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'Say on Pay': Where We Are, How We Got Here & Where We’re Headed (10.29.09)
Advisory "Say on Pay" votes burst onto the governance scene this past proxy season, with increasing numbers of shareholder proposals and, for the first time, TARP-required votes at nearly 400 financial issuers. "Say on Pay" has become a rallying cry for all stripes of participants in the corporate governance debate, and has spawned a number of legislative initiatives that would mandate votes at all public companies, across-the-board. At this program, an experienced panel of corporate governance and compensation practitioners will provide:

·a review and analysis of the “Say on Pay” debate, including management, Board, institutional investor and activist viewpoints;

·a recap of the 2009 experience, including an analysis of voting results on traditional shareholder initiated “Say on Pay” proposals and TARP-mandated proposals (including contrasting these results with voting on other compensation-related proposals);

·a look at how companies have been interacting with “Say on Pay” proponents, both before and after the vote;

·an examination of the current status of legislation/regulation and its likely road forward;

·a discussion of the impact of "Say on Pay" on Boards and Compensation Committees; and

·a view on the positioning of the "Say on Pay" debate within the broader "adult conversation" that companies are having with their larger shareholders on executive compensation matters. The program is intended for those who practice in the corporate governance, board advisory, public company, executive compensation, and general corporate areas.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



11th Annual Corporate & Securities Law Update: Doing Deals in the Current Economic Market (5.7.10)
This annual updates program, designed for experienced attorneys, will examine recent regulatory and marketplace developments. A renowned faculty of corporate and securities lawyers from outside firms, in-house counsel and financial services companies will discuss practical ways to comply with the new regulations in the securities, corporate and mergers and acquisitions areas. The program will include helpful SEC and other regulatory interpretive guidance. Other topics will include the latest developments in:

•Summary of recent SEC rule changes

•M&A and other corporate law developments

•Check list of deals that can get done in the current credit environment and how to do them

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



A Practical Guide to LLCs (12.13.10)
In this seminar a panel of experienced business attorneys will provide a practical introduction to limited liability companies (LLCs). The panel will compare the LLC to corporations (including S corporations) as well as partnerships and limited partnerships, citing the advantages and disadvantages of each such entity and how such advantages and disadvantages can shape one’s choice-of-entity decision to utilize an LLC. The panel will walk through the mechanics of forming an LLC including the drafting of the basic operating agreement. Working from actual operating agreements, the panel will review managerial, voting, governance and control structures, typical as well as atypical capital structures and buy-outs and exit strategies. The panel will discuss the use of equity-based incentive compensation arrangements in the context of an LLC and compare them to traditional corporate stock option plans. Throughout its presentation the panel will highlight tax issues and benefits that arise from the utilization of an LLC, discuss new developments in the area of LLC law and provide real-world examples of the use of LLCs in specific businesses and contexts.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



ABCs of Mutual Funds (12.8.10)
This program is a primer on mutual funds in which an expert faculty will provide a general overview including: what is a mutual fund?; the types of mutual funds; organizing, registering and operating a mutual fund; corporate governance in the mutual fund context; and ethical issues presented in investment company representations.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Advising Public Companies: Lessons for In-House & Outside Counsel (4.28.10)
In-house counsel and the outside attorneys who advise public companies must consider a wide array of regulatory requirements and practical considerations that do not apply to privately-held companies. This program, designed for in-house counsel and those seeking to go in-house as well as outside counsel advising their in-house clients, will cover the essentials of board relations, shareholder relations and current corporate governance topics, focusing on issues that are of greatest interest to smaller public companies.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



After the Dust Settles: The Changing Regulatory & Business Landscape for Private Investment Funds & Their Managers (6.29.10)
This program will examine the legislative, regulatory and other developments over the last twelve months and how these developments have affected private investment funds and their managers. In particular, it will focus on compliance challenges faced by chief compliance officers of, and legal counsel to, private equity funds and hedge funds.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



An Introduction to Futures & Derivatives: Practice & Regulation
This program will provide an introduction to the regulation, trading and documentation of exchange-traded futures contracts and over-the-counter (OTC) financial derivatives. It will examine the key federal statutes affecting the futures and OTC derivatives industries, namely, the Commodity Exchange Act, the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as certain important exemptions and exclusions from the federal statutory scheme. It will also examine recent documentation initiatives, litigation, regulatory developments and enforcement actions relevant to a wide range of market participants, including OTC derivatives dealers, futures commission merchants, financial institutions, hedge funds, pension funds, corporations and others.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



