Program Highlights

8:30 AM – 1:00 PM CT

1. View from the Judiciary

2. View from the Government

3. Client Issues

• Compliance and due diligence

• Shareholder activism and the new SEC regime

• Where to register; leaving Delaware

• Internal investigations

4. SEC Regulation and Enforcement

• Impact of changing enforcement priorities on public and private companies

  • Insider Trading

  • Accounting and Disclosure Fraud

  • Market Manipulation

  • Breaches of Fiduciary Duties by Investment Advisors

  • Harm to Retail Investors

  • Matters Involving Foreign Actors

• Increased enforcement against individuals

• The Wells Process

• How should funds view exams and exam deficiencies now?

• The New Cyber and Emerging Technologies Unit

• Revised Regulation S-P

• Crypto enforcement

• DEI: Board diversity, disclosure and the repeal of the NASDAQ Diversity Rule

• Risk factor analysis including political and social issues

• Merger compliance

5. DOJ’s Corporate Enforcement Priorities and Tools

• False Claims Act

• Current Priorities

  • Immigration and work visas

  • Health care and government program fraud

  • Trade and customs fraud

  • Complex money-laundering

  • Chinese-affiliated companies listed on US exchanges

  • Terrorism

  • Sanctions evasion

  • Controlled Substances Act, including opioids

  • Bribery that harms US interests and companies

• Revisions to Corporate Enforcement and Voluntary Disclosure Policy

6. Monitorships

• Compliance monitorships

• FTC monitorship

• Special independent compliance monitors

7. Whistleblower programs

• Self-disclosure

• Complaints from competitors and internal stakeholders

• State monitorships

• Risk

8. False Claims Act

• Reverse False Claims Act, failure to pay

• Alleging false claims

• Qui Tam proceedings

• Misrepresentation, undervaluing, underreporting offenses