Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine:
•The Supreme Court’s Jarkesy decision and its impact on the...more
7/16/2024
/ Administrative Law Judge (ALJ) ,
Administrative Proceedings ,
Corporate Counsel ,
Dodd-Frank ,
Glass Lewis ,
Insider Trading ,
Institutional Shareholder Services (ISS) ,
Investment Advisers Act of 1940 ,
Proxy Advisory Firms ,
Rule 10b-5 ,
SCOTUS ,
SEC v Jarkesy ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Tokens ,
Seventh Amendment
On June 21, 2024, a jury in California federal court found a former chief executive officer of a publicly traded healthcare company guilty of insider trading in United States v. Peizer, the first criminal insider-trading case...more
Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine:
•The SEC’s first “Shadow Trading” trial;
•SCOTUS’s...more
5/21/2024
/ Books & Records ,
Breach of Duty ,
Climate Change ,
Compliance ,
Corporate Counsel ,
Cryptocurrency ,
Data Privacy ,
Insider Trading ,
Investment Advisers Act of 1940 ,
Macquarie Infrastructure Corp v Moab Partners LP ,
Marketing ,
Misappropriation ,
Non-Public Information ,
Omissions ,
Regulation S-K ,
Reporting Requirements ,
Rule 10b-5 ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Stays
On April 5, 2024, a jury in California federal court found a former corporate executive liable for insider trading in SEC v. Panuwat, a novel enforcement action involving a theory known as “shadow trading.” In Panuwat, the...more
Each month we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine:
•The SEC’s expanded definition of securities dealers; -
•An...more
3/26/2024
/ Arbitrary and Capricious ,
Corporate Counsel ,
Cryptocurrency ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
New Amendments ,
Private Funds ,
Recordkeeping Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Exchange Act of 1934 ,
Traders
Each month we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine:
•The SEC’s approval of spot bitcoin ETPs; -
•SEC charges...more
2/27/2024
/ Bitcoin ,
Corporate Counsel ,
Cryptocurrency ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Foreign Corrupt Practices Act (FCPA) ,
Initial Public Offering (IPO) ,
PCAOB ,
Ponzi Scheme ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Special Purpose Acquisition Companies (SPACs)
Each month, we publish a roundup of the most important SEC enforcement developments for busy in-house lawyers and compliance professionals. This month, we examine:
• The SEC’s announcement of its Fiscal Year 2023 enforcement...more
12/18/2023
/ Charter Communications ,
Constitutional Challenges ,
Corporate Counsel ,
Corporate Governance ,
Cryptocurrency ,
Cyber Crimes ,
Enforcement Actions ,
Hackers ,
Internal Controls ,
Remedies ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation ,
Share Buybacks ,
Whistleblowers
Earlier this week, the SEC accused SolarWinds Corporation (“SolarWinds” or the “Company”) and its Chief Information Security Officer (“CISO”) of committing scienter-based securities fraud, among other violations, for...more
11/6/2023
/ Chief Information Security Officer (CISO) ,
Cyber Incident Reporting ,
Cybersecurity ,
Enforcement ,
False Statements ,
Form 8-K ,
Internal Controls ,
NIST ,
Popular ,
Risk Assessment ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
SolarWinds
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. This...more
8/15/2023
/ Anti-Money Laundering ,
Broker-Dealer ,
Corporate Counsel ,
Cryptoassets ,
Cyber Attacks ,
Cybersecurity ,
Disclosure Requirements ,
Enforcement Actions ,
Failure-to-File ,
Form 8-K ,
Investment ,
Investment Adviser ,
Investors ,
Popular ,
Ripple ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Special Purpose Acquisition Companies (SPACs) ,
Suspicious Activity Reports (SARs)
On April 14, 2023, the Securities and Exchange Commission (SEC) reopened the comment period on proposed amendments to Rule 3b-16 under the Securities Exchange Act of 1934 (the “Exchange Act”) (the “Amendments”). The...more
In a setback to the SEC’s and other federal agencies’ use of administrative law judges (“ALJs”) to conduct in-house enforcement proceedings, the U.S. Supreme Court recently issued a unanimous decision in Axon Enterprise, Inc....more
4/20/2023
/ Administrative Law Judge (ALJ) ,
Article III ,