Basics of Negotiating & Structuring Private Equity Investments (11.3.10)
This program will provide an overview of the material issues involved in negotiating and structuring private equity transactions. An expert panel will discuss the structure of a typical private equity transaction from the initial phase through to the closing. They will also discuss the current environment and market regarding the private equity industry. Finally, there will be a mock negotiation of a letter of intent for an acquisition.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



Cap & Trade & Governmental Incentives for Renewable Energy
This program will provide you with a primer on new cap and trade of greenhouse gases regulations, carbon credits and renewable energy projects. Also discussed will be: renewable energy projects in solar, wind, biomass/biofuel/ethanol and hydro, sources of government funding and tax credits provided in recent stimulus packages for renewable energy, and recent litigation in the environmental and climate change area. Attendees will leave the seminar with a comprehensive, basic understanding of cap and trade and renewable energy matters. This program will expand attendees knowledge into new practice areas where climate-friendly deals may be able to get done when other work is less active.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



Corporate Compliance 2010: Best Practices & Recent Developments (1.26.10)
This program reviews recent legal and regulatory developments relating to corporate compliance and ethics programs. It also features “deep dives” into two best-practices programs and present practical, cutting edge approaches to staying ahead of the risk curve. Finally, the program explores ways to mitigate compliance challenges of doing business globally.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



Every Contract Is A Litigation Waiting To Happen: Drafting Advice From A Litigator (9.14.10)
Market standard clauses that appear in many business contracts (e.g. choice of law clauses, integration clauses, fee-shifting clauses) often do not work as intended when tested in the court room. This seminar identifies which clauses are subject to repeat litigation, and makes practical drafting suggestions that will reduce the risk of contract disputes. This program will help you draft commercial contracts to: minimize the risk of fraud claims; allocate the risk of vague or ambiguous clauses; clarify the scope of indemnifications; better protect confidential information; avoid waivers of contract rights; better specify what damages can and cannot be recovered; refine the circumstances in which performance is excused; and improve upon dispute clauses.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



Futures & Derivatives 2010(4.9.10)
The program will address the evolving landscape for the regulation, trading and documentation of exchange-traded futures contracts and over-the-counter (OTC) derivatives instruments. In particular it will provide an analysis of important new legislative and regulatory developments in these markets, including those affecting credit default swaps and centralized derivatives clearinghouses. The faculty will examine a number of recent market developments and recent litigation having an impact on OTC derivatives and futures transactions, including important issues arising out of the Lehman bankruptcies. Attendees will leave the seminar with an arsenal of up-to-date information preparing them to advise clients about the regulatory status of futures and OTC derivatives transactions and a fresh perspective on negotiating relevant agreements.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Hedge Funds in the Current Environment (5.21.10)
It has been a time of unprecedented change for hedge funds. After explosive growth, the hedge fund industry has contracted substantially due to the financial crisis. In addition, over the past year there have been fund liquidations, lawsuits by investors, and numerous SEC and other enforcement actions and investigations. New regulation is on its way and the industry is clearly in transition.

This course will provide an overview of the current and proposed rules related to operating a hedge fund. Faculty will discuss how to avoid problems in the enforcement environment and provide best practices for protecting hedge fund advisers from liability. The registration process, requirements applicable to registered advisers, and operating issues involving hedge funds will be examined. Finally, top practitioners and regulators will discuss their views on hedge fund issues.

