Jones Day has published a white paper that addresses some of the most prominent Foreign Corrupt Practices Act-related compliance priorities requiring the attention of board members.

Those priorities include ensuring that corporate management is completely committed to compliance efforts, risk assessment, training relative to processes and policies, third-party due diligence, and similar concerns.

“The United States Department of Justice, the U.S. Securities and Exchange Commission, and non-U.S. governments and agencies have recently emphasized their continued commitments to pursuing both corporate and individual violators of the Foreign Corrupt Practices Act,” the firm says in an introduction to the paper. “Given this ongoing emphasis, corporate board members have particularly important roles to play in overseeing compliance and anticorruption programs in place at the companies they serve.”

Read the white paper.

Above the Law examines a case in which a district court and a lawyer got into trouble with the 11th Circuit when the lower court took the lawyer’s advice not to apply the circuit’s ruling in a remanded case.

Kathryn Rubino explains that the dispute dates to 2011, when Winn-Dixie grocery store company sued more than 100 dollar stores for violating exclusivity provisions in their lease agreements. The 11th Circuit ruled in the appeal and sent the case back to the district court for application.

The problem arose when lawyers for the dollar stores persuaded the district court not to apply the ruling.

The judges singled out Troutman Sanders lawyer Brian P. Watt for statements urging the lower court not to follow the circuit’s mandate.

“Needless to say (or maybe not), a district court cannot amend, alter or refuse to apply an appellate court’s mandate simply because an attorney persuades the court that the decision giving rise to the mandate is wrong, misguided or unjust,” the panel said.

Read the Above the Law article.

Image by BCorn MarketingDiv (Own work) [CC BY-SA 4.0 (https://creativecommons.org/licenses/by-sa/4.0)], via Wikimedia Commons

Bloomberg reports that Belinda Johnson, formerly chief business affairs and legal officer, has taken the new role with the company as part of a shakeup in the senior ranks.

“Before joining Airbnb, Johnson served as general counsel at Yahoo and Mark Cuban’s Broadcast.com,” according to reporter Olivia Zakeski. “She was named to the board of PayPal Holdings Inc. a year ago. As Airbnb’s operating chief, she becomes one of the most powerful women in Silicon Valley.”

Read the Bloomberg article.

eSignLive by Vasco has made available a new report: “Forrester Report: The State Of E-Signature Implementation: Twenty-Five E-Signature Use Cases Show Adoption Trends,” which can be downloaded from the eSignLive website at no charge.

The Forrester Report examines 25 e-signature implementations across the United States and Europe with use cases for receivables, payables, various contracts, onboarding agreements, and travel bookings – uncovering trends in adoption, authentication, and business results.

The report covers:

• The average implementation time for e signature projects
• Reported ROI metrics from each project
• Top challenges, from browser compatibility to user training
• How solution flexibility mitigates complexity
• Biometric authentication trends
• Innovation in mobile signing

Download the report.

A recent research study developed by Globality in collaboration with The Lawyer found that general counsel prefer working with smaller law firms but often lack the means to find them. The survey went out to more than 300 GCs from organizations with over $1 billion in revenue to uncover the latest industry viewpoint about hiring outside counsel.

The report, “Global Trends in Hiring Outside Counsel,” is available for downloading at no charge.

Key findings:

• Almost 70% of General Counsel rely on pre-existing relationships or referrals to source new legal providers. In-house teams overwhelmingly appoint law firms based on personal connections rather than a systematic appraisal of which firms would be best for the job.
• Levels of dissatisfaction are three times higher with larger law firms than with smaller competitors. Companies find smaller firms deliver better client service, but often lack the means to source them.
• When presented with a series of new legal technologies, 86% of survey respondents were most excited by tools for sourcing and/or communicating with legal providers outside of their immediate network.

Download the Globality report.

In its determination to reverse a two-decade slump in U.S. stock listings, the SEC might offer companies an extreme incentive to go public: the ability to bar aggrieved shareholders from suing, reports Bloomberg.

