Following up on our recent blog in a series about internal investigations, investigative attorneys are often engaged, at least in part, for the very purpose of establishing legal privilege over an internal investigation. In other words, they are paid to be paranoid about privilege waivers and their impact on our clients’ legal fortunes.
Can there
Following up on our recent blog in a series about internal investigations, note that Federal Rule of Evidence 502(g) states:
(1) “Attorney-client privilege” means the protection that applicable law provides for confidential attorney-client communications; and
(2) “Work-product protection” means the protection that applicable law provides for tangible material (or its intangible equivalent) prepared in anticipation
Following up on our recent blog in a series about internal investigations, let us start this one by noting that this problem is real. Between enforcers and the outside auditors, in virtually every internal investigation there will be a request to review a copy of the search term list. In almost every case, lawyers who
Following up on our recent blog as part of a series about internal investigations, some privilege waiver concerns have rarely received much attention. Privilege waiver, however, moved to the front burner in part because of the Biden administration’s decision to move the focus back from Main Street to Wall Street. Whether talking about incoming PCAOB
To kick off our series of blogs about internal investigations, let us note that rarely does a week pass in a white collar investigation – or in an SEC-regulatory outside counsel’s life – that an auditor or government enforcement attorney does not request some interim (or final) read-out. These requests for information can encompass investigative
A few days ago, I ran down a list of five items to consider for your risk factor disclosure for the Form 10-Q. Right now, there are a number of topics that are being addressed by many companies in their risk factors. Among those are these:
1. COVID-19 impact – The pandemic continues to weigh
As our clients are preparing their Form 10-Qs and quarterly earnings updates, a curious thing has arisen this time around. We’re getting more questions than usual about whether – and how – to update risk factors from the last Form 10-K in the upcoming 10-Q. Nearly all companies went through this drill in 2020 to
A few months ago, I blogged about four things to do now that the NYSE has changed its related party transaction rule. I had mentioned that parts of the rule change were a sleeper – including the fact that the NYSE’s rule change defined “related party transaction” the same way as the SEC’s Reg S-K
In a word, probably not. Okay, that’s two words. I find that some in-house lawyers will look at the SEC Staff comment letters sent to their peer companies to get an inkling of what the Staff might ask their company about their 10-Ks and 10-Qs.
But otherwise, keeping track of comment letter trends is something
For years, we’ve heard that the SEC’s Enforcement Division has been policing cybersecurity breach disclosures and related disclosure controls. The SEC has conducted a number of SEC investigations over that time, but very few of those have seen the light of day. We recently blogged a few times about one of those, the SEC’s Solar