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Acquiring or Selling the Privately Held Company 2012 -- Fiduciary Duties of Directors and Majority Shareholders; Specialty Areas: A. Tax Considerations

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From the program: Acquiring or Selling the Privately Held Company 2012

Recorded on: Jun. 12, 2012

Taken from the Web Program Acquiring or Selling the Privately Held Company 2012 Recorded June 2012 in New York City Lecture Topics Fiduciary Duties of Directors and Majority Shareholders; Specialty Areas: A. Tax Considerations [01:30:00] A discussion of the duty of controlling and majority stockholders to minority holders in: Business combinations/sales/mergers Squeeze outs Transactions with affiliated entities A. Tax Considerations  ...

Advanced Compliance and Ethics Workshop 2012

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From the program: Advanced Compliance and Ethics Workshop 2012

Released on: Dec. 13, 2012

Never in the history of criminal or corporate law has the existence of an effective compliance and ethics program been more valuable to an organization. The enormity of recent criminal fines, the aggressive enforcement of criminal laws against organizations, the extent to which criminal authorities around the world are working together, the risks of civil liability, and the startling speed of communication and the attendant transparency of corporate ...

Advanced Swaps & Other Derivatives 2012

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From the program: Advanced Swaps & Other Derivatives 2012

Released on: Oct. 31, 2012

The Dodd-Frank Act establishes a novel, comprehensive framework for the regulation of over-the-counter (OTC) derivatives and the market participants who transact in these products. The far-reaching effect of the Dodd-Frank Act upon the OTC markets is only now becoming clear. The new regulatory regime touches the activities of all participants in the swaps markets, from end users to major swap participants to swap dealers. The new regulations will ...

Advanced Venture Capital 2012

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From the program: Advanced Venture Capital 2012

Released on: Dec. 18, 2012

Understanding current market practice, deal terms and conditions, transaction documents and applicable securities, tax and ethical issues is critical in the venture capital business. Lecture Topics  [Total time 06:57:25] Segments with an asterisk (*) are available only with the purchase of the entire program. Introduction and Market Update [01:00:30] Kathleen Borie, Jay A. Hershey, Katie G. Taormino, Jack Wills Key Investment ...

Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments

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From the program: Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments

Released on: Dec. 18, 2012

Stay current on disclosure requirements and developments affecting annual disclosure documents and proxy soliciting materials prepared by SEC reporting companies. Hear from the SEC staff and our faculty who will focus on current “hot issues,” best practices and practical pointers. 2012 appears headed towards being another interesting year with significant events and uncertainties covering a wide spectrum of matters affecting public company ...

Antitrust Institute 2013: Developments & Hot Topics

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From the program: Antitrust Institute 2013: Developments & Hot Topics

Released on: May. 21, 2013

From mergers and acquisitions to enforcement priorities, resale price maintenance to international competition, you can be certain to hear about all of the developments in antitrust law at this program led by top experts in the field.  Hear from leading antitrust practitioners, senior government officials, and state regulators about how to manage all of the challenges new developments might throw your way.  Whether you are a seasoned antitrust ...

Asset Based Financing Strategies 2013

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From the program: Asset Based Financing Strategies 2013

Released on: Mar. 25, 2013

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 use their own assets to generate cash flow. In structuring these loans, lenders and their counsel must consider all senior interests in the collateral, as well as the practical difficulties in ...

Audit Committee Workshop 2012

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From the program: Audit Committee Workshop 2012

Released on: Jul. 6, 2012

As we continue to see many new regulations from the SEC, PCAOB, CFTC and financial institution regulators, numerous challenges emerge for the audit committee.  If you are a director or member of an audit committee, or if you advise audit committees, this program will help you understand what is required of the audit committee in this new and rapidly changing environment.  An expert faculty of public company directors who have served on audit ...

Basics of Accounting for Lawyers 2012: What Every Practicing Lawyer Needs to Know

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From the program: Basics of Accounting for Lawyers 2012: What Every Practicing Lawyer Needs to Know

Released on: Jun. 26, 2012

DVD's from the program Basics of Accounting for Lawyers 2012: What Every Practicing Lawyer Needs to Know, held May, 2012.

Cloud Computing 2012: Cut Through the Fluff & Tackle the Critical Stuff

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From the program: Cloud Computing 2012: Cut Through the Fluff & Tackle the Critical Stuff

Released on: Jun. 25, 2012

Corporations, government organizations and millions of consumers are shifting massive quantities of data and their software applications to cloud computing facilities.  Cloud computing uses the Internet to give every size organization access to large, dynamically scalable resources (data storage, software applications and computing power).  “The Cloud” allows users, at all levels, to avoid large capital outlays for hardware and ...

Cloud Computing 2013: Cut Through the Fluff & Tackle the Critical Stuff

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From the program: Cloud Computing 2013: Cut Through the Fluff & Tackle the Critical Stuff

Released on: Jun. 24, 2013

Corporations, government organizations and millions of consumers are shifting massive quantities of data and their software applications to cloud computing facilities. Cloud computing provides flexibility, enhanced access to software functionality and potential cost savings, but can inject potential new risks. Negotiating contracts for cloud computing services presents new challenges and it can be difficult to formulate a clear understanding of the ...

