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ERISA Fiduciary Investment Basics 2015

Seminar  Seminar

This course provides an introduction to the basics of ERISA fiduciary law using a case-study vehicle. At this year’s program, you will learn about the principal issues in ERISA’s regulation of plan investments through a case study of a hypothetical plan asset hedge fund exploring entry in the plan marketplace and a plan investor considering such an alternative investment. The program also will utilize a hypothetical fiduciary ...

Private Placement Related Developments

One-Hour Briefing  One-Hour Briefing

During this session we will provide a brief update of how the world of private offerings has changed following the JOBS Act.  Please join Anna T. Pinedo of Morrison & Foerster LLP and Tymour A. Okasha of Bank of America Merrill Lynch as they address the following:  Complying with the bad actor rule; Documentation changes to engagement letters to address Rule 506 and Rule 144A changes; The CFTC’s limited relief ...

CFIUS's Web: From Pig Farms to the Waldorf -- How Real Estate and Other Transactions Outside the Defense Sector May Trigger CFIUS Review

One-Hour Briefing  One-Hour Briefing

The Committee on Foreign Investment in the United States (CFIUS) reviews foreign acquisitions of U.S. businesses to assess their impact on U.S. national security.  Under CFIUS oversight, acquisitions deemed to threaten U.S. security may be restructured, or mitigation requirements may be imposed to protect national security interests.  If national security concerns cannot be addressed, the President has authority to veto the transaction, ...

Drafting and Negotiating Corporate Agreements 2015

Seminar  Seminar

Why You Should Attend At this perennial favorite, our expert faculty will teach you the basics of drafting and negotiating corporate agreements -- from how the provisions of an agreement fit together, to the fundamental drafting and negotiating principles common to all corporate agreements. You will learn how to reduce your client’s goals to a complete, clearly written and enforceable agreement, and how to identify what issues are most likely ...

CPO and CTA Annual Reviews and Examinations: Current Trends

One-Hour Briefing  One-Hour Briefing

In the last two years, the number of registered CPOs and CTAs has ballooned, a direct result of the Commodity Futures Trading Commission's revocation of an exemption commonly claimed by hedge fund managers.  CPOs and CTAs that are also advising hedge funds or that are managing accounts using hedge fund-like strategies for large institutional managers have had to grapple with becoming familiar with a new regulatory regime that is often enforced, ...

False Claims Act: 2014 Year in Review

One-Hour Briefing  One-Hour Briefing

The False Claims Act (“FCA”) continued to be a significant focus of government and whistleblower activity in 2014.  The U.S. Department of Justice reported another record-breaking year of recoveries – more than $5.6 billion in settlements and judgments from cases arising under the FCA in the fiscal year ending September 30, 2014.  In addition, the number of new FCA lawsuits exceeded 700 for the second year in a row – ...

Corporate Governance - A Master Class 2015

Seminar  Seminar

Public companies and their directors and officers face increasing responsibilities and are under intense scrutiny from investors and regulators. Legal and regulatory changes, including Sarbanes-Oxley, Dodd-Frank and listing standards, as well as overall changing expectations in the marketplace contribute to this new challenging environment. Corporate governance provides the framework within which directors and officers must ...

Social Media 2015: Addressing Corporate Risks

Seminar  Seminar

Did you know that Facebook now has over 1.3 billion monthly active users? (By contrast, the entire population of the United States is 317 million people.) Or that 72% of online adults visit Facebook at least once a month? And that over 350 million photographs are posted to Facebook each day? Or that Twitter users are expected to send over 182 billion tweets during 2014? And that over six billion hours of video are viewed each ...

Green Bonds and Social Impact Investing

One-Hour Briefing  One-Hour Briefing

Many investors are increasingly seeking to align their financial goals with their social objectives. Various legal entity structures have evolved, such as benefit corporations. Similarly, certain financial instruments have developed that may be structured in order to align financial and social goals. An example of these trends can be seen in the development of the market for green bonds, which has grown as issuers of debt securities reach a broader ...

CMBS and the Real Estate Lawyer 2015: Lender and Borrower Issues in the Capital Markets

Seminar  Seminar

As commercial real estate and its financing reemerge strongly from the turmoil and the dislocation of the downturn of the late ‘00s, securitization is once again becoming a significant part of the real estate debt and equity markets. Capital markets lenders are again competing aggressively with traditional main street portfolio lenders for large as well as conduit loans. But is the securitized loan market now different ...

Moving Away From the C-Corporation: Understanding REITs, MLPs and PTPs

One-Hour Briefing  One-Hour Briefing

Traditionally, most public companies in the U.S. were organized as C-corporations. However, tax developments in recent years have given corporate planners a wide range of new tools to structure a public company. For example, tax pass-through MLP and REIT structures are spreading into new asset classes. Also, traditional double taxed ‘C’ corporations are using tax pass-through entities, including REITs and partnerships, to reduce or eliminate ...

