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U.S. Inquiry Broadens Into JPMorgan’s Asia Hiring

A federal investigation into the hiring practices of JPMorgan Chase has expanded beyond the borders of China, where the bank faces questions about whether it hired the children of powerful Chinese officials to win lucrative business there.

The bank disclosed in a securities filing on Friday that authorities were now looking into “its business relationships with certain related clients in the Asia Pacific region and its engagement of consultants in the Asia Pacific region.” JPMorgan did not specify where the inquiries were directed.

But according to people briefed on the matter, government authorities are examining JPMorgan’s hiring practices throughout Asia, focusing on South Korea, Singapore and India. That scrutiny comes after JPMorgan itself flagged those countries for further review, the people said.

The investigations from the Securities and Exchange Commission and the Justice Department, the people noted, are still in fledgling stages. Hong Kong and British authorities are also investigating the bank’s hiring practices, said the people, who spoke on the condition of anonymity.

It is unclear whether authorities suspect improper activity in these regions beyond China, or are simply placing a marker for a possible broader investigation. Either way, though, the global focus signals a fresh challenge for the bank and an escalation of the inquiry.

The focus of the case surfaced in August, when The New York Times reported that federal authorities â€" led by the S.E.C.’s antibribery unit â€" had begun an investigation into the bank’s hiring of the sons and daughters of China’s elite. They included the daughter of a Chinese railway official and the son of Tang Shuangning, a former Chinese banking regulator who is now the chairman of the state-controlled financial conglomerate China Everbright Group, according to a confidential government document reviewed by The Times.

At one point, according to interviews with the people who spoke on the condition of anonymity, the bank created a formal “Sons and Daughters” program. And in some cases, JPMorgan won business from companies with ties to the children.

JPMorgan, which first made an oblique reference to the S.E.C.’s investigation in its quarterly filing in August, said on Friday that the bank was “cooperating with these investigations.” The bank declined to comment further.

JPMorgan has not been accused of any wrongdoing. Public documents do not show a concrete tie between the bank’s decision to hire children of Chinese officials and its ability to secure lucrative business deals.

The bank has begun an exhaustive review of its own hiring practices across the globe, according to people with knowledge of the internal investigation. It is also regularly providing documents to the S.E.C. and the Justice Department, these people said.

The broadening scrutiny comes as the bank, once a favorite in Washington, is grappling with legal and regulatory woes. Even as JPMorgan has reached a tentative $13 billion settlement over its mortgage practices in the run-up to the financial crisis, it is also facing an accelerating criminal investigation related to Bernard L. Madoff’s Ponzi scheme. In that case, federal prosecutors in Manhattan and the ..B.I. suspect JPMorgan failed to alert authorities to indications of Mr. Madoff’s fraud.

The corruption investigations into JPMorgan’s hiring practices could prove particularly thorny for the bank and its chief executive, Jamie Dimon.

The investigations hinge on the Foreign Corrupt Practices Act, a 1977 federal law that effectively bars United States companies from giving “anything of value” to foreign officials to obtain “an improper advantage” in retaining business. In recent years, the S.E.C. and the Justice Department have increased their enforcement of the law, which is violated if a company acts with “corrupt” intent, or with the expectation of offering a job in exchange for government business.

So far that link is unclear in the JPMorgan case. Yet, according to interviews, along with a review of securities filings and news reports, JPMorgan employees in Asia pinpointed the advantages of hiring the officials’ children. In an internal document, the interviews show, the employees linked the hires to the “revenue” that JPMorgan obtained from companies run by those same officials.

In the case of Tang Xiaoning, the son of the chairman of China Everbright, the S.E.C. and the Justice Department are examining the employees at the bank who were involved in the decision to hire Mr. Tang, who is thought to have joined JPMorgan in 2010. Authorities, the people said, are zeroing in on whether JPMorgan won coveted business from the China Everbright Group and its banking subsidiary.

The hiring of Mr. Tang, the review of securities filings and news reports shows, came at an opportune time for the bank. Before employing Mr. Tang, JPMorgan seemed to do little if any business at all with China Everbright. But since the hiring, China Everbright has become one of the bank’s esteemed Asian clients. JPMorgan was picked in 2011 to be one of 12 financial advisers on China Everbright’s decision to become a public company. The deal languished in the midst of turbulent markets and broad questions about China’s banking system.

And in 2012, JPMorgan was the sole bank chosen to advise China Everbright International, a subsidiary, on a $162 million sale of shares, according to S&P Capital IQ, a research service. According to securities filings, JPMorgan owns a stake in the subsidiary.

Then that same year, JPMorgan helped China Everbright navigate its role in what was, according to Dealogic, the largest private equity deal ever in China.

The “Sons and Daughters” program started in 2006 as the friends and family of China’s top echelons were jostling for positions at JPMorgan, the interviews show. And what began as an effort to ferret out nepotism and avoid bribery accusations in the United States became a two-tiered process. Those well-heeled applicants appeared to enjoy less stringent standards and fewer interviews.



Qualcomm and Cerberus Joining in Founders’ Bid for BlackBerry

BlackBerry may be on its last legs, but the company still has multiple suitors.

A consortium that includes the wireless company Qualcomm, the private equity firm Cerberus Capital Management and BlackBerry’s co-founders, Mike Lazaridis and Doug Fregin, is preparing a bid for the company ahead of a Monday deadline, according to people briefed on the process.

Details of the group’s bid, which was first reported by the Wall Street Journal, were not clear. And the people briefed on the process said it could still fall apart.

But the consortium had the makings of a serious bid that could set it apart in what has become a messy auction process.

