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Use of Non-Binding SEC Staff Guidance Called Into Question

Use of Non-Binding SEC Staff Guidance Called Into Question

December 18, 2018

Recent moves by the SEC could signal a shift away from the use of non-binding guidance in the form of no-action letters or other types of compliance and interpretive information that the SEC staff frequently publishes.

Is It Time to Revisit SEC’s Ban on “Forced” Arbitration Provisions?

Is It Time to Revisit SEC’s Ban on “Forced” Arbitration Provisions?

December 18, 2018

The SEC has long refused to allow companies to go public with bylaws or other governing documents that would require shareholders to arbitrate federal securities law claims against the company.

Various NAIC Groups Discuss a Cornucopia of Life and Annuity Topics

Various NAIC Groups Discuss a Cornucopia of Life and Annuity Topics

December 18, 2018

At the NAIC Fall 2018 National Meeting, various groups within the NAIC discussed a cornucopia of topics that impact the life and annuity industry.

SEC Lightens Legal Load of Mutual Fund Directors

SEC Lightens Legal Load of Mutual Fund Directors

December 18, 2018

The SEC staff now says that mutual fund directors can rely on chief compliance officer certifications in determining compliance with board procedures required by SEC exemptive Rules 10f-3, 17a-7, and 17e-1 under the Investment Company Act.

Parent Company Guarantees of Annuities

Parent Company Guarantees of Annuities

December 18, 2018

Rule amendments proposed in October by the SEC could impact insurers whose obligations under certain types of annuity contracts have been guaranteed by the insurers’ affiliates.

Buffer ETFs vs. Index-Linked Annuities

Buffer ETFs vs. Index-Linked Annuities

December 18, 2018

A new form of “buffer” ETF is competing with somewhat similar products – often referred as index-linked or “buffer annuities” – issued by insurance companies. Innovator Capital Management, LLC serves as the investment adviser for a suite of buffer ETFs.

Executive Compensation Disclosure – Partial Relief for Insurance Products

Executive Compensation Disclosure – Partial Relief for Insurance Products

December 18, 2018

For many years, insurance company issuers of non-variable products that are registered with the SEC on Forms S-1 or S-3 have been required to disclose compensation information about highly-compensated executive officers of the issuer.

Reform May Mean More CFIUS Filings in Cross-Border M&A Transactions

Reform May Mean More CFIUS Filings in Cross-Border M&A Transactions

December 18, 2018

One aspect of implementing a cross border merger or acquisition transaction is the possibility that a filing with the Committee on Foreign Investment in the United States (CFIUS) may be required.

Legal Due Diligence in Foreign Jurisdictions

Legal Due Diligence in Foreign Jurisdictions

December 18, 2018

Prior to acquiring an equity interest in a foreign company, U.S. investors tend to feel insecure when determining the scope of the legal due diligence process to be conducted.

The E-2 Visa: A Potentially Useful Tool in Cross-Border M&As

The E-2 Visa: A Potentially Useful Tool in Cross-Border M&As

December 18, 2018

Changes to corporate structure, including mergers and acquisitions, can have enormous implications for the U.S. immigration status of key workers and potential new hires.

As Students Return to School, Regulators Continue Their Study of the NAIC’s Suitability in Annuity Transaction Model Regulation

As Students Return to School, Regulators Continue Their Study of the NAIC’s Suitability in Annuity Transaction Model Regulation

October 1, 2018

At the 2018 NAIC Summer National Meeting, regulators continued their efforts to define the standard of care that applies to recommendations.

Court Invalidates California Unclaimed Property Law Regulations

Court Invalidates California Unclaimed Property Law Regulations

October 1, 2018

A California state court recently enjoined the state from enforcing two rules adopted by the Office of the State Controller without compliance with the California Administrative Procedure Act (APA) concerning the state’s Unclaimed Property Law (UPL).

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