On-Demand Learning

Corporate & Securities

Corporate Governance

Recorded on: Feb. 20, 2013

ALAN L. BELLER: Now for what I always think of as the most exciting subject of the day, which is why we do it immediately after lunch, which is auditing and accounting, continuing evolution in auditing and accounting. And the group that's up her to help us to go through our agenda is on my immediate right, Jack Ciesielski, who is the owner of RG Associates, which is an investment research and portfolio management firm in Baltimore. And Jack is 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: Corporate Counsel Institute 2012

Released on: Oct. 14, 2012

There’s always something new coming along to keep corporate counsel on their toes, and indeed, even awake at night. The role of the corporate counsel continues to evolve to meet new challenges in relation to an increasingly global economy, recent financial turmoil and continually changing new technologies. It is essential for all corporate counsel to be informed of the latest issues and possess effective, budget-conscious strategies for managing ...

Recorded on: Apr. 26, 2012

DAVID M. LYNN: OK. We're back at the Global Capital Markets Conference. And at the topic now we're turning to is corporate governance. And I would reminder those who are watching us on the web cast that you can ask a question if you press the Ask Question button, and we'll actually receive it here by the magic of the internet and we'll be able to answer it. The top, again, for this panel is to really survey a number of important corporate governance ...

Recorded on: Mar. 15, 2012

NILUFER VON BISMARCK: Good afternoon. I think we'll get started. Good afternoon everybody, and welcome to the Corporate Governance Session, What The Future Holds for Corporate Governance. Charles and I will be moderating the session. And we're very lucky to have a very experienced set of panelist here, which I'll introduce them from my left. Chris Hodge, who's the Head of Corporate Governance at the Financial Reporting Counsel and is responsible ...

From the program: Corporate Governance - A Master Class 2012

Released on: Mar. 14, 2012

Audio CD's from the program Corporate Governance - A Master Class 2012, held February, 2012.

Recorded on: Dec. 19, 2011

MARC H. FOLLADORI: Good afternoon everyone. Why don't we get started. We're back live and pleased to empanel our new panel here, be led by good Dr. Grubaugh. Be talking to us about corporate governance and shareholder proposals. RICHARD H. GRUBAUGH: Thanks Marc. I have a brief presentation of the major shareholder proposals that we saw this year, and sort of the issues that we can expect to see for 2012. The first real issue that we have is the new ...

Recorded on: Dec. 6, 2012

ABIGAIL ARMS: Welcome back to continue on to our afternoon session and the remaining panels. We have two new faculty members up here. Down to Steve Brown's right is Rick Grubaugh, and Rick is senior vice president of D.F. King, and co-director of their extraordinary event group and proxy division, whatever extraordinary events are. And D.F. King is a leading full service proxy solicitation and corporate financial communications firm. Rick primarily ...

Recorded on: Apr. 30, 2013

Taken from the Web Program First Annual Institute on Corporate & Securities Law in Hong Kong 2013 Recorded April, 2013 in Hong KongCorporate Governance Issues [01:03:51] Impact of U.S. and U.K. proprietary trading laws Liability issues impacting boards of directors Criteria for and role of independent directors Minority shareholder rights Board audit function: supervision and liability The purchase price of this segment includes the ...

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 ...

Released on: May. 30, 2013

Taken from the briefing Crisis Management - A View from Inside and Outside the U.S. recorded May, 2013.Crises are unpredictable but not unmanageable. In recent years, we've seen numerous corporate crises in the headlines, some of which have caused significant damage to companies, and highlighted the critical role of the general counsel as crisis manager. Although a corporate crisis can be a turning point for any company, it does not need to end badly. ...

Recorded on: Nov. 13, 2012

STAN KELLER: If folks would take their seats, we're going to begin, with perhaps the most practical of the sessions that we're doing, which is dealing with challenging corporate problems. And taking hypothetical scenarios and running through them. The panel was to be moderated by Tom Cole, from Sidley & Austin in Chicago. Those of you who have been here in prior years know Tom well. Unfortunately, because of the weather, particularly yesterday's ...

From the program: Securities Regulation Institute (44th Annual)

Released on: Nov. 21, 2012

PLI's Annual Institute on Securities Regulation has become the most highly anticipated annual review of the current state of securities, financial regulation, and corporate law and practice. As always, we strive to bring you the most up-to-date information in response to the many developments of the past year. We continue to see significant changes in the securities laws field - as a result of the enactment of the JOBS Act, changes to the ...

