Assessing Risk? ethiXbase is an Invaluable Tool by Thomas Fox on 5/23/2012 Put another way, what is the best one-stop database site for anti-corruption and anti-bribery on a worldwide basis? I think that the answer is will lead you to one resource that I would suggest you take a very hard look and...more
Martin Marietta Materials, Inc. v. Vulcan Materials Co., C.A. 7102-CS (Del. Ch. May 4, 2012) (Strine, C.) - May 04, 2012 by Potter Anderson & Corroon LLP on 5/22/2012 In this memorandum opinion, the Court of Chancery construed two confidentiality agreements executed by direct competitors at the outset of friendly negotiations regarding a possible business combination. Although neither of...more
I Can’t Drive 55: The Uselessness of a ‘Custom and Practice’ Defense under the FCPA by Thomas Fox on 5/22/2012 Perhaps the defendants became confused about the inclusion of a local law defense in the Foreign Corrupt Practices Act (FCPA) under which payments to foreign governmental officials that are otherwise prohibited are permitted...more
Seventh Circuit Court of Appeals Rejects Argument That Wisconsin Corporate Law Is Part of Articles of Incorporation by Katten Muchin Rosenman LLP on 5/21/2012 The U.S. Court of Appeals for the Seventh Circuit rejected the argument of a dissenting shareholder in a freezout merger that provisions of Wisconsin’s corporate law were binding contractually on a company’s founders and its...more
The Homestead Act and Doing Compliance by Thomas Fox on 5/21/2012 This drove home to me that what a company really needs to accomplish regarding compliance is to do the day-to-day work in its company to help create and foster a culture of compliance. Recently May 7-11 was designated as...more
Facilitation Payments Under the FCPA [Video] by Thomas Fox on 5/18/2012 A review of the requirements for the facilitation payment exception under the FCPA....more
JPMorgan Chase and Compliance Risk by Thomas Fox on 5/16/2012 One of area that is an important part of a minimum best practices compliance program under the Foreign Corrupt Practices Act (FCPA) or the UK Bribery Act is risk assessment. Indeed in a recent video podcast on the site...more
InfoBytes, May 4, 2012 - A Weekly In-depth review of news & developments in the financial services industry. by BuckleySandler LLP on 5/15/2012 Topics In This Issue Federal Issues - State Issues - Courts - Miscellany - Firm News - Mortgages - Banking – Consumer Finance - Securities - E-Commerce Excerpt from Federal Issues: CFPB Announces Director of...more
Second Amendment to Effective Date for Swap Regulation by Katten Muchin Rosenman LLP on 5/15/2012 On May 10, the Commodity Futures Trading Commission issued a notice of a proposed second amendment that extends the CFTC’s prior grant of temporary relief from certain swap-related provisions of the Dodd-Frank Wall Street...more
Variable Interest Entity (VIE) Structures Face Additional Scrutiny for Hong Kong Listing by Pillsbury Winthrop Shaw Pittman LLP on 5/15/2012 Since its first use by Sina Corporation in 2000, the VIE structure has been widely adopted by many Chinese companies to attract foreign investment and complete offshore listings. While companies operating under VIE structure...more
Facebook, Inc. And CalEASI by Allen Matkins Leck Gamble Mallory & Natsis... on 5/15/2012 In 1996, the California legislature enacted SB 261 (Beverly) which established an exemption, Corporations Code Section 25102(o), for the offer or sale of securities by a corporation pursuant to an option plan or agreement...more
Business Pushback against Brazil Foreign Bribery Bill by Matteson Ellis on 5/15/2012 In January 2012, FCPAméricas reported on how Brazil is currently considering an overhaul of its foreign bribery law. In March, we reported on how a special committee created by the Brazilian Congress to analyze the bill made...more
Letter to Cicero – Lesson for the Compliance Practitioner from the Roman Republic by Thomas Fox on 5/15/2012 Most people will recognize the name Cicero as that of one of the greatest orators of the Roman Republic. In 64 BC he ran for Consul and was elected, beginning his term in March, 63 BC. In this month’s issue of Foreign...more
CFTC and SEC Adopt Final Rules Further Defining “Swap Dealer,” “Major Swap Participant” and “Eligible Contract Participant” by Katten Muchin Rosenman LLP on 5/14/2012 - BACKGROUND The Dodd-Frank Act (the Act)1 requires persons who act as swap dealers and major swap participants to register as such with the Commodity Futures Trading Commission and/or the Securities and Exchange...more
The Shelby Mustang and Continued Development of a FCPA Compliance Program by Thomas Fox on 5/14/2012 Carroll Shelby died last week. For anyone who following racing or loved the Muscle Car Era, no light shone brighter that Shelby’s. In 1959 (a little before I started to follow racing) Shelby was the first Texan to win...more