News & Analysis as of

Wells Notice

Financial CHOICE Act Would Complicate the Choices in Bringing and Defending Against SEC Cases

Legislation passed by the U.S. House of Representatives threatens to shake up the Securities and Exchange Commission’s enforcement program in a historic manner....more

2016 Year In Review: Securities Litigation And Regulation

2016 was an active year in securities litigation. In the first half of 2016 alone, plaintiffs filed 119 new federal class action securities cases. It was also a busy year for SEC enforcement proceedings, with a record 868...more

Private Equity and the Och-Ziff Enforcement Action

by Michael Volkov on

Since 2010, the Justice Department and the SEC have been “investigating” a number of private equity and hedge funds for FCPA violations. The launch of the inquiries was a big deal with lots of fanfare and focus on private...more

Your daily dose of financial news The Brief – 3.22.16

by Robins Kaplan LLP on

Andrew Ross Sorkin wades into the Valeant debacle, writing that Bill Ackman is, if not doubling down, far from giving up on the cratering Canadian drug maker. Valeant announced today that Ackman’s joining its board and also...more

Do You Have to Disclose a Government Investigation? Practical Considerations, Legal Standards, and Recent Case Law

by Goodwin on

After receiving an inquiry from a government agency, such as a subpoena, a Civil Investigative Demand (“CID”), or an informal request for information, public companies ask whether they must disclose publicly that they may be...more

In re Lions Gate Entertainment Securities Litigation: Court Rejects Securities Claims Based on Company’s Decision Not to Disclose...

by Morrison & Foerster LLP on

In a January 22, 2016 decision, a federal court in New York dismissed federal securities law claims against Lions Gate Entertainment and several of its senior executives based on the company’s decision not to disclose that it...more

U.S. Chamber of Commerce Joins Chorus Pushing For Overhaul in SEC Enforcement Practices

by Dechert LLP on

A recent report by the Center for Capital Markets Competitiveness at the U.S. Chamber of Commerce (Chamber Report) regarding the enforcement program of the Securities and Exchange Commission (SEC or Commission) identified...more

Executives Beware: The DOJ and SEC Have Set Their Sights on Individual Wrongdoing

by Pepper Hamilton LLP on

The DOJ’s Yates Memo makes individual prosecutions a higher priority and makes a company’s own identification of potentially culpable individuals an explicit factor in assessing cooperation credit....more

SEC Issues Wells Notice to Pimco Over Fund Valuations

by McGuireWoods LLP on

On Monday, August 3, 2015, Pacific Investment Management Co. LLC (Pimco) announced that it had received a Wells notice from the Securities and Exchange Commission concerning the valuation of certain nonagency mortgage-backed...more

SEC Unveils First FCPA Enforcement Action Focused On Hiring Practices: BNY Mellon

by Michael Volkov on

The SEC is having a good year in the FCPA enforcement arena. As a former prosecutor, my eyes would sometimes glaze over when discussing civil enforcement actions. The SEC, however, has turned its FCPA enforcement program into...more

Glossary of Important Securities Regulation Terms and Definitions

This Glossary is designed to provide law students taking Securities Regulation with a tool that will assist them in learning the basic language of securities law and achieve a working knowledge of the fundamental principles...more

This Week In Securities Litigation

by Dorsey & Whitney LLP on

The U.S. Chamber of Commerce published a report containing a series of recommendations regarding the SEC’s Enforcement program. Several recommendations focused on the use of administrative proceedings, including one which...more

The U.S. Chamber On SEC Enforcement

by Dorsey & Whitney LLP on

The U.S. Chamber of Commerce published a report regarding the enforcement practices of the SEC titled “Examining U.S. Securities and Exchange Commission Enforcement: Recommendations on Current Processes and Practices, July...more

Deadlines And SEC Enforcement: When 180 Days Is Not 180 Days

by Dorsey & Whitney LLP on

When does a 180 day deadline not mean that in 180 days time is up? Answer: When the SEC says so and the DC Circuit gives the conclusion Chevron deference. That is the holding of Montford and Company, Inc. v. SEC, No. 14-1126...more

When Actual Notice isn’t “Actual Notice” - The Harvilchuck Case

by K&L Gates LLP on

A recent Commonwealth Court decision may have significant implications for permittees in Pennsylvania obtaining approvals from the Department of Environmental Protection (“Department” or “DEP”) under various environmental...more

Parties Push to Enforce Statutory Time Limits on SEC Enforcement Actions

by WilmerHale on

Two cases now before US Courts of Appeals carry the possibility of placing meaningful new limits on the US Securities and Exchange Commission’s (SEC) time horizon for bringing enforcement actions. The SEC has long argued that...more

The SEC Continues to Turn Up the Heat on Private Equity’s Fees, Expenses and Valuation Practices

by Cozen O'Connor on

On April 3, 2015, The Wall Street Journal reported that private equity adviser Fenway Partners LLC (Fenway) received a Wells Notice from the U.S. Securities and Exchange Commission (SEC) in March 2015 regarding Fenway’s...more

2015: The Year of FCPA Liability for Financial Institutions?

by Michael Volkov on

For years, we have all heard about the coming wave of FCPA enforcement against financial institutions, investment banks, private equity firms and others who interact with sovereign wealth funds overseas....more

"Disclosure and Collateral Consequences of Enforcement Actions for Regulated Financial Services Firms"

Financial services firms facing enforcement proceedings at the hands of the U.S. Securities and Exchange Commission (SEC) or any other financial industry regulator must consider disclosure obligations in the context of the...more

Investment Management Firm Discloses Wells Notice Over Performance Claims

F-Squared Investments, Inc. (F-Squared), a registered investment manager that provides portfolios of exchange-traded funds (ETFs), recently disclosed that it received a Wells notice from the Securities and Exchange Commission...more

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

Court Rules Dodd-Frank’s Wells Notice Deadline Is Internal

Section 929U of the Dodd-Frank Act provides: Not later than 180 days after the date on which Commission staff provide a written Wells notification to any person, the Commission staff shall either file an action against...more

Did Netflix’s Facebook Posting Disclose Too Much — to Too Few?

by Ifrah PLLC on

People these days use Facebook to tell their “friends” about all kinds of things – a favorite TV show, a political bent, a new relationship and all kinds of other details about their lives. But recent enforcement action by...more

Court Finds No Duty for Public Company to Disclose SEC Wells Notice

by Holland & Knight LLP on

A federal judge has ruled that a public company did not have a duty to disclose the receipt of a Wells Notice from the SEC. In that case, shareholders filed a federal securities fraud class action lawsuit against a major...more

Federal Court Rules that Receipt of "Wells Notice" Does Not Trigger Reporting Liability

by Holland & Knight LLP on

On June 21, 2012, the U.S. District Court for the Southern District of New York ruled that a company's receipt of a "Wells Notice" from the SEC does not trigger a duty to disclose under Rule 10b-5 of the Exchange Act....more

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