Excessive Compensation: What to do when the co-owners of your business pay themselves excessively
The Informed Board Podcast | CEO Succession Planning on a Clear Day
Guidepost in Motion EP25: State of Compliance with Alixandra Smith Part 2
Compliance Into The Weeds - Elon Musk and Tesla Redux
The Blackletter Podcast | A podcast for CEOs, Corporate Counsel, & Entrepreneurs
Takeaways From Recent Claims Against Mark Zuckerberg and Facebook – Mitigating the Heightened Risk of Privacy Suits Against Individual Directors and Officers
Government Contractors: Key Questions You Should Be Asking Your Advisors
Startup CEO Who Coded His Way Out: Rainway’s Andrew Sampson
Innovation in Compliance - Lessons About Leadership and Security with Paul Clayson
H.R. 1 – Disclosures, Disclaimers, and FEC Certifications: What Corporations, Non-Profits, and Trade Associations Need to Know
Episode 155 -- Tom Fox and Michael Volkov Discuss the Blue Bell Creameries Enforcement Action
Episode 117 -- FCPA Update: Samsung FCPA Settlement; Braskem Former CEO Indicted; Transport CEO Convicted after Trial
Compliance into the Weeds: Episode 117-Wells Fargo Update
Episode 42 -- How to Manage Your CEO on Compliance
Life Sciences Quarterly: A View From Washington: What to Expect From the SEC
This Week in FCPA- Episode 52, for the week ending May 12, the Firing the Investigators Edition
For Jeff Skilling, 'Enron Was His Life,' Lawyer Says
Employer’s Takeover of Former CEO’s LinkedIn Account Lawful Under CFAA
After the alarming murder of an insurance company CEO last week, questions about protection and security for CEOs and other executives are suddenly high on the agenda for boards of directors. A big concern: will there be...more
The Securities and Exchange Commission (the “SEC”) recently settled charges against James R. Craigie, a former CEO, Chairman and board member of Church & Dwight Co. Inc. (the “Company”), for violating proxy disclosure rules...more
As most public companies enter their fourth fiscal quarter and look ahead to filing their Form 10-Ks and proxy statements, a recent settlement agreement announced by the Securities and Exchange Commission (the SEC) serves as...more
Approaching midyear, business leaders are bullish on growth and the opportunities ahead. At the same time, the macro forces of GenAI, climate change, a multipolar geopolitical landscape and the erosion of trust and healthy...more
Directors Quarterly: April 2024- With the explosion of generative artificial intelligence (Gen AI), companies are facing the challenge of moving quickly—but not too quickly. Gen AI governance has moved to the top of many...more
Companies have important decisions to make as they prepare for the 2024 annual meeting and reporting season. We have compiled this overview of the latest key issues — including SEC disclosure requirements, SEC guidance,...more
Many companies have an investigation protocol in place when a potential compliance or other legal issue arises. However, many Boards of Directors do not have the same rigor when it comes to an investigation, which should be...more
The death of Oracle CEO Mark Hurd in October has highlighted a longstanding public company dilemma: whether and when to disclose the news that a senior leader has a serious health challenge. Not only is the topic sensitive...more
On March 14, 2018, the Securities and Exchange Commission (SEC) announced it filed charges against the founder and CEO of Theranos Inc., Elizabeth Holmes, and its former president, Ramesh Balwani....more
On February 21, 2018, the U.S. Securities and Exchange Commission (“SEC”) released interpretive guidance to assist public companies in the proper disclosure of cybersecurity risks and incidents (“New Guidance”) – seven years...more
Compensation-related litigation and threats of litigation continued to significantly impact public companies in 2017. These companies should be mindful of issues that were raised in recent litigation: proxy disclosure,...more
The corporate governance landscape has become more complicated, making it more difficult for directors to manage the often inconsistent demands of multiple constituencies while pursuing the fundamental fiduciary obligation to...more
This week I have been exploring the different types compliance committee’s which an organization can utilize to help effect a best practices compliance program. I have written about compliance committee’s at the Board of...more
CFO.com is reporting on a study published in a leading accounting journal The Accounting Review (payment required) that reaches the counter-intuitive conclusion that auditor rotation actually impairs professional skepticism....more
On March 13, 2015, the U.S. Securities and Exchange Commission announced settlement proceedings against officers, directors, and major shareholders of several companies that were recently taken private for failing to update...more
The SEC has proposed a rule that would require new hedging policy disclosure by companies that are subject to SEC proxy rules. The proposed rule would in most cases expand the hedging policy disclosure currently provided by...more
Executive compensation is a topic that just won’t go away, particularly with pay disparity and pay for performance regulations still looming. We highlight below some of the matters directors should be considering as they...more
Several provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act have brought compensation of financial institution executives into the public eye. Although disclosure of executive and director compensation...more
Following are some topics that public companies may want to consider in preparation for the 2014 proxy season. Shareholder Proposals - The 2013 proxy season reflected a continued increase in the number of...more
This week brought the announcement that WellPoint Inc. selected Joseph Swedish to become its next Chief Executive Officer. Swedish will leave his position as CEO of nonprofit Catholic health system Trinity Health, which has...more