The Securities and Exchange Commission has privately signaled that it’s open to at least considering whether companies should be able to force investors to settle disputes through arbitration, an often closed-door process that can limit the bad publicity and high legal costs triggered by litigation, writes Benjamin Bain.

“But allowing companies to shield themselves from shareholder lawsuits would almost certainly enrage investor advocates and Democratic lawmakers, a combination that helped defeat a 2012 attempt by private-equity giant Carlyle Group LP to prohibit investor suits as part of its IPO,” Bain explains.

Read the Bloomberg article.

In an upcoming webinar, LawGeex will demonstrate how modern legal teams are revolutionizing their daily contract review processes.

The 45-minute event will be Wednesday, Feb. 21, beginning at 2 p.m. Eastern time.

On its website, LawGeex says the webinar will show how modern legal teams are revolutionizing their daily contract review processes. This will be a practical look at using on-the-ground solutions for contract review automation.

The webinar will cover:

• What is contract review automation?
• How are leading legal teams using this technology today?
• How to dramatically reduce the time and cost of contract review and approval.
• A live demonstration of contract review automation in action.

Register for the webinar.

Large companies increasingly want to work with smaller, more innovative law firms but have trouble finding them due to over-reliance on personal connections, according to a new survey reported by Courthouse News Service.

“Along with an increasing preference for smaller firms, the survey revealed the levels of dissatisfaction rated three times higher with bigger firms—19 percent as opposed to 6 percent,” writes Matthew Renda.

Renda quotes Joel Hyatt, CEO and co-founder of Globality, the company that commissioned the study:

“It’s clear clients are increasingly unhappy with larger legal providers. They’re expensive, aren’t as innovative, and don’t provide the same level of customer service smaller firms can offer.”

Read the CNS article.

NAVEX Global will present a complimentary webinar on recent and anticipated enforcement and regulatory changes as they relate to third-party risk.

The online event will be Thursday, Jan. 25, at 1 p.m. EST / 10 a.m. PST.

Michael Volkov, renowned FCPA and third-party due diligence expert, will help participants learn about new FCPA policies and DOJ advice, data privacy regulations coming in May and more.

Participants also will learn what’s ahead in the world of anti-bribery, corruption and third-party risk management efforts.

Anyone who can’t watch the live online event may register to receive a recording of the webinar afterwards.

Register for the webinar.

Zapproved has published a report providing insights from a PREX17 summary on meeting the new GDPR rules by May 2018. The summary may be downloaded free of charge.

In May 2018, the General Data Protection Regulation (GDPR) will go into effect, requiring companies that do business in Europe to adjust their strategies for data management. The GDPR standardizes data protection law across the member countries, but it doesn’t specifically address preservation and discovery for U.S. legal proceedings.

The PREX17 session summary, “Data Privacy, the GDPR and Security All in One” explores the practical considerations for this transition with insight from Intel’s Dan Christensen, U.S. Magistrate Judge Elizabeth Laporte and Jeane Thomas, Partner at Crowell & Moring LLP.

It discusses strategies to address:

• Article 30 requirements for detailed record keeping
• U.S vs EU perspectives on cross-border discovery and personal privacy rights
• ISO2l701 certification

Download the summary.

Willkie Farr & Gallagher LLP announced that Brant K. Brown, former associate general counsel at the Financial Industry Regulatory Authority, Inc. (FINRA), has joined the firm as counsel in the Washington office.

In a release, the firm said Brown’s hire is the latest regulatory addition to the firm’s Washington office in recent months, following former Chairman (and Director of the Office of Enforcement) of the Federal Energy Regulatory Commission Norman C. Bay and former Acting General Counsel and Deputy General Counsel for the Department of the Treasury Priya R. Aiyar, who joined the firm in September.

“Brant’s strong reputation and experience bring added depth to our team of asset management attorneys who regularly advise clients on complex SEC and FINRA issues,” said Jim Burns, Willkie partner and former SEC Deputy Chief of Staff and Deputy Director of the SEC’s Division of Trading and Markets. “He is well regarded and highly accomplished, and will be a tremendous asset to our clients as they navigate the changing SEC and FINRA regulatory environments.”