BlackBerry, once the leader in smartphones, has been overtaken by Apple with its iPhone, and a raft of devices using Google’s Android operating system. The depths of BlackBerry’s troubles became clear in recent weeks, as the company reported a quarterly loss of nearly $1 billion and a steep decline in revenues.

In Qualcomm, the group has wireless experience and a large corporate entity that could backstop BlackBerry’s losses. Cerberus brings cash to the table. And Mr. Lazaridis and Mr. Fregin own about 8 percent of the company’s equity, easing the group’s path to control.

Should the group submit a bid ahead of Monday evening’s deadline, its only competition at this point would be a highly conditional $9 a share bid from Fairfax Financial Holdings, a Canadian insurance and investment company. That bid would value BlackBerry, which is hemorrhaging cash, stuck with unsold inventory and apparently directionless, at $4.7 billion.

The offer from Fairfax, which already owns about 10 percent of BlackBerry, was made last month as the company’s stock price was in a free fall. That bid was orchestrated by V. Prem Watsa, chief executive of Fairfax. But it was unclear on Friday if Fairfax would be able to arrange financing for its proposed bid.

BlackBerry stock closed on Friday at $7.77 per share, but was up slightly in after-hours trading.

Other groups, including the computer maker Lenovo, of China, have reportedly considered making bids for BlackBerry. But so far, few potential buyers appear to have the appetite to take over the slumping Canadian handset maker.

If the Qualcomm consortium does make an offer over the weekend, BlackBerry may announce its receipt of a proposal on Monday morning. At that point, the company could potentially extend the deadline for final bids, or announce its choice of a bid as late as Tuesday morning.

If BlackBerry accepts an offer other than the Fairfax proposal, it will owe Fairfax about $157 million. It is highly unusual to see a break fee included in such conditional agreements, but it appeared that BlackBerry was willing to accept such terms in the hastily arranged deal to arrest its stock price decline.

Any ownership group including Mr. Lazaridis would be unlikely to pull BlackBerry out of the business of making phones to concentrate on software and providing high security, wireless network services.

In their final months as co-chairmen and co-chief executives, Mr. Lazaridis disagreed with Jim Balsillie about BlackBerry’s direction. Mr. Lazaridis firmly believed that BlackBerry’s future rested with the BlackBerry 10 line of phones, which were introduced earlier his year. Mr. Balsillie, meanwhile, wanted to shift the company’s focus toward greater emphasis on services based about the BlackBerry Messenger, or BBM, instant messaging service.

The divide between the men continued after they both stepped down from their positions in January 2012 to become just board members. Some people familiar with the board’s deliberations said that the dispute prompted Mr. Balsillie’s decision to quit the board and liquidate all of his BlackBerry shares.

In particular, Mr. Lazaridis objected to the idea of creating BBM apps for iPhones and Android-based handsets. At the peak of its popularity, BBM was a significant sales feature for BlackBerry handsets.

The BlackBerry 10 phones as well as the BlackBerry PlayBook tablet computer, however, proved to be commercial failures and led directly to the company’s decision to effectively put itself up for sale.

Exactly how Mr. Lazaridis can revive BlackBerry’s fortunes in the critical United States smartphone market is not clear.

Mr. Fregin and Mr. Lazaridis met at school in their hometown of Windsor, Ontario. Both were active in the company’s early days, as it bounced from product to product. But after BlackBerry found success with wireless email devices, Mr. Fregin gradually faded from public view.

Mr. Lazaridis developed, and maintains, a prominent public profile in Canada both for his technical work at BlackBerry and his funding of educational institutions. But it is widely recognized that Mr. Balsillie was largely responsible for the company’s early marketing and financial success.

Unlike Apple, which designs its own processors, BlackBerry relies on Qualcomm for the chips that operate its new line of phones.

Although Qualcomm controls a large number of wireless communications patents, presumably it is also interested in some of the patents held by BlackBerry.

Michael J. De La Merced contributed reporting.



Weekend Reading: Calm Before the Storm

[Editors' note: Please do not read this if you are a junior banker at Goldman Sachs.]

Sit back and enjoy eating your children’s Halloween candy. Looking ahead to next week, we face possible settlements for JPMorgan Chase and Steven Cohen’s hedge fund as well as Twitter’s initial public offering.

A look back on our reporting of the past week’s highs and lows in finance.

FRIDAY, NOV. 1

Currency Traders Put on Leave Amid Investigation | Nearly a dozen traders have been placed on leave at five large banks in recent days amid a wide-ranging investigation into potential manipulation of the foreign-exchange market. DealBook »

To Speed Up Overhaul, R.B.S. Will Split Off Bad Loans | The bank also said it would focus on retail and commercial banking in Britain and move up an offering of Citizens Financial Group in the United States to next year. DealBook »

THURSDAY, OCT. 31

Second N.F.L. Player Signs Public Offering Deal | Fantex has signed Vernon Davis, the star tight end of the San Francisco 49ers. Market commentators have raised questions about the soundness of the deal for investors. DealBook »

Building a Portfolio With a Focus on One Sector: Water | XPV Capital is part of the growing group focused on problems affecting the water supply and the potential solutions. DealBook »

WEDNESDAY, OCT. 30

From Anonymity to a Scourge of Wall Street | A onetime engineer who earned his law degree at night has been behind the government’s campaign to punish Wall Street for the financial crisis. DealBook »

Bankruptcy Filing Is a Stunning Fall for a Brazilian Tycoon | The petroleum company OGX, which is the flagship company of the Brazilian entrepreneur Eike Batista, filed for bankruptcy. DealBook »

Russian Diamond Company, a De Beers Rival, Enters Public Trading | The Russian government is spinning off a 16 percent stake in Alrosa, a leading diamond producer that once controlled global prices through a cartel arrangement with De Beers. DealBook »