Although this program is intended for professionals in the hedge fund industry as well as experienced lawyers who practice in hedge funds, lawyers who are interested in developing hedge funds expertise will also benefit.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Hot Topics in SEC Enforcement: A Changing Landscape (3.19.10)
The SEC’s Division of Enforcement has new leadership and is trying to bring cases more rapidly and more aggressively. As a consequence, there have been changes in how the staff conducts investigations, and defense counsel are encountering new challenges and opportunities. Gain current insight to the SEC’s new methods and enforcement priorities from high-level SEC staff, along with veteran defense counsel. The course focuses on the most current and quickly developing areas, including:

· Reorganization of the SEC’s enforcement functions, and new investigative powers and policies;

· Current enforcement priorities;

· Credit crisis-related enforcement initiatives;

· The upswing in insider trading prosecutions;

· Public company exposures: Accounting and financial reporting investigations, foreign payments cases, responding to whistleblower claims; and

· Responding to an SEC investigation: Current strategy, tactics and ethical issues from defense and government perspectives.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



Hot Topics in Structured Finance (3.17.10)
A distinguished panel of structured finance, bankruptcy and accounting professionals will address hot topics in structured finance, including: the effect of the General Growth Properties Chapter 11 cases on structured finance transactions and bankruptcy opinions; ramifications for derivative transactions in the wake of the Metavante decision and its aftermath in the Lehman Brothers Chapter 11 cases; the state of financial reform/regulatory efforts in Washington; changes in accounting and risk-based capital under FASB and FINRA; recent developments relating to rating agencies.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Legal & Ethical Challenges to Investment Counsel in Times of Comprehensive Regulatory Reform (6.2.10)
After three years of disruption in the financial markets, coupled with renewed focus on mutual fund fees, fundamental challenges to investment companies, their directors, advisors and counsel persist. This program will address: the impact of Jones v. Harris and other pending investment advisory fee cases on best practices for Board approval of investment advisory contracts; prospects for money market funds in light of governmental intervention and reform proposals; ethical issues for board members, advisers and their counsel seeking to preserve shareholder value in the face of severe market corrections and financial failures; and the proposed regulatory overhaul of financial institutions and its potential impact on the regulation of mutual funds.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Recent Trends in Foreign Corrupt Practices Act Compliance & Enforcement
The Foreign Corrupt Practices Act (“FCPA”) has now become one of the focal points of the Securities Exchange Commission and the Department of Justice enforcement programs. Enforcement actions, civil and criminal, are on the rise and the cost of resolving FCPA actions is getting even more onerous. At the same time, foreign anti-corruption laws and enforcement are also increasing. U.S. and other multinational companies increasingly face FCPA risks in their varied international business activities. Such risks can, however, be detected and managed before problems arise. An experienced faculty of private practitioners, regulators, and prosecutors will provide an in-depth analysis of the FCPA’s current trends and their implications. The faculty will discuss timely important information on the latest enforcement trends, international developments, compliance best practices, and risk assessment and mitigation.

Topics to be covered include:

* Trends in international cooperation among enforcement officials

* Analysis of recent record setting cases against companies & individuals * Update on FCPA enforcement explosion in Europe & beyond

* Traveling, entertaining and lodging of foreign officials

* Conducting due diligence of foreign commercial intermediaries, agents, distributors and joint venture partners to minimize liability risks

* Overcoming cultural and legal challenges in rolling out a compliance culture * Weighing the pros & cons of voluntary disclosure * Conducting internal investigation in challenging countries

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



SEC Enforcement Actions: Understanding the Legal & Equitable Remedies that the SEC Can Use Against Your Clients (10.19.10)
Many practitioners find themselves negotiating a disposition with the SEC without fully understanding the types of resolutions and sanctions that the SEC can seek. This program will cover the range of legal and equitable remedies currently at the disposal of the SEC. This program will explore the considerations at issue when the SEC chooses between a traditional injunctive proceeding in federal court and an administrative remedy. The panelists will address how the SEC calculates disgorgement and civil penalties in injunctive proceedings. Ancillary forms of relief, such as special masters, monitors, compliance consultants, undertakings and asset freezes will also be discussed. This program will enable you to better counsel your clients concerning SEC actions and to conduct more effective settlement negotiations with the SEC.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Securities Litigation & Enforcement: Current Developments & Strategies (12.9.10)
The financial crisis continues to have a substantial impact on securities litigation and enforcement. While recent court decisions have dramatically altered the litigation landscape, federal and state prosecutors and regulators have undertaken new enforcement and regulatory initiatives. At this program, a faculty of highly experienced securities litigators and government enforcement officials will discuss important developments in securities litigation and enforcement, and they will offer strategies and tactics for prosecuting and defending these cases. The course will offer outside and in-house counsel, as well as other securities professionals, an overview of cutting-edge issues in securities litigation and enforcement, ranging from nuts and bolts principles to sophisticated strategic advice. Topics to be discussed will include:

