News & Analysis as of

Directors Department of Justice (DOJ)

The Volkov Law Group

DOJ’s Perspective on Clawbacks and Deferred Compensation Systems (Part III of III)

The Volkov Law Group on

DOJ’s decision to examine corporate compensation programs as an important part of a compliance program should be welcomed.  DOJ’s initiative asks a very good question – how can incentives and disincentives be used to promote...more

K&L Gates LLP

Heightened Scrutiny of Director Positions by FERC and DOJ

K&L Gates LLP on

The Federal Energy Regulatory Commission (FERC) and the Department of Justice (DOJ) recently issued orders and statements demonstrating concerns related to director positions and potentially interlocking directorates. These...more

Venable LLP

DOJ Makes Good on Promise to Actively Prosecute Interlocking Directorships

Venable LLP on

​​​​​​​Back in April 2022, Assistant Attorney General (AAG) Jonathan Kanter hinted very strongly that the Antitrust Division of the Department of Justice (DOJ) would be looking at Section 8 violations of the Clayton Act. That...more

BCLP

Picking the Locks: Recent DOJ Enforcement of Clayton Act’s Prohibitions on Interlocking Directorates

BCLP on

The business community was put on notice last week after the Department of Justice (DOJ) announced the resignations of seven directors from five corporate boards following what DOJ called the “first in a broader review of...more

Smith Anderson

Justice Department’s Investigation of “Interlocking Directorates” Leads to Corporate Board Resignations

Smith Anderson on

​​​​​​​Section 8 of the Clayton Antitrust Act of 1914 (Section 8) prohibits directors and officers from serving simultaneously on the boards of competing corporations, subject to limited exceptions. Specifically, Section 8...more

Paul Hastings LLP

Director Interlocks Draw DOJ’s Antitrust Attention

Paul Hastings LLP on

The Antitrust Division of the Department of Justice has focused attention recently on an oft-overlooked provision of U.S. antitrust law prohibiting “interlocking directorates.” This prohibition is found in Section 8 of the...more

Latham & Watkins LLP

DOJ Investigating “Interlocking Directorates” in PE Industry

Latham & Watkins LLP on

In its latest step to elevate antitrust scrutiny of private equity, DOJ launches a series of investigations of board seats under Section 8 of the Clayton Act. The US Department of Justice (DOJ) recently began sending...more

Husch Blackwell LLP

Illinois Cannabis Companies Face Alleged Antitrust Violation Regarding Interlocking Boards

Husch Blackwell LLP on

A group of Illinois cannabis companies face an antitrust lawsuit alleging that they maintained illegal interlocking directorates. An interlocking directorate is where a person from one company serves as an officer or director...more

Allen Matkins

Ten Years Go By Without The DOJ Receiving Even One Of These Notices

Allen Matkins on

In wake of the Sarbanes-Oxley Act, the California legislature saw fit to add Section 2207 to the California Corporations Code.  The statute threatens corporations with a $1 million civil penalty if they have actual knowledge...more

Society of Corporate Compliance and Ethics...

[Event] 2020 Virtual Chicago Regional Compliance & Ethics Conference - May 1st, Chicago, IL

Our Virtual Regional Compliance Conferences provide updates on the latest news in regulatory requirement, compliance enforcement, and strategies to develop effective compliance programs. Watch, listen, and ask questions from...more

Foley & Lardner LLP

Internal Investigations and Privileges: Two More Courts Rule

Foley & Lardner LLP on

Despite the global pandemic, the federal judiciary continues to issue rulings. In the last week, two courts provided guidance about when self-disclosures to the government waive the attorney-client privilege, underscoring the...more

Wilson Sonsini Goodrich & Rosati

DOJ Criminal Division Releases Updated Guidance for Prosecutors Evaluating Corporate Compliance Programs

On April 30, 2019, Assistant Attorney General Brian A. Benczkowski announced the release of an updated version of the Criminal Division's "The Evaluation of Corporate Compliance Programs" during a keynote address at the...more

The Volkov Law Group

DOJ Issues New and More Robust Guidance on Evaluation of Corporate Compliance Programs (Part I of IV)

The Volkov Law Group on

In a major development in ethics and compliance program expectations, the Justice Department has issued a new and important revised guidance on the Evaluation of Corporate Compliance Programs....more

Hogan Lovells

Stay out of the penalty box: Important reminders about HSR Act compliance for officers and directors

Hogan Lovells on

A public company executive recently entered into a consent decree with the Federal Trade Commission (FTC) pursuant to which he agreed to pay US$609,810 in fines for acquiring additional voting shares in violation of the...more

The Volkov Law Group

The Real Focus for Compliance: Post-Acquisition Integration of an Acquired Company (Part III of III)

The Volkov Law Group on

In light of the evolving (or evolved) DOJ and SEC approach to FCPA enforcement in the merger and acquisition context, global companies have to emphasize their post-acquisition process. ...more

McDermott Will & Emery

Corporate Law & Governance Update - November 2017

McDermott Will & Emery on

Planning for a "Soft" Yates Repeal - Forthcoming changes to the Department of Justice’s “Yates Memorandum” offer unanticipated legal compliance consequences for health systems that merit proactive consideration by the...more

Perkins Coie

Navigating Yates Memo Minefield and Broadening of Excess Side-A DIC D&O Insurance Policies

Perkins Coie on

Former Deputy Attorney General Sally Yates issued a memorandum (the Yates Memo) in September 2015 setting forth guidance on how the U.S. Department of Justice would handle future corporate investigations and, to the extent...more

McDermott Will & Emery

Corporate Law & Governance Update - March 2017

McDermott Will & Emery on

Executive Compensation Developments - The general counsel should anticipate questions from the board and its executive compensation committee from recent media coverage of executive compensation (especially in the...more

Lowndes

How Effective is Your Corporate Compliance Program?

Lowndes on

On February 8, the Fraud Section of the United States Department of Justice (DOJ) posted on its website a document entitled “Evaluation of Compliance Programs” (the “Guidance”). This is the first formal guidance issued by the...more

Thomas Fox - Compliance Evangelist

FCPA Compliance and Ethics Report-Episode 119-FCPA Year in Review, Part I

In this episode I begin a two-part review of the 2014 FCPA year. In this episode I review some of the significant corporate enforcement actions. ...more

Morrison & Foerster LLP

Individual Liability: What’s Behind The Headlines?

It’s been open season on financial institutions since the 2008-2009 financial crisis (“Financial Crisis”). State and federal prosecutors and regulators are competing with each other for press coverage of their latest consent...more

K&L Gates LLP

Individual Liability in CFPB Enforcement Proceedings

K&L Gates LLP on

To date, the CFPB has brought 12 cases—out of more than three dozen total CFPB enforcement cases—in which it named individuals as defendants or respondents liable for violations of consumer protection statutes. Below, we...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Revised HSR Thresholds Announced"

On January 10, 2013, the Federal Trade Commission (FTC) announced the revised thresholds for determining whether companies are required to notify federal antitrust authorities about a transaction under the Hart-Scott-Rodino...more

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