“Monsters, Inc.” y el buen gobierno corporativo
Revisiting Financial Institution Incentive Compensation Rules Under Dodd-Frank — The Consumer Finance Podcast
What the Delaware McDonald's Decision Means for Corporate Officers and Compliance Programs
In the Boardroom With Resnick and Fuller - Episode 4
Compliance into the Weeds - McDonald’s and Duty of Corporate Officer Oversight
Nonprofit Basics: Designators, Members, Directors, Officers: The Who’s Who of Nonprofit Governance
How to Secure Advances to Fund Legal Fees
Change of Control: Golden Parachute Rules in the Sale Process
Bar Exam Toolbox Podcast Episode 124: Listen and Learn -- Duty of Loyalty (Corporations)
Law School Toolbox Podcast Episode 282: Listen and Learn -- Duty of Loyalty (Corporations)
The Responsible Corporate Officer Doctrine and the Food, Beverage and Agribusiness Industry — What You Need to Know
Compliance Perspectives: Compliance Challenges in India
Compliance Perspectives: The German Corporate Sanctions Act
Nota Bene Episode 94: Mapping COVID-19’s Impact on American Bankruptcy and Restructuring with Edward Tillinghast
Top Three Cybersecurity Misconceptions
D&O in Brazil and Latin America
CorpCast Episode 2: Advancement 101
Homebuilder Series Webinar: Fiduciary Duties & Auditor Liability
FCPA Compliance and Ethics Report-Episode 117-the Avon FCPA Enforcement Action
The UK Prudential Regulation Authority (PRA) has fined the former CEO of Wyelands Bank GBP118,808 for various regulatory breaches, including that he failed to take reasonable steps to ensure the business for which he was...more
Financial regulators in the UK have been interested for some years in the question of how personal behaviour can affect the risk profile of a financial institution. A recent SEC case suggests that US regulators may now be...more
A draft ‘failure to prevent fraud’ corporate criminal offence will render large companies liable for fraud committed by their associates. We consider the draft offence and implications for businesses....more
As directors around the world grapple with difficult and uncertain times arising from various macro-economic factors, these decisions provide useful and timely guidance on the approach that directors should take to protect...more
Earlier this month the High Court had to consider - - how two particular provisions in articles of association operated together (or in conflict), and - the statutory right (under s. 633, Companies Act 2006 ("s....more
For most large companies, a frictionless flow of information and the ability to transfer customer data, employee files, financial records and other information around the world quickly and cost-effectively is a critical...more
The regulator is concerned that ESG-related disclosures are not meeting expectations. The FCA has published a Dear CEO letter sent to benchmark administrators on 20 March 2023, expressing concerns about the quality of...more
The US decision reminds UK companies and their officers to identify and report red flags about misconduct in the workplace. Certain shareholders of McDonald’s Corporation (the Company) sued David Fairhurst, the Company’s...more
The model articles (Model Articles) contained in the Companies Act 2006 (CA 2006) are automatically incorporated into the constitution of a company incorporated pursuant to the CA 2006 to the extent they are not excluded or...more
The case provides instructive practical examples of the “reasonable steps” companies can take according to the FCA and a reminder of the FCA’s cultural expectations of CEOs. On 16 November 2022, the FCA issued a final...more
The English law concerning contractual duties of good faith (express and implied) has received considerable judicial attention in recent years. It will therefore be of interest to those who use English law contracts,...more
The chair of a premium-listed company has been fined £80,000 for unlawfully disclosing inside information to major shareholders before the information was announced to the market. This case acts as a reminder for...more
On 10 June 2022, the Law Commission published its long awaited paper setting out ten options that are available to the Government for reform of the common law principles governing corporate criminal liability in the UK. In...more
From 15 February 2022, the UK Insolvency Service is granted new powers to investigate and disqualify or prosecute directors of dissolved UK companies. The Rating (Coronavirus) and Directors Disqualification (Dissolved...more
The attractiveness of the United Kingdom as a business location is unabated. There are many advantages to doing business in the UK. Investors can draw on a skilled workforce and access a large market; costs of labour and...more
“It has no soul to be damned and no body to be kicked”. How, then, can a company be held criminally liable? Various jurisdictions have grappled with this question and recent developments in the UK have increased the...more
Introduction - The COVID-19 pandemic presents directors of all business entities with a profound and unprecedented set of challenges. Now more than ever, key decision-takers in businesses appreciate that their actions will...more
Our London Finance team discuss the two main reforms to the UK insolvency regime and what protections British businesses can expect to receive. - Restructuring plan and moratorium - Wrongful trading measures - Other...more
For directors of companies facing financial difficulties, the wrongful trading regime can be front of mind, given the exposure to risk of personal liability....more
The FCA has clarified which people working in regulated financial services firms will meet the definition of a “key worker”. On 19 March 2020, the UK government published guidance setting out which “key workers” will be...more
The UK health secretary now has powers to quarantine individuals where they present a risk of spreading the coronavirus. As the outbreak worsens, so the possibility of being subject to mandatory isolation increases....more
The UK Corporate Governance Code 2018 focusses on the importance of diversity and succession planning. In this article we look at the current requirements, compliance and examine some of the issues companies should consider...more