* Strategies for prosecuting & defending securities class actions & derivative lawsuits

* The impact of Twombly, Iqbal, Tellabs & other Supreme Court cases

* Litigation arising from the Madoff scandal & other Ponzi schemes

* The SEC’s new cooperation initiative

* Criminal investigations of alleged securities law violations

* Morrison v. National Australia Bank and litigation involving foreign securities transactions

* Latest case law regarding class certification

* Update on legislation that will affect securities litigation and enforcement

* Best practices & potential minefields in corporate internal investigations

* Subprime & auction rate securities litigation

And much more!

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



Securities Litigation During the Financial Crisis: Current Developments and Strategies
During the past year, the meltdown of the financial and credit markets has given rise to a substantial increase in the filing of securities class actions as well as investigations being conducted by the SEC, the U.S. Department of Justice, and state and local prosecutors. Meanwhile, recent court decisions have dramatically altered the litigation landscape. At this program an expert faculty of highly experienced and well-known securities litigators will discuss important developments in securities litigation and offer strategies and tactics for prosecuting and defending these cases. The course will offer outside and in-house counsel an overview of cutting-edge issues in securities litigation, ranging from nuts and bolts principles to sophisticated strategic advice. Topics to be discussed will include:

* Strategies for prosecuting and defending securities class actions & derivative lawsuits

* The impact of Iqbal, Tellabs and other recent Supreme Court cases

* Litigation arising from the Madoff scandal and other Ponzi schemes

* Litigation involving foreign securities transactions

* Latest case law regarding class certification

* Best practices and potential minefields in corporate internal investigations

* Subprime and auction rate securities litigation

…and much more!

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



Securities Offering Process: The Basics & Beyond (9.24.10)
This program will provide you with a primer on securities law and then take you through the mechanics of the offering process. The faculty will explain how the SEC works and will provide a sample timetable for an offering. Various types of offerings, such as shelf offerings, initial public offerings (“IPOs”), Rule 144A high yield debt offerings, Reg. D private offerings, PIPEs and SPACs will be explained as well as the advantages of each type of offering in the newly vibrant securities markets. Attendees will leave the seminar with a comprehensive, basic understanding of the securities offering processes.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



Securities Reporting – Best Practices (1.15.10)
This program will overview the various SEC reporting forms and recent SEC trends and developments, including how to prepare Forms 10-K, 10-Q, and 8-K and proxy statements. Current trends in shareholder proposals, ways companies are handling the new proxy statement and corporate governance initiatives, and developments in executive compensation disclosure will also be covered. Best practices related to officer certifications under Sarbanes-Oxley, compliance officers’ duties, and trends in board-level issues will be addressed a well. In addition, issues related to executive compensation and shareholder access proposal will be discussed. New disclosure trends related to climate change and environmental impact as well as difficult market conditions and credit issues will also be considered.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



Standards for Prosecuting Corporate Fraud by Federal & State Agencies: Current Approaches to Privilege Issues (4.29.10)
This program will examine current issues concerning attorney-client privilege following the 2008 revisions to the DOJ guidelines for prosecuting corporate fraud. The faculty will review approaches taken by the DOJ as well as Congress and prosecutorial and other agencies not governed by the DOJ guidelines. The panel will feature federal and state prosecutors and practitioners who will discuss how the guidelines have been applied and review cases in the past 12 months concerning privilege waiver issues in the context of government investigations.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=2



The Complexities of Buy-Sell Agreements Drafting and Preparing Made Simple
Most attorneys represent companies that have two or more owners or individuals who own interests in businesses. Preparing a buy-sell agreement, or the buy-sell provisions of a partnership, LLC, or shareholders’ agreement, involves complex issues of corporate and business law, tax law, estate planning, accounting, and insurance, as well as ethical considerations. This course will cover these aspects of buy-sell agreements. The panel will include corporate, tax, and estate planning attorneys, as well as an accountant and an insurance professional. This program’s updated content will provide CLE credit to all attendees, even if they attended in the past.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