PricewaterhouseCoopers to Buy Booz Consulting Firm | By purchasing the smaller firm, PricewaterhouseCoopers will strengthen its advisory business, a chief source of growth for the firm and one of its faster-growing operations. DealBook »

Regulator Approves Tighter Commodity Trading Rules | The Commodity Futures Trading Commission gave final approval to rules that close loopholes, add risk controls and require brokers to provide more information to clients. DealBook »

House Votes to Repeal Dodd-Frank Provision | The bill would repeal a requirement that big banks put some derivatives trading into units not backed by the government’s insurance fund. DealBook »

Barclays Rebounds to Profit, Despite Fixed-Income Slump | Barclays also became the latest bank to acknowledge that it had received inquiries from regulators investigating possible manipulation of foreign exchange markets. DealBook »

TUESDAY, OCT. 29

For Once-Mighty Sears, Pictures of Decay | The retailer is selling assets and drawing doubts and criticism. Even after the disposals, what remains of Sears appears to have rapidly diminishing value. DealBook »

Dutch Bank Settles Case Over Libor Deceptions | Rabobank admitted to criminal wrongdoing by its employees and agreed to pay more than $1 billion in criminal and civil penalties. Its chief executive stepped down immediately. DealBook »

Under a Cloud, Lenders in Europe Are Grappling With Huge Legal Costs | European lenders, including the British bank Lloyds, face billions of dollars in expenses and years of effort to restore their reputations. DealBook »

Deal Professor: Trepidation and Restrictions Leave Crowdfunding Rules Weak | Crowdfunding has great potential for fraud, but the Securities and Exchange Commission’s proposed rules for this investment model do little to protect investors, writes Steven M. Davidoff. DealBook »

MONDAY, OCT. 28

House, Set to Vote on 2 Bills, Is Seen as an Ally of Wall St. | Recent financial legislation, critics say, illustrates how the House has become one of Wall Street’s last strongholds in Washington. DealBook »

DealBook Column: Frenzy of Deals, Once Expected, Seems to Fizzle | Prognostications of a return to deal-making have turned out to be very wrong. And deal-making may not be coming back anytime soon, writes Andrew Ross Sorkin. DealBook »

Japanese Bank’s Inquiry Finds Details of Shady Loans | The used-car dealers that dot the outskirts of Tokyo and other Japanese cities are an unlikely link between one of Japan’s biggest banks and the country’s yakuza gangsters. DealBook »

SUNDAY, OCT. 27

Twitter Prepares to Feed New Hunger for I.P.O.’s | The sector has shown signs of a recovery of late, with offerings like those of the cybersecurity provider FireEye and the advertising technology company Rocket Fuel. DealBook »

SATURDAY, OCT. 26

Goldman, Buying Redemption | The firm’s big splash of philanthropy prompts critics to ask: How much is too much? DealBook »

Fair Game: A $13 Billion Reminder of What’s Wrong | The government’s proposed settlement with JPMorgan Chase reminds us of the role banks played in the financial crisis, and the role they could play in creating the next one, writes Gretchen Morgenson. The New York Times »

WEEK IN VERSE

‘Gonna Fly Now’ | The architect of a recent legal crackdown on Wall Street’s dubious mortgage practices was a 69-year-old career prosecutor. YouTube »

‘Planet of the Apes Party Fun Time’ | “I know that some of our members are inclined to whore, but we cannot be apes,” a Republican aide warned on talking points from Wall Street lobbyists. YouTube »

‘Hey Big Spender’ | “It’s run as if it’s a Broadway show,” said one Goldman employee on the bank’s charitable efforts. YouTube »



Pricewaterhouse Takeover of Booz Risks Culture Clash

PricewaterhouseCoopers’ proposed takeover of the strategy firm Booz & Company would be the most prominent example yet of a Big Four auditor bulking up on consulting. But restrictions enacted after the Enron scandal of 2001 mean advisory services employees could end up battling with accountants over clients. While the midsize Booz & Company may feel pressure to compete with rivals like Boston Consulting Group and McKinsey & Company, the proposed deal with PricewaterhouseCoopers risks a huge culture clash.

There is some strategic sense to the tie-up. Growth in auditing and compliance, accounting firms’ traditional bread and butter, has leveled off since the 2002 enactment of the Sarbanes-Oxley law. Revenue from advisory services, like corporate strategy, tax and legal advice, is growing faster.

That’s driving consolidation in the industry. In January, Deloitte bought Monitor Group, a formerly high-flying strategy shop that had fallen on hard times. Adding Booz & Company’s consultants would give PricewaterhouseCoopers the kind of boardroom gravitas its existing advisory business lacks.

Booz & Company also has good reason to pursue the deal. Demand for high-priced advice delivered by clever people in sharp suits has yet to recover fully from the financial crisis. Clients in the market for such services increasingly want consultants to work on global, companywide projects. That gives big firms that can advise on both strategy and execution an advantage. Midsize consultants like Booz & Company risk being squeezed out.

Still, mashing the two firms together could set off a culture clash. Sarbanes-Oxley’s restrictions on cross-selling audit and advisory services are still in place â€" auditing clients can’t be consulting clients, and vice versa. That could create tensions if Booz & Company consultants who join PricewaterhouseCoopers end up sidelined on accounts that they’ve been cultivating for years. Prestige and pay may also prove divisive: strategy consultants tend to cost more than their Big Four counterparts.

The economic logic of the planned merger means it may not be as troubled as PricewaterhouseCoopers’ widely derided effort in 2002 to spin off its consulting arm and rebrand it “Monday.” But the accounting firm may eventually have to dangle some big checks in front of top Booz & Company talent to keep it from walking out the door.


