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On-Demand Learning

Corporate & Securities

Recorded on: Jan. 15, 2013

Taken from the Web Program Secured Transactions 2013: What Lawyers Need to Know About UCC Article 9 NY Recorded January, 2013 in New York A. Basic Building Blocks: Attachment, Perfection,and Priority; B. Drafting the Security Agreement [01:15:39] A. Basic Building Blocks: Attachment, Perfection, and Priority Does Article 9 apply to the transaction? What does a security agreement require? When does an oral security agreement ...

Recorded on: Jul. 2, 2012

Taken from the briefing A Capital Idea? Proposed Changes to the U.S. Regulatory Capital Frameworkrecorded June, 2012. On June 12, 2012, the Federal banking agencies formally proposed for comment, in three separate but related proposals, significant changes to the U.S. regulatory capital framework: the Basel III Proposal, which applies the Basel III capital framework to almost all U.S. banking organizations; the Standardized Approach Proposal, ...

Recorded on: Dec. 6, 2012

Taken from the Web Program Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments Recorded December, 2012 in New York Accounting and Financial Reporting Developments and Priorities [01:15:28] Key accounting pronouncements and initiatives affecting/driving disclosures outside of the financial statements ASC 450 (FAS 5) contingencies Fair value accounting Impairments  ...

Recorded on: May. 14, 2013

Taken from the Web Program Antitrust Institute 2013: Developments & Hot Topics Recorded May, 2013 in New YorkAcquisitions and Mergers [01:19:20] Section 7 of the Clayton Act Revised Horizontal Merger Guidelines- what do you need to know? Critical H-S-R reporting updates What are the latest enforcement activities at federal and state levels? Recent decisions involving unilateral and coordinated competitive effects Investigations of ...

From the program: Advanced Swaps & Other Derivatives 2012

Recorded on: Oct. 19, 2012

Taken from the Web Program Advanced Swaps & Other Derivatives 2012 recorded October, 2012 in New York. Lecture Topics  [01:14:30] Regulation of Other Swap Market Participants under the CEA and Securities Exchange Act of 1934: Clearing Members, Clearing Houses, and the Swap Activities of Banks, Part 2  [01:14:30] The purchase price of this segment includes the following article from the Course Handbook available online: Presentation ...

Recorded on: Apr. 12, 2013

Taken from the Web Program How to Prepare an Initial Public Offering 2013 Recorded April, 2013 in New YorkAn Overview of the IPO Registration Process [01:11:21] Current state of the IPO market Considerations at the planning stage of an IPO Drafting of the registration statement and reduced disclosure requirements for emerging growth companies The purchase price of this segment includes the following article(s) from the Course Handbook available ...

From the program: Banking Law Institute 2012

Recorded on: Dec. 17, 2012

Taken from the Web Program Banking Law Institute 2012 recorded December, 2012 in New York. Lecture Topics  [01:15:22] Current and Future M&A Activity & Regulatory Challenges for M&A Activity  [01:15:22] Current and Future M&A Activity – The coming consolidation wave? – Key structuring risks/challenges in the new environment – Managing FDIC loss-sharing agreements in M&A transactions  ...

From the program: Basics of Mutual Funds and Other Registered Investment Companies 2013

Recorded on: Apr. 30, 2013

Taken from the Web Program Basics of Mutual Funds and Other Registered Investment Companies 2013 recorded April, 2013 in New York.Lecture Topics  [01:16:08]Fund Anatomy  [01:16:08] “Independent Watchdogs”: the critical role of the fund board The difference between open-end and closed-end funds, and why it matters Managing the Portfolio: the investment adviser The Supporting Cast: other key service providers The Regulatory Framework: ...

Recorded on: May. 6, 2013

Taken from the Web Program The Foreign Corrupt Practices Act and International Anti-Corruption Developments 2013 Recorded May, 2013 in New YorkBenchmarking Panel - Understanding What Your Peers and Competitors are Doing [01:22:59] Training Hospitality to “foreign officials” Voluntary disclosure Facilitation payments Use of outside counsel Due diligence Risk assessments Moderator: Richard GrimeSpeakers: William B. Jacobson, Mark F. ...

Recorded on: Feb. 5, 2013

Taken from the Web Program Hedge Fund Compliance & Regulation 2013 Recorded January, 2013 in New York Building an Effective Compliance Program [01:23:16] Regulatory focus in 2013: views from the SEC and NFA Designing an effective compliance program Implementation and testing Working with regulators and preparing for an exam   The purchase price of this segment includes the following article(s) from the Course ...

Recorded on: Jun. 6, 2012

Taken from the Web Program Pocket MBA Summer 2012 Recorded June, 2012 in San Francisco Capital Structure [01:17:03] Overview of capital structure theories Common financing alternatives - debt, equity and hybrids Factors affecting capital structure Sources of funding Stock buy-backs The purchase price of this segment includes the following article(s) from the Course Handbook available online: Financing Alternatives ...

Recorded on: Jun. 5, 2013

Taken from the Web Program Pocket MBA Summer 2013: Finance for Lawyers Recorded June, 2013 in San FranciscoCapital Structure [01:13:54] Overview of capital structure theories Common financing alternatives - debt, equity and hybrids Factors affecting capital structure Sources of funding Stock buy-backs The purchase price of this segment includes the following article(s) from the Course Handbook available online: Financing Alternatives ...

Recorded on: Sep. 11, 2012

Taken from the briefing Catching Up on Clawbacks recorded September, 2012. Since the introduction of compensation recovery (“clawback”) requirements in the Sarbanes-Oxley Act of 2002, corporate America has been moving inexorably towards mandatory clawback policies. Not only have institutional investors and their advisors promoted the adoption of these policies, the recent spotlight on managing compensation-related risk ...

