On September 30, 2018, despite voicing some reservations, California Governor Jerry Brown signed into law SB-826, mandating that publicly traded corporations have women on their boards. The new law will require all California...more
10/9/2018
/ Board of Directors ,
Corporate Governance ,
Diversity ,
Gender Equity ,
Governor Brown ,
Investment Funds ,
New Regulations ,
Pension Funds ,
Publicly-Traded Companies ,
Quotas ,
Woman Board Members
In a much-anticipated appellate decision, the Court of Appeal of England and Wales has clarified English law regarding litigation privilege applicable to internal investigations, which has significant implications for US...more
On November 29, 2017, the US Department of Justice (DOJ) issued a revised Foreign Corrupt Practices Act (FCPA) Corporate Enforcement Policy and sweetened the deal for companies that self-report instances of foreign bribery....more
On Tuesday, Governor Nathan Deal signed into law a change to Georgia’s business judgment rule. The legislation, which was supported by the Georgia Bankers Association and the Georgia Chamber of Commerce, purports to modernize...more
In a decision, the US Court of Appeals for the Ninth Circuit, in finding for a directors & officers (D&O) insurer, denied coverage of the Federal Deposit Insurance Corporation’s (FDIC) claims against a failed bank’s former...more
A recent US District Court decision dismissing a claim brought by the Consumer Financial Protection Bureau (CFPB) against a third-party processor and two of its executives deals a setback to the agency’s ability to pursue...more
The New York State Department of Financial Services (DFS) recently issued guidance to regulated banking institutions (Institutions) prohibiting them from implementing incentive-based compensation programs unless these...more
While countless news outlets have reported the recent Congressional override of President Obama’s veto of the Justice Against Sponsors of Terrorism Act (JASTA), few have given much thought to the more nuanced consequences...more
Companies face ever-increasing pressures to implement mechanisms designed to prevent or effectively address employee malfeasance. In today’s environment, even companies who appear to be cooperating with investigative and...more
On June 16, the U.S. Court of Appeals for the Second Circuit upheld the right of a company to terminate for cause executives who refuse to cooperate with an internal investigation and remain “silent” even with the specter of...more
6/29/2016
/ Bid Rigging ,
Board of Directors ,
Cooperation ,
Corporate Executives ,
Criminal Investigations ,
Employee Benefits ,
Hiring & Firing ,
Internal Investigations ,
Just Cause ,
Summary Judgment ,
Termination ,
Yates Memorandum
Recently, the U.S. Securities and Exchange Commission (SEC or the Commission) proposed a controversial new rule under the Dodd-Frank Act that instructs companies to establish policies that require “executive officers” to...more
On December 1, 2014, the Financial Industry Regulatory Authority’s (FINRA) Consolidated Supervision Rules will take effect. The Consolidated Supervision Rules, which were approved by the U.S. Securities and Exchange...more
To ensure that broker-dealers (BDs) do not inadvertently facilitate an unlawful distribution of securities, the Securities and Exchange Commission has long required BDs to conduct a “reasonable inquiry” into the circumstances...more
Financial Industry Regulatory Authority (FINRA) Member Firms have new language to include in their settlement and confidentiality agreements. On October 9, FINRA released Regulatory Notice (RN) 14-40, warning that firms are...more
On September 22, 2014, the U.S. Securities and Exchange Commission announced the largest-ever whistleblower award, more than double last year’s record-breaking award. According to the Order, the award, which will likely...more
On August 14, the United States Court of Appeals for the Second Circuit became the first U.S. appellate court to weigh in on the extraterritorial application of the whistleblower provisions of the Dodd-Frank Wall Street...more
This week the Senate Permanent Subcommittee on Investigations, Committee on Homeland Security and Governmental Affairs (Subcommittee), in conjunction with the Subcommittee’s hearing on July 22, 2014, released a report on...more
On July 22, the U.S. Securities and Exchange Commission (SEC) approved the Financial Industry Regulatory Authority’s (FINRA) proposed Rule 2081, which prevents firms or associated persons from conditioning settlement or...more
In a landmark ruling for officers and directors of Georgia’s financial institutions, the Supreme Court of Georgia held in FDIC v. Loudermilk, S14Q0454 (Ga. July 11, 2014), that officers and directors of banks are protected by...more
The U.S. Supreme Court held yesterday that defendants in securities fraud class actions can defeat the Basic fraud-on-the-market presumption of reliance at the class certification stage “through evidence that the...more
On June 16, 2014, the U.S. Securities and Exchange Commission (SEC) initiated and resolved its first case charging an employer with unlawfully retaliating against a securities whistleblower under the Dodd-Frank Wall Street...more
On June 3, 2014, the Securities and Exchange Commission (SEC or Commission) issued a whistleblower award to two individuals who had provided information leading to a successful SEC enforcement action. The whistleblower...more
On May 12, Judge James Lawrence King of the U.S. District Court for the Southern District of Florida dismissed with prejudice the U.S. Securities and Exchange Commission’s (SEC) case against five defendants in an action...more
On March 5, 2014, Judge Richard Story in the United States District Court for the Northern District of Georgia issued an order denying Plaintiff OneBeacon Midwest Insurance Company’s (OneBeacon) Motion for Limited...more
During a recent panel discussion at the Georgetown University Law Center’s 18th Annual Corporate Counsel Institute, the head of the U.S. Securities and Exchange Commission’s Office of the Whistleblower, Sean McKessy, warned...more