Kevin Allison is a columnist at Reuters Breakingviews. For more independent commentary and analysis, visit breakingviews.com.



Manage Fatigue in a Nonstop World With a Nap

I didn’t get enough sleep one night recently. I realize that’s scarcely a big confession, but it’s a rare event for me. Because I’m acutely aware of how critical sleep is to my mood, focus, creativity and even my motivation, I’m usually vigilant about getting the sleep I require to wake up fully rested.

On this occasion, I felt fine through a series of morning meetings. By midday, however, I noticed my energy dropping and my mind slowing down. I had a challenging piece of work left, but I couldn’t imagine taking it on. Instead, I decided to take a nap in the lounge chair I have in my office just for that purpose.

I gave myself 20 minutes and was asleep for probably 15 of them. When I awoke, I felt refreshed. I had no trouble throwing myself into the work I’d earlier dreaded.

I understand, of course, that a vast percentage of employers don’t sanction naps. If your company is one of them, show your boss some of the statistics that follow.

No single behavior has more power to influence overall well-being and productivity, I’ve come to believe, than additional sleep, assuming you don’t currently get enough. For all but the tiniest minority - perhaps 2 or 3 percent - “enough” means seven to eight hours. Almost no one can sleep fewer than five hours and feel fully rested, but we don’t necessarily recognize that limitation. Many among us are so chronically sleep deprived that we’ve lost the connection to what it feels like to be fully rested - and how much more that would make possible in our lives.

But a growing body of research suggests that even short naps can be a powerful and highly efficient way to temporarily compensate for an inadequate night’s sleep, specifically in the hours following the nap. The exception is among those who are already severely sleep deprived.

In one study, subjects who had slept five to six the previous night were told to take naps of five, 10, 20 and 30 minutes. The five-minute nap didn’t have much impact. But the subjects who took 10-, 20- and 30-minute naps consistently improved their performance on cognitive tests of memory and vigilance conducted in the subsequent two and a half hours.

Subjects who took 20- and 30-minute naps experienced some grogginess upon waking - a phenomenon known as sleep inertia. But those who took 10-minute naps awoke fully alert, as I did from mine, and experienced immediate performance improvements.

No two people are exactly alike, of course, and the challenge is to find a balance between a nap time that generates the greatest restoration and one that requires a long return to full alertness.

Sara Mednick has done some of the most compelling research about the power of naps. She has found, as other researchers have, that longer naps may induce more sleep inertia, but they also have more impact on learning. For example, in one experiment, those who took a 60- to 90-minute nap experienced just as much improvement afterward on a memory task as did those who took the test after eight hours of sleep. One lesson: Mix naps with studying when you’re trying to learn something new.

The best naps are those that last 90 minutes, in part because it’s during the final REM stage of sleep that we embed the most complex learning, as well as build perceptual skills. In practical terms, these long naps are likely to be possible only on weekends, when they can also make up sleep debt.

But what if you simply can’t fall asleep any time but in the late evening? The simple answer is that it pays to take time to just rest quietly. Focus on simple meditation - counting your breaths in and out, or breathing in to a count of three and out to a count of six. Your brain will slow down, your body will relax, and you will experience some restoration and even better memory consolidation. Over time, you may well begin to fall asleep.
In a world of rising demand, rest should no longer be demonized, but celebrated for its intimate connection to sustainable high performance.

About the Author

Tony Schwartz is the chief executive of the Energy Project and the author, most recently, of “Be Excellent at Anything: The Four Keys to Transforming the Way We Work and Live.” Twitter: @tonyschwartz



Currency Traders Put on Leave Amid Investigation

LONDON â€" Nearly a dozen traders have been suspended at five large banks in recent days amid a wide-ranging investigation into potential manipulation of the foreign-exchange market.

Authorities in Britain, the United States, Switzerland and Hong Kong are investigating whether traders colluded to rig some areas of currency trading, a market that overall generates more than $5 trillion of trades daily.

In particular, they are looking at discussion logs in chat rooms between currency traders at various firms and whether those discussions corresponded with improper trading activity, according to people briefed on the investigation.

On Friday, two British banks, Barclays and Royal Bank of Scotland, both placed traders on leave amid heightened scrutiny by regulators, according to people briefed on the investigation.

Six traders were placed on leave at Barclays and two traders were placed on leave at Royal Bank of Scotland, these people said.

They join currency traders who were placed on leave at Citigroup, Standard Chartered and JPMorgan Chase in recent weeks. In many cases, the traders have been placed on paid leave pending the outcome of the investigation, according to people briefed on the matter.

On Tuesday, UBS said it had “taken and will take appropriate action with respect to certain personnel as a result of our review, which is ongoing.” However, the bank declined to say what those actions might be or whether anyone had been placed on leave.

All the banks declined to comment Friday, citing their policies not to discuss personnel matters.

The latest investigation is another distraction for banks in London, which have been dealing with the fallout from accusations that they manipulated global interest rate benchmarks, including the London interbank offered rate.

Libor is used as a base interest rate for a variety of financial products and is also used to help set interest rates for mortgages, credit cards and other loans.

On Tuesday, the Dutch lender Rabobank agreed to pay more than $1 billion in criminal and civil penalties to settle investigations by British, United States and other authorities and admitted to criminal wrongdoing by its employees in manipulating Libor and other global benchmark rates. The bank entered into a deferred prosecution agreement, in which it will avoid criminal prosecution as long as it avoids further wrongdoing.

Barclays, UBS, R.B.S. and the British financial firm ICAP have paid more than $2.5 billion combined over the last year to settle accusations that they manipulated Libor.

