News & Analysis as of

Disclosure Requirements Securities and Exchange Commission (SEC) Investigations

Bracewell LLP

Creating an Army of In-House Investigators

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In its never-ending war on corporate fraud, the Department of Justice (“DOJ”) has just commissioned a private army to fight as never before. On August 1, the DOJ launched a three-year program to provide financial rewards to...more

Akin Gump Strauss Hauer & Feld LLP

Cross-Border Implications of the FCA’s Consultation Paper on Publishing Information About the Opening and Progress of...

Last month, the United Kingdom Financial Conduct Authority (FCA) announced that it is considering new procedures under which it would publicly identify firms that are under investigation as soon as the investigation has been...more

Proskauer - Minding Your Business

FTC to Dealmakers: Don’t Interfere with Investigations

On June 15, 2023, the Federal Trade Commission’s Bureau of Competition issued a statement on the relationship between voluntary interviews with the agency and contractual provisions that require or limit the disclosure of...more

Proskauer - Employee Benefits & Executive...

Option Grant Practices: A Trap for the Unwary – Spring-Loading and Bullet-Dodging

A potentially overlooked but important issue that public companies should have in mind when granting option or option-like awards is avoiding the unintentional appearance of “spring-loading” and “bullet-dodging,” both of...more

Hinch Newman LLP

Roundup of FTC Consumer Protection Matters of Interest to Digital Advertisers: April 2023

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In April 2023, the Federal Trade Commission announced a number of consumer protection actions and inquiries involving an important U.S. Supreme Court Ruling regarding the ability of defendants in FTC and SEC actions to raise...more

Skadden, Arps, Slate, Meagher & Flom LLP

Hong Kong Regulatory Update - January 2023

查看中文 - This January 2023 update provides an overview of key regulatory developments in the past three months relevant to companies listed, or planning to list, on The Stock Exchange of Hong Kong Limited (HKEx) and their...more

Pillsbury Winthrop Shaw Pittman LLP

The SEC’s Fast-Approaching Cybersecurity Overhaul for Public Companies and Regulated Entities

The SEC has nearly doubled the size of its Crypto Assets and Cyber Unit and has aggressively pursued cyber-related enforcement actions against public companies and regulated entities. In a few months the SEC will finalize...more

Troutman Pepper

SEC Digs in on Loss Contingency Disclosure Requirements

Troutman Pepper on

On September 22, the U.S. Securities and Exchange Commission (SEC) filed charges against three former executives of a technology acquisition company (the Company) for making false and misleading statements to auditors, and...more

Patterson Belknap Webb & Tyler LLP

Notable SEC Decisions: 2022 H1

Each year, the U.S. Securities and Exchange Commission (SEC) publishes its enforcement priorities – a reminder that, although the Division of Examinations (EXAMS) remains committed to monitoring compliance with (and...more

Bradley Arant Boult Cummings LLP

Second Circuit Ups the Ante on Disclosing Government Probes

Must a public company disclose to its shareholders that it is under investigation by a government agency? The US Court of Appeals for the Second Circuit recently shifted the legal landscape by expanding when a company has a...more

McDermott Will & Emery

Half a Loaf Is Not Enough: Second Circuit Sustains Fraud Claim for Failure to Disclose SEC Investigation

Companies under US Securities and Exchange Commission (SEC) investigation focus on marshaling the facts, defenses and related strategies during the course of the investigation and making presentations to the enforcement...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for May 2022

In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important SEC enforcement developments from the past month, with links to primary resources....more

Jenner & Block

Do Your ESG Disclosures Need Leveling Up? Leading Video Game Company Faces SEC Investigation into Its Harassment and...

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Recent activity by two federal regulators underscores an increasingly obvious reality: when a company is confronted with harassment and discrimination complaints, government agencies will scrutinize its response and may bring...more

Baker Donelson

SEC Developments: Strong Enforcement Wake Ahead

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Turning a battleship even slightly creates a large wake, not unlike the enforcement waters that have been churning recently at the Securities and Exchange Commission (SEC). The new agency head, Gary Gensler, was formerly an...more

UB Greensfelder LLP

I Am “Investigating” The Fact That Claimant’s Lawyers Use BrokerCheck In A Way FINRA Did Not Intend

UB Greensfelder LLP on

I get the fact that anyone silly enough to work for a broker-dealer knowingly chooses to live in a fishbowl. Thanks to BrokerCheck, you can very easily learn more about a registered representative than you can about, say, a...more

ArentFox Schiff

Piercing the Corporate Shell: New Legislation Will Force Anonymous Shell Companies to Disclose Their True Owners

ArentFox Schiff on

Three months after a leak and investigation into over $2 trillion in suspect transactions at the world’s largest banks and financial institutions, known as the “FinCEN Files,” Congress passed legislation that would require...more

BakerHostetler

SEC Announces Key Priorities and Sees No Slowdown in Enforcement Program

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On Oct. 8 and 9, the U.S. Securities and Exchange Commission (“SEC” or “Commission”) presented its annual program, The SEC Speaks in 2020. The Commission touted its virtual enforcement results, particularly in Chairman...more

Stinson - Corporate & Securities Law Blog

SEC Brings Enforcement Action for Loss Contingency Disclosure

The SEC recently settled an enforcement action against Mylan N.V., claiming Mylan failed to timely disclose to investors a possible loss relating to a nearly two-year Department of Justice  probe into whether Mylan...more

Mintz

EB-5 Due Diligence Matters

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Private placement offerings are an increasingly active part of the securities business. One especially complicated and emerging area of private placements is the EB-5 Investor Visa Regional Center Program. Under the current...more

The Volkov Law Group

SEC Seeks Increased Access to Email

The Volkov Law Group on

Jacqui Merrill, an Associate at The Volkov Law Group, joins us with a posting on the SEC’s request for increased access to emails. In a Senate Judiciary Committee meeting held on September 16, 2015, Securities and...more

K&L Gates LLP

Are Public Companies Required to Disclose that the Government is Investigating Them?

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For many public companies, the first issue they have to confront after they receive a government subpoena or Civil Investigative Demand (“CID”) is whether to disclose publicly that they are under investigation. Curiously, the...more

Parker Poe Adams & Bernstein LLP

When Should You Disclose an SEC Investigation?

SEC investigations have become more common in recent years as the still relatively new Chair, Mary Jo White, and others have focused resources and attention on enforcement. It is now well established that there is no...more

Goodwin

D.C. Circuit to Decide Validity of SEC Conflict Minerals Rule, But Companies Should Consider Preliminary Steps to Comply

Goodwin on

Industry groups are urging the U.S. Court of Appeals for the D.C. Circuit to reverse a July 23 district court decision (28 CCW 233, 7/31/13) and invalidate a rule issued by the U.S. Securities and Exchange Commission that...more

Orrick - Finance 20/20

Bank of America Discloses NYAG Investigation and SEC Inquiry into RMBS Practices

In its February 28, 2013 Form 10-K filed with the SEC, Bank of America disclosed that it is under investigation by the New York Attorney General over its purchase, securitization and underwriting of home loans and RMBS....more

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