Insights: The Corporate & Securities Law Advisor articles from November 2005

Insights: The Corporate & Securities Law Advisor archives from November 2005

Keeping the "fair" in fair disclosure: the Siebel decision and Regulation FD.
November 1, 2005... The first court decision to address an SEC enforcement action for Regulation FD violations, SEC v. Siebel Sys., Inc., resulted in its dismissal What does this mean to public companies and their compliance with Regulation FD? How closely...

Interviewing company employees in the internal investigation: navigating the minefield.
November 1, 2005... Companies facing criminal and civil investigations are being asked with increasing frequency to waive the attorney-client privilege and turn over the results of internal investigations to the government. In this environment, the process of...

"Scheme" liability for financial institutions under rule 10b-5.
November 1, 2005... The US Supreme Court in the Central Bank decision held that there was no private right of action for aiding and abetting actions under Section 10(b) of the Securities Exchange Act of 1934. Since then, the Circuit Courts have employed various...

Responding to unexpected developments before closing a merger agreement.(Delaware)
November 1, 2005... Handling renegotiation and termination of a merger agreement in response to new developments between signing and closing remains one of the trickier areas of M&A practice due, in part, to the relative absence of case law. A recent case that...

SEC examination focus.
November 1, 2005... Ms. Gadziala presented these remarks before the SIA Compliance and Legal Division Regional Seminar on October 19, 2005. As a member of the Commission's Office of Compliance Inspections and Examinations, and therefore a fellow legal and...