Past 3 Months

Corporate & Securities

Enforcement

From the program: Institute on Securities Regulation in Europe (Twelfth Annual): Overcoming Deal-Making Challenges in the Current Markets

Released on: Feb. 15, 2013

We are proud to present Practising Law Institute’s Twelfth Annual Institute on Securities Regulation in Europe: Overcoming Deal-Making Challenges in the Current Markets, the most comprehensive securities programme available in Europe. Once again, the Institute will feature leading practitioners active in U.S. and European corporate law, as well as government regulators, investment bankers and in-house counsel. This year’s programme ...

Recorded on: Feb. 7, 2013

CECIL D. QUILLEN III: Great. Thanks, everybody. I think people are still reassembling. But while they come back in, I wanted to kick off the next panel. We're going to talk about the-- if I do that right-- I seem to have done that right. Anyway, what we would like to do is to try to give a brief overview of both market trends, market prospects, some of the more interesting aspects that surround the thinking of some of the business and execution professionals ...

Recorded on: Feb. 7, 2013

DIANA BILLIK: Good afternoon. Welcome to this session, which is going to deal with OFAC, FCPA, and Bribery Act risks in a context of mergers and acquisitions as well as capital market transactions. My name is Diana Billik. I am a partner with Allen and Overy, resident in their Paris office. And I practice US securities laws. To my right, you have Nilufer Von Bismarck. If you haven't met her already from this morning, Nilufer is a partner with Slaughter ...

Recorded on: Feb. 7, 2013

DAVID J. GREENWALD: Good afternoon, everyone. I think we'll get started again. My name is David Greenwald. And if you weren't here this morning, I'm the International General Counsel for Goldman Sachs. It's my pleasure to welcome you to this panel event hosted by PLI. To start, I would like to introduce and welcome our other panelists who have kindly agreed to join us today. I will keep the introductions brief so we can spend more time on the discussion. ...

Recorded on: Feb. 7, 2013

CHRIS BATES: Good morning. We're going to move into the next panel, which is entitled Regulatory Development Market Response. I'm Chris Bates, partner at Clifford Chance in London in the financial regulation area. I'm joined on this panel on my right by Ed Greene, who's a longstanding supporter, and current or former trustee? I can never remember. EDWARD F. GREENE: Current. CHRIS BATES: Current trustee, indeed, of PLI, and so has a strong personal ...

Recorded on: Feb. 7, 2013

ROBERT MUNDHEIM: We are just about ready to start the ethics panel. It's quite remarkable that we should have two alumni of Freshfields as the panelists. Jo Rickard was a partner at Freshfields, is now a partner and the head of litigation at Sherman and Sterling. And Michael Giesen was a partner at Freshfields through the Bruckhaus firm, and is now practicing in a two-person firm in Berlin. In previous years, I've alerted you to the work of the ...

From the program: Corporate Governance - A Master Class 2013

Released on: Feb. 27, 2013

Recent developments, including increasingly intense shareholder activism, seemingly shorter investment time horizons, and regulatory developments under the Dodd-Frank Act, have accelerated changes in corporate governance. Many of the changes are fundamental and will have a profound impact on public companies, their directors and management, and the securities markets. Our stellar faculty will discuss what has already occurred as well as what ...

From the program: Broker-Dealer and Adviser Regulatory Compliance Forum 2013

Released on: Mar. 6, 2013

Brokerage and advisory firms' compliance programs are under intense regulatory scrutiny. In this program, you 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 regulatory initiatives and recent examination ...

From the program: The SEC Speaks in 2013

Released on: Mar. 9, 2013

Over the past year, the Commission has been engaged in a broad range of rulemaking projects and other initiatives to implement the newly-enacted Jumpstart Our Business Startups Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act.  The Commission has been working to implement the provisions of the JOBS Act, including with regard to the use of general solicitation and general advertising in certain private offerings, new exemptions ...

Recorded on: Feb. 22, 2013

CLIFFORD KIRSCH: Great. All righty, welcome back. And Anna gave the lead-in for this session. Our next panel is going to look at advertising developments. And as I said at the outset, we wanted to spend an hour working through the material here, because there really are very, very significant changes both on the broker-dealer side and the adviser side. And I have a great panel to walk us through, Stephanie Nicolas and Jesse Kanach. Stephanie is a ...

Recorded on: Feb. 22, 2013

ANNA T. PINEDO: So as Cliff mentioned, we're going to spend this hour talking about complex products and, indeed, complex products have become the most important issue for FINRA from a prudential and an enforcement perspective and have been for some time. And largely that's been as a result of concerns that emerged during the financial crisis, that investors who purchased particular products didn't necessarily understand all of the risks associated ...

From the program: Investment Management Institute 2013

Released on: Mar. 22, 2013

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 Potential new regulations affecting money-market funds Potential SEC staff guidance regarding derivatives used by registered funds Potential new regulatory initiatives relating to target date funds and exchange-traded ...

