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When Is a Promise Enough?: Contractual Duties and Insider Trading
Imagine this: A man takes a job as a security guard for a wealthy executive. His duties include answering phone calls and printing emails containing information about the executive's company. So he enters into a confidentiality agreement, which prohibits him from disclosing or using such information for matters outside his employment. But one day he sees a confidential email saying the executive's company is going to be acquired at a premium. He decides to buy stock and call options, all of which he sells at a substantial profit when the information becomes public.
For those who follow the law of insider trading, this seems like an open and shut case. The guard breached a duty by misappropriating material nonpublic information and used it to trade securities. The SEC likely thought this elementary when they brought an enforcement action in 2017 against an individual named Todd Alpert in the Southern District of New York. See, Securities and Exchange Commission v. Todd David Alpert, No. 17-Civ-1879 (S.D.N.Y. filed Mar. 15, 2017)
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.
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.
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.