Fundamentals of Investment Adviser Regulation 2012

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From the program: Fundamentals of Investment Adviser Regulation 2012

Released on: Aug. 1, 2012

In the aftermath of the financial crisis and the resulting regulatory reform, the SEC has advanced significant rulemaking to impose a greater degree of controls on investment advisers’ operations.  In fact, the SEC has put the regulation of investment advisers under the microscope.  At the same time, Congress is considering financial regulatory reform that could impose a new self-regulatory organization in charge of adviser regulation.  In ...

Private Equity Forum 2012 (Thirteenth Annual)

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From the program: Private Equity Forum (Thirteenth Annual)

Released on: Jul. 24, 2012

The current economic crisis and the state of financial markets continues to have a negative impact on private equity, leading to lower levels of fund-raising and deal-making activities. There has also been increasing regulatory and legislative focus on private equity funds and their roles in the financial markets leading to the downturn, as well as their potential roles going forward. In this environment, private equity faces a number of significant ...

Corporate Compliance and Ethics Institute 2013

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From the program: Corporate Compliance and Ethics Institute 2013

Released on: Jun. 14, 2013

Compliance and ethics programs should no longer be considered optional. They are an important aspect of legal risk management, and government standards on compliance programs have become increasingly specific. No matter how large or small the company, paying careful attention to corporate compliance and ethics is critical. No area is safe - prosecutors all over the world aggressively attack corporate crime, as countries now pursue subjects ...

Corporate Governance - A Master Class 2013

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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 ...

Venture Capital 2013: Nuts and Bolts

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From the program: Venture Capital 2013: Nuts and Bolts

Released on: Mar. 14, 2013

A thorough understanding of current market practice, deal terms and conditions, transaction documents and applicable securities, regulatory and ethical issues is critical in the venture capital business. This program, designed for those seeking a secure foundation in the venture capital field, will teach you the essentials of venture capital. From examining the anatomy of a venture capital deal, to participating in a mock term sheet negotiation, to ...

Dealing with Challenging Corporate Problems - Hypothetical Scenarios

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Recorded on: Nov. 15, 2012

Taken from the Web Program 44th Annual Institute on Securities Regulation Recorded November, 2012 in New York Dealing with Challenging Corporate Problems - Hypothetical Scenarios [01:33:38] Our CEO has been accused of wrongdoing Do we have to disclose the details about that loss contingency? We may have an FCPA problem Our data protection systems are vulnerable We may have to restate The purchase price of this segment ...

Defending Immigration Removal Proceedings 2012

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From the program: Defending Immigration Removal Proceedings 2012

Released on: Aug. 27, 2012

With more than 300,000 deportation and removal cases initiated by U.S. immigration authorities each year, immigrants in the United States are in need of competent and knowledgeable representation in this important area of law. Over half of those facing removal proceedings are unrepresented, and studies have shown that those without legal representation face a significantly higher risk of deportation, regardless of eligibility for relief. In response ...

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

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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, ...

Delaware Law Developments 2013: What All Business Lawyers Need to Know

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From the program: Delaware Law Developments 2013: What All Business Lawyers Need to Know

Released on: Jun. 12, 2013

Delaware law continues to play 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, will ...

Securities Products of Insurance Companies in the Course of Regulatory Reform 2013

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From the program: Securities Products of Insurance Companies in the Course of Regulatory Reform 2013

Released on: Feb. 6, 2013

The insurance industry continues to navigate the legal environment in meeting insurance and retirement needs in the face of regulatory initiatives adopted in recent years as well as ongoing initiatives for regulatory change.  As the evolving regulatory regimes that govern securities products and asset management services offered by insurance company complexes unfold, the need for solutions to unanswered questions remain numerous.  Our stellar ...

Doing Deals in and with Emerging Markets: BRIC and Beyond 2012

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

Released on: Jul. 26, 2012

With emerging markets, like those of the BRIC (Brazil, Russia, India and China) countries, playing an ever greater role in the global economy, attorneys and other professionals facilitating cross-border transactions need to familiarize themselves with the world outside the Group of Eight. After all, according to a recent OECD study, emerging markets will account for over 60% of global economic output by 2030. This program will provide a comprehensive ...

Drafting and Negotiating Corporate Agreements 2013

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From the program: Drafting and Negotiating Corporate Agreements 2013

Released on: Jan. 16, 2013

In 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 to come up in a ...

Drafting Securities Filings 2012

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From the program: Drafting Securities Filings 2012

Released on: Oct. 12, 2012

This workshop will analyze in detail the principal forms and certain drafting issues and techniques used in filings with the SEC under the Securities Act of 1933 (“Securities Act”) and the Securities Exchange Act of 1934 (“Exchange Act”), with particular emphasis on the mechanics of and timing for assembling particular filings. Recent legislation, including the controversial Jumpstart Our Business Startups (“JOBS”) ...

Due Diligence and the Offering Process

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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 YorkDue Diligence and the Offering Process [00:00:01]The purchase price of this segment includes the following article(s) from the Course Handbook available online:

Featured Faculty/Authors
Lisa J. Sotto

Lisa J. Sotto ~ Hunton & Williams LLP

David W. Pollak

David W. Pollak ~ Morgan, Lewis & Bockius LLP

Katie M. Lachter

Katie M. Lachter ~ Hinshaw & Culbertson LLP