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Ethical Dilemmas in Preparation and Review of SEC Filings

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Recorded on: Sep. 9, 2016

CPE credit (NASBA QAS Self-Study) is available by completing and passing the program’s CPE Review & Exam. Lecture Topics [00:59:47] Upon the successful completion of this program, the participant will be able to: Recognize the public policy framework underlying the gatekeeper concept. Recall the legal framework governing the rules of conduct for professionals appearing and practicing before the Securities and Exchange Commission ...

Key Compensation Committee Developments: What Boards Need to Know

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Recorded on: Dec. 2, 2016

Taken from the Web Program Directors' Institute on Corporate Governance (Fourteenth Annual) recorded November, 2016 in New York. Key Compensation Committee Developments: What Boards Need to Know [01:00:52] Preparing for say on pay, pay for performance, clawback and hedging requirements Nuts and bolts - best practices in executive compensation, employee benefit plan design and approval Recent litigation developments involving ...

Registered Directs, Confidentially Marketed Public Offerings and At-the-Market Offerings

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Recorded on: May. 24, 2017

Taken from the Web Program Private Placement and Hybrid Securities Offerings 2017 recorded May, 2017 in New York. Registered Directs, Confidentially Marketed Public Offerings and At-the-Market Offerings [00:50:18] What is a registered direct? A CMPO? Wall crossing investors, confidentiality and non-disclosure issues Material nonpublic information Documentation considerations Compliance concerns for placement agents ...

Monitor, Audit, and Assess: Explore the Three Lines of Compliance Defense

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Recorded on: Jun. 5, 2017

Taken from the Web Program Corporate Compliance and Ethics Institute 2017 recorded June, 2017 in New York. Monitor, Audit, and Assess: Explore the Three Lines of Compliance Defense [01:00:50] Best Practices in Compliance Auditing and Monitoring Program Assessment: Techniques to Test if Your Program Is Working Using Data to Enhance Your Program: What Metrics Can Tell Us Compliance and Ethics Surveys (CFE Field of Study: ...

The Use and Misuse of Shell Companies and Offshore Entities: Panama Papers, 1MDB, and Other Scandals – What Does it All Mean for Legitimate Businesses?

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Recorded on: Jun. 6, 2017

Taken from the Web Program Anti-Money Laundering Due Diligence and Compliance 2017: What Lawyer, Accountants, and other Professional Service Providers Need to Know recorded June 2017 in San Francisco. The Use and Misuse of Shell Companies and Offshore Entities: Panama Papers, 1MDB, and Other Scandals – What Does it All Mean for Legitimate Businesses? [01:16:58] Legitimate uses of offshore entities Disclosures of beneficial ownership ...

The Protectors: From Compliance to Implementation, the New Role of CPOs, CISOs and CCOs

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Recorded on: Jun. 7, 2017

Taken from the Web Program Eighteenth Annual Institute on Privacy and Data Security Law recorded May, 2017 in New York. The Protectors: From Compliance to Implementation, the New Role of CPOs, CISOs and CCOs [01:04:10] Evolution of the function and role of the Data Protectors Tips and tricks for sound data protection on a budget Managing a global privacy organization Communicating with regulators Keith Enright, Susan ...

ISO 37001 Anti-Bribery Management Systems: Substance, Certification, and Open Questions

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Recorded on: Jun. 8, 2017

Taken from the briefing ISO 37001 Anti-Bribery Management Systems: Substance, Certification, and Open Questions recorded June 2017 in New York. In October 2016, the International Organization for Standardization (“ISO”) issued ISO 37001, Anti-bribery management systems. Described as a “series of measures to help organizations prevent, detect and address bribery,” ISO 37001 is intended to provide a uniform set of standards ...

Chemical Management – What You Need to Know about TSCA, Compliance, and Business Risk

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Recorded on: Jun. 12, 2017

Taken from the Web Program Environmental Regulation 2017: Hot Topics, Regulatory Developments, and Practical Guidance for Corporate Compliance recorded June 2017 in New York. Chemical Management – What You Need to Know about TSCA, Compliance, and Business Risk [01:01:38] Overview of the 2016 TSCA amendments EPA implementation of the 2016 amendments Practical compliance issues and business implications. The purchase ...