Deutsche Bank, Citigroup and other large United States banks also remain under investigation in the Libor case. Yet it is unclear whether any American banks will ultimately face action in the case, people briefed on the matter have said.

Since last June, Britain’s Financial Conduct Authority has been separately looking into accusations of currency market manipulation. Last month, it said it was starting a formal investigation into the matter, which the authority has described as being at an “early stage.”

The Swiss Financial Market Supervisory Authority said in October that it was investigating several Swiss financial institutions in connection with possible manipulation of foreign exchange markets.

Regulators have been looking into allegations that traders rigged the so-called WM/Reuters rates and other benchmark currency rates, which are used by fund managers to calculate the value of their holdings as well as the FTSE Group and other stock-market index providers.

In part, they’re looking into a group of traders who were nicknamed by others as “the Cartel” and “the Bandits Club” and may have used those nicknames in their chats, according to a person briefed on the investigation.

Despite being one of the largest markets in the financial world, the foreign-exchange market is largely unregulated. More than 40 percent of all currency trades take place in London, by far the most concentrated market for such trades, according to industry figures.

In recent days, UBS, Deutsche Bank, Citigroup, JPMorgan, R.B.S. and Barclays have all acknowledged that they have undertaken their own internal investigations and been asked by regulators to turn over documents related to their foreign-exchange trading.

Urs Rohner, chairman of Credit Suisse, also told a Swiss newspaper last month that the bank had received inquiries from regulators but that it had found no evidence of manipulation so far in its own review.



Shares of Container Store Double in Trading Debut

Investors could hardly contain their enthusiasm for a new initial public offering that hit the market on Friday (pardon the wordplay).

Shares of the Container Store, which sells home organization products like storage bins and filing cabinets, doubled in their debut on the New York Stock Exchange. The stock climbed as high as $36.74 during the trading day, 104 percent above the initial public offering price.

Already, that initial price of $18 a share had been set at the top of an expected range â€" which was increased earlier this week, reflecting robust demand from investors. The company raised $225 million in the I.P.O. on Thursday evening, achieving a valuation of $828 million.

The stock, which opened on Friday at $35, is trading under the ticker symbol “TCS.” It was trading at $36.01 as of Friday afternoon.

Though national retailers like Walmart and Target, as well as online sellers like Amazon.com, sell some competing products, investors apparently brushed such concerns aside and focus on the special niche that the Container Store has met ever since it was founded in 1978.

The company’s financials suggest its business is growing. Revenue for the fiscal year that ended March 2 rose 11.5 percent from the same time last year, to $706.8 million.

Still, the company, based in Coppell, Tex., reported a net loss attributable to common shareholders for that year. And sales growth appeared to slow a bit this year, with revenue in the 26 weeks that ended Aug. 31 rising just 9 percent, to $343.4 million.

The strong performance of the shares is a boon to Leonard Green & Partners, the private equity firm that invested in the Container Store in 2007. The firm is maintaining a roughly 60 percent ownership stake in the company.

Leonard Green is also getting a payout connected to the deal. The Container Store said in its prospectus that it planned to pay a dividend to holders of its preferred stock, including the private equity firm and current and former employees.

The banks handling the offering were led by JPMorgan Chase, Barclays and Credit Suisse.



Dodd-Frank Is Indeed Taking Root

David Zaring is assistant professor of legal studies at the Wharton School of Business at the University of Pennsylvania.

The slow rollout of the Dodd-Frank Act has left many frustrated, but in reality, much progress has been made in shaking up the financial industry.

To size up any new law, it’s best to examine the progress it has made in three stages: a congressional stage, where the law is passed; an agency stage, where the rules to are written; and judicial stage, in which the courts say whether the rules that the agencies wrote can actually be imposed on the industry.

The agency stage has been a case study in slow progress. But the good news for the government is that, in the early days of judicial review, it is holding up reasonably well. Perhaps the time spent fashioning and justifying the many rules required under Dodd-Frank is paying some dividends.

Dodd-Frank was pretty lengthy - 828 pages long, in fact. Many of those pages were intended to set an agenda for federal regulators, rather than to leave the regulating in the hands of Congress. The statute required agencies to promulgate 398 rules in the first instance and to conduct 87 studies, after which, presumably, more rules might be issued.

That is a lot of rules. Indeed, so far, 42 words of regulations have been promulgated for every word of text in Dodd-Frank Act - a number that will grow, as regulators have finished less than half of the rule-writing required by the statute, by the calculations of the law firm Davis Polk.

It is easy to make fun of all those words, and lawmakers and journalists often do. Moreover, one can imagine regulators drowning in a sea of their new responsibilities. They have failed to meet many of the rule-making deadlines Congress set for them when it passed the statute. Along the way, the regulators have been subjected to plenty of pressure by Wall Street, in the form of comments on rules, complaints in meetings, and repeated efforts to amend the law in Congress. The heavy opposition has contributed to a process that has run both long and late.

Important parts of the act - the Volcker Rule in particular - have not yet been put in place. The agencies writing the details of rule, which is intended to prevent banks from making speculative investments, have had difficulty devising a formula that captures the difference between that sort of speculation (forbidden under Dodd-Frank), and market-making and hedging (permitted).

But even this tough slog is showing signs of getting to the end. One federal regulator, the Commodity Futures Trading Commission, has essentially finished all of its Dodd-Frank rule-making obligations - and it is responsible for much of the new oversight of derivatives markets called for by the statute. The Securities and Exchange Commission has as well, although it missed a lot of statutory deadlines along the way. And parts of the act, including the Collins Amendment imposing capital requirements on financial conglomerates, are now in pace with final rules.

Moreover, the time spent may be paying off when the agencies get taken to court. It is early days, but the government has won more cases related to its rules than it has lost.

