News & Analysis as of

Bad Actors

Private Funds and Managers – Navigating Broker-Dealer Requirements

by Foley & Lardner LLP on

When looking to raise capital, broker-dealer compliance may not be at the forefront of a private fund manager’s mind. However, engaging individuals (including the fund manager’s employees) or firms to identify, introduce or...more

FAQ: What Businesses Need to Know About Investment Crowdfunding

by Ward and Smith, P.A. on

What is Crowdfunding? Crowdfunding is a marketing tool that businesses use to obtain capital from a large number of individuals, typically over the Internet....more

It Takes a Village . . . To Commit Bribery

by Michael Volkov on

A company that commits bribery has to undergo a soul-searching examination of its operations, from top to bottom. Bribery violations come in all shapes and forms – systemic violations like Siemens, Daimler and other...more

Investment Management Special Report - 2017-18 Compliance Developments & Calendar for Private Fund Advisers

Introduction - Despite an anticipated de-regulatory push, there are significant new regulatory concerns for investment advisers to address in connection with their annual review of their compliance manuals....more

Securities Rules for Private Equity Financings

by Hinshaw & Culbertson LLP on

In order to sell securities (notes, common stock, preferred stock, membership interests in an LLC), a company must either register the sale under federal and state securities laws or find an exemption from such registration...more

Congresswoman Waters Introduces Bad Actor Disqualification Act

On July 27, 2017, Ranking Member of the House Committee on Financial Services, Congresswoman Maxine Waters, introduced the Bad Actor Disqualification Act of 2017. This draft legislation directs the SEC to implement more...more

SEC Chair Speaks at the Center for Capital Markets Competitiveness

On Tuesday, July 25, 2017, SEC Chairman Jay Clayton spoke at the U.S. Chamber of Commerce Center for Capital Markets Competitiveness (CCMC). During the panel, Chairman Clayton discussed the Commission’s priorities on a...more

The State of Mind of a White Collar Criminal

by Michael Volkov on

As a chief compliance officer, it is important to consider the mindset of a criminal. Not to complete tasks and accomplish your objectives. Instead, it is important to understand the criminal mind, what makes them tick and...more

The Test for Bad Actors in a Bad Company

by Michael Volkov on

Some business people are “bad,” meaning they engage in misconduct and either feel no remorse or rationalize why their conduct is acceptable. In a company that embraces bad acting, breaking rules or cutting corners, bad actors...more

Important Dates and Reminders for Investment Advisers, Exempt Reporting Advisers, Commodity Trading Advisors and Commodity Pool...

by Foley Hoag LLP on

Investment Advisers - Annual Compliance Reviews - All investment advisers registered with the Securities and Exchange Commission (“SEC”) or The Commonwealth of Massachusetts are required to review their compliance...more

Financial Services Weekly News - January 2017 #2

by Goodwin on

Editor's Note - In This Issue.The SEC and FINRA released their examination priorities for 2017; the SEC’s Division of Investment Management issued an interpretative letter that would permit brokers to charge their own...more

Small Business Securities Bulletin: 505 Is Not Alive: SEC Adopts New and Amended Rules Governing Intrastate and Small Offerings

by Baker Donelson on

As we have discussed in prior Bulletins, pursuant to Section 5 of the Securities Act of 1933 (Securities Act) and state securities laws, any offer and sale of a security must be registered with the Securities and Exchange...more

Don’t Be a Pyrrhus – 5 Steps To Help Avoid Making Your Litigation Victory a Loss

In 279 B.C., King Pyrrhus of Epirus defeated the Roman army at the Battle of Asculum. King Pyrrus was not thrilled about the big win for Team Epirus. The victory was very costly – King Pyrrhus lost most of his army and many...more

Marketplace Lending Update: Recent Developments Place Pressure on Industry

by White & Case LLP on

Following a spate of heightened regulatory, enforcement and legislative scrutiny, investor concerns around industry practices, and bad press, the marketplace lending industry is at a crossroad. Some companies will...more

Treasury Department Extends Filing Requirements to Foreign-Owned Domestic Disregarded Entities

by Akerman LLP on

On May 10, 2016, the Treasury Department issued proposed regulations (the Proposed Regulations) which enable the Internal Revenue Service (IRS) to collect certain information about domestic disregarded entities with a single...more

How the Gray Bill Tries to Keep Out Bad Actors

by Ifrah PLLC on

The iGaming world is excited about Assembly Bill 2863—better known as the Gray bill because of lead sponsor Adam Gray—which would legalize and regulate intrastate online poker in California. A few weeks ago, the bill...more

FinCEN Finalizes Beneficial Ownership Identification Rules

by Ballard Spahr LLP on

As part of the U.S. Treasury Department's ongoing efforts to prevent bad actors from using U.S. companies to conceal money laundering, tax evasion, and other illicit financial activities, the Financial Crimes Enforcement...more

The Myth of the Rogue Employee

by Michael Volkov on

Humans by nature seek to avoid uncomfortable feelings, events and situations. When a company suffers misconduct, the same principle holds true. Corporate actors, defense lawyers and board members will always minimize the bad...more

Finding Some Additional Issues While Fundraising

So, your start-up had some difficulties raising money from venture capital funds and you think now it is time to gain access to a broader group of potential investors. Hiring a finder is a great way to tap into a larger...more

Going Rogue? OSHA Violation Defense Defused Where Supervisor and Subordinate Participate

If a supervisor engages in OSHA-violating conduct alongside a subordinate, is the company liable? The Eleventh Circuit recently affirmed an Occupational Safety and Health Review Commission (OSHRC) decision answering that...more

New Hampshire Uniform Securities Act

New Hampshire has adopted a new securities law, known as the New Hampshire Uniform Securities Act, which will become effective on January 1, 2016. It is modeled on the Uniform Securities Act (2002) (“USA 2002”), which has...more

Berkeley Balcony Collapse Leads To Calls For More Scrutiny of The Construction Industry

On June 16, 2015 six students died and seven others were seriously injured when the balcony on which they were standing collapsed. The group was celebrating a 21st birthday party at an apartment located in the “Library...more

A Guide to Regulation A+

by McGuireWoods LLP on

Significant changes to Regulation A, generally referred to as Regulation A+, went into effect on June 19, 2015. Old Regulation A - Regulation A is a previously existing exemption from the registration requirements...more

Initial Decision Finds that BP Manipulated 2008 Natural Gas Market in Texas

On August 13, 2015, a Federal Energy Regulatory Commission (“FERC” or “Commission”) Administrative Law Judge (“ALJ”) issued an initial decision in which she found that BP America Inc. et al. (“BP”) manipulated the natural...more

Are You Ready for the Attack? Online Brand and Reputation Protection

by Goulston & Storrs PC on

It starts with an inaccurate, possibly fake, online review. Then a post appears on a consumer complaint forum. Suddenly, there is a surge of false postings about your company on social media sites. Invariably, these anonymous...more

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