From the program: Corporate Governance - A Master Class 2013

Recorded on: Feb. 20, 2013

Taken from the Web Program Corporate Governance - A Master Class 2013 recorded February, 2013 in New York. Lecture Topics  [01:14:16] What Will the 2013 Proxy Season Be Like?  [01:14:16] Lessons learned about shareholder engagement Presentations, responses and dynamics of the upcoming ”say-on-pay” votes New developments with peer groups Roles of and issues with proxy advisory firms What’s ...

Recorded on: Oct. 9, 2012

Taken from the Web Program Drafting Securities Filings 2012 Recorded September, 2012 in New York Current Issues in Securities Practice [01:15:11] The JOBS Act and other recent legislative developments Recent judicial developments Review of recent and proposed SEC rule changes Continuing implications of Dodd-Frank The purchase price of this segment includes the following article(s) from the Course Handbook available online:  ...

Recorded on: Nov. 15, 2012

Taken from the Web Program 44th Annual Institute on Securities Regulation Recorded November, 2012 in New York Delaware Law Matters [01:20:03] Ramifications of freedom of contract - Are there default fiduciary duties in alternative entities? - Can you define the duty of good faith and fair dealing? - Can you limit remedies of investors - arbitration as the exclusive route? Can you make Delaware the forum of choice?  ...

Recorded on: Feb. 27, 2013

Taken from the Web Program Spin-offs 2013 Recorded February, 2013 in New York Designing the Spin-off [01:20:31] Securities law requirements Accounting and reporting issues Tax considerations and requirements The purchase price of this segment includes the following article(s) from the Course Handbook available online: Selected Federal Income Tax Considerations in Structuring Section 355 Distributions T. Eiko Stange  ...

Recorded on: Feb. 12, 2013

Taken from the Web Program Twelfth Annual Institute on Securities Regulation in Europe: Overcoming Deal-Making Challenges in the Current Markets Recorded February, 2013 in London Developments in Capital Markets [01:11:54] Budding renaissance for foreign private issuer IPOs in the U.S.? JOBS Act - impact on registered and unregistered offerings in Europe - has it made a difference in how we do deals? Key trends in emerging markets  ...

Recorded on: Nov. 29, 2012

Taken from the briefing Doing Business in the Middle East 2012 recorded November, 2012. The Middle East has been a cross roads between the East and West for thousands of years. Despite its turbulent politics, it continues to be a place of opportunity, which is predicted to outperform Europe and the US in the near term. This Briefing will provide a general introduction to doing business in the Middle East, review its legal system, ...

From the program: Doing Deals 2013: The Art of M&A Transactional Practice

Recorded on: Mar. 14, 2013

Taken from the Web Program Doing Deals 2013: The Art of M&A Transactional Practice recorded March, 2013 in New York. Lecture Topics  [01:20:52] The Art of Deal Structuring  [01:20:52] Choosing a structure (merger, stock purchase, asset sale) The tender and exchange offer - benefits and traps for the unwary Bridging the valuation gap: using contingent value rights (CVRs) Special issues in cross-border ...

From the program: Doing Deals in and with Emerging Markets: BRIC and Beyond 2012

Recorded on: Jul. 17, 2012

Taken from the Web Program Doing Deals in and with Emerging Markets: BRIC and Beyond 2012 recorded July, 2012 in New York. Lecture Topics  [01:17:41] Doing Due Diligence in BRICs  [01:17:41] Following foreign due diligence requirements Adhering to the FCPA Uncovering traps for the unwary The purchase price of this segment includes the following article from the Course Handbook available online: BRICs Due ...

Recorded on: Jun. 14, 2012

Taken from the briefing Energy Deal Making: Current Trends and Tensions recorded June 2012. A high level of oil and gas deal activity continues and reflects the current oversupply of natural gas, a keen continuing interest in oil and natural gas liquids with significant additional drilling potential, and deal risks raised by various regulatory developments.  Deal terms reflect different approaches to address these issues. Lecture ...

From the program: Enforcement 2013: Perspectives from Government Agencies

Recorded on: Apr. 29, 2013

Taken from the Web Program Enforcement 2013: Perspectives from Government Agencies recorded April, 2013 in New York.Lecture Topics  [01:15:01]Foreign Facing Conduct: Enforcement and Sanctions Update  [01:15:01] FCPA update - what are the limits? Impact of foreign data privacy laws on U.S. investigations Global insider trading enforcement Anti-corruption enforcement beyond the FCPA Anti-money laundering issues and trends involving ...

Recorded on: Mar. 4, 2013

Taken from the Web Program Venture Capital 2013: Nuts and Bolts Recorded February, 2013 in New York Exit Strategies [01:17:06] IPOs in the U.S. and foreign markets M&A structures and considerations Preparing the venture-backed company for exit Secondary markets The purchase price of this segment includes the following article(s) from the Course Handbook available online: Venture-Backed M&A Transactions--Deal ...

Recorded on: Nov. 15, 2012

Taken from the Web Program Whistleblowers and the False Claims Act 2012: What You Need to Know Recorded November, 2012 in San Francisco FCA Liability: Enforcement Trends and Limiting Exposure [01:18:18] A. Recent FCA Developments: Legal Trends Impacting Corporate Liability [30 min.] Increased Individual Prosecution and Use of Civil Investigative Demands Expansion of "Implied Certification" Theory of Liability Changes ...