Brown has experience working with self-regulatory organizations and broker dealers on a range of regulatory, compliance and enforcement-related matters. At Willkie, he will advise asset management and private equity clients on regulatory matters they face as they navigate the complex legal environment, according to the firm.

Brown joins a team at Willkie of former senior attorneys from numerous branches of federal government and other regulatory agencies, including SEC, CFTC, DOJ, FCC, DOC, FERC, ITC and NTIA, Treasury, as well as the White House and State Department.

Brown served in FINRA’s Office of General Counsel for 13 years, most recently as associate general counsel. He was responsible for advising senior management, departments and committees of FINRA on complex regulatory initiatives and rule proposals, developing and drafting regulatory notices and rule filings for submission to the SEC, and preparing materials for FINRA’s Board of Governors. He also regularly counseled FINRA’s Departments of Market Regulation, Transparency Services and Finance and worked closely with SEC staff on multiple high-profile regulatory initiatives, including establishing FINRA trade reporting requirements for trading activity in the Treasury market and representing FINRA in a significant role on the Consolidated Audit Trail Initiative. At FINRA, he was the recipient of several honors, including the FINRA Chairman’s Award, FINRA’s highest award.

Prior to his time at FINRA, Brown was an associate in the securities group of a large Washington law firm where he advised clients on securities laws and rules and represented firms and individuals in securities enforcement matters.

“I am excited to join Willkie’s outstanding Asset Management team,” said Brown. “Willkie has a preeminent practice in providing sophisticated advice to a wide range of clients, and I look forward to being a part of this talented and dedicated group.”

Brown received a J.D. from Vanderbilt University Law School and a B.A., magna cum laude, from Vanderbilt University.

A new book by the former general counsel of American Airlines tells the story of the company’s journey from the brink of insolvency following the loss of two of the airline’s jets in the Sept. 11, 2001 attacks through the most successful corporate bankruptcy and restructuring in U.S. history.

The Dallas Business Journal, with The Texas Lawbook, has an advance copy of Gary Kennedy’s “Twelve Years of Turbulence: The Inside Story of American Airlines’ Battle for Survival,” scheduled for release in February.

According to writer Mark Curriden, the book reveals that American Airlines paid lawyers and financial advisers involved in the bankruptcy proceedings $300 million – or $500,000 a day. It also goes behind the scenes of the terrorist attacks of 2011.

Read the Dallas Business Journal article.

Brian Krzanich
Image by AP Photo/Intel Corporation,Bob Riha, Jr.

Two U.S. lawmakers are calling for an investigation into whether Intel’s chief executive, Brian Krzanich, improperly sold company stock after learning of a serious security flaw in the tech giants’ microchips before it was publicly disclosed, reports The Washington Post.

Intel’s stock price went down after the announcement of the flaw.

Reporter Renae Merle writes: “Intel learned of the security flaw in June and several months later, in late November, Krzanich exercised and sold nearly 900,000 company shares and stock options, making about $24 million, according to Securities and Exchange Commission filings. The sales reduced Krzanich’s holdings in company stock by 50 percent to the minimum number of shares he’s required to own, according to Intel corporate policy.”

Read the Post article.

Salle Yoo, who resigned as general counsel of ride-hailing giant Uber in September, reportedly came up with an idea to foil government raids on the company’s computers: set up a system to wipe the data when the cops come through the door.

Bloomberg, citing three people with knowledge of the system, reports that, between spring 2015 until late 2016, Uber used a system designed to thwart police raids in foreign countries.

When authorities showed up at Uber offices, employees could page a number that alerted specially trained staff at company headquarters in San Francisco.

Citing a raid in Montreal, the report says, “When the call came in, staffers quickly remotely logged off every computer in the Montreal office, making it practically impossible for the authorities to retrieve the company records they’d obtained a warrant to collect. The investigators left without any evidence.”

Read the Bloomberg article.

The National Association of Corporate Directors (NACD) will host a meeting of progressive general counsel, directors, and subject-matter experts for an intimate discussion on the continuing evolution of the general counsel’s role, and its impact on boardroom issues. This exclusive, one-day event seeks to help GCs to better align themselves with director expectations, as well as elevate their role in the boardroom, the company says.

