News & Analysis as of

Good Faith Internal Controls

Cadwalader, Wickersham & Taft LLP

Caremark and “Mission-Critical” ESG Company Operations

I. Introduction - Companies are increasing pressure to address environmental, social, and governance (“ESG”) issues.  ESG topics have taken center stage in boardrooms, with regulatory agencies, and in the media.  ...more

Proskauer - Minding Your Business

Defining a “Good Faith” Director: Key Takeaways from Recent Court Rulings on Corporate Board Oversight

Corporate boards are subject to a duty of oversight, as part of their duty of loyalty to their company.  As outlined by Delaware’s famously stringent Caremark standard, pleading a violation of that duty is often difficult....more

King & Spalding

Repairing A “Crack” in Insider Trading Regulation: SEC Rule 10b5-1 Trading Plans Face Increased Scrutiny

King & Spalding on

SEC Rule 10b5-1 plans have long provided an effective means for corporate insiders to buy and sell their own company’s securities without fear of civil or criminal insider trading liability, but these plans have come under...more

Goodwin

CFPB To Revisit Trump-Era QM Final Rules

Goodwin on

In this Issue. The Consumer Financial Protection Bureau (CFPB) issued a statement announcing its intention to revisit Trump-era qualified mortgage (QM) final rules; the Biden Administration announced changes to the Small...more

Thomas Fox - Compliance Evangelist

Farewell to Eddie Van Halen and Joint Venture Risks Under the FCPA

Eddie Van Halen died yesterday. He is the first rocker, more or less, of my generation to die after the age of 60. He was also one of the greatest guitarists ever. Indeed, I would rank him as the best guitarist of his...more

Morgan Lewis

DOJ Quietly Revises FCPA Resource Guide

Morgan Lewis on

Revisions bring DOJ and SEC guidance in line with FCPA statutory language. In June, the US Department of Justice (DOJ) and Securities and Exchange Commission (SEC) quietly revised its manual, A Resource Guide to the U.S....more

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