Invitation: 2017 Ethics and Compliance Virtual Conference

NAVEX Global will stage a unique, once-a-year virtual conference to help particpants learn about current best practices and new emerging compliance issues.

The free webinar will be on Thursday, Nov. 9, 2017.

More than 4,000 legal, audit and compliance professionals are expected for the 2017 Ethics & Compliance Virtual Conference to hear speakers like:

• Shankar Vedantam, Host of the Hidden Brain Podcast and NPR’s Science Correspondent

• Kristy Grant-Hart, CEO, Spark Compliance Consulting

• Richard Bistrong, CEO, Front-Line Anti-Bribery LLC

This year’s conference will have 23 sessions throughout the day with three specialty tracks on Aligning Corporate Risk & Culture, Leading for the Future and Investing in Corporate Culture.

Participants are free to come and go as they please. Anyone unable to access the live webinar may register to obtain access to the sessions later.

Register for the webinar.

 

 




Sidley to Add Energy Capital Markets, M&A Team in Houston, Washington, D.C.

Sidley Austin LLP announced that it will add a team of five partners to its Capital Markets and M&A practices, four of whom – David Buck, Jon Daly, Angela Richards and George Vlahakos – will be based in its Houston office, with the remaining partner – Bill Cooper – splitting his time between Houston and Washington, D.C. Buck, Daly, Vlahakos and Cooper will join Sidley November 1, while Richards will follow in early December.

“David, Bill, John, Angela and George are widely known in the energy sector and recognized for their experience and industry insights,” said Kevin Lewis, co-managing partner of Sidley’s Houston office. “For the past two decades they have been advising energy companies, investment banks, funds and others on complex and innovative transactions, including for master limited partnerships. Their coveted MLP capital markets and tax work will be an important addition to our office, and together with their broader capital markets and M&A capabilities will complement Sidley’s formidable, globally recognized capital markets and M&A practices.”

Their arrival is coming on the heels of several other energy partners that have recently joined Sidley, including David Asmus, Brian Bradshaw and Brian Minyard in Houston, and Emily Pitlick Mallen in Washington, D.C.

The firm provides the following biographical information for each of the new partners:

David Buck – Buck is a senior capital markets and M&A partner with a distinguished corporate and securities law practice emphasizing transactional and governance matters. His corporate finance practice includes representing both issuers and investment banks in initial public, private equity and debt offerings. He has particular industry experience with domestic and international energy, including oil and gas exploration and production, midstream, offshore drilling, seismic and other energy services. Buck advises special committees and financial advisers concerning merger and acquisition transactions, joint ventures and private equity investments. Additionally, Buck regularly counsels public clients regarding compliance with periodic reporting, proxy solicitation, corporate governance matters and other requirements of the federal securities laws, the New York Stock Exchange, the NASDAQ Stock Market and other exchange rules.

Bill Cooper – Cooper concentrates his practice on complex capital markets transactions representing both issuers and underwriters on initial public offerings (IPOs), follow-on equity offerings, traditional private placements, Rule 144A offerings and private investments in public equity. He has substantial experience with master limited partnerships (MLPs), including private formation transactions, IPOs, sponsor drop-down transactions and conflicts committee representation.

Jon Daly – Daly focuses his practice on corporate and securities law. He represents public and private companies, MLPs and investment banks in all forms of capital raising transactions, including IPOs, registered offerings of equity and debt securities, as well as private placements of equity and debt securities. In addition, he advises on corporate governance matters, periodic reporting and other requirements of federal securities laws, and the requirements of the New York Stock Exchange and the NASDAQ Stock Market.

Angela Richards – Richards advises clients in the energy sector on various federal income tax matters, particularly on domestic business transaction planning. She counsels MLPs on mergers and acquisitions, capital formation, acquisition and recapitalization issues. She has also served as tax counsel to both issuers and underwriters in connection with numerous MLPs, IPOs and follow-on offerings.

George Vlahakos – Vlahakos has experience in a broad range of transactional and corporate governance matters. His practice includes representing public and private entities, investment banks and private equity firms in connection with IPOs, mergers and acquisitions, private equity investments and registered offerings, as well as private placements of equity and debt securities. He also counsels MLPs and clients across the energy value chain, including those engaged in upstream, midstream, downstream and oilfield service-related matters.

 

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Download: Complimentary Copy of NACD’s New Culture Report

The National Association of Corporate Directors (NACD) has published a report titled “Culture as a Corporate Asset: Translate Values into Value,” the topic of this year’s NACD Blue Ribbon Commission Report.

