News & Analysis as of

Sarbanes-Oxley Investors

Davis Wright Tremaine LLP

SEC's Charges Against SolarWinds and Its CISO Highlight Emerging Risks for Public Companies, Security Professionals

The U.S. Securities and Exchange Commission ("SEC") has charged SolarWinds Corp. (SolarWinds) and the company's chief information security officer ("CISO") with securities fraud and violations of internal controls...more

White & Case LLP

The SEC’s Charges Against SolarWinds and its Chief Information Security Officer Provide Important Cybersecurity Lessons for Public...

White & Case LLP on

On October 30, 2023, the US Securities and Exchange Commission ("SEC") announced that it filed charges against SolarWinds Corp. ("SolarWinds" or the "Company") and its Chief Information Security Officer ("CISO") in connection...more

Dechert LLP

Securities and Derivative Litigation: Quarterly Update - November 2023

Dechert LLP on

With just one quarter remaining in 2023, securities and derivative litigation continues to develop with new standards being articulated or clarified, particularly by decisions within the Second Circuit: The Second...more

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2023 Edition

Latham & Watkins LLP on

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Proskauer - Corporate Defense and Disputes

Second Circuit Clarifies Nature of Actionable Opinions Under Securities Laws

The U.S. Court of Appeals for the Second Circuit held that a statement of opinion that reflects some subjective judgment can nevertheless be actionable under the securities laws if it misleads investors into thinking that the...more

Mitratech Holdings, Inc

The Impact of SEC’s Proposed New Rules in Cyber Risk Management

A new discourse in the cyber risk management landscape of US public companies is here. This past March 2022, the US Securities and Exchange Commission (SEC) added another item to their to-do list by announcing a...more

Goodwin

SEC Proposes Rule Amendments Requiring Climate — Related Disclosures

Goodwin on

SEC Proposes Rule Amendments Requiring Climate-Related Disclosures; Southern District of New York Dismisses Securities Fraud Claims Against U.S. Stock Exchanges for Lack of Standing; Southern District of New York Dismisses...more

Fenwick & West LLP

2021 Corporate Governance Practices and Trends

Fenwick & West LLP on

Fenwick has surveyed the corporate governance practices of the companies included in the Standard & Poor’s 100 Index (S&P 100) and the technology and life sciences companies included in the Fenwick – Bloomberg Law Silicon...more

King & Spalding

Surprise Year-End SEC Disgorgement Legislation Settles Some Issues but Raises Others

King & Spalding on

The legitimacy and scope of the SEC’s “disgorgement” remedy have been the focus of increasing scrutiny for the better part of the past decade. Among other things, two Supreme Court decisions in the past four years placed...more

Polsinelli

SDNY Rejects Director Liability for Sarbanes-Oxley Whistleblower Claims, Creating a Split Among Federal District Courts

Polsinelli on

Public company directors, who are under constant threat of claims, received welcome news earlier this month.  On December 9, 2019, the U.S. District Court for the Southern District of New York ruled that corporate directors...more

UB Greensfelder LLP

[Webinar] The Anatomy of a Whistleblower Action: Procedure, Practice Pointers, and Avoiding Pitfalls - December 5th, 2:00 pm ET

UB Greensfelder LLP on

Jeff Dunlap and Brad Sobolewski will discuss differentiating the defenses, remedies, and procedures applicable to Sarbanes-Oxley and Dodd-Frank whistleblower actions, and much more....more

Cooley LLP

Blog: SEC proposes narrow carve-out to exempt low-revenue smaller reporting companies from the SOX 404(b) auditor attestation...

Cooley LLP on

[This post has been updated primarily to reflect the contents of the proposing release as well as the statement of Commissioner Hester Peirce.] Those of you who expected the SEC to go big and propose raising the current...more

Foley & Lardner LLP

A Review of Recent Whistleblower Developments

Foley & Lardner LLP on

...On July 25, 2017, the U.S. Securities and Exchange Commission (SEC) announced it was awarding nearly $2.5 million to a government employee who tipped off the SEC to a company’s wrongdoing. Although the SEC does not...more

Carlton Fields

Gatekeeper Liability of Inside Asset Management Attorneys "Appearing" Before the SEC

Carlton Fields on

This article addresses the liability of inside attorneys at asset management companies— mutual fund sponsors, investment advisers, broker-dealers, life insurance companies—as gatekeepers under rules of the US Securities and...more

Broker-Dealer Compliance + Regulation

FINRA Sets Effective Dates for Research Report Conflicts Rules

FINRA rules addressing conflicts of interest relating to the publication of equity research reports become effective on September 25, 2015, or December 24, 2015. Corresponding rules for debt research reports become effective...more

Foley & Lardner LLP

SEC Issues Concept Release Requesting Input on Potential Audit Committee Disclosure Requirements

Foley & Lardner LLP on

At an open meeting held on July 1, 2015, the Securities and Exchange Commission (SEC) issued a concept release seeking input on whether it should adopt rules requiring additional disclosures for audit committees, with a focus...more

Katten Muchin Rosenman LLP

Second Circuit Says Injured Investors Lack Standing to Challenge Release of Fair Funds to US Treasury

The US Court of Appeals for the Second Circuit recently held that injured investors, who had already recovered some of their losses due to certain specialist firms’ “manipulative tactics,” lacked standing to challenge the...more

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