Law.com Subscribers SAVE 30%
Call 855-808-4530 or email [email protected] to receive your discount on a new subscription.
SEC Adopts Long-Awaited Proxy Access Rules
Much has been written, and there will be much more to follow, about this past summer's enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Wall Street Reform Act”). By its terms, the Wall Street Reform Act is intended “[t]o promote the financial stability of the United States by improving accountability and transparency in the financial system, to end 'too big to fail,' to protect the American taxpayer by ending bailouts, to protect consumers from abusive financial services practices, and for other purposes.” The Wall Street Reform Act is incredibly broad in scope and dwarfs the Sarbanes-Oxley legislation that followed the accounting scandals of the previous decade.
Perhaps to the surprise of some who did not closely follow the debate, included among the provisions of this massive legislative effort are several that will impact the corporate governance and securities law disclosure requirements of U.S. public companies generally, regardless of whether they are engaged in the financial services or related industries. The full impact of these provisions will not be determinable until the Securities and Exchange Commission (“SEC”) issues enabling rules. Recently, as discussed below, the SEC fulfilled one of its obligations under the Wall Street Reform Act by adopting long-awaited and much debated proxy access rules.
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.