the Ninth Circuit recently held that California's statute prohibiting credit card surcharges violated the First Amendment as applied to the proposed surcharge practices of the merchant-plaintiffs. The Ninth Circuit used the same reasoning as a recent Supreme Court case to hold that California's surcharge ban regulated speech rather than conduct, therefore posing First Amendment concerns.

CFPB principles for data aggregation services could have broad implications
  • USA
  • December 08 2017

The Consumer Financial Protection Bureau recently released a set of consumer protection principles designed to protect consumer interests in the market for services built around consumer-approved use of financial information. The principles are targeted at so-called 'data aggregation' or 'screen scraping' services that collect customer information in order to provide financial planning or other services.

Volcker Rule: OCC requests public input on potential revisions
  • USA
  • September 29 2017

The US Office of the Comptroller of the Currency (OCC) recently released a notice seeking public input regarding how to revise the Volcker Rule. The notice cites a report released by the US Treasury Department, which included recommendations for significant changes to the rule. Although the OCC did not propose specific changes to the rule in its notice, it stated that the information that it is soliciting could support the revisions to the final rule advanced in the Treasury report and elsewhere.


Capital Markets

Contributed by Morrison & Foerster LLP
SEC's standard of conduct proposals would raise the bar on investment advisers
  • USA
  • May 22 2018

According to the Securities and Exchange Commission, its recent release proposing an interpretation of the standard of conduct for investment advisers is intended to "reaffirm – and in some cases clarify – certain aspects of the fiduciary duty that an investment adviser owes to its clients under section 206" of the Investment Advisers Act 1940. However, the proposed interpretation, if adopted, appears to expand the parameters of the fiduciary duty standard and could require advisers to take on additional regulatory obligations.

FINRA proposes amendments to quantitative suitability rules
  • USA
  • May 08 2018

The Financial Industry Regulatory Authority (FINRA) recently issued proposed amendments to Rule 2111's quantitative suitability provisions. According to FINRA, the proposal is designed to more effectively counter the problem of 'churning' or excessive trading in customer accounts. The proposal arrives shortly after the Securities and Exchange Commission's proposal of Regulation Best Interest and illustrates how these two regulators must coordinate in order to avoid inconsistent sets of rules.

FINRA updates FAQs on new mark-up and mark-down disclosure rules for transactions in fixed-income securities
  • USA
  • April 03 2018

The Financial Industry Regulatory Authority (FINRA) has updated its guidance on its recent amendments to Rule 2232. The new requirements apply to transactions with retail customers in corporate and agency debt securities. Beginning on the effective date, FINRA will require confirmation disclosure of additional transaction-related information, including mark-ups and mark-downs. The goal of these new rules is to help retail customers to better understand and compare the costs of these transactions.

SEC breaks silence on certain cryptocurrency exchanges
  • USA
  • March 20 2018

The Securities and Exchange Commission (SEC) recently issued a public statement regarding exchanges and other secondary trading platforms that list or facilitate the trading of coins and tokens online. The statement emphasises that platforms offering the trading of digital assets that are securities must register with the SEC as a national securities exchange or operate under an exemption from such registration.


Company & Commercial

Contributed by Cooley LLP
EY Centre for Board Matters identifies investors' top priorities for companies in 2018
  • USA
  • March 12 2018

​The EY Centre for Board Matters has identified investors' top priorities for companies in 2018, based on its annual investor outreach involving interviews with institutional investors. According to EY, the top investor priorities include board composition, with a particular focus on enhanced diversity; board-level expertise that is more aligned with business goals; and enhanced attention to talent and human capital management.

Equity part of your company's compensation plan? Don't forget about HSR
  • USA
  • February 19 2018

The Federal Trade Commission (FTC) has issued its annual inflation-adjusted thresholds for determining whether an acquisition of voting securities requires prior notification under the Hart-Scott-Rodino Act. If any person or entity will hold voting shares that exceed the set amount as a result of an acquisition, all parties must submit a filing and observe a mandatory waiting period before acquiring the shares. The FTC also revised the potential maximum penalty for violations of the act.

Shareholder proposal to exclude impact of share buybacks on executive compensation
  • USA
  • February 12 2018

The new tax act is expected to trigger a spike in the levels of stock buybacks. Since one of the most prolific proponents of shareholder proposals recently submitted a proposal to eliminate the impact of stock buybacks in determining executive compensation, it seems likely that this type of proposal may resurface more frequently, especially if, in light of the recent tax law change, the level of stock repurchases resumes a sustained upward climb.

NACD public company governance survey examines key trends and board priorities
  • USA
  • January 22 2018

The National Association of Corporate Directors has released the results of its 2017-2018 Public Company Governance Survey of over 1,000 directors and executives. The survey looked at directors' outlooks for 2018 on key business trends and critical board priorities, the board's role in overseeing an organisation's culture, the state of board risk oversight – especially cybersecurity risk – and the growing challenge of hedge fund activist investors.

New guidance from SEC Division of Corporation Finance relating to adoption of new accounting standards
  • USA
  • January 15 2018

The Securities and Exchange Commission Division of Corporation Finance recently revised some of the guidance in its Financial Reporting Manual relating to the adoption of new accounting standards. One revision relates to the adoption of a new accounting standard in the context of a significant acquisition and the second relates to transition period accommodations for emerging growth companies. This new guidance could take on particular significance in the context of the new revenue recognition standard.


Competition & Antitrust

Contributed by McDermott Will & Emery
US Steel's Section 337 antitrust claim rejected by ITC commissioners
  • USA
  • May 17 2018

The International Trade Commission (ITC) has issued an opinion dismissing US Steel Corporation's antitrust claim made under Section 337 of the Tariff Act 1930 against several Chinese steel manufacturers and distributors, ruling that a complainant must show an antitrust injury even in a trade case. The case demonstrates that a complainant with a Section 337 antitrust claim before the ITC must satisfy the same antitrust pleading requirements that a plaintiff in a federal court is required to satisfy.