Archives: Litigation & Investigations

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Insider Trading: Five Reminders From the SEC Division of Enforcement

A recent litigation release from the SEC Division of Enforcement, though seemingly unremarkable, highlights five basic principles that sometimes slip off a company’s insider trading compliance radar. The SEC’s complaints. According to the SEC’s complaints against two former employees and the spouse of a former employee of Ariad Pharmaceuticals, Inc., which develops and markets drugs … Continue Reading

Whistleblower Retaliation Remains in the SEC's Crosshairs

Whistleblower tips and awards for securities law violations have increased dramatically over the past year, according to the staff of the SEC Enforcement Division’s Office of the Whistleblower. Also during that time, the Whistleblower Office has stepped up its vigilance over retaliation by companies against whistleblowers, imposing penalties against companies more frequently and expanding the … Continue Reading

Loss Contingency Disclosures–A Warning from the SEC

Companies frequently struggle with how to account for loss contingencies and when to make the related disclosures. A recent complaint by the SEC against RPM International, Inc. and its General Counsel highlights the importance of getting it right…and the potential consequences of getting it wrong. It also provides a useful summary of the SEC’s analysis … Continue Reading

The NLRB Continues to Monitor Social Media Policies

According to this EmployNews report, the National Labor Relations Board continues to interpret the National Labor Relations Act to prohibit social media policies that restrict employees’ ability to publically complain about their working conditions, even when those communications may be disparaging to their employer. Most recently, Chipotle Mexican Grill bore the consequences of the NLRB’s efforts. … Continue Reading

Mixed Enforcement Messages (and What's in a Name?)

Not long ago I wrote about a speech by Andrew Ceresney, Director of the SEC’s Division of Enforcement, at the Directors Forum 2016 in San Diego. In his speech, Mr. Ceresney made a point of noting the SEC’s continuing commitment to pursue “gatekeepers” who fail to comply with their legal and professional obligations. (See this … Continue Reading

Enforcement Heats Up at the SEC

Andrew Ceresney, Director of the SEC’s Division of Enforcement, gave the keynote address at last week’s Directors Forum 2016 in San Diego. In his speech, Mr. Ceresney made several points worth highlighting. First of all, the SEC continues to aggressively pursue financial reporting deficiencies at all levels of public companies and within all industries. He … Continue Reading

Corporate Governance Considerations in Light of the Yates Memo

Last fall, United States Deputy Attorney General Sally Yates released a memorandum titled “Individual Accountability for Corporate Wrongdoing.” The “Yates Memo” is the latest installment in a series of prosecution guidelines for United States Department of Justice attorneys to consider when conducting corporate fraud investigations, making charging decisions and developing prosecution strategies. (See this Featured … Continue Reading
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