The event will be on Monday, Feb. 12, 2018, at the Grand Hyatt Washington in Washington, D.C.

Once seen solely as legal advisors, general counsel are now regularly called upon to provide the board with an objective opinion about the company’s strategy based on their legal and ethical training. In fact, almost 70 percent of NACD’s full board memberships have a general counsel on their board roster. As part of our continuing goal of equipping boards with the information they need to create long-term value for businesses, NACD launched a new initiative: The Strategic-Asset GC.

Now in its second year, the Strategic-Asset GC event will aim to provide general counsel unique insights from directors, subject-matter experts, and fellow general counsel in order to help identify effective strategies for continued partnership with the board.

Register or get more information.

On Thursday, Jan. 18, 2018, the experts at NAVEX Global will discuss the challenges of ethics and compliance and offer predictions for 2018’s most pressing compliance issues.

The complimentary webinar will be at 1 p.m. Pacific time/ 1 p.m. Eastern time.

This past year was filled with news headlines that resulted in major legal repercussions for many organizations—causing workplace unrest or wreaking havoc on reputations.

Webinar participants will be able to take a proactive look at their programs and make sure they have a legally defensible strategy that’s prepared for any scenario, NAVEX says in its invitation.

Register for the webinar.

U.S. financial regulators said that because the new tax bill could make timely financial reporting difficult, public companies can make reasonable estimates when uncertain of the impact of the new tax law in financial reports, and will have up to a year to report final numbers, Reuters reports.

“The $1.5 trillion tax bill, signed into law on Friday by U.S. President Donald Trump, will significantly affect many companies’ year-end financial statements because listing rules oblige them to flag any potential material risks or changes to their operations and financial outlook to shareholders,” according to the report.

Regulators gave public companies a “measurement period” to study the new law.

Read the Reuters article.

LawGeex, publisher of “LegalTech Buyer’s Guide,” has published a guide to change management for legal teams: “In-House Counsel’s Guide to Change Management.”

The book delivers the definitive eight-stage process of navigating and reinforcing enduring change. It contains dozens of interviews and real-life experiences from a host of industry leaders, including Pearson, Telstra, Avis Budget Group, NetApp, L’Oreal, Microsoft, Cisco, Google and many more.

The guide includes:

• The secrets of legal change management from Pearson, Telstra, Avis Budget Group, NetApp, L’Oreal, Microsoft, Cisco, Google and many more.
• The definitive eight-stage process of lasting change, including everything from identifying opportunities, to measuring and reinforcing success.
• Dozens of interviews and real life experiences from the world’s leading in-house lawyers and legal experts on navigating lasting change.

Download the guide.

NAVEX Global has compiled an e-book that presents predictions about the top trends and events that will impact ethics and compliance programs in 2018 — along with recommendations for compliance.

The book can be downloaded from the NAVEX site at no charge.

“Business, societal and political events transpired this past year at a pace that left many with a fractured view of the ethics & compliance industry and its expectations,” the company says on its website. “The experts at NAVEX Global and its thought-leadership network discuss these challenges and opportunities based on their experiences with over 12,000 clients to provide well-informed predictions on what’s to come in 2018.”

The e-book covers:

• The top trends and events that will impact your ethics and compliance program in 2018
• How increased awareness and reporting of sexual harassment will affect your program
• The evolving role of the ethics & compliance officer
• How to create a culture of compliance

Download the e-book.

NAVEX Global has released its first ever role-based Ethics & Compliance Benchmark Report for Legal Professionals, designed to help legal professionals get unique insights into compliance challenges and solutions.

Download this report to learn:

• What general counsels value most in their ethics and compliance programs

• A proactive approach to resource constraints

• The most common methods legal professionals use to administer and manage attestations

The report provides insights and benchmarks for compliance programs, from the eyes of legal professionals. It includes best-practice recommendations and discusses how legal departments view compliance training, third-party due diligence and policy and procedure management.

Download the free report.