As a rule of thumb, agencies can count on winning roughly two-thirds of the cases in which they defend their rules. But things have looked particularly dark for financial regulators, who have faced exceeding skepticism from the United States Court of Appeals for the District of Columbia Circuit, the most important regulatory court.

The D.C. circuit court has come close to imposing a cost-benefit analysis requirement on any financial regulation that is predictable, only because the Securities and Exchange Commission always loses when the court brings it up.
But there is some reason for consumers to take heart.

The D.C. circuit court has upheld the C.F.T.C. rules subjecting investment companies to derivatives trading rules. It turned away a challenge to new fees rules set by the S.E.C. on exchanges for market data, as well as, in the first instance, a challenge to the S.E.C.’s rule on resource extraction, requiring oil, gas, and mineral extraction companies to disclose payments made to American and foreign governments. Lower courts have upheld C.F.T.C. regulations of commodity pool operators, and the S.E.C.’s conflict minerals rule requiring the disclosure of the use of minerals extracted from certain war-torn countries.

It is not all rosy in the lower courts. Federal judges have rejected the C.F.T.C.’s position limit rule (which limits the size of a bet that could be made in various commodity markets) and, in the end, that resource extraction rule. Both of those cases are headed to the D.C. circuit court, which will then get a chance to re-evaluate how to apply its stringent cost-benefit analysis test to the architecture of Dodd-Frank.

On a broader front, two plaintiffs have argued that Dodd-Frank unconstitutionally empowers agencies to rule in the space of financial regulation by fiat and at whim. Those challenges, made by sophisticated conservative lawyers, arguing on behalf of, in one case, a small Texas state bank and three states, and in another, a small debt relief firm, have so far have been unable to pass the many timing and standing hurdles that would allow courts to address them. A related problem has bedeviled the Occupy Wall Street affiliate, Occupy the SEC, which is petitioned for the faster passage of more rules, to no avail.

It is too soon to declare victory on the regulatory efforts to implement Dodd-Frank in the courts but so far, I view the glass as half-full.

The early successes may pave the way for later ones, as no court is going to want to be known as the place where a major legislative initiative is strangled if it is doing so without company. And, for that matter, few courts will have the appetite to throw out hundreds of rules; in this sense, Dodd-Frank’s best judicial defense may lie in its comprehensiveness.

For now, American financial regulators are winning their fight to put through Dodd-Frank the way they think it must be done.



A Brazilian Entrepreneur’s Setback

JPMorgan Chase facing $13 billion fine for role in mortgage crisis

JPMorgan Chase, the biggest bank in the nation, is facing a record $13 billion fine in a deal with the Department of Justice over the mortgage crisis. Bill Cohan, former JPMorgan Chase managing director and author of "House of Cards," joins the "CBS This Morning" co-hosts to discuss the effect the fine will have on the bank.



Chinese I.P.O.’s Attempt a Comeback in U.S.

HONG KONG â€" Chinese companies are attempting to leap back into the United States stock markets.

The return, still in its early days and involving just a handful of companies, comes after several years of accounting scandals that pummeled their share prices and prompted scores of companies to delist from markets in the United States.

But the spate of recent activity suggests investors may be warming once more to Chinese companies that seek initial public offerings in the United States.

Qunar Cayman Islands Ltd., a popular travel website owned by Baidu, China’s leading search engine company, was to begin trading on Nasdaq on Friday. Its share sale priced higher than expected, at $167 million, news reports said. On Thursday, shares in the Chinese classified ad website operator 58.com â€" often compared to Craigslist â€" surged 42 percent on the first trading day in New York after its $187 million I.P.O.

The question now â€" for both American investors and the companies from China waiting in the wings to raise money from them â€" is whether these recent deals are an anomaly or have truly managed to unfreeze a market that was once a top destination for Chinese companies seeking to list overseas.

Peter Fuhrman, chairman of China First Capital, an investment bank and advisory firm based in Shenzhen, China, said that for both sides, the recent signs of a détente between American investors and Chinese companies is ‘‘a matter of selectively hoping history repeats itself.’’

‘‘Not the recent history of Chinese companies dogged by allegations, and some evidence, of accounting fraud and other suspect practices,’’ he added. ‘‘Instead, the current group is looking back farther in history, to a time when some Chinese Internet companies with business models derived, borrowed or pilfered from successful U.S. companies were able to go public in the U.S. to great acclaim.’’

That initial wave of Chinese technology listings began in 2000 with the I.P.O. of Sina.com and later featured companies like Baidu, which has been described as China’s answer to Google. In total, more than 200 companies from China achieved listings on American markets, raising billions of dollars through traditional I.P.O.’s or reverse takeovers.

But beginning about 2010, short-sellers and regulators started exposing what grew into a flurry of accounting scandals at Chinese companies with overseas listings. In some cases, such accusations have led to the filing of fraud charges by regulators or to dissolution of the companies. Prominent examples include the Toronto-listed Sino-Forest Corporation, which filed for bankruptcy last year after Muddy Waters Research placed a bet against the company’s shares in 2011 and accused it of being a ‘‘multibillion-dollar Ponzi scheme.’’

Concerns about China-based companies were reinforced last December when the United States Securities and Exchange Commission accused the Chinese affiliates of five big accounting firms of violating securities laws, contending they had failed to produce documents from their audits of several China-based companies under investigation for fraud.

In response, American demand for new share offerings by Chinese companies evaporated, and investors dumped shares in Chinese companies across the board. It became so bad that the tide of listings reversed direction: Delistings by Chinese companies from American markets have outnumbered I.P.O.’s for the last two years.