The Dodd-Frank Act & Its Impact on Bankruptcy & Securities Laws (1.11.11)
The Dodd-Frank Wall Street Reform and Consumer Protection Act is said to have been designed to promote financial stability of the United States by improving accountability and transparency in the financial system, to end “too big to fail”, to protect the American taxpayer by ending bailouts, to protect consumers from abusive services, and “for other purposes.” This CLE will explore various parts of the Act and some of the proposed rules to implement it. In particular, this CLE will explore issues related to hedge fund regulation and reporting, the notion of orderly liquidation and systemic risk, corporate governance and other securities related issues, the regulation of derivatives, and the Volcker Rule.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



The Impact of the Current Environment on Private Investment Funds & Their Managers (11.17.09)
This program will examine the impact of the current regulatory and business environment on private investment funds and private investment fund managers, including new developments and how they affect the operations of private investment fund managers.

http://www.legalspan.com/nycbar/catalog.asp?UGUID=&CategoryID=&



The Impact of the Dodd-Frank Act on the Securities Industry: What Broker-Dealers & Investment Advisers Need to Know (10.6.10)
The Dodd-Frank Wall Street Reform and Consumer Protection Act is the most far-reaching financial regulatory reform legislation in decades. Some of its effects are immediate, others are subject to SEC rule-making and regulatory study. In either case, the Act is having a profound effect on the securities industry. This program will present a unique opportunity to learn the latest on the impact the legislation and subsequent rule-making is having on the way you do business. At this program you will hear directly from senior staff at the SEC on the latest developments in rule-making and regulatory policy initiatives that will impact the industry; learn from industry and legal experts about how they are responding to the changes brought by the legislation and the opportunities to comment on pending and upcoming rule-making initiatives; and get practical guidance on what legal and compliance professionals should be doing to adapt to the new regulatory environment.

http://www.legalspan.com/nycbar/onlinecle.asp?UGUID=&CategoryID



A Practical Guide to LLCs and LLPs (Original Live Program Date: 4/2/08)
An expert panel will present a practical guide to the use of LLCs and LLPs. The panel will provide concrete advice on critical formation and early-stage issues, such as the advantages and disadvantages of the LLC/LLP form, a comparison of LLCs and LLPs to corporations, the tax benefits of the LLC/LLP form and the choice of state law. As part of the choice-of-entity discussion, the panel will discuss specific businesses, fact patterns and exit strategies that may dictate the choice-of-entity decision. The panel will describe the mechanics of forming an LLC/LLP and the content of the principal agreements incidental to such formation, including the basic operating agreement. Various management structures and control arrangements of LLCs and LLPs will be examined and considered from different perspectives and in different strategic and investment scenarios. The use of LLPs for law and other professional practices will be discussed, including current issues and events potentially testing their effectiveness with respect to liability. Securities issues will be considered in the context of the formation and growth of an LLC or an LLP. The panel also will examine various executive and other compensation structures in the context of an LLC, including in particular the use of equity-based incentive compensation arrangements and a comparison to traditional corporate stock option plans. The program is intended to provide to practitioners a comprehensive introduction to LLCs and LLPs in a practical and useful context. 4.5 credits in professional practice

http://clecenter.com/programs/description.aspx?id=1928&redirect


An Introduction to Futures and Derivatives: Practice and Regulation (Original Live Program Date: 5/18/07)
This program will provide an introduction to the regulation, trading and documentation of exchange-traded futures contracts and over-the-counter (OTC) financial derivatives. It will examine the key federal statutes affecting the futures and OTC derivatives industries, namely, the Commodity Exchange Act, the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as certain important exemptions and exclusions from the federal statutory scheme. It will also examine recent documentation initiatives, litigation, regulatory developments and enforcement actions relevant to a wide range of market participants, including OTC derivatives dealers, futures commission merchants, financial institutions, hedge funds, pension funds, corporations and others. Provides 4.5 credits in professional practice

http://clecenter.com/programs/description.aspx?id=1689&redirect


Chapter 11: The New Critical Path (Original Live Program Date: 10/28/08)
This program will address the key events that define a typical Chapter 11 case: case commencement, asset sales, and plan confirmation. The panelists will include seasoned restructuring attorneys with experience representing large corporate debtors, secured and unsecured creditors, and/or asset buyers.

