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On April 17, 2014, the European Parliament overwhelmingly approved the European Commission's proposal for a directive on private antitrust damages actions. The directive facilitates private actions in several ways and contains various provisions that will likely lead to important changes to existing national procedures.
On April 17, the SEC issued proposed regulations that would implement the recordkeeping, reporting and notification requirements of the Dodd-Frank Act. The regulations would apply to registered security-based swap dealers, major security-based swap participants and other broker-dealers engaged in security-based swap activities. The SEC also proposed net capital requirements based on its existing broker-dealer net capital rule, which would apply to stand-alone SBSDs.
April 17, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Kenneth A. Gross, Ki P. Hong, Matthew Bobys, Melissa L. Miles, Patricia M. Zweibel, Rachel L. Applestein, Shayla K. Parker, Charles M. Ricciardelli, Tyler Rosen, Tanya Sehgal
On April 2, 2014, the U.S. Supreme Court issued its decision in McCutcheon v. FEC, striking down the aggregate limits imposed on individual contributions under federal law. Although this decision cannot necessarily be read to automatically strike down all aggregate limits that may exist under various state laws, it does raise a serious question regarding their constitutionality. Recognizing this concern, several jurisdictions have issued statements about their laws, and some laws are being challenged in court.
On April 17, 2014, the Corporation Law Section of the Delaware State Bar Association proposed legislation that would amend the Delaware General Corporation Law in a number of important ways. If adopted, the proposed amendments would modify and clarify the law relating to short-form mergers under Section 251(h), actions by written consent with future effective times and amendments to certificates of incorporation.
On April 1, 2014, New York Gov. Andrew M. Cuomo signed into law the Executive Budget for 2014-2015, which includes significant changes to the state's estate and gift tax regimes, as well as changes to the income taxation of certain trusts. While there is some modest decrease in tax for certain estates, there is no tax decrease for the wealthiest New Yorkers and, in some cases, there may be an increase in the New York estate tax.
On April 4, 2014, DOJ announced the first-ever successful extradition on an antitrust charge — Romano Pisciotti, an Italian national accused of participating in a global bid-rigging conspiracy among manufacturers of marine hoses. The extradition should serve as a warning to those who operate in multinational markets. It may increasingly lead foreign defendants to submit to U.S. jurisdiction voluntarily and is likely to embolden DOJ's efforts to prosecute foreign nationals who refuse to do so.
On April 9, 2014, the U.S. Senate confirmed the nomination of Terrell McSweeny to the Federal Trade Commission. McSweeny's appointment creates a Democratic majority on the five-member commission, sparking anticipation of more aggressive enforcement by the FTC going forward.
The U.S. Court of Appeals for the District of Columbia Circuit has ruled that the SEC's conflict minerals disclosure requirements are unconstitutional and remanded the matter to the district court for further consideration. It is unclear at this time what, if any, impact the circuit court’s decision will have on the rules’ current requirements, including the June 2 due date of the first conflict minerals disclosures. The SEC may stay the implementation of the rules pending the district court’s review. We expect the commission will provide guidance in this regard.