Features
10b5 -1 Plan Abuse
Last month, we wrote that the latest hot topic in corporate executive abuses may be manipulation of traders under prearranged Rule 10b5-1. We said that once a determination is made to review the historical operation of a 10b5-1 plan, reviewers should consider as a threshold issue whether they are sufficiently independent from the subject plans and traders to be properly regarded as objective. We continue with a list that describes several steps that could be taken to reveal some of the 10b5-1 plan abuses that commentators speculate may exist.
Digital Era Causes Shifts in Roles of Record Labels and Music Publishers
The digital-music era has resulted in many shifts in the music business. A major one has been the creative and economic repositioning of record labels and music publishers. In the following interview, coordinated by <i>Entertainment Law & Finance</i> Editor-in-Chief <b>Stan Soocher</b>, <b>Keith C. Hauprich</b> and <b>Bob Donnelly</b> discuss this repositioning and related issues from the publisher's and artist attorney's perspectives.
Prosecution and Defense of Stock Option Backdating Cases
Backdating is different from conduct typically alleged as stock fraud because it is not in itself illegal. So long as the backdating of options is accompanied by proper accounting treatment and public disclosure, there is no securities law violation. Backdating cases thus have come to be thought of largely as accounting cases. As a result, a potent potential defense has emerged for corporate officers who may have known backdating was occurring but, because they did not have hands-on responsibility for their company's financial or accounting practices, were unaware of the accounting or disclosure consequences of that practice.
Features
Complying with the FCPA in Emerging Markets After SOX
The recent settlement of parallel FCPA actions in the Southern District of Texas against Baker Hughes, Inc., a major oilfield service company, and its wholly owned subsidiary Baker Hughes Services International Inc. (collectively 'Baker Hughes'), underscores the importance of complying with the FCPA's provisions in emerging markets.
Features
Foreign Companies Prosecuted in the U.S. for Bribes Overseas
In an effort to level the playing field for U.S. businesses overseas, many OECD countries adopted the Convention on Combating Bribery of Foreign Public Officials in International Business Transactions in 1998. Nearly 10 years later, the main result may have been to enlarge the playing field of U.S. law enforcement.
When Products Liability Intersects with Malpractice Strategy
When physicians and hospitals find themselves defending a medical malpractice case that has been intertwined with product liability claims against a medical device manufacturer, these may seem like uncharted waters as compared with litigation solely involving multiple physician or hospital defendants. But the same general principle governs both scenarios: Defendants are likely to fare better when they hold hands and play nicely together for as long as possible and present a united front to plaintiffs.
Need Help?
- Prefer an IP authenticated environment? Request a transition or call 800-756-8993.
- Need other assistance? email Customer Service or call 1-877-256-2472.
MOST POPULAR STORIES
- Protecting Innovation in the Cyber World from Patent TrollsWith trillions of dollars to keep watch over, the last thing we need is the distraction of costly litigation brought on by patent assertion entities (PAEs or "patent trolls"), companies that don't make any products but instead seek royalties by asserting their patents against those who do make products.Read More ›
- Risks of “Baseball Arbitration” in Resolving Real Estate Disputes“Baseball arbitration” refers to the process used in Major League Baseball in which if an eligible player's representative and the club ownership cannot reach a compensation agreement through negotiation, each party enters a final submission and during a formal hearing each side — player and management — presents its case and then the designated panel of arbitrators chooses one of the salary bids with no other result being allowed. This method has become increasingly popular even beyond the sport of baseball.Read More ›
- Private Equity Valuation: A Significant DecisionInsiders (and others) in the private equity business are accustomed to seeing a good deal of discussion ' academic and trade ' on the question of the appropriate methods of valuing private equity positions and securities which are otherwise illiquid. An interesting recent decision in the Southern District has been brought to our attention. The case is <i>In Re Allied Capital Corp.</i>, CCH Fed. SEC L. Rep. 92411 (US DC, S.D.N.Y., Apr. 25, 2003). Judge Lynch's decision is well written, the Judge reviewing a motion to dismiss by a business development company, Allied Capital, against a strike suit claiming that Allied's method of valuing its portfolio failed adequately to account for i) conditions at the companies themselves and ii) market conditions. The complaint appears to be, as is often the case, slap dash, content to point out that Allied revalued some of its positions, marking them down for a variety of reasons, and the stock price went down - all this, in the view of plaintiff's counsel, amounting to violations of Rule 10b-5.Read More ›
- The DOJ's Corporate Enforcement Policy: One Year LaterThe 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.Read More ›
- The DOJ Goes Phishing: The Rise of False Claims Act Cybersecurity LitigationWhile the DOJ Civil Cyber-Fraud Initiative is still in its early stages and cybersecurity regulations are evolving, whistleblower plaintiffs have already begun leveraging the FCA to pursue alleged noncompliance with government cybersecurity requirements.Read More ›