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C-Suite Executives Securities and Exchange Commission (SEC)

Fenwick & West LLP

Securities Law Update - December 2024

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Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on...more

A&O Shearman

Personal protection: perk or necessity?

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The shocking murder of Brian Thompson, the Chief Executive Officer of UnitedHealthcare, while walking to an investor meeting in New York City on December 4, 2024, has caused many boards of directors and executive teams to...more

Wilson Sonsini Goodrich & Rosati

2024 Silicon Valley 150 Corporate Governance Report

Wilson Sonsini’s 2024 Silicon Valley 150 Corporate Governance Report reviews the corporate governance practices and disclosures of the Valley's largest public companies between October 1, 2023, and September 30, 2024. The...more

Cozen O'Connor

Cozen Currents: The CEO's Guide to Trump 2.0

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“CEOs tended to take a wait and see approach at the start of the first Trump administration. But it would be a mistake not to engage early and often with Trump 2.0.” — Howard Schweitzer, CEO, Cozen O’Connor Public Strategies...more

Katten Muchin Rosenman LLP

Post-Election Shift: Securities Industry Anticipates Business-Friendly SEC Under Trump Administration

Post-election, securities industry professionals are pondering the new administration's impact on the regulatory environment and their businesses. While there is no sure outcome, many comfortably predict that under the Trump...more

BCLP

The Supreme Court Considers Item 303 Violations as Basis for Securities Fraud Claims

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Corporate executives know they must disclose in their companies’ financial statements trends or uncertainties affecting their business. Such disclosure is a requirement of Item 303 of SEC Regulation S-K....more

NAVEX

Risk & Compliance as a Strategic Imperative for the Board

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In an era marked by heightened global regulatory scrutiny and enforcement, the landscape of risk and compliance is undergoing an evolution making the strategic imperative for effective, risk-based compliance initiatives...more

A&O Shearman

SEC Brings Charges Under Enforcement Initiative Directed at Insider Report Compliance Failures

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On September 27th, 2023, the SEC brought charges against six officers, directors and major shareholders of public companies for repeated failures to make timely filings pursuant to Section 13 and Section 16 of the Securities...more

WilmerHale

SEC Chief Accountant Shines a Spotlight on ICFR and Risk Assessments

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On Friday, SEC Chief Accountant Paul Munter released a public statement in which he expressed concerns about the risk assessment process of both auditors and management. As a possible harbinger of things to come, the...more

Wilson Sonsini Goodrich & Rosati

Snapshot: Earnings Date Announcements and Earnings Release Form 8-K Practices

We reviewed four quarters of press releases announcing upcoming earning release dates, as well as the subsequent earnings release Form 8-Ks, for 30 public companies in the Lonergan Silicon Valley 150 to determine how long in...more

Latham & Watkins LLP

Delaware Chancery Court Extends Oversight Duties to Non-Director Corporate Officers

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Non-director officers may face liability for failing to properly oversee the corporation’s affairs and ignoring “red flags” within their “areas of responsibility.” Key Points: ..The McDonald’s Corporation’s response...more

King & Spalding

A National Call for Equity

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Shifting from Diversity and Inclusion to Diversity, Equity, and Inclusion in the Workplace - Given the events related to the tragic death of George Floyd, Breonna Taylor, Ahmaud Arbery and countless others in May 2020 and...more

The Volkov Law Group

Lessons Learned from the KT Corp. SEC FCPA Settlement (Part III of III)

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Even though the size of the KT Corp. SEC enforcement action is relatively small, the underlying misconduct provides a number of important lessons learned. ...more

A&O Shearman

Federal Court Dismisses SEC Insider Trading Case, Holding That Suspicious Trading Plus Evidence Of Relationship And Communications...

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On December 13, 2021, U.S. District Court Judge Claude Hilton, of the Eastern District of Virginia, dismissed the Securities and Exchange Commission’s (“SEC’s”) insider trading action against Christopher Clark before the...more

American Conference Institute (ACI)

[Event] ESG Think Tank - November 30th, National Harbor, MD

Closed-Door, “Off the Record” Benchmarking on Critical ESG Issues! ACI’s inaugural ESG Think Tank is scheduled for November 30th in Washington, DC! This in-person “boardroom-style” forum will provide meaningful...more

The Volkov Law Group

J&F Investmentos FCPA Settlement: Lessons Learned (Part IV of V)

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J&F Investmentos (“J&F”) FCPA settlement presents a number of important lessons learned.  While the bribery scheme was brazen and involved a large amount of money, the techniques and warning signs must have been fairly...more

Burr & Forman

Cyber Still Atop Exam Priorities

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FINRA held its bi-annual Cybersecurity Conference in January and recently published five take-away real-world experiences from the conference...more

Kramer Levin Naftalis & Frankel LLP

Cybersecurity: the SEC Provides Guidance on Well-Known and Emerging Best Practices

At the end of January, the U.S. Securities and Exchange’s Office of Compliance Inspections and Examinations (OCIE) released its “Observations on Cybersecurity and Resiliency Practices” (Observations)....more

Pillsbury Winthrop Shaw Pittman LLP

The State of Play on Clawbacks and Forfeitures Based on Misconduct

On July 1, 2015, the SEC issued proposed rules implementing Section 954 of the Dodd-Frank Act, which would obligate national securities exchanges to adopt listing standards that require listed companies to adopt and disclose...more

Stinson - Corporate & Securities Law Blog

SEC Whistleblower Publicizes Anonymous Tip with Press Campaign

C-Suite executives may now have to be accustomed to a new form of adverse publicity to deal with in their crisis management planning – someone making publically available an SEC whistleblower submission and publicizing the...more

The Volkov Law Group

CEO Falls to SEC FCPA Settlement

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Companies have definitely matured in the development and implementation of their ethics and compliance programs. Whether the pace has been rapid enough or is too slow, that is a debatable issue. A good litmus test for a...more

Foley & Lardner LLP

Counsel: Remember to Take a Look at the C-Suite

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Recent events involving the former chief executive officer of Energy XXI serve as a reminder that chapter 11 counsel, committees and committee counsel should take a closer look at the C-suite. This is especially true when a...more

Proskauer - Whistleblower Defense

S.D.N.Y. Dismisses Dodd-Frank Whistleblower Claim Because Retaliation Claims Were Already Arbitrated

The Southern District of New York recently dismissed Dodd-Frank whistleblower retaliation claims brought by an employer’s ex-President and an ex-Director pursuant to Rule 12(b)(6) on res judicata grounds, determining that...more

The Volkov Law Group

C-Suite Misconduct Results in Sociedad Quimica Y Minera FCPA Resolution with DOJ and SEC

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In an unusual FCPA enforcement action, the Justice Department and the SEC resolved FCPA violations against Sociedad Quimica y Minera, a Chilean chemical and mining company, for a total of $30.5 million, for paying...more

The Volkov Law Group

FCPA Recidivists: Zimmer Biomet (Part I of II)

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The drug and medical device industries have been taking it on the FCPA chin for years. The risk factors in the international marketplace are significant – healthcare professionals are normally government employees; government...more

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