http://clecenter.com/programs/description.aspx?id=1927


Credit Derivatives & Bankruptcy Law: What the Securities, Finance & Bankruptcy Practitioner Needs to Know About These Products (Original Live Program Date: 3/10/09)
An expert panel will present a practical guide to credit default swap (CDS) transactions and markets and their possible impact on fundamental debtor-creditor relationships. The focus of which will be in the context of a bankruptcy or workout concerning a CDS's reference obligor. The panel will examine the structure and trading of so called "single-name" CDS, which reference specific corporations or other obligors, as well as index products and CDS based on asset-backed securities. It will also explain the relevant legal and regulatory framework within which CDS trading occurs, including securities and commodities laws, and explore relevant aspects of bankruptcy and restructuring rules and processes. This program provides 2.5 credits in professional practice

http://clecenter.com/programs/description.aspx?id=2091&redirect


Current Ethical Issues in the Practice of Securities Law (Original Live Program Date: 6/18/09)
This program will address ethical and legal issues that corporate and outside counsel face in advising corporations, directors and officers, handling shareholder and derivative suits, and responding to government investigations. The program will present a scenario involving the discovery of possible accounting irregularities at a public company in which panelists will role play various parts, including that of corporate counsel, outside counsel, auditor¿s counsel, and SEC counsel. Topics will include attorney-client privilege when representing a corporate entity, multiple representations, issues regarding internal investigations, responses to client misconduct, issues dealing with outside auditors, and the impact of the Sarbanes-Oxley legislation. This program’s updated content will entitle attendees to CLE credit if they attended the 2007 program. This program provides 2.0 credits in ethics

http://clecenter.com/programs/description.aspx?id=1925&redirect


Ethical Considerations for Corporate Investigations (Original Live Program Date: 9/17/09)
This annual updates program will explore current issues and recent developments relating to ethical duties and responsibilities of attorneys and other participants in corporate internal investigations involving public companies. These issues will be discussed from the point of view of counsel for the corporation, investigating counsel and government representatives. The presentation will touch on a broad array of ethical issues, devoting special attention to current developments concerning prosecution and regulatory strategies, conflicts of interests, protection and waiver of the attorney-client privilege, counseling of employee witnesses, and the federalization of ethical obligations imposed on attorneys under the Sarbanes-Oxley legislation of 2002. This program provides 3.0 credits in ethics

http://clecenter.com/programs/description.aspx?id=1924&redirect


Guarantees, Surety Bonds and Letters of Credit in Bankruptcy: Traps for the Unwary (Original Live Program Date: 11/18/08)
This program will cover the rights and obligations of parties to guarantees, surety bonds and letters of credit when the principal obligor becomes the subject of bankruptcy proceedings. The discussion will encompass issues such as the impact of the automatic stay on the rights of beneficiaries and obligees to pursue claims against guarantors, sureties and letter of credit issuers; the affect of recoveries from third parties on the remaining claim against the debtor; the potential for avoidable transfer liability associated with indirect preferences; and the competing rights of parties to excess proceeds of guarantees, surety bonds and letters of credit.

http://clecenter.com/programs/description.aspx?id=1929&redirect


Hedge Funds in the Current Environment (Original Live Program Date: 4/22/09)
It has been a time of unprecedented change for hedge funds. After explosive growth the hedge fund industry has contracted substantially due to the financial crisis. In addition, over the past year there have been fund liquidations, lawsuits by investors, SEC enforcement actions and investigations, fraud committed on hedge funds and speculation as to coming regulation. The industry is clearly in transition. This course will provide an overview of the rules related to operating a hedge fund. Faculty will discuss how to avoid problems in the enforcement environment and provide best practices for protecting hedge fund advisers from liability. The registration process, requirements applicable to registered advisers and operating issues involving hedge funds will be examined. Finally, top practitioners and regulators will discuss their views on hedge fund issues.

http://clecenter.com/programs/description.aspx?id=2045&redirect


Hedge Funds: Formation, Operation, & Compliance (Original Live Program Date: 9/7/07)
The hedge fund industry has grown exponentially over the past few years and particular hedge funds have been making headline news for both good and bad reasons. The industry has attracted the attention of investors and regulators more than ever. This course will provide an overview of the rules related to operating a hedge fund. Faculty will discuss how to avoid problems in the enforcement environment and provide best practices for protecting hedge fund advisers from liability. The registration process, requirements applicable to a registered advisers and operating issues involving hedge funds will be examined. Finally, top practitioners and representatives of the SEC will discuss the SEC's views on hedge fund issues. Although this program is intended for professionals in the hedge fund industry, as well as experienced lawyers who practice in hedge funds, lawyers who are interested in developing hedge fund expertise will also benefit.

