SECURITIES AND OTHER FINANCIAL PRODUCTS
SECURITIES INVESTIGATIONS
INTERNAL , CIVIL AND CRIMINAL
Mayer Brown LLP
Edited by Steven Wolowitz , Richard M . Rosenfeld , and Lee H . Rubin
“ An invaluable and comprehensive resource for the experienced practitioner and novice entrepreneur alike .”
— Richard D . Truesdell , Jr ., Davis Polk & Wardwell LLP This work explores the practical strategies and legal knowledge necessary for attorneys and stakeholders to successfully manage and troubleshoot securities investigations . The book ’ s authors share their inside strategies for responding to and managing internal , civil , and criminal investigations requested by state attorneys general and agencies such as the SEC , CFTC , FINRA , DOJ , and CME . Lawyers , business leaders , and anyone who addresses SEC investigations will find actionable tactics addressing internal and grand jury investigations , compliance programs , the protection of a client ’ s interests , grand jury testimonies , whistleblower protections , and privacy concerns .
Violating new regulations can invite increased SEC oversight . PLI ’ s Upkeep Service can help readers address these developments .
1 looseleaf volume , 1,024 pages , $ 490 , Item # 29910 , ISBN 978-1-4024-1445-9 , Updated annually or as needed
CONTENTS
1 Overview of Federal , State and SRO Securities Enforcement Efforts : Strategies for Responding to Multiple Investigations and Related Actions 2 Civil Enforcement of Federal Securities Laws — Substantive Violations 3 Criminal Statutes Charged in Securities Cases 4 Organizational Sentencing Guidelines 5 The Role of Corporate Internal Investigations 6 Conducting Internal Investigations 7 Attorney-Client and Work Product Considerations in
Internal Investigations 8 Defending Federal Grand Jury Investigations 9 Defending an SEC Investigation 10 Cooperation in SEC and DOJ Cases 11 The SEC ’ s Division of Examinations 12 FINRA Investigations 13 Cross-Border Regulation of the Financial Markets 14 Enforcement of the Foreign Corrupt Practices Act and Other
Anti-Bribery Laws 15 Dealing with Parallel Actions 16 Representing Individuals in Securities Investigations 17 Communicating with the Company ’ s Auditor in a Securities
Investigation 18 Employment Issues in Securities Investigations
Appendices
A The Thompson Memorandum B The McNulty Memorandum C1 Remarks by Deputy Attorney General — Revisions to Corporate
Charging Guidelines C2 Press Release — Revisions to Corporate Charging Guidelines C3 Department of Justice Corporate Charging Guidelines D The Seaboard Report E Recommended Practices
SECURITIES LAW AND PRACTICE DESKBOOK Gary M . Brown ( Nelson Mullins Riley & Scarborough LLP )
This one-volume work offers tailored advice on best practices for addressing common and sophisticated securities law issues . Its author frequently teaches and has chaired securities law programs at PLI and SECI . Securities attorneys and corporate in-house practitioners will find helpful guidance on troubleshooting issues around the Securities Act registration process ; Exchange Act registration and reporting ; registration exemptions under Regulation A , Regulation D , and crowdfunding provisions ; resales of restricted and control securities ; and minimizing liability risk from Regulation FD , clawback rules , and various Exchange Act provisions . Readers can also access a Rule 144 decision tree and forms covering required crowdfunding disclosures and proxy timetables .
Receive ongoing securities law updates with PLI ’ s Upkeep Service .
1 looseleaf volume , 910 pages , $ 750 , Item # 38162 , ISBN 978-1-4024-1896-9 , Updated annually or as needed
CONTENTS
1 Approaching Securities Law 2 Business Context of Securities Act Registration 3 Regulatory Framework of Securities Act Registration 4 Securities Act Registration Process 5 Reach of Securities Act Regulation 6 Securities Act Registration Exemptions 7 Resales of Securities Under the Securities Act 8 Liability for Securities Act Violations 9 Registration and Periodic Reporting Under the Exchange Act 10 Regulation of Proxy Solicitations 11 Regulation of Tender Offers 12 Fraud Under Rule 10b-5 and Related Issues 13 Disgorgements Under Exchange Act Section 16 ( b ) and Securities
Law “ Clawback ” Provisions 14 Regulation of the Securities Business
Appendices
A Securities Act of 1933 ( Selected Provisions ) B Exchange Act of 1934 ( Selected Provisions )
Table of Authorities Index
Table of Authorities Index
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