Just released at the 2017 NACD Global Board Leaders’ Summit, the report provides directors with the following information:

  • A definition and key characteristics of organizational culture
  • Priorities for action for the entire board and committees
  • 10 strategic recommendations for overseeing culture

Organizations with strong, positive cultures have been shown to outperform their peers in customer satisfaction, quality, productivity, and profitability, the NACD says on its website. The absence of a healthy culture can create or increase many types of risks.

Yet, in a recent NACD survey, less than half of directors reported that their boards assess alignment between their company’s purpose, values, and strategy. And only 50 percent say they understand the “buzz at the bottom” — how culture actually translates into norms and behavior among rank-and-file employees.

Download the complimentary report.

 

 




Webinar: Step-Up Your Third-Party Risk Management Program

Risk managementNAVEX Global will present a free webinar, “Using Metrics to Improve Your Third-Party Risk Management Program,” on how to set up a third-party risk management program for success.

The event will be Thursday, Oct. 26, at 10 a.m. PDT/1 p.m. EST.

Participants will learn how companies with advanced programs manage their third-party risk and due diligence processes and will get industry benchmarks to size up your program.

Expert presenters will discuss the steps that should be taken to improve a program and minimize risk — regardless of organization size or number of third parties managed.

Organization following the steps have:

  • Reduced their risk of legal or regulatory action
  • Appropriately defined “high risk” third parties
  • Found the most powerful screening and monitoring methods
  • Measured the effectiveness of their third-party due diligence programs

Register for the webinar.

 

 




Introducing Yerra Clearly 2.0: Get a Grip on Legal Spend

Yerra Solutions has introduced Clearly 2.0, a legal spend management system that works by combining technology and human intelligence to simplify invoice handling and derive greater savings from the eBilling and spend management process.

The solution provides 100 percent global invoice capture, configures workflows, offers advanced mobile reports and flexible solutions.

“Yerra Clearly combines human intelligence & technology,” the company says on its website. “Our spend management tool is supported by a team of legal and IP spend management experts, as well as specialized analysts trained in invoice review and spend reporting. We understand that our clients have differing priorities and offer a flexible solution that enables you to choose and pay for only what you need to get the best results.”

Get more information.

 

 

 




General Counsel Salary is at a 1:3 Ratio to Their CEOs

Banking - investing - money - advisorsA new report by Equilar finds that companies with revenue between $1 billion and $15 billion pay their CEOs 3.7 times what they pay their general counsel.

The report (via Above the Law) puts the ratio for companies with revenue less than $1 billion at 3:1.

“But don’t go crying for in-house counsel just yet.” writes Above the Law’s Elie Mystal. “Median GC salary at the largest companies was $650,000, while the smaller companies Equilar tracked still posted at $325,000 median salary for general counsels. Which is pretty decent scratch, all things considered.”

Read the Above the Law article.

 

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Onit to Unveil Contract Lifecycle Management at ACC

Onit will unveil its Contract Lifecycle Management (CLM) solution at the 2017 ACC Annual Meeting in Washington, DC,, Oct. 16-18.

The company is offering 30-minute demonstrations to show how the new solution can manage the entire lifecycle of contracts — from origination to execution, storage, administration and renewal.

Some unique features include:

  • A clause library with various clause-level controls to help drive workflow with the legal department
  • Version control and negotiations management to allow multiple parties to manage versions during the redlining process
  • Contract authoring functionality that gives users the ability to build custom contracts with clauses from a clause library

Simply fill out the form below and let us know when you can join us in our demo room on the exhibit floor.

We are also scheduling demos of our other offerings (ie. legal e-billing, matter management, legal holds, legal service requests, NDA management, etc).

Download our whitepaper “Simple Contract Management” (direct PDF download) to learn more.

 

 




Company Organizational Charts: Quick Tips for Lawyers

A corporate organizational chart is more than a pretty picture, writes Mark Little for Berkman Solutions.

In a new article on the Berkman website, Little explains the difference between company and management organizational charts, discusses the challenges of company organizational charts, and explains how to make a company organizational chart.

He also discusses the three benefits of company organizational charts:

1. Displays information density: large amounts of ownership data are available as a single graphic.

2. Reveals corporate tracking failures: each entity should be in the lawyer’s legal entity management system.

3. Improves client relationships: both corporate counsel and outside business lawyers need effective ways to communicate with clients. Org charts are a rare, meaningful visualization of legal data for clients.

