When a significant volume of capital is raised from investors through nontraditional capital markets transactions, the U.S. Securities and Exchange Commission (SEC) is sure to follow with increased scrutiny. The SEC made that...more
4/13/2021
/ Capital Investments ,
Capital Markets ,
Corp Fin ,
Disclosure Requirements ,
Initial Public Offering (IPO) ,
Internal Controls ,
Private Investment in Public Equity (PIPEs) ,
PSLRA ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shell Corporations ,
Special Purpose Acquisition Companies (SPACs)
The U.S. Supreme Court recently cast doubt on the criminal convictions of the one-time “King of Political Intelligence” David Blaszczak and three others for their role in an insider trading scheme. The Court’s action could...more
2/2/2021
/ Centers for Medicare & Medicaid Services (CMS) ,
Confidential Information ,
Dirks v SEC ,
Employees ,
Insider Trading ,
Kelly v United States ,
Non-Public Information ,
Remand ,
Sarbanes-Oxley ,
SCOTUS ,
Securities Exchange Act ,
Securities Fraud ,
Vacated
The U.S. Court of Appeals for the Second Circuit issued an opinion in United States v. Blaszczak on December 30, 2019 that could significantly affect the prosecution of criminal insider trading cases. The Second Circuit...more
1/27/2020
/ Centers for Medicare & Medicaid Services (CMS) ,
Confidential Information ,
Criminal Prosecution ,
Department of Justice (DOJ) ,
Dirks v SEC ,
Insider Trading ,
Non-Public Information ,
Personal Benefit ,
Political Intelligence ,
Sarbanes-Oxley ,
Securities Exchange Act ,
Securities Fraud
At this year’s PLI “SEC Speaks” conference held April 8-9, 2019, in Washington, D.C., the U.S. Securities and Exchange Commission’s leadership and staff showcased its 2018 successes and outlined initiatives that the SEC...more
4/15/2019
/ Cross-Border Transactions ,
Cryptocurrency ,
Data Protection ,
Disgorgement ,
Enforcement Actions ,
Kokesh v SEC ,
Lorenzo v SEC ,
PSLRA ,
Retail Investors ,
Rule 10b-5 ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Unfair or Deceptive Trade Practices ,
US v Newman
Two recent SEC enforcement actions that describe how severance agreements may violate whistleblower protections under the federal securities laws if not properly drafted were the subject of a recent article by Perkins Coie...more
12/21/2016
/ BlueLinx Holdings ,
Confidential Information ,
Confidentiality Agreements ,
Defend Trade Secrets Act (DTSA) ,
Enforcement Actions ,
Health Net ,
Intellectual Property Protection ,
Popular ,
Rule 21F-17 ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Severance Agreements ,
Trade Secrets ,
Whistleblower Protection Policies ,
Whistleblowers
In a recent speech, SEC Enforcement Director Andrew Ceresney confirmed the SEC’s continued pursuit of investigations and enforcement actions relating to issuer reporting and disclosure, an area that remains a high priority...more
10/3/2016
/ Audits ,
Corporate Issuers ,
Disclosure Requirements ,
Disgorgement ,
Enforcement Actions ,
Ernst & Young ,
Financial Reporting ,
ICFR ,
Internal Controls ,
PCAOB ,
Reporting Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Whistleblowers
The SEC’s recent aggressive enforcement posture against chief compliance officers has raised many concerns, including whether the SEC’s actions are actually chilling robust compliance efforts. To protect themselves against...more
The SEC announced last week that an investment adviser had agreed to settle charges that it failed to take required steps to protect against and respond effectively to a cybersecurity breach. The action comes on the heels of...more
9/29/2015
/ Best Practices ,
Board of Directors ,
Broker-Dealer ,
Capital Markets ,
Compliance ,
Corporate Counsel ,
Cyber Attacks ,
Cyber Crimes ,
Cyber Incident Reporting ,
Cyber Insurance ,
Cybersecurity ,
Data Breach ,
Data Loss Prevention ,
Data Security ,
Department of Health and Human Services (HHS) ,
Department of Justice (DOJ) ,
Disclosure Requirements ,
Due Diligence ,
Enforcement Actions ,
FCC ,
Federal Trade Commission (FTC) ,
Financial Institutions ,
Hackers ,
Incident Response Plans ,
Investment Adviser ,
OCR ,
Popular ,
Regulation S-P ,
Risk Alert ,
Risk Assessment ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Third-Party Service Provider
The Delaware Chancery Court ordered Dole Food Co. Inc. CEO David Murdock and General Counsel Michael Carter to pay Dole shareholders $148 million for fraud in connection with the company’s 2013 take-private deal. The August...more
9/8/2015
/ Controlling Stockholders ,
Corporate Counsel ,
Corporate Governance ,
Dole Food ,
Fiduciary Duty ,
Fraud ,
Publicly-Traded Companies ,
Shareholder Litigation ,
Shareholders ,
Stocks ,
Young Lawyers
The U.S. Securities and Exchange Commission (SEC) touted an expansive regulatory agenda at this year’s “SEC Speaks” conference, held February 20-21, 2015, in Washington, D.C. At this year’s Speaks, SEC representatives...more
In a recent speech, SEC Chair Mary Jo White put directors of public companies on notice of their responsibility as “essential” and “important” gatekeepers upon whom their investors and the SEC rely. Chair White described...more