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FCPA Compliance and Ethics Report-Episode 174-Matt Kelly on Dodd-Frank, Uber and Upcoming Compliance Week events [Video]

In this episode I visit with Compliance Week Editor Matt Kelly on how Dodd-Frank is working and affecting financial services, Uber and the recent ruling from the California Labor Board finding one Uber driver an employee and...more

New UAE Commercial Companies Law: Overview

Federal Law No. 2 of 2015 (the New Commercial Companies Law, (NCCL)) was issued and contained in Federal Gazette No. 577 with the publication date of 31 March 2015. As such the new law comes into effect three months from the...more

FCPA Compliance and Ethics Report-Episode 173-Adam Turteltaub on upcoming SCCE events [Video]

In this episode, I visit with Adam Turteltaub from the SCCE. He discusses some upcoming SCCE academies and other events, including the 2015 Compliance and Ethics Institute, which will be held from Oct. 4-7 in Las Vegas. Adam...more

FCPA Compliance and Ethics Report-Episode 172-Scott Killingsworth on Personal Liability of CCOs [Video]

In this episode I visit with Scott Killingsworth on the recent SEC enforcement action in the SFX matter. In that case, the SEC held the CCO personally liability. We discuss the underlying facts, prior SEC pronouncements the...more

FCPA Compliance and Ethics Report-Episode 171-FCPA Enforcement in the Energy Industry [Video]

In this episode I discuss enforcement of the FCPA in the energy industry, it genesis and the business response by the energy industry. ...more

FCPA Compliance and Ethics Report-Episode 170-Yas Froemel and Facilitation Payments [Video]

In this episode I visit with Yas Froemel, a PhD student in Germany who has developed and academic interest in facilitation payments. We discuss her work, the Anti-Corruption Forum which she founded and her upcoming conference...more

FCPA Compliance and Ethics Report-Episode 167-Mara Senn on the Top 10 Practices in a Cross-Border Investigation [Video]

In this episode I visit with noted white collar practitioner Mara Senn who discusses her top 10 best practices when conducting cross-border investigations. ...more

Familiar Features in Pennsylvania’s New Entity Transactions Landscape

Comprehensive amendments to the Pennsylvania Business Corporation Law (“PBCL”) go into effect on July 1, 2015. The amendments repeal many substantive provisions of the PBCL in respect of corporate mergers. These provisions,...more

FCPA Compliance and Ethics Report-Episode 166-Sepp Blatter Resigns [Video]

In this episode I visit with Mike Brown, Managing Director at Infortal and Jay Rosen, VP Translations at Merrill Brink about the resignation of Sepp Blatter from FIFA....more

FCPA Compliance and Ethics Report-Episode 165-BHP FCPA Enforcement and Lessons Learned for the Compliance Practitioner  [Video]

In this episode I review the BHP Billiton FCPA enforcement action brought by the Securities and Exchange Commission. I review the underlying facts and provide some lessons learned for the compliance practitioner. The key...more

FCPA Compliance and Ethics Report-Episode 163-the FIFA Indictments, with Mike Brown [Video]

In this episode, Mike Brown, Managing Director at Infortal, and I discuss the recently released indictments against FIFA officials. We review the implications for US companies under the FCPA and discuss steps you should take...more

Economic Downturn Week, Part III – The Desktop Risk Assessment

I continue my exploration of actions you can take to improve your compliance program during an economic downturn with a review of what my colleague Jan Farley, the Chief Compliance Officer (CCO) at Dresser-Rand, called the...more

Tools to Defend Against Securities Litigation Arising out of Cross-Border M&A Transactions

Litigation following a merger involving publicly traded companies has become so commonplace in recent years that shareholder lawsuits challenging proposed mergers and acquisitions are frequently (and begrudgingly) referred to...more

FCPA Compliance and Ethics Report-Episode 161-Gini Dietrich on how to create a MasterClass [Video]

In this episode I visit with Gini Dietrich, on how to create a MasterClass....more

Gaming M&A season just started!

The announcement of the integration between SNAI and Cogemat/Cogetech is just the beginning of a season of major acquisitions in gaming sector.  But what is the right approach to enter into a new market or consolidate the...more

FCPA Compliance and Ethics Report-Episode 159-Alison Taylor on the intersection of CSR and the FCPA [Video]

In this episode I visit with Alison Taylor of BSR about the organizational behavior issues around bribery and corruption and the intersection of Corporate Social Responsibility and the FCPA. ...more

FCPA Compliance and Ethics Report-Episode 158-Jeff Lurie on pre-acquisition M&A protocols [Video]

In this episode I visit with management consultant Jeff Lurie about his thought for your pre-acquisition protocol when evaluating a company for a merger or acquisition...more

Guide To Doing Business in Australia: Company Law (Updated)

COMPANY LAW - Some general matters relating to company law in Australia are discussed below. REGULATORY SCHEME - The Corporations Act principally regulates companies, their incorporation, the acquisition of...more

Guide To Doing Business in Australia - Regulation of Foreign Investment (Updated)

REGULATION OF FOREIGN INVESTMENT - One of the first matters a foreign investor must consider when planning to invest in Australia is the impact of Australia’s foreign investment policy. REGULATION - Foreign...more

FCPA Compliance and Ethics Report-Episode 157-Training of Third Parties Under the FCPA [Video]

In this episode I discuss the training of third parties under the FCPA. I review the DOJ/SEC FCPA Guidance on this issue; the risk ranking of third parties to help deliver your training; the types of training you can utilize...more

Blog: PCAOB Publishes New “Audit Committee Dialogue”

The PCAOB has announced the publication of a new paper designed to address audit committees. The paper, Audit Committee Dialogue, provides insights from inspections of public company auditors that should assist audit...more

FCPA Compliance and Ethics Report-Episode 156-emergency podcast on Deflategate and the Wells Report [Video]

In the first emergency podcast Jay Rosen and I review (what we know) of the Wells Report into Deflategate. We consider the issues from a FCPA compliance practitioner perspective and what lessons may be learned from the...more

Episode 155-Mara Senn on FCPA Investigations and the Decision to Self-Disclose [Video]

In this episode I visit with Mara Senn, a partner at Arnold & Porter on how to think through a FCPA investigation and she provides a decision making calculus on how to make a decision...more

Acquiring a US Public Company: An Overview for the Non-US Acquirer

In This Issue: - Introduction - The US M&A Market - Friendly or Hostile? Deciding on the Approach to a Target - The Basics: Transaction Structures A. One-Step: Statutory Merger B....more

UAE Corporate Law Reform

The UAE has recently passed a new commercial companies law and approved some key changes to its public takeover regime. 1. New UAE Commercial Companies Law UAE Federal Law No. (2) of 2015 Concerning Commercial...more

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