In fact, despite the last week’s renewed activity, it is too early to say whether Chinese stocks are back in favor. The listing by 58.com was only the fourth Chinese I.P.O. in the United States this year, according to Thomson Reuters data. LightInTheBox, an online retailer, raised $90.7 million in a June listing but is trading slightly below its I.P.O. price. China Commercial Credit, a microlender, has risen 50 percent since it raised $8.9 million in August. And shares in the Montage Technology Group, based in Shanghai, have risen 41 percent since it raised $80.2 million in late September.

Still, this year’s activity is already an improvement from 2012, when only two such deals took place, according to Thomson Reuters figures. Late last month, two more Chinese companies â€" 500.com, an online lottery agent, and Sungy Mobile, an app developer â€" submitted initial filings for American share sales.

But the broader concerns related to Chinese companies have not gone away. In May, financial regulators in the United States and China signed a memorandum of understanding that could pave the way to increased American oversight of accounting practices at Chinese companies. But the S.E.C.’s case against the Chinese affiliates of the five big accounting firms remains in court.

The corporate structure of many Chinese companies is another unresolved area of concern. Because foreign companies and shareholders cannot own Internet companies in China, both 58.com and Qunar rely on a complex series of management and profit control agreements called ‘‘variable interest entities,’’ or V.I.E.’s. Whether or not such arrangements will stand up in court has been a recent cause for concern among foreign investors in Chinese companies.

And short-sellers continue to single out companies from China, often with great success.

In a report late last month, Muddy Waters took aim at NQ Mobile, an online security company based in Beijing and listed in New York, accusing it of being ‘‘a massive fraud’’ and contending that 72 percent of its revenue from the security business in China last year was ‘‘fictitious.’’

NQ Mobile has rejected the allegations, saying that the report contained ‘‘numerous errors of facts, misleading speculations and malicious interpretations of events.’’ The company’s shares have fallen 37 percent since the report was published.



Chinese I.P.O.’s Attempt a Comeback in U.S.

HONG KONG â€" Chinese companies are attempting to leap back into the United States stock markets.

The return, still in its early days and involving just a handful of companies, comes after several years of accounting scandals that pummeled their share prices and prompted scores of companies to delist from markets in the United States.

But the spate of recent activity suggests investors may be warming once more to Chinese companies that seek initial public offerings in the United States.

Qunar Cayman Islands Ltd., a popular travel website owned by Baidu, China’s leading search engine company, was to begin trading on Nasdaq on Friday. Its share sale priced higher than expected, at $167 million, news reports said. On Thursday, shares in the Chinese classified ad website operator 58.com â€" often compared to Craigslist â€" surged 42 percent on the first trading day in New York after its $187 million I.P.O.

The question now â€" for both American investors and the companies from China waiting in the wings to raise money from them â€" is whether these recent deals are an anomaly or have truly managed to unfreeze a market that was once a top destination for Chinese companies seeking to list overseas.

Peter Fuhrman, chairman of China First Capital, an investment bank and advisory firm based in Shenzhen, China, said that for both sides, the recent signs of a détente between American investors and Chinese companies is ‘‘a matter of selectively hoping history repeats itself.’’

‘‘Not the recent history of Chinese companies dogged by allegations, and some evidence, of accounting fraud and other suspect practices,’’ he added. ‘‘Instead, the current group is looking back farther in history, to a time when some Chinese Internet companies with business models derived, borrowed or pilfered from successful U.S. companies were able to go public in the U.S. to great acclaim.’’

That initial wave of Chinese technology listings began in 2000 with the I.P.O. of Sina.com and later featured companies like Baidu, which has been described as China’s answer to Google. In total, more than 200 companies from China achieved listings on American markets, raising billions of dollars through traditional I.P.O.’s or reverse takeovers.

But beginning about 2010, short-sellers and regulators started exposing what grew into a flurry of accounting scandals at Chinese companies with overseas listings. In some cases, such accusations have led to the filing of fraud charges by regulators or to dissolution of the companies. Prominent examples include the Toronto-listed Sino-Forest Corporation, which filed for bankruptcy last year after Muddy Waters Research placed a bet against the company’s shares in 2011 and accused it of being a ‘‘multibillion-dollar Ponzi scheme.’’

Concerns about China-based companies were reinforced last December when the United States Securities and Exchange Commission accused the Chinese affiliates of five big accounting firms of violating securities laws, contending they had failed to produce documents from their audits of several China-based companies under investigation for fraud.

In response, American demand for new share offerings by Chinese companies evaporated, and investors dumped shares in Chinese companies across the board. It became so bad that the tide of listings reversed direction: Delistings by Chinese companies from American markets have outnumbered I.P.O.’s for the last two years.

In fact, despite the last week’s renewed activity, it is too early to say whether Chinese stocks are back in favor. The listing by 58.com was only the fourth Chinese I.P.O. in the United States this year, according to Thomson Reuters data. LightInTheBox, an online retailer, raised $90.7 million in a June listing but is trading slightly below its I.P.O. price. China Commercial Credit, a microlender, has risen 50 percent since it raised $8.9 million in August. And shares in the Montage Technology Group, based in Shanghai, have risen 41 percent since it raised $80.2 million in late September.

Still, this year’s activity is already an improvement from 2012, when only two such deals took place, according to Thomson Reuters figures. Late last month, two more Chinese companies â€" 500.com, an online lottery agent, and Sungy Mobile, an app developer â€" submitted initial filings for American share sales.

But the broader concerns related to Chinese companies have not gone away. In May, financial regulators in the United States and China signed a memorandum of understanding that could pave the way to increased American oversight of accounting practices at Chinese companies. But the S.E.C.’s case against the Chinese affiliates of the five big accounting firms remains in court.

