SEC Charges Black & Decker and Former Exec for Failing to Disclose Perks and Benefits

SEC Charges Stanley Black & Decker and Former Executive for Failures in Executive Perks Disclosure

The Securities and Exchange Commission today announced settled charges against Stanley Black & Decker Inc., a publicly traded tools company, for failing to disclose perquisites it provided to certain executives. In addition, Jeffery D. Ansell, a former Stanley Black & Decker executive, agreed to settle charges that he caused Stanley Black & Decker to violate proxy solicitation and books and records provisions of the federal securities laws.

According to the SEC’s order against Stanley Black & Decker, the company failed to disclose at least $1.3 million worth of perquisites and personal benefits paid to, or on behalf of, four of its executive officers and one of its directors from 2017 through 2020. The perquisites predominantly consisted of expenses associated with the executives’ use of corporate aircraft.

Crypto Exchange Backed by Citadel Securities, Fidelity, Schwab Starts Operations

A new cryptocurrency exchange backed by Citadel Securities, Fidelity Investments and Charles Schwab is seeking business from brokers and investors interested in digital assets but wary of troubles at FTX and Binance.

The venture, EDX Markets, quietly began executing trades in recent weeks. EDX released a statement about the launch Tuesday, nine months after its backers unveiled their plans for the crypto marketplace.

Next Up on the ESG Front: Greenhushing?

Readers of this blog know that one of the more significant recent developments in the ESG arena has been the rise of the ESG backlash – that is, moves by state legislators and others to try to push back against a supposed ESG agenda. These developments have put company executives squarely in the crossfire, as they struggle, on the one hand, to address continued efforts by activist stakeholders to push companies toward expanded ESG commitments, and conflicting efforts by conservative politicians to punish companies for supposedly pursuing a “woke” agenda. How are companies to respond to these competing forces? Evidence suggests that increasingly companies are responding by “greenhushing” – that is, by keeping quiet about their ESG initiatives.

The SEC’s Climate Change Disclosure Rules are in Double Constitutional Trouble

The SEC’s climate change disclosure rules are in double constitutional trouble. Two distinct but recently blurred administrative law doctrines loom to challenge the constitutionality of the Security and Exchange Commission’s (SEC) anticipated climate change disclosure rules. Policymakers and courts alike should better understand the independence of these two doctrines and their capacity to defeat the SEC’s power grab.

FTX’s Bankruptcy Fees Already Topped $200M, Court-Appointed Examiner Says

The wind-up of crypto exchange FTX is set to be “very expensive by any measure” with professional fees already amounting to over $200 million, a court-appointed examiner said in a filing made on Tuesday.

Katherine Stadler, a bankruptcy attorney appointed in March to check fees, said lawyers and other professionals had already racked up nearly 35,000 billable hours, equivalent to four solid person-years of work, by the end of January.

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While broadly content, Stadler called for some of the fees to be slashed, and she asked lead counsel Sullivan & Cromwell to reduce its $42 million bill by some $650,000, for deficiencies such as overstaffing, excessive meetings and vague paperwork.

Fourteenth Law of Insider Trading

On Friday I proposed an Eleventh Law of Insider Trading, “don’t insider trade while drunk.” I need to make a few corrections and clarifications to this law.

First, and most important: I mean, I used to have a schtick of announcing “laws of insider trading,” which are never legal advice; when I got to 10 in 2018 I did a little commemorative post. But then I got a little bored, and it has been so long since I announced a new law of insider trading that I forgot some. Here are the actual Eleventh, Twelfth and Thirteenth Laws, in their order of promulgation…

Coinbase waged unusual legal defense ahead of SEC’s crypto crackdown

Months before cryptocurrency exchange Coinbase became the biggest target of the U.S. crackdown on digital assets, the company launched an unusual legal offensive, recruiting top lawyers to try to shape court rulings in other cases.

Before the U.S. Securities and Exchange Commission sued Coinbase on June 6, the company had weighed in on two other crypto-related lawsuits brought by the regulator and urged judges to adopt views on open legal questions that are now at the heart of its own case.

In each case, Coinbase filed briefs as an “amicus,” or friend of the court.

Mark Cuban, Miami Attorney Take Shots Over Voyager Token Insider-Trading Claims

Cuban, an owner of the Dallas Mavericks, is accused by the plaintiffs, who represent former investors, of breaching securities laws by inducing them to open interest-bearing accounts at Voyager, as well as allegedly seeking to prevent the potential production of documents that plaintiffs claim are material, non-public, inside information regarding the listing of the VGX token on Coinbase.

“He’s got all my interactions with the CEO of Voyager,” Cuban said about Moskowitz in an interview. “I owned a total of 4,000 Voyager tokens and sold a total of about 400 tokens. So the concept of insider trading, particularly when there’s no conversation with the CEO around that time, is ridiculous.”