Recorded on: Jun. 18, 2012

GREGORY P. WILLIAMS: OK, folks, we're going to get started. We've got a lot of people out there on the internet who want us to stay right on schedule, and that's what we're going to do. Just logistically, so you know, there will be no break between this panel and our keynote address at noon. And then after the keynote, we will have lunch. So let's go ahead and get started. This panel is comprised of top transactional attorneys who operate at the ...

From the program: Delaware Law Developments 2012: What All Business Lawyers Need to Know

Released on: Jun. 26, 2012

Delaware law plays a critical role in U.S. corporate and securities law, particularly in today’s challenging and changing business environment.  This unique annual program focuses on the important Delaware corporate law developments over the past year and the practical impact on your corporate or legal practice.  The very top Delaware corporate law experts from the Delaware judiciary, leading law firms and corporations, and academia, ...

Recorded on: Jan. 29, 2013

RICHARD A. GOLDBERG: OK. I'm going to turn it over now to [? Jon ?] Kim who actually is my own partner at Dechert. Jon specializes his practice in M&A as well as finance transactions, leverage finance. There's a fair amount of representation of private equity markets. And he's going to address deal protections. JONATHAN C. KIM: Thanks, Rich. Good morning. I'm going to switch gears here for a little bit, and this topic will be on public M&A ...

Recorded on: Feb. 5, 2010

Just to start off by recognizing that through this crisis, both the vehicles set up in Delaware and in the Cayman Islands have proven very resilient. The structuring changes that have been made in the last six months are more tweaks than any material or earth-shattering changes to what we were doing before. In this presentation, Jim and I hope to provide some brief background on these vehicles and remind ourselves why they're used. We'll also look ...

Recorded on: Feb. 25, 2013

PAUL CHAN: So for our second panel we're going to do a deep dive into the design of the spin-off transaction, in light of the very subjectives that people have, that you just heard about. And the related securities law, accounting, and tax considerations that people to take into account. So for this panel I'm pleased to introduce Nicole Pinder, Eric Schiele, and Eiko Stange. I hope I got that right, Eiko? T. EIKO STANGE: Yeah. PAUL CHAN: Thank ...

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: Jan. 29, 2013

ELIZA W. SWANN: Good to see you all. And I apologize for going last, I guess. I know it's late on a Friday afternoon and it's probably been a long day already. My topic is disclosure matters and other SEC considerations. As you have already guessed, it's a very broad topic and a little bit unwieldy. I think to sort of manage it, what I'm going to do this year is to try to focus a little bit more on current trends and issues, things that have been ...

Released on: Oct. 10, 2012

Taken from the briefing Dodd-Frank Act's Conflict Minerals Provisions: Analysis of Due Diligence and Reporting Requirements recorded September, 2012. Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act established reporting obligations for issuers that manufacture or contract to manufacture products that include conflict minerals from the Democratic Republic of the Congo and its neighboring countries.  These provisions ...

Recorded on: Jan. 21, 2011

AMY TAUB: Thank you. Greetings. My name is Amy Taub, and I am a problem attorney with PLI, and I would like to welcome you to today's briefing: Dodd-Frank Act: The Conflict Minerals Provisions. 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 access to materials for this briefing via the course handbook tab ...

Recorded on: Apr. 20, 2011

SPEAKER 1: Thank you, Carroll. MARC R. TREVINO: Especially, Carol, thank you for joining us. We're going to go straight to the next panel which is going from Linda and me, because we have to introduce ourselves. But basically going from what's been going on this season to what we're expecting going forward. And that's a lot. Ann covered some of this already. So we'll try to go through it quickly, highlighting, in particular, rules that have just ...

From the program: Doing Deals 2012: The Art of M&A Transactional Practice

Released on: Apr. 4, 2012

Audio CD's from the program Doing Deals 2012: The Art of M&A Transactional Practice, held March, 2012.

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

Released on: Mar. 27, 2013

The M&A market has been experiencing a period of great expectations, with economic anxiety creating uncertainty about the future.  Increased volumes of tender offers, hostile deals, activist campaigns, as well as spin-offs, has been an important trend, while the use of innovative structuring mechanisms, such as contingent value rights, has been another.  M&A participants continue to raise questions about what “the market” ...