February 29, 2020
SEC Commissioner Hester Peirce's recently floated an informal proposal for a "safe harbor" to protect token developers from SEC enforcement actions. Peirce's proposal attempts to address the conundrum of how would-be networks can publicly distribute their tokens despite the uncertainty about whether the Howey test might deem cryptocurrencies to be cryptosecurities. Veteran Wall Street lawyer Aegis Frumento finds some merit in the Peirce's efforts but also spots a potential flaw.
Upon first glance, today's featured litigation seems little more than a garden-variety torts case. Plaintiff Pagliara sued Defendants asserting negligent infliction of emotional distress, intentional infliction of emotional distress, civil conspiracy, and malicious prosecution. When we drill down into the underlying facts, however, we enter into a truly bizarre world of sexual bondage, videotapes, divorce, criminal charges, and the Financial Industry Regulatory Authority. FINRA? Yeah, FINRA.
In today's featured FINRA regulatory settlement, we come across the case of a Merrill Lynch employee who signed off on agreements without apparent authorization. It's an odd set of facts because the rep's unauthorized executions come off, to some extent, as misguided customer service -- all the more so because there are no allegations that the employee received any financial benefit from his displays of penmanship. Did FINRA's sanctions fit the misconduct? Too much? Too little? Just right? See what you think.
Before the ink on all the civil and criminal settlement agreements had dried. Wells Fargo hustled back to the SEC in an effort to secure a Waiver from so-called "Bad Boy" disqualifications, particularly the exemptions provided under Regulation D. Did the SEC afford careful deliberation to the pros and cons of waiving the disqualifications that attach to Wells Fargo's misconduct? Yeah sure. On February 21, 2010, not even 24 hours after receiving Sullivan & Cromwell's letter requesting a waiver, the SEC folded like a lousy poker hand and granted the waiver. Shameful. Disgraceful. Outrageous. How the hell does the SEC drop everything and expedite Wells Fargo's request for a Waiver but can't find the time or resources to timely reward those who blow the whistle on the likes of Wells Fargo.