Read the article.

 

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Equifax Breach Caused by Lone Employee’s Error, Former CEO Says

Cybersecurity - hacking - hackerThe Equifax data breach happened because a single employee failed to implement software fixes, the company’s former chief executive told members of Congress on Tuesday.

The New York Times reports that Richard F. Smith, who stepped down last week, repeatedly apologized to the members of the House Energy and Commerce Committee — and the American people — for the security lapse.

“Angry members of the committee tore into Mr. Smith and pressed him on how a credit bureau of Equifax’s size, responsible for safeguarding billions of sensitive records on Americans’ financial lives, could have allowed so much data to escape, unnoticed,” write Tara Siegel Bernard and Stacy Cowley.

Read the NYT article.

 

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Tax Reform Plan Makes C Corporations More Appealing

Taxes - IRS - Internal Revenue ServiceThe Republican tax reform plan released this week proposes changes that are likely to make C corporation structures more appealing to U.S. business owners and investors, according to a post on the website of Androvett Legal Media & Marketing.

“The reduction of the top corporate tax rate from 35 percent to 20 percent could certainly lead to a renewed interest in C corporations,” said Dallas tax lawyer Nathan Smithson of Jackson Walker LLP. “An investment in a corporation is subject to two levels of federal income taxation – once at the corporate level, and then again when a distribution is made out of the corporation to the investor. The proposed 20 percent corporate tax rate would make this investment far more palatable.

“The plan also lowers rates for partnerships and LLCs. However, investors and business owners who do not want to subject themselves to the more complex partnership tax rules – including paying taxes on their share of entity-level income – may now want to convert their entities to corporations,” said Smithson, who advises corporations, LLCs and partnerships on federal tax planning.

“An original investment in stock of a qualifying small business corporation can be sold tax-free if held for five or more years. A drop from a 35 percent to a 20 percent rate may make this type of investment a no-brainer for investors looking to minimize their overall taxes on corporate income.”

 

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Yerra Conference Europe for In-House Legal & Compliance

The 5th Annual Yerra Conference Europe will be in London on Oct. 11, 2017, at Glaziers Hall.

Yerra says it will be an exclusive event for legal, IP, eDiscovery and compliance professionals, with speakers from UBS, Roche, BT, GSK and more.

2017 AGENDA

09:00 – 09:30 | Breakfast and Registration

09:30 – 09:40 | Welcome Message and Yerra Update
Rajitha Boer, Founder & CEO, Yerra Solutions

09:40 – 10:55 | Keynote Address – When Governance Controls Fail
Michael Woodford, Author, Whistle-blower and former President and CEO of Olympus Corp.

10:55 – 11:15 | Morning Break & Book Signing (Michael Woodford)

11:15 – 12:00 | Establishing an End-to-End In-house eDiscovery Service in a Global Financial Services Institution
Siegrun Heberle, Executive Director, UBS
David Kern, Director, Head Data Processing & Hosting, eDiscovery Technology Service, UBS

12:00 – 12:30 | Panel Discussion on Regulatory Trends
Catherine Contiguglia, London-based Finance Reporter, Politico
Aditya Prakash, Chief Innovation Officer & Head of Client Services, Yerra Solutions

12:30 – 13:30 | Networking Lunch – The Story of London Bridge
Vanessa Harding, Professor of London History, University of London

13:30 – 14:30 | Everything You Always Wanted to Know About High Performing Teams (But Were Afraid to Ask)
Max Huebner, Director Corporate Legal and Tax, PGGM N.V.
Chris Fowler, General Counsel, BT

14:30 – 15:15 | Spend Management Simplified
Karin Bruehlmann,Head of Legal Service Controlling, Roche

15:15 – 15:25 | Afternoon Break

15:25 – 16:10 | Managing Third Party Risk in the Supply Chain
Anthony Kenny, Assistant General Counsel, GlaxoSmithKline

16:10 – 17:10 | Afternoon Keynote – Assessing Risk and Making Better Decisions
Caspar Berry, Professional Poker Player & Risk Expert

17:10 – 17:15 | Closing Discussion & Wrap Up
Jerome Raguin, Global COO, Yerra Solutions

17:15 – 19:30 | Networking Reception & Poker Workshop

Register for the event.