http://clecenter.com/programs/description.aspx?id=1682&redirect


Hot Topics in Bankruptcy Litigation (Original Live Program Date: 10/15/09)
Several recent decisions and cases will have a lasting impact on important issues affecting bankruptcy litigation. At this program, a panel of experts will provide an update of recent developments and trends in the field, including: the scope of the Section 546(e) avoidance safe harbor; the meaning of "payment" of a claim as to third parties; and the strength of the "center of main interest" presumption under Chapter 15 of the Bankruptcy Code.

http://clecenter.com/programs/description.aspx?id=2033&redirect


Negotiating and Documenting Derivatives Transactions (Original Live Program Date: 10/16/08)
This program will provide an overview of legal aspects of the negotiation and documentation of derivatives transactions, beginning with the basics and continuing to more advanced negotiation points and current "hot issues."

http://clecenter.com/programs/description.aspx?id=2038&redirect


Significant Ethical Issues Facing Inside Counsel (Original Live Program Date: 3/4/09)
This program will explore ethics issues of significance to inside counsel and outside counsel working with inside counsel.

http://clecenter.com/programs/description.aspx?id=1995&redirect


Standards for Prosecuting Corporate Fraud by Federal & State Prosecutors & Agencies: The Impact of the Revised Justice Department Charging Guidelines (Original Live Program Date: 6/23/09)
This CLE program will review the revised DOJ guidelines for prosecuting corporate fraud (adopted in August 2008) and related issues, including privilege waiver in the context of investigations by federal and state agencies and prosecutors who are not governed by the DOJ guidelines. The panel will feature federal and state prosecutors and practitioners who will discuss how the new charging guidelines have been applied in practice in the ten months since their adoption and how other agencies have addressed similar issues. This program provides 2.5 credits in ethics.

http://clecenter.com/programs/description.aspx?id=2132&redirect


Structuring and Negotiating Private Equity Investments
This program will provide an overview of the contractual, regulatory, tax and economic issues involved in structuring and negotiating private equity investments from a private equity fund perspective. It will cover basic private equity fund structures and terms, their impact on private equity investments, and associated tax and regulatory issues facing private equity fund investors. In addition to addressing private equity fund structures and issues, topics covered will include co-investment structures and direct private equity transactions, primary and secondary investments in private equity funds, as well as 'direct secondary' investments. The program will also address issues and considerations arising under the US Investment Advisers Act of 1940, the US Securities Act of 1933, the US Employee Retirement Security Act of 1974, and relevant US and non-US tax considerations. Finally, the program will cover recent trends and developments affecting the private equity investment market in light of recent economic and regulatory developments.

http://clecenter.com/programs/description.aspx?id=1931


The Basics of Real Estate Lending(Original Live Program Date: 7/17& 7/24/07)
This basics program will provide an overview of real estate-related loans, including mortgage portfolio loans, securitized loans, mezzanine loans, and construction loans. The speakers will cover, among other things, the application and commitment process, lender concerns, borrower concerns, negotiation hot spots, bankruptcy issues, special purpose entities, and loan opinions.

http://clecenter.com/programs/description.aspx?id=1825&redirect


The Aftermath of the Mutual Fund Scandals: New Ethical Issues from Recent Rulemaking & Legislation
With some $7 trillion under management, investment companies have evolved into a preferred form of investment vehicle and, for some, a bank account substitute. Given its importance as a form of investment to the U.S. retail public, the industry has become the subject of close scrutiny from Congress, Federal and State regulators, as well as self-regulatory organizations. Corporate governance initiatives have extended beyond operating companies to investment companies; directors are being asked to do more. Words, such as "market timing", "late trading", "revenue sharing" and "soft-dollars," are used frequently in the popular press. Recent events have highlighted the regulatory and ethical dilemmas that practitioners in this area face. This program features a panel of investment management lawyers will discuss current developments, with an emphasis on ethical issues, under the Investment Company Act of 1940.

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