The corporate structure of many Chinese companies is another unresolved area of concern. Because foreign companies and shareholders cannot own Internet companies in China, both 58.com and Qunar rely on a complex series of management and profit control agreements called ‘‘variable interest entities,’’ or V.I.E.’s. Whether or not such arrangements will stand up in court has been a recent cause for concern among foreign investors in Chinese companies.

And short-sellers continue to single out companies from China, often with great success.

In a report late last month, Muddy Waters took aim at NQ Mobile, an online security company based in Beijing and listed in New York, accusing it of being ‘‘a massive fraud’’ and contending that 72 percent of its revenue from the security business in China last year was ‘‘fictitious.’’

NQ Mobile has rejected the allegations, saying that the report contained ‘‘numerous errors of facts, misleading speculations and malicious interpretations of events.’’ The company’s shares have fallen 37 percent since the report was published.



ING to Unwind Mortgage Securities

LONDON â€" In another sign of improving headwinds for European banks, the Dutch financial services firm ING said on Friday that it would unwind a portfolio of securities tied to mortgages in the United States that was shifted off its books by the Dutch government during the financial crisis.

The government took on the majority of the risk associated with a portfolio of so-called Alt-A mortgage securities in January 2009 to reduce the uncertainty on ING’s balance sheet. Alt-A mortgages are considered risker than prime mortgages but are not as risky as subprime mortgages.

The portfolio of mortgage securities, originally valued at 24 billion euros, or about $33 billion, will be unwound at an expected €400 million profit for the Dutch government, ING said.

“While we are grateful for the support the Dutch State extended to us in 2009, we are pleased that today we can announce the end of the Alt-A arrangement,” said Ralph Hamers, ING’s chief executive. “Over the past years we have worked hard to make ING stronger and simpler and to limit risks. We are looking ahead to take ING through the last phase of our restructuring and work on further focusing our company on serving our customers.”

The news comes just days after ING announced it was preparing to pay an additional €1.13 billion to the Dutch government later this month as it comes closer to repaying the state aid it received during the financial crisis.

ING has repaid €8.5 billion in principal of the €10 billion it received from the Dutch government in 2008, plus an additional €2.8 billion in interest and premiums. It is expected to complete its repayment by May 2015.

A number of governments that provided European banks with state aid during the financial crisis have profited in recent years on share sales as the banks have shed billions of dollars in underperforming assets and the general economic outlook has improved.

The Swiss government sold its 9.4 percent stake in UBS for a profit of more than $1 billion in 2009. In September, the British government raised 3.2 billion pounds, or $5.1 billion, through the sale of a 6 percent stake in the Lloyds Banking Group, generating a £61 million profit for taxpayers.

The gains mirror similar returns generated by the United States government as banks have repaid their bailout funds.



RBS to Split Off Troubled Loans of About $61 Billion Into Bad Bank

LONDON - Royal Bank of Scotland, whose principal owner is the British government after a bailout five years ago, said Friday it would put its bad loans into a separate entity as part of a plan to speed up its revamp and return money to taxpayers.

The plan, which includes the creation of a so-called bad bank within R.B.S., came after the government had asked for a review into whether R.B.S. should be split up. R.B.S. also said it would focus on retail and commercial banking in its British home market, raising questions about the future of its operations in the United States and other foreign markets.

“We are a bank with a significant international reach but the U.K. is our home,” Ross McEwan, who took over at the bank’s chief executive at the beginning of October. The bank is separating about 38 billion pounds, or $61 billion, of toxic assets, including some property loans in Ireland.

Shares of R.B.S. continue to trade well below the threshold when the government would be able to start selling its 81 percent stake at a profit. The sale of an initial 6 percent stake in Lloyds Banking Group, an R.B.S. rival that also had to be bailed out by the government in 2008, added pressure on R.B.S.’s new chief executive to speed up the turnaround plan.

Britain’s Chancellor of the Exchequer, George Osborne, is expected to start selling the stake in R.B.S. before the next general election scheduled for 2015 even if it would be at a loss to taxpayers. Although the separation of the toxic loans could help R.B.S. recover faster, it will probably result in a “significant increase” in impairment charges at the end of the year and a full-year loss, the bank said.

In a statement, Mr. Osborne welcomed the step, saying it allows R.B.S. to “deal decisively with the problems of the past by separating out the good from the bad, and putting the bad loans in a bad bank.” He also said that “the bad bank should be an internal one, funded by R.B.S., rather than an external one funded by the taxpayer.”

The “actions should create a more resilient institution that is better able to support the real economy without any expectation of further Government support,” the Bank of England said in a statement.

R.B.S. also said Friday that its net loss for the three months until the end of September was £828 million compared to a loss of £1.4 million in the same period a year earlier. The results fell short of some analyst expectations, which predicted the bank would return to profit in the period. Impairment losses in the quarter were left almost unchanged to £1.17 billion.

Mr. McEwan pledged to win back customer trust, restore pride in the organization among employees and work to repay the government for the bailout. Mr. McEwan, the former head of R.B.S.’s retail banking business in Britain, who joined R.B.S. just a little over a year ago, is expected to focus on retail and commercial banking at home, putting into question the future for the bank’s investment banking operation and units abroad.

Since the financial crisis began, the Royal Bank of Scotland has jettisoned around £900 billion, or $1.4 trillion, worth of assets from its balance sheet, and eliminated about 40,000 jobs in a bid to bolster profitability. The bank improved its capital cushion, scaled back its investment banking operation and sold a stake in Citizens Financial Group of the United States.

But bad loans from its banking unit in Ireland continue to weigh on performance, and a slow economic recovery made any sale of distressed real estate assets difficult. R.B.S. also had to set aside more than £2 billion to compensate clients it sold some insurance to that they could not use or did not need.