How should attorneys advise their clients who are new to a public company board? Where should a corporate secretary start if asked to provide an orientation for a public company board? Former SEC Special Counsel Brian Soares...more
7/8/2025
/ Board of Directors ,
Corporate Governance ,
Disclosure Requirements ,
Duty of Care ,
Executive Compensation ,
Fiduciary Duty ,
Indemnification ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
Regulators Hit Jackpot: Off-Channel Communications -
Several years before announcing the first “off-channel” communications enforcement action, the SEC and FINRA cautioned broker-dealers and investment advisers about...more
10/11/2023
/ Annuities ,
Artificial Intelligence ,
Best Interest Standard ,
Breach of Contract ,
Class Action ,
COBRA ,
Consumer Financial Products ,
Consumer Insurance Products ,
Employee Benefits ,
Employee Retirement Income Security Act (ERISA) ,
Employment Litigation ,
Federal Arbitration Act ,
Financial Contracts ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Services Industry ,
Health Insurance ,
Insider Trading ,
Insurance Fraud ,
Insurance Litigation ,
Insurance Regulations ,
Interlocutory Appeals ,
Investment Management ,
Life Insurance ,
Money Market Funds ,
Mutual Funds ,
NAIC ,
NLRA ,
NLRB ,
No-Action Letters ,
Non-Compete Agreements ,
NYDFS ,
Regulatory Requirements ,
Retirement ,
Robocalling ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
State and Local Government ,
Wage and Hour
On July 26, 2023, the SEC adopted new cybersecurity rules, which have two top-line impacts. First, registrants must disclose material cybersecurity incidents promptly on Form 8-K. Second, registrants must disclose new...more
10/3/2023
/ Annual Reports ,
Corporate Governance ,
Cyber Incident Reporting ,
Cybersecurity ,
Data Breach ,
Disclosure Requirements ,
Form 10-K ,
Form 8-K ,
New Regulations ,
Publicly-Traded Companies ,
Regulation S-K ,
Regulatory Reform ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
It’s rainy season for proposed SEC cybersecurity rules. The first watershed was proposed regulations targeting investment companies’ and advisers’ cybersecurity preparedness. See “SEC Plants New Cybersecurity Regulations;...more
On March 9, the Securities and Exchange Commission (SEC) published a proposed rule, File No. S7-09-22, that would significantly impact public companies' cybersecurity reporting obligations. Among other things, the rule would...more
SEC Chicago Regional Director David Glockner spoke at a PLI Conference in New York on June 6 regarding the SEC’s data security regulations and enforcement efforts. Mr. Glockner acknowledged frustration with the Division of...more
6/30/2016
/ Corporate Issuers ,
Cyber Attacks ,
Cybersecurity ,
Data Breach ,
Financial Markets ,
Investors ,
Morgan Stanley ,
Non-Public Information ,
Personally Identifiable Information ,
Popular ,
Publicly-Traded Companies ,
Regulation S-P ,
Safeguards Rule ,
Securities and Exchange Commission (SEC)
Last week, the United States Court of Appeals for the Eleventh Circuit held that a district court cannot hear constitutional challenges to an ongoing administration enforcement action of the U.S. Securities and Exchange...more
6/24/2016
/ Administrative Law Judge (ALJ) ,
Administrative Proceedings ,
Appeals ,
Appointments Clause ,
Article I ,
Article II ,
Enforcement Actions ,
Jurisdiction ,
Non-Delegation Doctrine ,
Right to a Jury ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Securities Violations ,
Seventh Amendment
Internal investigations into suspected employee wrongdoing are particularly tricky for in-house counsel, who must protect corporate confidentiality, be mindful of regulatory reporting requirements, and respect labor...more
In This Issue:
IN THE SPOTLIGHT -
- Your Data Breach Collided With My Personal Injury Coverage
LIFE INSURANCE -
- Phantom Injury Dooms “Shadow Insurance” Case
- Latest NAIC Cybersecurity News...more
10/8/2015
/ Administrative Law Judge (ALJ) ,
AIG ,
Auto Body Shop ,
Bailout ,
Banking Sector ,
Banks ,
Big Data ,
Breach Notification Rule ,
Class Action ,
Compliance ,
Consumer Financial Products ,
Consumer Financial Protection Bureau (CFPB) ,
CT Supreme Court ,
Cyber Threats ,
Cybersecurity ,
Data Breach ,
Data Security ,
Department of Labor (DOL) ,
Derivative Suit ,
Disclosure Requirements ,
Disparate Impact ,
EB-5 ,
Fair Housing Act (FHA) ,
FFIEC ,
Fiduciary Duty ,
Financial Institutions ,
Foreclosure ,
Healthcare ,
Insurance Industry ,
King v Burwell ,
Life Insurance ,
Mortgage Servicers ,
Mutual Funds ,
NAIC ,
Online Advertisements ,
Ransomware ,
Reassigned Phone Numbers ,
Regulation A ,
RI Supreme Court ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Standing ,
TCPA ,
Telecommunications ,
Treble Damages ,
Whistleblowers
Shortly after the massive 2013 Target data breach, shareholders filed four derivative lawsuits against the company’s directors and some of its officers (13 CARE 624, 3/20/15). The shareholders alleged that the defendants had...more
8/17/2015
/ Caremark claim ,
Corporate Counsel ,
Cyber Attacks ,
Cyber Crimes ,
Cybersecurity ,
Data Breach ,
Data Protection ,
Derivative Suit ,
Derivatives ,
Fiduciary Duty ,
Hackers ,
Home Depot ,
Information Security ,
Popular ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Target ,
Wyndham ,
Young Lawyers
Late last week, the U.S. Court of Appeals for the Second Circuit reversed the dismissal of a shareholder class action against the makers of Keurig coffeemakers and their ubiquitous “K-Cups.” In so doing, the Second Circuit...more
7/30/2015
/ Class Action ,
Financial Reporting ,
Fraud ,
Inventory ,
Keurig Inc ,
PSLRA ,
Putative Class Actions ,
Rule 10b-5 ,
Scienter ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholder Litigation ,
Shareholders
In This Issue:
- IN THE SPOTLIGHT
• Risky Business: Common Cyber Security Risks, Expensive Consequences
- LIFE INSURANCE
• Ninth Circuit Finds Bonus Indexed Annuity Delivers Exactly...more
6/26/2015
/ Accounting Fraud ,
Annuities ,
Bad Faith ,
Broker-Dealer ,
Captive Insurance Company ,
Consumer Financial Contracts ,
Covered Business Method Patents ,
Cybersecurity ,
Debt Collection ,
Disability Benefits ,
Drones ,
Employee Retirement Income Security Act (ERISA) ,
Fair Lending ,
FCC ,
Fiduciary Duty ,
Health Insurance Portability and Accountability Act (HIPAA) ,
Healthcare ,
Insurance Litigation ,
Life Insurance ,
Mandatory Arbitration Clauses ,
Patents ,
RICO ,
SAR ,
Securities and Exchange Commission (SEC) ,
Telemedicine ,
Unmanned Aircraft Systems ,
Variable Annuities ,
Virtual Currency