 

 




Trump’s Impact Felt in Supreme Court Labor Rights Cases

When the Supreme Court opens its 2017 term on the first Monday in October, its very first cases will serve as a stark reminder of why elections matter, predicts USA Today.

Reporter Richard Wolf writes that the upcoming term stands “a real chance of being a one-two punch against workers’ rights,” says Claire Prestel, associate general counsel for the Service Employees International Union.

Wolf points out how things have changed:

When the court was asked to hear three cases on labor arbitration agreements last September, Barack Obama was president, Hillary Clinton was heavily favored to succeed him, and federal appeals court Judge Merrick Garland was in line to replace the late Antonin Scalia. Garland had a strong record of defending workers’ rights.

Read the USA Today article.

 

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The Evolving Role of the GC in Risk and Crisis – Complimentary Article

Risk managementThe National Association of Corporate Directors has published an article that outlines five key steps to help companies prevent negative headline events and respond when a crisis can’t be avoided. The article can be downloaded from the NACD website.

With social media as an accelerant, a smoldering corporate crisis or failure can almost instantly flare into the firestorm of a viral headline event. In this recent interview in NACD Directorship magazine, Robert E. Bostrom outlines the five key steps companies can follow. He strongly recommends that companies take the following measures:

  • Establish an enterprise-wide risk committee.
  • Proactively evaluate and prioritize a broad portfolio of risks.
  • Empower the GC as the representative on risk to the board.
  • Use risk management as a business tool for evaluating strategies, plans, and investments.
  • Strategize and plan for managing negative events.

Bostrom provides some strong insights into the role of the GC in both preventing and managing crises. He also offers his thoughts on how boards and management must align in order to prevent (or survive) headline events.

Download the article.

 

 




White Paper: Electronic Signature Security & Trust

eSignLive by VascoeSignLive by Vasco has published a white paper discussing the importance of making sure electronic signature providers meet the highest security standards. The paper can be downloaded from eSignLive’s website.

Security is at the core of a trusted digital experience between a company, its employees and customers, says eSignLive.

That means more than simply passing an audit. eSignLive recommends taking a broader view of e-signature security that also addresses:

  • Choosing the appropriate level of authentication
  • Protecting signatures and documents from tampering
  • Making it easy to verify e-signed records
  • Ensuring vendor-independent records
  • Verifying the vendor has a consistent track record of protecting customer data
  • Creating end-to-end trust through white-labeling and integration with your existing IAM framework

Download the white paper.

 

 




Announcing LawGeex 4.0 – Contract Review Automation

LawGeexLawGeex, developer of an AI contract review platform for businesses, has launched product enhancements that provide more control, speed and consistency than ever before.

LawGeex combines machine learning algorithms and text analytics to quickly review and approve everyday contracts, helping businesses answer the question “Can I sign this?”

The new features and significant design upgrade empower customers to have deeper and wider control of their AI-powered reviews, contract editing and approval process, the company said in a release.

One of the main features of the latest release is more granular control when creating legal policies in the LawGeex Policy Center. The introduction of specific variations of legal concepts allows businesses more granular control in clause concepts they want to see — and do not want to see — in contracts before signing them. Based on these pre-set policies, the LawGeex’s AI can automatically accept, red flag or reject clauses in incoming contracts., and a revamp of LawGeex’s Action Center.

Another feature of the new release is a revamp of LawGeex’s action center — where the contract can be edited after the AI’s first line of defense. When reviewing a contract within LawGeex, customers can now clearly see which of their policies were applied to each clause and can red-line the contract within the platform, instantly inserting their company’s standard clause language with one click (LawGeex also provides default language). Users also have full visibility on their company’s clause definitions, fallback positions, tips, and more, during the editing process, bringing an unparalleled transparency and cohesiveness between a company’s policies and the actual contract review. The enhancements also include improved layout for LawGeex AI-reviewed contracts. Clauses are grouped simply by their status as “Missing” or “Present”, and reviewers are simply able to manually override the acceptance or rejection of clauses.

Read more about the release.

 

 




Register for the Innoxcell Annual Symposium – USA Series

The Innoxcell Annual Symposium 2017 USA Series (IAS) scheduled for Oct. 12 in San Francisco focuses on USA – Asia Cross Border Litigation and Investigation matters.

The event will be at Park Central – 50 Third Street San Francisco, CA 94103 (Financial District).

This conference is for U.S. companies operating in Asia. C-level, In-house counsel, compliance, audit and risk professionals should attend to gain insight knowledge on cross border litigation, investigation, data privacy, mitigation risks and antitrust matters.

