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Top Ten Ethics & Compliance Predictions and Recommendations for 2015

Get the inside track on the key ethics and compliance industry trends that will impact your business in 2015—and get the resources you need to help you plan for the year ahead—in our annual Top Ten Predictions and...more

Corporate and Financial Weekly Digest - Volume X, Issue 9

In this issue: - Meeting of the SEC Advisory Committee on Small and Emerging Companies - Financial Action Task Force Publishes Updated List of Deficient Jurisdictions - CFTC to Host Roundtable on...more

Is Strict Liability Coming to FCPA Enforcement?

I think that a strict liability standard is coming to Foreign Corrupt Practices Act (FCPA) enforcement. A number of factors have caused me to come to this conclusion. While there may well be wide disagreement as to whether...more

Whistleblower Laws Increasingly Vital for Government Enforcement Efforts

In 2014, a crewman aboard a Japanese cargo ship videotaped the vessel illegally dumping oily waste into the ocean and later turned the tape over to the U.S. Coast Guard. One year later, the resulting $1.8 million penalty for...more

Corporate and Financial Weekly Digest - Volume X, Issue 7

In this issue: - CFTC’s Energy and Environmental Markets Advisory Committee To Hold Meeting - CFTC Announces Members of Market Risk Advisory Committee - NFA Notifies SDs and MSPs of Annual Questionnaire...more

This Week In Securities Litigation

The Commission resolved its actions against the PRC based affiliates of five major accounting firms for failure to produce audit work papers. The settlement contains a series of procedures designed to facilitate production in...more

CFOs Agree to Sarb-Ox Clawback

Two former CFOs have agreed to return nearly a half-million dollars in bonuses and stock sale profits they received while their Silicon Valley software company, Saba Software, was committing accounting fraud. While...more

SEC Files SOX Claw-back Action

The Commission filed a settled administrative proceeding against two former CEOs of Saba Software, Inc. under the Sarbanes-Oxley claw back provisions. The action is based on the fact that the company has announced it will be...more

2015 Trends: #5 Regulatory Enforcement Moves Down Market

While ethics and compliance scandals that implicate brand name companies tend to grab the headlines, smaller organizations have always borne the brunt of regulatory enforcement. Over the years, U.S. Sentencing Commission data...more

Representing Others Before The SEC

Not too long ago, I wrote about the Shareholder Rights Project (SRP) at Harvard Law School, noting that the SRP’s website and correspondence to the Securities and Exchange Commission explicitly stated that the SRP was...more

A Review of Recent Whistleblower Developments

SEC Whistleblower Office 2014 Annual Report Details Rising Number of Tips and Increasing Awards - On November 17, 2014, the U.S. Securities and Exchange Commission (SEC) Whistleblower Office issued its Fiscal Year 2014...more

What’s Next for COSO’s New Framework?

By now, most companies have begun to transition from The Committee of Sponsoring Organizations of the Treadway Commission (COSO) 1992 Internal Control—Integrated Framework to the updated COSO 2013 framework. In fact, many...more

In Case You Missed It - Interesting Items for Corporate Counsel - November 2014

1.As the year moves to a close, expect lots of chatter about the upcoming 2015 proxy season. Including from us beginning right now. 2.Almost certainly because good corporate governance practices just change so darn...more

Proposed “Fair Fund” for CR Intrinsic Case Stirs Dustup among SEC’s Commissioners

In the right kind of enforcement action, the SEC can take the money it’s generated and set up what’s called a Fair Fund to redistribute that money to harmed investors. But what is the right kind of case? This procedure was...more

Whistleblower Liability: Two Recent U.S. Supreme Court Rulings Could Have Major Implications for Employers

The United States Supreme Court’s 2013-14 docket featured a number of labor and employment law decisions warranting employers’ attention. Media headlines focused mostly on cases dealing with employers’ religious beliefs and...more

Blog: Study Shows Whistleblower Complaints Lead To Increased Penalties And Likelihood Of Enforcement

An academic study, first reported by the WSJ, concludes that, in regulatory enforcement actions brought by the SEC and DOJ alleging financial misrepresentation, employee whistleblowers have a consequential impact on...more

Government's Message to Corporate America — "We Want Your Whistleblowers!"

On September 22, 2014, the Securities and Exchange Commission's (SEC) Office of the Whistleblower announced that it had issued a $30 million bounty payment to a foreign whistleblower. This award is more than double the...more

A Review of Recent Whistleblower Developments

On July 31, 2014, the SEC awarded $400,000 to a whistleblower who had reported internally before providing information to the SEC. The award was unique because the SEC’s Claims Review Staff had denied the whistleblower’s...more

This Week In Securities Litigation

The Commission announced its largest whistleblower action this week – an award to a person overseas of over $30 million. The agency also filed a series of actions this week....more

SEC Charges Executive Officers with Fraud and Violations of Sarbanes-Oxley

On July 30, 2014, the Securities and Exchange Commission (the “SEC”) announced enforcement actions against Marc Sherman and Edward Cummings, CEO and former CFO, respectively, of QSGI, Inc., a publicly traded computer...more

A Reminder of the Importance of Internal Controls Under SOX

On July 30, 2014, the SEC announced charges against the CEO and the former CFO of a computer equipment company based in Florida for misrepresenting the state of the Company’s internal controls over financial reporting and...more

The Return of Biotech IPOs

Biotech IPO market activity has recently returned to levels not seen since before the financial crisis. This has been brought about in part by the accommodations afforded issuers under the Jumpstart Our Business Startup Act...more

Orrick Technology IPO Insights for Q2 2014

Welcome to the inaugural issue of Orrick Technology IPO Insights, a quarterly publication highlighting trends in U.S. information technology company IPOs. We isolate technology companies in order to analyze and present...more

SEC Charges CEO and Former CFO With Violation of Sarbanes-Oxley

On July 30, the Securities and Exchange Commission charged computer equipment company QSGI Inc’s CEO, Marc Sherman, and former CFO, Edward L. Cummings, for misrepresenting to external auditors and the investing public the...more

SEC Charges Corporate Officers with Fraud Arising from Failure to Disclose Internal Controls Issues and Alleged Misrepresentations...

On July 30, 2014, the Securities and Exchange Commission (“SEC”) advanced a novel theory of fraud against the former CEO (Marc Sherman) and CFO (Edward Cummings) of Quality Services Group, Inc. (“QSGI”), a Florida-based...more

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