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Willingness to Limit SOX Application?
On May 12, 2004, the U.S. Court of Appeals for the Ninth Circuit issued its opinion in Securities and Exchange Commission v. Yuen et al., No. 09-56129, D.C. No. CV-03-03124-MRP (9th Cir. May 12, 2004), the first appellate holding under Sarbanes-Oxley. The Sarbanes-Oxley legislation, enacted in 2002 (as Public Law No. 107-204), was designed to strengthen corporate governance of publicly traded companies in the wake of recent corporate accounting and fraud scandals. Sarbanes-Oxley (SOX) represents the most far-reaching corporate governance and securities law reform since enactment of the first federal securities laws in the 1930s, and has given a variety of new tools to enforcement agencies. The Yuen decision suggests, however, that the courts might not defer to enforcement agencies' interpretation of the statute, especially where no implementing regulations have been enacted.
The Case
The DOJ's New Parameters for Evaluating Corporate Compliance Programs
The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
A Lawyer's System for Active Reading
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.