Foley & Lardner LLP is closely monitoring the rapidly changing landscape surrounding the recent bank insolvencies.
On Tuesday, March 21, at 5:00 p.m. CT, Foley hosted a webinar where a panel of presenters discussed the...more
Last week, state regulators forced Silicon Valley Bank (SVB) into receivership, and the Federal Deposit Insurance Corporation (FDIC) was appointed as receiver. SVB’s failure marks the largest receivership since Washington...more
On March 30, 2022, the U.S. Securities and Exchange Commission (the “Commission” or “SEC”) proposed new rules and amendments regarding special purpose acquisition companies (“SPACs”), shell companies, and disclosure related...more
4/1/2022
/ Corporate Counsel ,
Disclosure Requirements ,
Initial Public Offering (IPO) ,
Investment Company Act of 1940 ,
Non-GAAP Financial Measures ,
Proposed Amendments ,
Proposed Rules ,
PSLRA ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Special Purpose Acquisition Companies (SPACs)
The North Carolina Supreme Court recently concluded that shareholders dissenting from Reynolds American Inc.'s 2017 merger with British American Tobacco were not entitled to more consideration than the deal price — even in a...more
Key Takeaways from Foley's National Directors Institute Conference Panel -
When it comes to a corporate board’s oversight of compliance programs, it’s no longer business as usual.
In 2019, a Delaware court shifted the...more
The novel coronavirus (“COVID-19”) continues to afflict companies in numerous ways. In the case of public companies, disclosure duties are implicated. No two companies are identical, so there is no “one-size-fits-all”...more
Where markets fall precipitously, “stock-drop” lawsuits are sure to follow. Impacts of COVID-19 present the classic event-driven drop in stock price that is often the target of shareholder lawsuits. Thus far, the plaintiffs’...more
As the coronavirus (specifically, “COVID-19”) outbreak continues to wreak havoc on markets and industries in the U.S. and around the world, businesses are now confronting significant and unique challenges. Successful...more
Under the traditional model of corporate governance, boards of directors owe fiduciary duties to one group, and one group only — the company’s shareholders — to maximize the value of their shares. But, times are changing. In...more
8/20/2019
/ Board of Directors ,
Compliance ,
Corporate Governance ,
Corporate Social Responsibility ,
Delaware General Corporation Law ,
Fiduciary Duty ,
Institutional Investors ,
Legislative History ,
Shareholder Activism ,
Shareholder Litigation ,
Shareholders
On May 24, 2017, the United States Attorney’s Office for the Southern District of New York and the Securities and Exchange Commission (SEC) launched their latest criminal and civil salvos against prohibited insider trading by...more
6/9/2017
/ Attorney General ,
Centers for Medicare & Medicaid Services (CMS) ,
Enforcement Actions ,
Guilty Pleas ,
Hedge Funds ,
Indictments ,
Insider Trading ,
Medicare ,
Personal Benefit ,
Political Intelligence ,
Prescription Drugs ,
Securities and Exchange Commission (SEC) ,
STOCK Act ,
Tippees
In a much-anticipated ruling on insider trading, the Supreme Court held today, in Salman v. United States, that the disclosure of inside information by a corporate insider (tipper) to a “trading relative” (a tippee)...more
In the last few years, Congress, the U.S. Securities and Exchange Commission (SEC), and the courts have significantly increased their efforts to grapple with insider trading in the realm of political intelligence. In 2012,...more
Highlights Areas of High Risk and Examination Priorities for Financial Industry Firms -
On September 15, the U.S. Securities and Exchange Commission’s (SEC’s) Office of Compliance, Inspections and Examinations (OCIE),...more
10/8/2015
/ Broker-Dealer ,
Cease and Desist Orders ,
Corporate Governance ,
Cyber Crimes ,
Cyber Incident Reporting ,
Cyber Insurance ,
Cybersecurity ,
Data Breach ,
Data Breach Plans ,
Data Loss Prevention ,
Data Privacy ,
Data Protection ,
Data Security ,
Encryption ,
Enforcement Actions ,
Hackers ,
Identity Theft ,
Neither Admit Nor Deny Settlements ,
OCIE ,
Personally Identifiable Information ,
Policies and Procedures ,
Registered Investment Advisors ,
Risk Alert ,
Sanctions ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Security Risk Assessments ,
Training ,
Unauthorized Access ,
Vendors
April 3, 2015, the Second Circuit handed a significant victory to prospective defendants in insider trading cases — as well as the two defendants whose convictions had been reversed — by denying U.S. Attorney Preet Bharara’s...more
In its important ruling on what the government must prove in a criminal insider trading prosecution, the Second Circuit reversed the convictions of two portfolio managers — throwing out their cases completely, with no new...more
12/15/2014
/ Dell ,
Hedge Funds ,
Illegal Tipping ,
Insider Trading ,
Material Nonpublic Information ,
NVIDIA ,
Personal Benefit ,
Portfolio Managers ,
Rule 10b-5 ,
Securities ,
Securities Fraud ,
US v Newman