Following up on my latest blog, Broc and I were mulling over the important question: “how does the publicity about a new line of business look in SEC filings compared to the marketing machine?” Obviously, the two different communication channels serve different customers and different needs. Drafted by two distinct sets of scribes with widely divergent mandates and skill sets. It comes as no surprise that the disclosure in SEC filings is going to be less on the flashy side. By a wide mile.

That then begs the question: “Do in-house people look at the marketing stuff?” In most cases, the answer would be, “Yes, the in-house lawyers have readily available access to the company’s social media channels.” And those tweets and Facebook posts provide links to the panoply of marketing messages that companies pump out.

This is a far cry from the days of yore when it was unlikely that in-house lawyers got much of a taste of what was happening on the other side of the building. Today’s lawyers don’t have such excuses. So, when a company enters into a new line of business, in-house lawyers unfortunately can’t claim they didn’t see what the marketing department was doing if they happen to cross a line.

But, fortunately, that line tends to be a big thick gray one so long as those messages aren’t made part of a SEC filing stream. Consumers of marketing messages expect a bit of hyperbole.

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Photo of Allison Handy Allison Handy

Allison Handy is the firmwide co-chair of the Corporate & Securities practice. Her extensive experience includes advising public and private companies in connection with corporate governance practices, disclosure issues, and capital markets transactions, such as equity offerings, debt offerings and tender offers. She…

Allison Handy is the firmwide co-chair of the Corporate & Securities practice. Her extensive experience includes advising public and private companies in connection with corporate governance practices, disclosure issues, and capital markets transactions, such as equity offerings, debt offerings and tender offers. She is also a leader of the firm’s Environmental, Social, and Governance advisory team.

Allison provides counsel to companies on a broad range of issues faced by management and directors in connection with the many compliance aspects of securities laws, including governance rules adopted by the Securities and Exchange Commission (SEC) and stock exchanges. She advises boards and committees in matters related to internal investigations and the efforts of shareholder activists, and works closely with in-house counsel, financial personnel, and outside auditors and advisors to help her clients prepare proxy statements and other reports to investors that meet complex disclosure obligations.