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Internal Controls Disclosure Requirements Enforcement Actions

Seyfarth Shaw LLP

Six Essential Tips for Complying with Defective Pricing Rules in Government Contracting

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In honor of the release of the 6th Edition of the Government Contracts Compliance Handbook, we’re sharing six essential tips for complying with defective pricing rules. Defective pricing, governed by the Truthful Cost or...more

Fenwick & West LLP

The SEC is Cracking Down on Misleading Cybersecurity Disclosure

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On October 22, 2024, the SEC charged two current reporting companies, Unisys Corp. and Check Point Software Technologies, and two former public companies, Mimecast Limited and Avaya Holdings Corp., with making materially...more

WilmerHale

Making the Connection - What Do Recent SEC Enforcement Actions Mean for Cyber Controls?

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On July 18, 2024, the U.S. District Court for the Southern District of New York dismissed most of the claims brought by the Securities and Exchange Commission (the “Commission”) against SolarWinds Corp. and its Chief...more

A&O Shearman

Judge dismisses most of SEC’s suit against SolarWinds over cybersecurity disclosures

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On July 18, 2024, U.S. District Judge Paul Engelmayer of the U.S. District Court for the Southern District of New York issued a comprehensive 107-page opinion that may have significant implications for the Securities and...more

White & Case LLP

Judge Rejects SEC’s Aggressive Approach to Cybersecurity Enforcement

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On July 18, 2024, a New York federal judge dismissed most of the US Securities and Exchange Commission’s ("SEC") claims against SolarWinds Corp. ("SolarWinds" or the "Company") and its Chief Information Security Officer...more

Holland & Knight LLP

Court in SolarWinds Case Blows Down SEC's Cyber Enforcement Authority

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The U.S. District Court for the Southern District of New York on July 18, 2024, dismissed most of the SEC's landmark cyber enforcement litigation against SolarWinds Corp. (SolarWinds or the Company) and the Company's Chief...more

The Volkov Law Group

SEC Expands Internal Controls Provision to Cover Cybersecurity Incidents and Reaches $2.1 Million Settlement with R.R. Donnelley &...

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In a significant expansion of internal controls enforcement, the SEC announced a $2.1 million settlement with R.R. Donnelley & Sons Co. (“RRD”) for its handling of a 2021 ransomware attack and resulting disclosure failures. ...more

Holland & Knight LLP

SEC Expands Scope of Internal Accounting Controls in Cybersecurity Breach Settlement

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The SEC continues to expand its cybersecurity enforcement authority to include allegations that a company's failure to monitor its managed security service providers (MSSP) amounts to violations of federal securities laws....more

Latham & Watkins LLP

Key Regulatory Updates for Hong Kong Listed Companies - January/February 2024

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The updates include a report from the Stock Exchange of Hong Kong Limited on review of issuers’ annual reports, a summary of private reprimands, and disciplinary actions....more

BCLP

SEC Brings Landmark Cybersecurity Disclosure Lawsuit Against Solarwinds and Its CISO

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On October 30, 2023, the SEC filed charges against SolarWinds Corp. and its chief information security officer (CISO), alleging: ..Failures to disclose known cybersecurity vulnerabilities affecting the company’s “crown...more

BCLP

SEC penalizes company with good disclosures for insufficient controls

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What happened? In a recent settlement order, the SEC charged Activision Blizzard with failing to maintain adequate disclosure controls and procedures. Notably, the SEC did not claim that the company’s SEC filings were...more

Hanzo

Financial Data Compliance and Enterprise Information Archiving

Hanzo on

When it comes to making sure financial data is safe and meets compliance regulations, understanding the different regulatory bodies and how they affect your organization is a vital first step. Two of the most common...more

Pillsbury Winthrop Shaw Pittman LLP

The Beginning of the SPAC Enforcement Wave: SEC Makes Example of SPAC for Spacing out on Diligence

Chair Gensler’s enforcement agenda begins to take shape as SEC brings sprawling enforcement action against wide range of SPAC participants. Consistent with prior SEC warnings regarding incentives for Special Purpose...more

King & Spalding

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

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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

Holland & Knight LLP

SEC Issues First-Ever Penalties for Deficient Cybersecurity Risk Controls

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The U.S. Securities and Exchange Commission (SEC) has launched a stunning salvo across the bows of public companies with its announcement of civil monetary penalties and a cease-and-desist order against First American...more

Bracewell LLP

SEC Gets Cyber-Serious About Disclosures

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As cyberattacks continue to attract greater attention, the SEC has taken an additional step in its efforts to bring enforcement actions related to cyber disclosures. On June 14, the SEC announced settled charges against a...more

BCLP

Disclosure Controls and Procedures - Not Just a Quarterly Certification

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On June 15, 2021, the SEC announced that it had settled charges against First American Financial Corporation for failures in First American’s disclosure controls and procedures. Rule 13a-15(a) under the Exchange Act requires...more

Bracewell LLP

SEC Underscores ESG Disclosure and Compliance Priorities

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Since announcing the creation of its Climate and ESG Task Force on March 4, 2021, the Securities and Exchange Commission has continued to emphasize that environmental, social and governance (ESG) issues will take center stage...more

King & Spalding

SEC Brings Action Against Morningstar Alleging Undisclosed CMBS Rating Adjustments

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On February 16, 2021, the SEC filed a litigated civil complaint in the Southern District of New York against Morningstar Credit Ratings LLC, a former Nationally Recognized Statistical Rating Organization (“NRSRO”) alleging...more

Holland & Hart LLP

No "Pandemic Pass" – Regulators Remain Focused on Financial Reporting, Disclosure, and Auditing Enforcement

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Despite COVID-19 and concurrent situations, recent releases from the U.S. Securities and Exchange Commission (SEC) and Public Company Accounting Oversight Board (PCAOB) demonstrate their keen focus on financial reporting,...more

Perkins Coie

2019 Corporate Governance Hot Topics

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The following update highlights recent corporate governance hot topics and trends for directors of public companies. Board Oversight of Mission-Critical Risks - In June 2019, the Delaware Supreme Court allowed a Caremark...more

Jones Day

SEC Enforcement in Financial Reporting and Disclosure: 2019 Mid-Year Update

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We are pleased to present our annual mid-year update on financial reporting and issuer disclosure enforcement activity for 2019. This White Paper primarily focuses on the U.S. Securities and Exchange Commission's enforcement...more

Stoel Rives LLP

In Case You Missed It - Interesting Items for Corporate Counsel - March 2019

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Heaping further empirical evidence on the postulate that self-indulgence trumps common sense, Elon Musk is at it again, now charged by the SEC with violating his earlier settlement agreement, which required that he pre-clear...more

Jones Day

SEC Highlights Need to Remediate ICFR Material Weaknesses

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Disclosure alone is not sufficient; material weaknesses need to be actively remediated. While the SEC's Financial Reporting and Audit Group has been relatively quiet, it started 2019 with a bang, bringing four coordinated...more

Jones Day

SEC Enforcement in Financial Reporting and Disclosure—2018 Year-End Update

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In 2018, the SEC continued to pursue many of the same initiatives and objectives it articulated in 2017, including emphasizing retail investor protections and keeping pace with technological change. While stand-alone...more

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