From the program: Asset Based Financing Strategies 2013

Recorded on: Mar. 18, 2013

Taken from the Web Program Asset Based Financing Strategies 2013 recorded March, 2013 in New York. Lecture Topics  [00:59:58] Priority and Enforcement Issues  [00:59:58] Accounting for non-UCC liens and statutory trusts Commonly negotiated issues in subordination and intercreditor agreements Minimizing “lender liability” risks in exercising UCC remedies The purchase price of this segment includes ...

From the program: Securities Offerings 2013: A Public Offering: How It Is Done

Recorded on: Mar. 25, 2013

Taken from the Web Program Securities Offerings 2013: A Public Offering: How It Is Done recorded March, 2013 in New York. Lecture Topics  [01:17:26] Preparing Your Registration Statement, Negotiating the Underwriting Agreement and Offering Mechanics  [01:17:26] Preparation of the registration statement and the underwriting agreement Discussion of registration process, including SEC review and comment process (including ...

Recorded on: Mar. 18, 2013

EDWIN E. SMITH: OK. Welcome back, everyone. And let me introduce a couple of new panelists that we have up here. Is June up here? I didn't see. Oh, she's over in the corner. She'll be up later. But Joanne DeSilva is with me, who is one of my partners at Bingham who is involved in a lot of asset-based lending, and the two of us are going to talk about a few little tidbits here. I'll mention briefly non-UCC liens, then we're going to go into intercreditor ...

Recorded on: Mar. 25, 2013

SPEAKER 1: Thanks, everybody. LIZABETHANN EISEN: So now it is or our last panel of the day. And this is the hot topics panel. We're going to talk about a number of things. Joining me on the panel are Rob Evans, Will Fogg, and Joe Kaufman, who you've met at various points throughout the day. And we are going to cover comp committee issues, some new cyber security issues, SEC conflict minerals rules, which, for the first time this year, will be applicable, ...

Released on: Mar. 28, 2013

Taken from the briefing SEC Focus on Asset Valuation: What Fund Managers Should Know recorded March, 2013. For the past year, top officials of the Securities and Exchange Commission (“SEC”) have repeatedly identified the valuation of illiquid assets held by registered funds and private equity and hedge funds as one of the regulatory agency’s top five areas of enforcement and examination focus. In a December action, the SEC charged ...

Recorded on: Mar. 28, 2013

AMY TAUB: Thank you. Hello, my name is Amy Taub, and I am a program attorney with PLI. I would like to welcome you to today's briefing, "SEC Focus on Asset Valuation-- What Fund Managers Should Know." Before we begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. Please remember that you have access to materials for this briefing via ...

From the program: How to Prepare an Initial Public Offering 2013

Recorded on: Apr. 11, 2013

Taken from the Web Program How to Prepare an Initial Public Offering 2013 recorded April, 2013 in New York.Lecture Topics  [00:54:05]The Underwriter's Perspective  [00:54:05] Standards for accepting an IPO Pricing an offering The economics of underwriters' compensation Types of underwriting arrangements The purchase price of this segment includes the following article from the Course Handbook available online: How to Prepare ...

Recorded on: Apr. 11, 2013

JOHN J. CLARKE, JR.: Thanks, Deanna. I'm John Clarke. Jonathan Clark is a much more distinguished former colleague of ours. And I'm going to go quickly through sort of the basics about the potential liabilities that you could face in an IPO because it's nice to have that grounding as you do your work in getting an IPO ready, since, really, the preparation of a registration, statement, and prospectus serves the important function of describing a company. ...

Recorded on: Apr. 11, 2013

DEANNA L. KIRKPATRICK: I guess we'll move on to our next presentation of the day. Unfortunately, Eric Wooley had a conflict, so wasn't able to join us today. But we're lucky enough to have Adam Rosenbluth, his colleague from Citi, join us in his stead. So I'll ask Adam to come up and talk about IPOs from the underwriter's perspective. Thank you so much. Bye, thank you. SPEAKER 1: To present [INAUDIBLE] sitting down, whatever you prefer. You can ...

From the program: First Annual Institute on Corporate & Securities Law in Hong Kong 2013

Recorded on: Apr. 22, 2013

Taken from the Web Program First Annual Institute on Corporate & Securities Law in Hong Kong 2013 recorded April, 2013 in Hong Kong.Lecture Topics  [01:00:30]Regulatory Overview and Update  [01:00:30] U.S. capital markets overview Cross-border activity Reverse mergers and SEC response Hong Kong capital markets and corporate governance issues Initiatives to attract overseas companies Hong Kong liability regime compared to ...

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  [00:41:07]The Evolution of an Industry: Approaching 75 Years of Retail Fund Regulation  [00:41:07] The fund industry prior to regulation and Congress’s first response to dishonesty The Investment Company Act framework and its central focus on conflicts of interest What are “registered investment ...

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: Apr. 30, 2013

CLIFFORD E. KIRSCH: I'd like to get started again. And in this next panel, we begin taking a dive into the regulation of investment companies, as it exists today and, again, taking a pretty in-depth look into the Investment Company Act. And in this panel, Fund Anatomy, we take an inside look at the mutual fund. And what we're going to look at is the mutual fund regulations, with respect to the board of directors, portfolio management, and also how ...