“Shining Light on Corporate Political Spending” – by Lucian A. Bebchuk and Robert J. Jackson, Jr.

Abstract: This Article puts forward the case for SEC rules requiring public companies to disclose their political spending. We present empirical evidence indicating that a substantial amount of corporate spending on politics occurs under investors’ radar screens and that shareholders have significant interest in receiving information about such spending. We argue that disclosure of corporate political spending is necessary to ensure that such spending is consistent with shareholder interests.

MOFO: Amendment to Japanese Investment Management Regulations in Response to AIJ Incident

On October 12, 2012, in response to the recent AIJ scandal, the Financial Services Agency of Japan (the “Japanese FSA”) published a draft amendment to certain rules (“Draft Rules”) intended to revamp the regulation and supervision of discretionary advisory businesses, particularly with respect to employees’ pension fund (kōsei nenkin kikin) clients.

Skadden: Gatz Highlights Standards for Affiliated-Party Transactions

In Gatz Properties, LLC v. Auriga Capital Corp.,1 the Delaware Supreme Court required a manager and controlling member of a Delaware limited liability company to satisfy the entire fairness standard of conduct and judicial review for a conflict transaction because the LLC agreement required affiliated-party transactions to be no less favorable than those entered into with arms-length third parties.

http://bdti.mastertree.jp/f/be61zmd7

MOFO: Client Alert on FCPA Guidance

At long last, the United States Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) released their guidance on Foreign Corrupt Practices Act (“FCPA”) compliance and enforcement issues.