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Insider Trading Policies and Cybersecurity
Cybersecurity has been a high priority topic for the SEC the past few years. In September 2017, the SEC created a Cyber Unit within its Enforcement Division. This Cyber Unit had over 225 active investigations at the SEC's 2018 fiscal year end. The SEC has focused in particular on cybersecurity risks facing public companies.
The SEC twice issued cybersecurity guidance to public companies in 2018. The SEC used one of these pronouncements to opine on the need for insider trading policies to account for cyber-related incidents. Specifically, in February 2018, the SEC issued "Commission Statement and Guidance on Public Company Cybersecurity Disclosures" ("Cybersecurity Release") outlining its views on cybersecurity disclosure requirements for public companies under the federal securities laws. The Cybersecurity Release reinforced and expanded upon cybersecurity disclosure guidance issued by the SEC's Division of Corporation Finance in 2011. It further addressed a new topic — the application of insider trading prohibitions in the cybersecurity context. Later in 2018, the SEC issued a Report of Investigation that emphasized the need for public companies to implement a system of adequate internal accounting controls to address cyber-related fraud and to calibrate those controls to the current risk environment.
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.