New Revenue Recognition Rules: Implications for M&A Transactions

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Recorded on: Jun. 19, 2017

Taken from the briefing New Revenue Recognition Rules: Implications for M&A Transactions recorded June 2017 in New York. The rules of the road are changing and the time to understand them is now. In 2014, the Financial Statements Accounting Board (FASB) and the International Accounting Standards Board (IASB) issued a converged new standard on revenue recognition for both US GAAP and International Financial Reporting Standards (IFRS). With ...

Commencing the Internal Investigation: Considerations at the Outset

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Recorded on: Jun. 20, 2017

Taken from the Web Program Internal Investigations 2017 recorded June, 2017 in New York. Commencing the Internal Investigation: Considerations at the Outset [01:37:17] How do you deal with allegations by a whistleblower? What are the labor and employment issues? When is an investigation warranted? Who should oversee the investigation? Who should conduct the investigation? In-house vs. outside counsel What is ...

Financial Reporting Developments: What Audit Committees Need to Know

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Recorded on: Jun. 20, 2017

Taken from the Web Program Audit Committees and Financial Reporting 2017: Recent Developments and Current Issues recorded June, 2017 in New York. Financial Reporting Developments: What Audit Committees Need to Know [01:00:18] Revenue recognition – what companies should be doing now Key FASB projects: Disclosure Framework and Materiality, Leasing, Financial Instruments Emerging Issues Task Force developments Private ...

Monitorships and Integrity Services: Practical Perspectives and Re-establishing Trust

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Recorded on: Jun. 20, 2017

Taken from the briefing Monitorships and Integrity Services: Practical Perspectives and Re-establishing Trust recorded June 2017 in New York. Monitorships, consent agreements, special masters, and similar independent integrity services arrangements are a current and sustained feature of the modern compliance and enforcement environment. In the context of complex regulatory regimes and globalized organizations, both regulators and regulated organizations ...

Brokerage and Trading Practices; Investment Adviser Compliance Programs

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Recorded on: Jun. 28, 2017

Taken from the Web Program Fundamentals of Investment Adviser Regulation 2017 recorded June, 2017 in New York. Brokerage and Trading Practices; Investment Adviser Compliance Programs [00:59:33] Selecting the broker Soft dollars and trading conflicts Affiliated brokerage Requirements regarding adviser compliance programs Role of the Adviser CCO Steven W. Stone, Steven A. Yadegari The purchase price of this segment ...

Anti-Corruption Issues in Emerging Markets

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Recorded on: Jun. 29, 2017

Taken from the Web Program Doing Business in and with Emerging Markets 2017 recorded June, 2017 in New York. Anti-Corruption Issues in Emerging Markets [01:00:08] Corruption related threats facing businesses in emerging markets How do companies confront corruption in emerging markets? How to tackle compliance issues in the due diligence process A review of developments in anti-corruption regulations and enforcement (CFE ...

State Political Activity Compliance: Understanding the Rules and Assessing Risks

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Recorded on: Jun. 29, 2017

Taken from the briefing State Political Activity Compliance: Understanding the Rules and Assessing Risks recorded June 2017 in New York. While most of the ethics attention in the press in recent months has been at the federal level, states and localities also have ethics rules. Companies that are active in one or more states need to comply with a patchwork of laws to reduce risk of an enforcement action and to certify on bids and contracts they ...

Registering Securities Under the Securities Act of 1933 – the Skills Needed by Securities Lawyers

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Recorded on: Jul. 18, 2017

Taken from the Web Program Understanding the Securities Laws 2017 recorded July, 2017 in New York. Registering Securities Under the Securities Act of 1933 – the Skills Needed by Securities Lawyers [01:30:39] Analyzing the benefits of becoming a “public company” Communicating the Section 5 “gun jumping” rules Interpreting Regulation S-K and Regulation S-X requirements Approaching due diligence ...

A Pivotal Time for Insider Trading Law

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Recorded on: Jul. 25, 2017

Taken from the Web Program Insider Trading Law 2017 recorded July 21, 2017 in New York. A Pivotal Time for Insider Trading Law [01:00:56] What is insider trading? What are the different theories of insider trading law? When and to whom is a “duty” owed? Defending insider trading cases in court and administrative proceedings Confusion generated by Newman and disruption of the government’s enforcement efforts  ...