Constitutional Challenges ,
Corporate Counsel ,
Federal Jurisdiction ,
Federal Trade Commission (FTC) ,
FTC Act ,
Popular ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
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
3/17/2023
/ Conflicts of Interest ,
Corporate Counsel ,
Disclosure ,
Disgorgement ,
Investment Adviser ,
Nonprofits ,
Registration Requirement ,
SEC Examination Priorities ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shell Corporations ,
Whistleblower Protection Policies
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. This...more
2/20/2023
/ Business Conduct Standards ,
CEOs ,
Corporate Counsel ,
Cryptocurrency ,
Cyber Attacks ,
Disclosure ,
Disgorgement ,
Enforcement Actions ,
Failure To Disclose ,
Fixed Income Investments ,
Intent to Defraud ,
Investors ,
Lending Programs ,
McDonalds ,
Misleading Statements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
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
12/13/2022
/ Bitcoin ,
Blockchain ,
Corporate Counsel ,
Cryptocurrency ,
Decentralized Finance (DeFi) ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
File Sharing ,
Goldman Sachs ,
Howey ,
Investment ,
Investment Advisers Act of 1940 ,
Policies and Procedures ,
Ponzi Scheme ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important and interesting SEC enforcement developments from the past month, with links to primary...more
11/11/2022
/ Blockchain ,
Corporate Counsel ,
Duty to Disclose ,
Enforcement Actions ,
Insider Trading ,
PCAOB ,
Rules of Professional Conduct ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
Securities Violations
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 sources....more
7/11/2022
/ Audits ,
Broker-Dealer ,
CEOs ,
CFOs ,
Charles Schwab ,
Clawbacks ,
Corporate Counsel ,
CPAs ,
Enforcement Actions ,
Ethics ,
Hidden Fees ,
Regulation BI ,
Robo-Advisors ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Whistleblower Protection Policies
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
On March 30, 2022, the U.S. Securities and Exchange Commission (SEC) proposed new rules and amendments relating to special purpose acquisition companies (SPACs). The SEC indicated these proposals are meant to enhance...more
4/11/2022
/ Corporate Counsel ,
Disclosure Requirements ,
Financial Statements ,
GAAP ,
Initial Public Offering (IPO) ,
Investment Company Act of 1940 ,
Proposed Amendments ,
PSLRA ,
Safe Harbors ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation ,
Shell Corporations ,
Special Purpose Acquisition Companies (SPACs)
In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important and interesting SEC enforcement developments from the past month, with links to primary...more
2/3/2022
/ Aiding and Abetting ,
CEOs ,
CFOs ,
Compliance ,
Corporate Counsel ,
Insider Trading ,
Internal Investigations ,
MNPI ,
Remediation ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
On December 15, 2021, the U.S. Securities and Exchange Commission (the SEC) proposed amendments to the affirmative defense in Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and...more
12/17/2021
/ 10b5-1 Plans ,
Cooling-Off Rule ,
Corporate Governance ,
Disclosure Requirements ,
Gary Gensler ,
Good Faith ,
Insider Trading ,
Proposed Amendments ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Regulation
The Securities and Exchange Commission (“SEC”) brought three enforcement actions concerning digital assets in rapid succession in a week, underlining that the Division of Enforcement is as committed to crypto enforcement...more
Pending before the Second Circuit is a unique (and apparently sua sponte) application of the jurisdictional test announced by the Supreme Court in Morrison v. Nat’l Australia Bank Ltd., to dismiss non-securities state law...more
6/7/2021
/ Breach of Contract ,
Cryptocurrency ,
Extraterritoriality Rules ,
Initial Coin Offering (ICOs) ,
Investment Contract ,
Morrison v National Australia Bank ,
Popular ,
Pump and Dump ,
Securities Act of 1933 ,
Securities Exchange Act ,
United Arab Emirates (UAE)
As the coronavirus (COVID-19) outbreak continues to rapidly unfold and create uncertainty in the market, companies are considering whether to opportunistically buy back stock, or to otherwise take advantage of the current...more