SEC Approves FINRA Chair Honoraria Increases
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By George H. Friedman, SAA Publisher & Editor-in-Chief

The SEC has approved a FINRA proposal increasing certain Chairperson honoraria.

We reported in SAA 2019-48 (Dec.

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Court OKs Investment Bank’s Engagement Agreement: Centerboard Securities, LLC v. Benefuel Inc.
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By Jack D. Ballard

*Under Delaware law, a court interpreting an engagement agreement between an investment bank and a client must give unambiguous terms their plain meaning and may not use extrinsic evidence to vary the terms or to create an ambiguity.

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Twice Is Not Nice For a Firm When an Investment Bank Seeks Its Fee: Cowen & Co. v. Fiserv, Inc.
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That a material term of a contract is not specifically defined does not doom the agreement, if sufficient external guidance exists to establish how the parties would define the term.

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High Fees to Fund Investment Adviser May Be Fiduciary Breach, Court Concurs: Goodman vs. J.P. Morgan Investment Management, Inc.
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By Christopher G. Lazarini

An investment adviser to a mutual fund may be liable for breach of fiduciary duty under §36(b) of the Investment Company Act of 1940 if the advisory fees charged the fund are so disproportionately large that they bear no reasonable relationship to the services rendered and could not have been the product of arm’s length negotiations.

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