Broker-Dealer Advisory Services 2015: Current Legal and Compliance Issues Facing Dual Registrants

Seminar  Seminar

Broker-dealers that are dually registered as investment advisers are under intense regulatory scrutiny.  At this program, attendees will be provided with expert analysis regarding today’s hot topics impacting the relevant regulatory framework, as well as practical considerations regarding the design and implementation of such programs. A distinguished faculty of practitioners and regulators will review current ...

Spin-offs 2015

Seminar  Seminar

Why You Should Attend An increasing proportion of global M&A transactions take the form of spin-offs, equity carve-outs and similar architectures not involving an outright sale.  But what is a spin-off, what makes it different from other types of business separation transactions, and why are people doing more of them?  This program will provide an in-depth perspective on:  the factors that drive the recent trend towards business ...

The SEC Speaks in 2015

Seminar  Seminar

Why You Should Attend At the beginning of each year PLI presents, in cooperation with the U.S. Securities and Exchange Commission, The SEC Speaks program, providing an essential update on the current initiatives at the Commission as well as the priorities for the coming year. At this unique program, you will hear remarks by the Chairman and Commissioners, as well as panel discussions by senior staff at the Divisions of Corporation Finance, Economic ...

Cloud Computing: BIS Reinforces the Export Control Insulation for Cloud Computing Services

One-Hour Briefing  One-Hour Briefing

Cloud computing services, including the use of Software as a Service (SaaS), Platform as a Service (PaaS), and Infrastructure as a Service (IaaS) are becoming standard industry practices and the U.S. export control regimes are not keeping up with these fundamental shifts in remote computing services.  The U.S. federal agencies responsible for most international trade and technology transfer controls are being led by the U.S. Department of Commerce, ...

Being Prepared for M&A Strike Suits: How Do You Avoid Disclosure Pitfalls in M&A Litigation?

One-Hour Briefing  One-Hour Briefing

Almost every public M&A deal draws instant litigation – oftentimes, multiple lawsuits in more than one jurisdiction. In M&A litigation, plaintiffs frequently seek an injunction, alleging that disclosures were inadequate or misleading in various ways. In resolving such claims, the courts frequently find that additional disclosures would not be material, but in some cases – notably those involving alleged conflicts of interest, financial ...

Credit Risk Retention: Dodd-Frank Final Rule

One-Hour Briefing  One-Hour Briefing

In late 2014, the Federal Deposit Insurance Corporation, the Office of the Comptroller of the Currency, the Federal Reserve Board, the Securities and Exchange Commission, the Federal Housing Finance Agency, and the Department of Housing and Urban Development (collectively, the “Joint Regulators”) each adopted a final rule (the “Final Rule”) implementing the credit risk retention requirements of section 941 of the Dodd-Frank ...

Asset Based Financing Strategies 2015

Seminar  Seminar

Asset based financing is a key source of credit for small and medium-size companies and for some larger, publicly traded companies as well. In contrast to equity financing where ownership in the company is diluted, asset-based financing allows companies to borrow funds against their own assets as collateral to generate cash for working capital and capital acquisitions.In structuring these loans, lenders rely on their collateral ...

2015 Federal Contractor Compliance: Are You Ready for the OFCCP?

One-Hour Briefing  One-Hour Briefing

2014 was a year of unprecedented change for Federal contractors.  The Office of Federal Contract Compliance Programs (“OFCCP”) issued final regulations on protected veterans and individuals with disabilities.  President Obama issued a series of Executive Orders addressing LGBT protections and discrimination in pay and new regulations have been proposed and/or issued to implement these Executive Orders.  OFCCP has also modified ...

Investment Management Institute 2015

Seminar  Seminar

You’ll hear expert panelists discuss: significant business and legal developments in the investment management area over the past year and important regulatory initiatives such as: The SEC’s regulatory agenda New money-market fund regulations New SEC staff guidance Potential new rulemakings relating to target date funds and exchange-traded funds Possible modifications of the fund reporting regime Governance matters ...

Doing Deals 2015: The Art of M&A Transactional Practice

Seminar  Seminar

Why You Should Attend The M&A market has returned to a period of increased activity, characterized by the reemergence of larger transactions.   In addition to large deals, the market has also seen a flurry of cross-border “inversion” transactions (which have been slowed by recent regulatory action), as well as spin-offs and a record number of activist campaigns. Continued high levels of M&A litigation is also giving ...

U.S. Companies Trading on the London Stock Exchange and the Impact of EU Regulations Requiring Mandatory Electronic Settlement

One-Hour Briefing  One-Hour Briefing

Under Article 3(2) of the European Union Regulation on Central Securities Depositories (“CSDR”) published on 28 August 2014, where transactions in transferable securities take place on a trading venue, the relevant securities should be recorded in book entry form in a Central Securities Depository (“CSD”) on or before the intended settlement date (unless already so recorded). The requirement applies irrespective of whether ...

Featured Faculty/Authors
Angela J. Grayson

Angela J. Grayson ~ Associate General Counsel, Global Leverage, Intellectual Property & Privacy, Walmart Legal

Adam O. Emmerich

Adam O. Emmerich ~ Wachtell, Lipton, Rosen & Katz

Ellen Moran Dwyer

Ellen Moran Dwyer ~ Managing Partner, Crowell & Moring LLP