CORPORATE LAW
DIRECTORS ’ AND OFFICERS ’ LIABILITY CURRENT LAW , RECENT DEVELOPMENTS , EMERGING ISSUES Barry M . Kaplan and Gregory L . Watts ( Wilson Sonsini Goodrich & Rosati )
“[ A ] tour de force of corporate law ... a welcome addition to the bookshelf of any business lawyer .”
— Prof . Daniel J . Morrissey , Securities Regulation Law Journal
This book brings to light the legal responsibilities of board directors and corporate officers of publicly traded companies , along with the day-to-day regulatory pressures they face . It features the informed guidance of two litigators with substantial experience defending corporate officers and directors against SEC actions , shareholder derivative actions , and other disputes .
Corporate lawyers — along with directors , officers , and board members — will find extensive coverage of their rights and liabilities under the Sarbanes-Oxley Act , Dodd-Frank Wall Street Reform and Consumer Protection Act , Delaware corporate law , and even exchange listing requirements . The treatise also delves into director and officer duties , exculpation , indemnity , insurance , cybersecurity , and contested mergers and acquisitions . The authors further highlight unique case studies relevant to pharmaceutical , biotechnology , hospitality , retail , and other sectors .
Keep up with director and officer liability developments with PLI ’ s Upkeep Service . 1 looseleaf volume , 676 pages , $ 490 , Item # 138293 , ISBN 978-1-4024-2489-2 , Updated annually or as needed
CONTENTS
1 Sources of the Laws , Rules , and Requirements That Govern the Duties of Directors and Officers 2 Board Committees 3 Duties and Liabilities of Directors and Officers Under State Corporate Law 4 Duties and Liabilities of Directors and Officers Under Federal and State Securities Laws 5 Private Civil Actions Against Corporate Officers and Directors — The World of D & O Litigation 6 Public Enforcement Against Directors and Officers of Public Companies 7 Protection of Directors and Officers from Liability : Exculpation , Indemnification , and Insurance 8 Emerging Issues
Table of Authorities Index
DOING BUSINESS UNDER THE FOREIGN CORRUPT PRACTICES ACT Don Zarin ( Retired Partner , Holland & Knight LLP )
This title helps corporate lawyers , in-house sales teams , and other U . S . -based and overseas stakeholders understand the issues and rules they should consider when negotiating transactions or accepting compensation in compliance with the FCPA . The author offers deep insights from his decades of work representing U . S . and foreign companies on a wide range of global trade and international commercial matters . Readers will learn the necessary , proactive steps for identifying and avoiding common FCPA transactional illegalities . The treatise also addresses key information regarding whistleblower considerations and harsh penalties for falsified books and records , mischaracterized payments , fictitious invoices , insufficient internal accounting controls , and more . Also included are helpful sample acknowledgements , compliance plans , and agreement clauses that address FCPA considerations .
PLI ’ s Upkeep Service can help lawyers and stakeholders stay up to date on the latest FCPA developments .
1 looseleaf volume , 630 pages , $ 527 , Item # 52717 , ISBN 978-1-4024-2069-6 , Updated annually or as needed
CONTENTS
1 Introduction 2 Overview of the FCPA 3 The Accounting Provisions 4 The Foreign Payments Provisions 5 Exceptions and Affirmative Defenses 6 Recurring Issues 7 Hypothetical Case Studies 8 Fines , Penalties , and Other Sanctions 9 Contract Language 10 Compliance Programs 11 Other U . S . Laws Applicable to Overseas
Bribery
12 |
The FCPA Opinion Procedure |
13 |
Multilateral Efforts Concerning Transnational |
Bribery of Foreign Officials |
Appendices
A Foreign Corrupt Practices Act B Department of Justice FCPA Review Procedure Releases and Opinion Procedure Releases
[ 63 documents ] Index
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