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A. Structuring and Negotiating Earn-Outs B. Ethics in Negotiating and Documenting Transactions C. Fiduciary Duties of Directors and Majority Shareholders

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Recorded on: Jun. 13, 2013

Taken from the Web Program Acquiring or Selling the Privately Held Company 2013 Recorded June, 2013 in New YorkA. Structuring and Negotiating Earn-Outs B. Ethics in Negotiating and Documenting Transactions C. Fiduciary Duties of Directors and Majority Shareholders [01:47:29] A. Structuring and Negotiating Earn-Outs [30 minutes]The problems that arise in the context of structuring and drafting contingent consideration, or earn-out, arrangements in ...

Conducting the Investigation: A) Considerations, Processes and Procedures, B) Privilege Issues and Ethical Traps in Conducting the Investigation

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Recorded on: Jul. 1, 2013

Taken from the Web Program Internal Investigations 2013 Recorded June, 2013 in New YorkConducting the Investigation: A) Considerations, Processes and Procedures, B) Privilege Issues and Ethical Traps in Conducting the Investigation [01:34:57] A. Considerations, Processes and Procedures Gathering documents Employee interviews Employee issues and obligations: advice, rights and liability in light of recent cases Former employee interviews ...

Conversations with the SEC Staff

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Recorded on: Jan. 27, 2014

Taken from the Web Program Securities Products of Insurance Companies in the Course of Regulatory Reform 2014 Recorded January, 2014 in New YorkConversations with the SEC Staff [01:23:56] A. Panel Discussion The SEC agenda for insurance products Perspectives on risk containment Core IA and IC inspection issues Joan E. Boros, Willie Davis, William J. Kotapish, Jeffrey S. Puretz B. Special Presentation: The SEC’s Agenda and Priorities ...

Creditors' Committees, Examiners, Role of the U.S. Trustee, and Ethics

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Recorded on: May. 16, 2013

Taken from the Web Program Bankruptcy & Reorganizations 2013: Current Developments Recorded April, 2013 in New YorkCreditors' Committees, Examiners, Role of the U.S. Trustee, and Ethics [01:16:01] Critical issues for the U.S. Trustee in Chapter 11 cases, including appointments, solicitation and venue issues; proposed new fee guidelines Committee and examiner functions and selection processes, Rule 2019 Duties and powers - scope of disclosure ...

Enforcement and Ethics: A. When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate B. Ethical Issues in Drafting Corporate Agreements

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Recorded on: Jan. 15, 2014

Taken from the Web Program Drafting and Negotiating Corporate Agreements 2014 Recorded January, 2014 in New YorkEnforcement and Ethics: A. When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate B. Ethical Issues in Drafting Corporate Agreements [01:32:32] A. When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate Anticipating disputes and breaches Litigation vs. ADR Choice ...

Enhancing Helpline and Reporting Procedures and Conducting Investigations

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Recorded on: Nov. 20, 2013

Taken from the Web Program Advanced Compliance and Ethics Workshop 2013 Recorded November, 2013 in San FranciscoEnhancing Helpline and Reporting Procedures and Conducting Investigations [01:00:59] Helpline and investigation protocols Communicating with employees about helplines and investigations Responding to Dodd-Frank’s whistleblower provisions Best practices in handling investigations Legal and ethical concerns The purchase price of ...

Helplines, Investigations and Responding to Misconduct/Legal Ethics

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Recorded on: Jun. 13, 2013

Taken from the Web Program Corporate Compliance and Ethics Institute 2013 Recorded May, 2013 in New YorkHelplines, Investigations and Responding to Misconduct/Legal Ethics [01:02:59] Managing Helplines and Dealing with Whistleblowers How to Combat the Fear of Retaliation Best Practices and Guidelines for Handling Internal Investigations Maintaining the Attorney-Client (and Other) Privileges Legal and Compliance Professional Ethics Concerns ...

Judicial Pet Peeves in Civil Litigation

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Recorded on: Oct. 9, 2013

Taken from the Web Program Judges' Pet Peeves 2013: Tips from the Bench on Trial Practice Recorded October, 2013 in New YorkJudicial Pet Peeves in Civil Litigation [01:57:48] Appropriate civil litigation techniques, including how to build credibility with the court Effective pleadings Preliminary injunction practice, Early motions and conferences with the court Rights and wrongs of motion practice Conducting discovery Motions for summary ...

Legal and Accounting Perspectives on Securities Fraud and Financial Accounting and Reporting Irregularities

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Recorded on: Oct. 18, 2013

Taken from the Web Program Pocket MBA Fall 2013: Finance for Lawyers Recorded October, 2013 in New YorkLegal and Accounting Perspectives on Securities Fraud and Financial Accounting and Reporting Irregularities [01:30:28] The “Dark Side” of Fraud and Earnings Management: the “what,” “how” and “why” of improper manipulation of reported earnings and results of operations Recent securities fraud cases and their legal and accounting implications ...

Legal and Accounting Perspectives on Securities Fraud and Financial Accounting and Reporting Irregularities

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Recorded on: Jun. 5, 2013

Taken from the Web Program Pocket MBA Summer 2013: Finance for Lawyers Recorded June, 2013 in San FranciscoLegal and Accounting Perspectives on Securities Fraud and Financial Accounting and Reporting Irregularities [01:32:18] The “Dark Side” of Earnings Management: the “what,” “how” and “why” of improper manipulation of reported earnings and results of operations Recent securities fraud cases and their legal and accounting implications Current ...

Overview of the U.S. Immigration System, Current Trends and Ethical Issues

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Recorded on: Mar. 18, 2014

Taken from the Web Program Basic Immigration Law 2014 Recorded March, 2014 in New YorkOverview of the U.S. Immigration System, Current Trends and Ethical Issues [01:07:06] Non-immigrants and immigrants; immigrant intent Quotas and priority dates Understanding the morass of agencies Legislative update Unique ethical issues in immigration practice The purchase price of this segment includes the following article(s) from the Course Handbook ...

Regulation of Advisers (Part III): Compliance; Recordkeeping and Exams; Trends and Developments (Includes Legal Ethics)

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Recorded on: Jul. 18, 2013

Taken from the Web Program Fundamentals of Investment Adviser Regulation 2013 Recorded July, 2013 in New YorkRegulation of Advisers (Part III): Compliance; Recordkeeping and Exams; Trends and Developments (Includes Legal Ethics) [01:13:27] The Adviser Act’s recordkeeping requirements Code of ethics Requirements regarding compliance programs and reviews The SEC’s Exam Program Current initiatives The purchase price of this segment includes ...

Featured Faculty/Authors
George M. Wilson, MBA, CPA

George M. Wilson, MBA, CPA ~ Director, SEC Institute, a Division of PLI

Mina Park

Mina Park ~ Director, Banking and Capital Markets Origination Legal, Asia Pacific, Citi

Harvey I. Saferstein

Harvey I. Saferstein ~ Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.