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Because I am based in the United States and because my experience has been concentrated in the U.S., my focus in this blog has primarily been on issues and developments in the U.S. — although I do enjoy the occasional opportunity to write about developments elsewhere. Because I know that many of this blog’s readers
Another Environmental Disclosures Securities Suit Survives Initial Pleading Hurdles
In recent months, there have been a number of securities class action lawsuits filed based on alleged misrepresentations of the defendant company’s environmental compliance. On August 7, 2014, the securities suit filed against Exide Technologies and certain of its directors and officers based on the defendants’ allegedly misleading statements about the company’s compliance with environmental
Second Circuit Affirms Porsche Securities Suit Dismissal; Domestic Transaction Necessary But Not Sufficient to Invoke U.S. Securities Laws
On August 16, 2014, in a long-awaited decision that is sure to provoke comment and that could fuel disputes in future cases, the Second Circuit affirmed the dismissal of the securities suits hedge fund purchasers of certain swap agreements had filed against Porsche and its executives.
The plaintiffs contended that because they had completed the
Dodd-Frank Anti-Retaliation Provisions Do Not Protect Overseas Whistleblowers
In the latest fiscal year report of the SEC Office of the Whistleblower, the agency reported that as of the end of the 2013 fiscal year it had received a total of 6,573 whistleblower reports since the the Dodd-Frank whistleblower program’s inception. These figures include not only domestic whistleblower reports but also reports from a
Should Bank Directors’ Fiduciary Duties Be Expanded?
A recurring question is whether bank directors should be held to a more stringent fiduciary duty than are the directors of other kinds of companies. The question has been raised in the current wave of failed bank litigation, as the FDIC has tried to argue, for example, that bank directors are not entitled to the
Guest Post: Cybersecurity and Cyber Governance: Understanding and Implementing the NIST Cybersecurity Framework
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On February 12, 2014, the National Institute of Standards and Technology (NIST), pursuant to an Executive Order from President Obama, released the first version of the Framework for Improving Critical Infrastructure (here), to identify standards and practices to promote the protection of critical infrastructure from cyberattack. In a recent speech, SEC Commissioner
The Pre-IPO Company and “Failure to Launch” Claims
Due to a combination of favorable circumstances, the number of companies completing initial public offerings is currently at the highest level in years. According to a recent study from Cornerstone Research (here), with the 112 IPOs in the first half of 2014, IPO activity is on pace to increase for the third consecutive
PLUS Regional Professional Liability Symposium in Singapore, August 21, 2014
On August 21, 2014, the Professional Liability Underwriting Society (PLUS) will be hosting a regional professional liability symposium in Singapore. This dinner event, which will be held at the Singapore Cricket Club, marks the second year that PLUS has hosted an educational and networking event in Singapore, building on its 25+ year history of hosting
The Long Arm of U.S. Regulatory Enforcement and the Cross-Border Reach of U.S. Laws
One of the most distinctive aspects of the current global regulatory environment has been the increasing willingness of U.S. regulators to try to project U.S. enforcement authority outside the U.S. The cross-border assertion of U.S. regulatory authority has taken place across a broad range of regulatory and compliance issues, including, for example, antitrust, trade sanction,
The Last of the Mug Shots?
The long-running and ever-popular D&O Diary mug shot show may just about have reached the end. I have only three remaining unpublished mug shots, which I have been holding onto for a while in the hope that perhaps some other readers might send in the pictures. But I don’t want these pictures to get stale,