‘Complimentary tickets are available  for corporate counsel, compliance, investigation and risk professionals.

Topics 

  • Crossing Border: Dispute Resolution, Corporate Compliance and Investigations
  • Fighting Fraud, Bribery and Corruption
  • Carried Out Antitrust Investigation in Asia
  • Procurement Fraud – Prevent – Detect and Investigate
  • Criminal Defense and Dealing with the Investigating Authorities
  • Economic Uncertainty, Unethical Conduct: How Should Over-Burdened Compliance Functions Respond?
  • Legal Risk Control of Investment & International Joint Venture – Due Diligence, Core Terms, Negotiation and Execution
  • Fraud, Bribery & Corruption Impact on International Arbitration
  • The Bedtime Story – A Journey to the Dark Side of International Business and Steps to Protect Your Organization
  • Mastering Internal Investigations in Japan and Asia Pacific
  • Using AI and Visual Analytics for Investigations

Register for the symposium.

 

 




Texas AG Files Suit Against 3 Businesses for High Prices in Storm’s Aftermath

A North Texas gas station chain is among the Texas businesses named in price-gouging lawsuits filed in the wake of Hurricane Harvey, attorney general Ken Paxton’s office announced Tuesday.

One gas station was reported to have charged $6.99 for a gallon of regular gas, and another reportedly charged almost $10. A motel franchisee also attracted the AG’s attention.

“Robstown Enterprises, Inc., which operated the Best Western Plus Tropic Inn in Robstown, charged three times its normal room rate during the weekend Hurricane Harvey hit, authorities said. The news release said Best Western has since ended its relationship with the company,” according to KXAS -TV reporters Brian Roth and Wayne Carter.

Texas law prohibits businesses from charging exorbitant prices for drinking water, food, clothing and fuel during a declared disaster.

Read the KXAS article.




Exclusive Download: Chief Legal Officers 2017 Survey

ACCThe Association of Corporate Counsel has published the ACC Chief Legal Officers 2017 Survey, a vital tool providing legal departments with proprietary benchmarks to help them prepare for resourcing, staffing, and budgeting in the coming year.

Based on responses from nearly 1,100 in-house counsel in 42 countries, the survey offers an opportunity for CLOs to compare their practices to CLOs around the globe.

The 2017 report includes an executive summary, key findings, benchmarking, and a question-by-question analysis of key metrics such as:

  • Key issues CLOs face
  • Staffing by annual revenue and industry
  • Budget changes and plans for 2018
  • Resourcing
  • Internal and external spend

Readers of General Counsel News may receive a 10 percent discount on the survey report by using the code CLOSAVE10.

Download the survey report.

 

 

 




Lawyer Admonished for Helping Client Leak GE Docs to Media

A prominent attorney to whistle-blowers was admonished by a Washington disciplinary panel for helping a fired General Electric in-house attorney leak damaging information about GE to law enforcement officials and journalists, according to a Bloomberg Law report.

Plaintiffs’ lawyer Lynne Bernabei represented Adriana Koeck, who was also a respondent in this case. The ethics charges against Bernabei, Koeck, and a third lawyer—Notre Dame Law Professor G. Robert Blakey—were tied to events that occurred after GE fired Koeck in 2006, explains reporter Samson Habte.

Bernabei and Blakey allegedly advised Koeck to leak confidential GE documents that Koeck downloaded to support a whistle-blower retaliation claim against the company under the Sarbanes-Oxley Ac.

Read the Bloomberg article.

 

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Phones for VW Lawyer, Emissions Tester Were Lost or Wiped Clean

Volkswagen AG’s top U.S. lawyer and the leader of its emissions-testing lab in California are among the employees whose mobile devices were either lost or erased as the company’s diesel cheating scandal emerged, according to court records made public on Thursday, reports Bloomberg.

David Geanacopoulos, VW Group of America’s senior vice president for public affairs and public policy, was general counsel when, he reported, he lost his phone while en route to Los Angeles International Airport on Dec. 1, 2015, according to the records.

And the company cell phones of Anna Schneider, VW’s senior vice president of industry and government relations, and Matthias Barke, senior director of VW’s emissions test center in Oxnard, California, were “wiped” or erased of data in the months after the U.S. Environmental Protection Agency announced VW had rigged its vehicles to pass pollution tests, according to the report by Ryan Beene and Margaret Cronin Fisk.

Read the Bloomberg article.

 

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