Trump Administration’s Wage and Hour Priorities – The Fate of the Overtime Regulations, Administrator Interpretations and Opinion Letters, and Enforcement Priorities

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Recorded on: Aug. 1, 2017

Taken from the briefing Trump Administration’s Wage and Hour Priorities – The Fate of the Overtime Regulations, Administrator Interpretations and Opinion Letters, and Enforcement Priorities recorded August, 2017 in New York. The Trump Administration is addressing many of the key issues involving compliance with the wage and hour laws, and significant changes are expected. This One-Hour Briefing is for lawyers and senior human ...

Overseas Joint Ventures: Opportunities, Risks, and Potential Pitfalls

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Recorded on: Aug. 14, 2017

Taken from the briefing Overseas Joint Ventures: Opportunities, Risks, and Potential Pitfalls recorded August 2017 in New York. U.S. companies frequently enter into joint ventures with non-U.S. partners in order to pursue business overseas. One recent focus of JV activity is to deliver the defense technology and hardware opportunities highlighted during President Trump’s recent visit to the Kingdom of Saudi Arabia. Particularly when the ...

Warehouse Facilities and Small Business Lending; Real Estate Marktplace Lending

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Recorded on: Sep. 8, 2017

Taken from the Web Program Marketplace Lending and Crowdfunding 2017 recorded September 2017 in New York. Warehouse Facilities and Small Business Lending; Real Estate Marktplace Lending [01:26:05] Warehouse Facilities and Small Business Lending Issues in commercial lending, including licensing, custody and servicing Due diligence in commercial lending The personal guaranty- what’s it really worth and is it enforceable? ...

Ethical Dilemmas in Preparation and Review of SEC Filings

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Recorded on: Sep. 13, 2017

Taken from the Web Program Securities Filings 2017: Practical Guidance in a Changing Environment recorded September 2017 in New York. Ethical Dilemmas in Preparation and Review of SEC Filings [00:59:51] Ethical considerations in SEC practice Lawyers as “gatekeepers” and targets The SEC’s “reporting up” rules 2(e) (now 102(e)) proceedings Experience under the Dodd-Frank whistleblower ...

Hedge Fund Regulatory Update

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Recorded on: Sep. 14, 2017

Taken from the Web Program Recorded September 13, 2017 in New YorkHedge Fund Regulatory Update [01:02:25] U.S. regulatory update and hot topics EU/U.K. regulatory update and hot topics The purchase price of this Web Program segment includes the following article from the Course Handbook available online:Davis Polk, Lex et Brexit—The Law and Brexit, Issue 8 (October 24, 2016)Leor LandaDavis Polk, AIFMD and Brexit (July 14, 2017)Michael ...

Creating a Culture of Cyber Compliance

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Recorded on: Sep. 15, 2017

Taken from the Web Program Think Like a Lawyer, Talk Like a Geek 2017: Get Fluent in Technology recorded September 2017 in New York. Creating a Culture of Cyber Compliance [01:13:21] Legal/compliance – overlapping regulatory regimes, board issues Business/finance – cost-effective resource deployment Technology – ensuring, improving and testing optimal security Personnel – architecting legal, compliance, ...

Cybersecurity: U.S. and Global Legal Landscape

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Recorded on: Sep. 15, 2017

Taken from the Web Program Cybersecurity 2017: Managing Cybersecurity Incidents recorded September 2017 in New York. Cybersecurity: U.S. and Global Legal Landscape [01:05:00] Overview of the cybersecurity legal landscape in the U.S. and beyond CISA and its ramifications for the private sector U.S. breach notification laws update SEC activity EU developments on breach notification in the GDPR and NIS Directive  ...

The Responsibilities of In-House Counsel and Compliance Personnel

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Recorded on: Sep. 29, 2017

Taken from the Web Program Storming the Gatekeepers: When Compliance Officers and In-House Lawyers Are at Risk 2017 recorded September 2017 in New York. The Responsibilities of In-House Counsel and Compliance Personnel [01:38:44] What does the government expect from in-house counsel and compliance personnel when they are exposed to “red flags”? What are the risks to in-house counsel and compliance personnel whose responses ...


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