CORPORATE LAW
“ An excellent tool for the experienced , and an important guide for everyone to the pitfalls that await you .”
— Bart M . Schwartz , Former Chief , Criminal Division , U . S . Attorneys ’ Office , Southern District of New York
DESKBOOK ON INTERNAL INVESTIGATIONS , CORPORATE COMPLIANCE , AND WHITE COLLAR ISSUES
Arnold & Porter Kaye Scholer LLP
COVERED BONDS HANDBOOK
Edited by Anna T . Pinedo ( Mayer Brown LLP ) and James R . Tanenbaum ( Morrison & Foerster LLP )
This Handbook introduces experienced lawyers , novice practitioners , and students to the concept of covered bonds and the global regulatory landscape governing them . The authors , a pair of prominent securities and capital markets attorneys , have helped well-known financial institutions and other industry players structure sophisticated debt instruments for decades .
This treatise explores the advantages and drawbacks of covered bonds , along with transaction structuring , EU-specific considerations , credit rating methodologies , and U . S . regulatory uncertainties . Lawyers and professionals who structure or work on covered bonds — along with students interested in learning more about these debt instruments — will find a comprehensive series of helpful forms and checklists covering important declarations , agreements , memoranda , indentures , and Financial Security Assurance considerations .
2 looseleaf volumes , 1,712 pages , $ 500 , Item # 24825 , ISBN 978-1-4024-1294-3 , Updated as needed
CONTENTS
VOLUME 1 1 An Introduction to Covered Bonds 2 History of Covered Bonds Outside the United States 3 Covered Bond Case Study — Germany 4 Covered Bond Case Study — United Kingdom 5 Covered Bond Case Study — Canada 5A Covered Bond Case Study — Australia 6 Non-U . S . Covered Bonds Market 7 Covered Bond Ratings 8 Alternative Funding Sources 9 History and Development of Covered Bonds in the
United States 10 U . S . Covered Bond Case Study and Regulatory Framework 11 Documentation of U . S . Covered Bonds
VOLUME 2 Appendices A Selected Rating Agency Studies and Reports
[ 16 appendices ] B FDIC Policy Statement and Treasury Best Practices
[ 3 appendices ] C U . K . Reference Materials [ 7 appendices ] D Sample U . S . Covered Bonds Documents [ 6 appendices ] E The German Pfandbrief Act Translation
Table of Authorities Index
Written by members of Arnold & Porter ’ s esteemed white collar defense practice group , this treatise addresses the intricacies of internal investigations and related best practices . Its takeaways are ideal for any practitioner or business professional launching an internal investigation or DOJ and SEC actions .
Readers can find helpful material on the regulatory landscape impacting internal investigations and white collar crime , such as a model confidentiality agreement . Issues covered include evidentiary privileges , searches and seizures , perjury statutes , asset forfeiture , and more . The Deskbook also discusses the False Claim Act , drug and medical device manufacturers , money laundering , criminal antitrust , FCPA , and U . S . Export Control and Trade Sanctions issues .
Stay ahead of white collar developments with PLI ’ s Upkeep Service .
1 looseleaf volume , 1,102 pages , $ 702 , Item # 192851 , ISBN 978-1-4024-2747-3 , Updated annually or as needed
CONTENTS
PART I : PROCESS
1 Internal Investigation of Suspected Wrongdoing by Corporate Employees
2 The Attorney-Client Privilege , Work-Product Protection , and Self-Critical Privilege in Internal Investigations
3 Responding to Searches and Seizures
4 Grand Jury Investigations and Multiple Representations of Witnesses
5 Advising Witnesses in Light of Perjury Statutes
6 Representing Companies and Individuals in SEC Investigations and Parallel Proceedings
7 Corporate Compliance Programs Under the Organizational Sentencing Guidelines 8 [ Reserved ] 9 Deferred Prosecution Agreements
PART II : SELECTED SUBSTANTIVE WHITE COLLAR CRIMINAL & REGULATORY ISSUES
10 Representing the Drug or Medical Device Manufacturer in an Investigation
11 Government Investigations Under the False Claims Act and Its Qui Tam Provisions
12 Representation of Companies in Criminal Antitrust Investigations
13 Asset Forfeiture and Debarment
14 Money Laundering and Financial Institutions
15 The Foreign Corrupt Practices Act and Global Anti-Corruption Enforcement
16 Prosecutions for Violations of U . S . Export Controls and Trade Sanctions
Appendices
A Yates Memo B Principles of Federal Prosecution of Business Organizations C NYCBA Formal Opinion 2004-02 D DOJ / SEC FCPA Resource Guide E The Fraud Section ’ s FCPA
Enforcement Plan and Guidance
F Guidance on Enhanced Security for Transactions That May Involve Proceeds of Foreign Official Corruption
G Sentencing Guidelines Manual , Chapter 8 : Sentencing of Organizations
H I
DOJ Corporate Leniency Policy DOJ Leniency Policy for Individuals
J SEC Enforcement Manual , Chapter 6 : Cooperation
Index
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