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<b><i>Case Study:</b></i> Mechanics Bank Removes Legal Risk From Delivery of Board Materials
As general counsel and assistant corporate secretary at Mechanics Bank in Northern California, I always considered my financial institution's method for delivering its board books to our corporate directors in advance of their board meetings was fraught with peril and legal risk. The fact is that it was no different than what many corporations ' banking and otherwise ' do when distributing board materials in advance of their meetings.
Because our board of directors meets monthly, aside from June and August, the legal risks were multiplied as compared with corporations whose boards meet quarterly. I wasn't a math major, but understood the equation: 10 meetings means 10 sets of board books to be delivered to 13 directors, or 130 opportunities for materials to get lost in transit, intercepted or forwarded to inappropriate recipients. That's not even counting the meetings held by the board's six committees, which include audit and compensation committees, among others.
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.
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.
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.