The D&O Diary

The D&O Diary

A PERIODIC JOURNAL CONTAINING ITEMS OF INTEREST FROM THE WORLD OF DIRECTORS & OFFICERS LIABILITY, WITH OCCASIONAL COMMENTARY

Category Archives: Thompson Memo

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The KPMG Defendants’ Dismissal: Consequences, Implications and Pending Congressional Action

Posted in Thompson Memo
In a 64-page opinion dated July 16, 2007 (here), U.S. District Court Judge Lewis Kaplan granted the dismissal motions of thirteen of sixteen of the individual defendants in the KPMG tax shelter litigation, ruling that he had no choice but to dismiss the charges because prosecutors had violated the constitutional rights of defendants when they … Continue Reading

McNulty Memo Fails to Silence Calls for Specter Bill

Posted in McNulty Memo, Thompson Memo
When Deputy Attorney General Paul McNulty released the revised Department of Justice guidelines for federal prosecutors to use in determining whether or not to charge corporations criminally, it was the general perception that McNulty was responding to growing criticism of the Thompson Memo. (See my prior post on the topic, here.) It was also believed … Continue Reading

McNulty Memo Replaces Thompson Memo

Posted in McNulty Memo, Thompson Memo
As The D & O Diary has previously noted (most recently here), the Thompson Memo, the Department of Justice’s corporate criminality guidelines for prosecutors, has been the target of significant criticism. In the KMPG tax shelters prosecution, the judge found prosecutor’s implementation of the Memo to be unconstitutional (here). Most recently, Sen. Arlen Specter proposed … Continue Reading

Thompson Memo Criticism Builds

Posted in Thompson Memo
As noted in this prior D & O Diary post, at least one U.S. District Court has found the Thompson Memo unconstitutional. At its recent annual convention, the American Bar Association adopted a Report issued by its Task Force on Attorney-Client Privilege. The Report urges the Department of Justice to withdraw or revise a number … Continue Reading

Thompson Memo Held Unconstitutional

Posted in Thompson Memo
On June 27, 2006, U.S. District Judge Lewis Kaplan held, in the KPMG tax shelter prosecution, that portions of the Thompson memo violate the constitutional rights of 16 former KMPG partners who are accused of participating in a fraudulent tax scheme. Judge Kaplan found that KPMG, seeking to show full compliance with the Thompson memo … Continue Reading

Securities Litigation Update on the Options Backdating Probe

Posted in Class Action Settlements, Options Backdating, Patriot Act, Thompson Memo
On May 30, 2006, American Tower Corporation became the fourth company to be named in a securities class action lawsuit connected with the options backdating probe. (As noted in this prior post on The D & O Diary, the three companies previously named in securities class action lawsuits related to options backdating are Vitesse Semiconductor, … Continue Reading

The Thompson Memo and its Discontents

Posted in Thompson Memo
The so-called “Thompson Memo,” is an internal Department of Justice memorandum specifying the circumstances under which business organizations will be criminally prosecuted. The document places a great deal of emphasis on an organization’s level of cooperation in the prosecutor’s decision whether or not to prosecute the firm. The memo’s onerous cooperation standards have been the … Continue Reading