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> Wow, what a deceptive clickbait title! Should read "FDIC tells FTX US to delete a tweet". (I've restructured this comment removing only a tangential illustra
by retcore 4y ago
> Wow, what a deceptive clickbait title! Should read "FDIC tells FTX US to delete a tweet".
(I've restructured this comment removing only a tangential illustration of shareholders liability, adding only to make my meaning clear from the beginning)
Prior to which you argue that the subsidiary is regulated as a commodities trading house. If so, CFTC is likely to promptly suspend them after digesting this FDIC enforcement action.
You appeal to the reputation implied of a known historical entity and or management and dismiss the enforcement action against the combined post acquisition entity as trivia. This is a circular conflagration as disingenuous as the offending misrepresentation of Federal guarantees. I'm suspicious of what connection you may have to this company and thinking your comments may be construed as flagrant obstruction the enforcement of Federal law through persistence with the estopped activities. If you are associated in any way but spoke independently, I think this one is really worth sitting out. For a start FDIC account protection is provided to individuals via FDIC insured banks and can't be parlayed by any broker. FDX referring to individual and or separate insured deposits I'm expecting to give rise to charges of interstate fraud at least. The targets of current enforcement are almost certainly intended to establish case law to enable sweeping enforcement and punishment I think I'm going to say is expected this time, through lower courts.
(Continues unchanged)
The usual resulting status of a any company acquired is "wholly controlled subsidiary" , and bar special classes of shares outstanding accounts and corporate governance arising from the parent holding majority voting rights prevails over any surviving minority shareholders or board member votes. It's theoretically possible for a acquirer to overlook the perfunctory resignation of the board and end up having to use company law and call for a EGM to vote on the termination of incumbent recalcitrant directors, but hardly likely anyone in the farthest reaches of M&A would have so little oversight of catastrophic professional liability.
In plain English there's no separation nor distinction between a subsidiary and its parent.
You could invent intricate arms length contrivances and claim independent operations, but unless each corporate entity has clearly independent capital structure, claims of independence are liable to be interpreted as fraudulent in English or judicial evaluation. Multinationals using offshore treasury vehicles use companies limited by guarantee and partnerships for avoidance of this category of responsibility.
The FDIC and other comments make it easier to see that the problem is widespread. Otherwise the FDIC wouldn't need so much boilerplate putting the onus on the respondent to deliver complete record of all misleading and unlawful communication.
Edited: replaced "guaranteed by share capital" with "limited by guarantee".
- loxias 4y agoFirst, thanks for the thoughtfully written (though a bit hard to digest) reply, I wish I had seen it sooner! Your exacting precision and care with words lies in stark contrast to my comment's lack thereof, is the mark of someone who knows what they're talking about, and is probably a lawyer with domain specific knowledge. :) Though I doubt anyone will see this, to be clear, the vast majority of my "communicative intent" was to express: * My explanation for WHY and HOW it came to be that the derivatives unit, FTX US Derivatives (aka LedgerX), has the proper licenses and is probably run with a different management philosophy than the parent. (that explanation being: "because they were acquired, not part of the original parent group of FTX people") * My displeasure with what I think is a quite misleading and exaggerated "clickbait" title. My feeling that it would be a sad state of affairs if the bad (and possibly illegal!) behavior of the parent company were to adversely affect the rule-following child and the rule-following customers was a minor point, though one I still stand by. I am curious if you agree that it wound be unfortunate? Consumers gripe over unfortunate changes by and in management of their preferred vendors all the time, while being fully aware of the legal reality. :) I could have just as well been complaining about a great restaurant or coffee shop which was acquired. Either way, it was a minor point. I'm aware that post-acquisition, even though it's not unusual for an acquired and independent business unit to continue operating just as they always had, in the eyes of the law any distinction between acquiring and acquired company is dissolved. As you correctly state "there's no separation nor distinction between a subsidiary and its parent". I know this, but that doesn't mean it's not "unfortunate". > This is a circular conflagration as disingenuous as the offending misrepresentation... No. You are incorrect. Nothing I said is disingenuous. > I'm suspicious of what connection you may have to this company... LIKEWISE!! :) (I'm just a customer, though I'm flattered.) And yes, you are correct that "FTX US Derivatives is a digital currency futures and options exchange and clearinghouse regulated by the US Commodity Futures Trading Commission (CFTC)". Though I have yet to see any change in their operation -- CFTC has not "promptly suspended them" -- I do wonder if anything will happen.