Securities & Exchange Commission Compliance

The United States Securities and Exchange Commission was created in 1934 in response to the Great Stock Market Crash of 1929. The Commission was created to protect investors, ensure fairness in the market, and... more +
The United States Securities and Exchange Commission was created in 1934 in response to the Great Stock Market Crash of 1929. The Commission was created to protect investors, ensure fairness in the market, and encourage capital formation. The Commission is headed by five presidentially-appointed Commissioners who oversee the Commission’s five divisions: Division of Corporation Finance, Division of Trading and Markets, Division of Enforcement, Division of Investment Management, and the Division of Risk, Strategy and Financial Information.  less -
News & Analysis as of

DOJ and SEC Officials Focus on Enforcement, Self-Reporting and Compliance at International FCPA Conference

From November 18 to 19, 2014, the American Conference Institute held its annual U.S. Foreign Corrupt Practices Act (FCPA) conference outside of Washington, D.C. Keynote speakers including U.S. Department of Justice (DOJ)...more

Shoring Up Your Internal Controls to Keep Your FCPA Compliance Program Current

We recently hosted a webinar featuring noted FCPA expert Tom Fox. Tom explained exactly what the DOJ and SEC look for when enforcing the FCPA and how organizations can stay within the FCPA regulations. Jimmy Lin, our VP of...more

How to Avoid a Mousetrap – Resource Reductions in Your Compliance Function

On this day, 62 years ago, “The Mousetrap”, a murder-mystery written by Agatha Christie, opened at the Ambassadors Theatre in London. The crowd-pleasing whodunit has become the longest continuously running play in history,...more

The FCPA Guidance: Still Going Strong at Two

One of the great things about Sunday afternoon is that Mike Volkov posts his Monday blog, when I usually have time to read it when I get the email notification that it is up. Yesterday he wished the Department of Justice’s...more

Happy Birthday FCPA Guidance

The FCPA Guidance turned two years old recently – November 14 to be exact. No one wrote about the milestone, nor has anyone praised the FCPA Guidance. To be the contrarian, I am writing to wish the FCPA Guidance a very happy...more

Recent FCPA Enforcement Actions: The Layne Christensen Case and SBM Offshore

The Fourth Quarter of 2014 has been a busy one for DOJ and SEC in the FCPA arena. We are all praying that DOJ and SEC resolve the Avon case soon so that we do not have to include the case on our lists for predictions for...more

FCPA Compliance and Ethics Report-Episode 107 the Bio-Rad FCPA Enforcement [Video]

In this episode, I take a deep dive into the Bio-Rad FCPA enforcement action. ...more

Atlanta Burns – the Bio-Rad FCPA Enforcement Action – Part III

On this date in 1864, the Union Army phase of the destruction of Atlanta began. While most Southerners credit Union General William T. Sherman with the burning of Atlanta, it was, in reality, Confederate General John Bell...more

Cable Company Announces FCPA Internal Investigation Near Completion

Just a month after announcing its internal investigation of possible FCPA violations, news reports indicate that a major cable company’s review will be completed or substantially completed by the first quarter of 2015. ...more

Watch For A New Wave Of ERISA Stock Drop Cases

Plan fiduciaries may create a fiduciary duty in stock drop cases by incorporating filings with the Securities and Exchange Commission into the Summary Plan Description. We have been waiting for the Ninth Circuit to...more

Financial Regulatory Developments Focus - November 2014 #2

In this issue: - Bank Prudential Regulation & Regulatory Capital - Compensation - Consumer Protection - Derivatives - Enforcement - Financial Services - Funds -...more

Fee-Shifting Provisions and the SEC

As noted in a prior blog, some companies have recently adopted fee-shifting provisions (i.e., language providing that a suing stockholder must pay the corporation’s legal fees and expenses if the stockholder does not obtain a...more

Crowd-funding Site Named In SEC Proceeding

Raising capital through crowd-funding is one of the key provisions of the JOBS Act. It is supposed to facilitate raising small amounts of capital for start-up operations. An off-shore crowd-funding site that sold unregistered...more

Voluntary Disclosure: The Continuing Debate

For years (okay 3 years), I have written about the need for DOJ to address its policies surrounding voluntary disclosure. DOJ and the SEC regularly urge companies and FCPA practitioners to disclose FCPA violations to DOJ in...more

SEC Introduces “Control Person” Liability as Enforcement Action Weapon in Claim Against Municipal Officer for Misleading Bond...

The U.S. Securities and Exchange Commission recently settled the first securities fraud charges brought against a municipal official alleging “control person” status under the federal securities laws. The SEC’s settlement...more

Data Privacy And Cybersecurity For Investment Funds

In This Presentation: - WHY IS DATA PRIVACY AND SECURITY IMPORTANT? ..Why is it important to protect data? ..SEC Cybersecurity Risk Alert ..FINRA Scrutiny - BEFORE THE BREACH ...more

SEC Finds Crowdfunding Website a General Solicitation and Violated Broker-Dealer Rules

In a settled enforcement action, the SEC alleged the defendant failed to implement procedures reasonably designed to prevent U.S. persons from accessing and investing in securities through its crowdfunding website. The...more

Corporate and Financial Weekly Digest - Volume IX, Issue 44

In this issue: - SEC Sanctions 10 Companies for Disclosure Failures Surrounding Financing Deals and Stock Dilution - Delaware Court of Chancery Rejects Entire Fairness Review in Absence of Conflicted...more

Repeated Violations of the Custody Rule Result in SEC Administrative Action

On October 29, 2014, the Securities and Exchange Commission (SEC) announced an administrative proceeding against a registered investment adviser, its principals and its chief compliance and operating officer for violating...more

Senator Blumenthal Urges SEC To Investigate Fee-Shifting Charter Provisions

Yesterday, Senator Richard Blumenthal wrote a letter to the Securities and Exchange Commission asking that the “Commission protect investors and America’s capital markets from a serious and imminent threat.” According to the...more

SEC Issues Preliminary Denial Notices for Two Nontransparent Actively Managed ETF Applications

In 2008, the Securities and Exchange Commission (“SEC” or “Commission”) approved the first actively managed exchange-traded funds (“ETFs”). The exemptive orders for those ETFs—and all active ETF exemptive orders since—have...more

The SEC’s Broken Windows Program – A Success?

Broken windows entered a new chapter. Previously, the program focused on the custody rule, Rule 105 and the filing of certain forms such as Form 4 and Schedule 13D. The point is to create SEC omnipresence – the cop on the...more

Private Equity Websites and General Solicitations: A Case of Overzealous Hypersensitivity?

It’s a well-settled law of physics: for every action, there’s a reaction. In some cases, there’s overreaction – generally best avoided, but a phenomenon to which many private equity funds may have fallen victim. Here, we...more

"SEC Approves MSRB's First Dedicated Rule for Municipal Advisors"

On October 23, 2014, the Securities and Exchange Commission (SEC) approved Municipal Securities Rulemaking Board (MSRB) Proposed Rule G-44, the MSRB's first dedicated rule for municipal advisors, with conforming changes to...more

Exchange – International Newsletter: Issue 24 – October 2014

WELCOME - DLA Piper’s Financial Services International Regulatory team welcomes you to the twenty-fourth edition of ‘Exchange – International’ – an international newsletter designed to keep you informed of regulatory...more

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