Current Ethical Issues in the Practice of Securities Law: Investigating Allegations of Fraud in a Public Company

Originally held on Wednesday, November 17, 2021 | 9:00 am – 11:00 am

• Description
• Faculty
• Agenda
• CLE Credit
• Sponsors

• A public company compliance crisis, such as the discovery of possible accounting fraud, can have extreme ramifications, including law enforcement issues, financial reporting and accounting, and ethical complications for counsel – all in a fast-paced scenario in which the company’s survival might hang in the balance. In this high pressure scenario, counsel playing various roles confront difficult judgment calls to protect their clients while recognizing and complying with their own ethical responsibilities.

  Using a role playing format that proceeds through a pre-prepared hypothetical, this two-hour program explores the ethical, strategic, and securities law issues associated with handling a major pubic company compliance crisis that comes to light through an anonymous whistleblower. The panelists present these issues through a pre-prepared series of role-playing vignettes, each proceeding chronologically as the crisis intensifies. We envision five panelists – each playing a specific character in the hypothetical: (1) In-house counsel for the public company; (2) outside counsel for the board’s audit committee; (3) enforcement counsel from the SEC; (4) outside counsel for the public company’s audit firm; and (5) outside counsel for the former CFO who is in the middle of the crisis.

  You Will Learn About:

  • Ethical and SEC issues associated with up-the-ladder reporting for in-house/outside counsel
  • How to respond to document and information requests from the SEC in the high-pressure situation of a quickly unfolding corporate crisis
  • How to respond to and manage public company auditors in the high-pressure situation of a quickly unfolding corporate crisis

  Program Fee:
  $149 for Members | $249 for Nonmembers

  Members who are Recent Law Graduates, Newly Admitted Lawyers (admitted for the first time in any state or country 2019-2021), In-House/Corporate Counsel, Judges, and attorney members who practice within the Government, Academic or Not-for-Profit sectors attend this program for free.

• Harris Fischman
  Paul, Weiss, Rifkind, Wharton & Garrison LLP

  Colleen P. Mahoney
  Skadden, Arps, Slate, Meagher & Flom LLP

  Lara Shalov Mehraban
  Associate Regional Director, Enforcement
  U.S. Securities and Exchange Commission
  New York Office

• 9:00 a.m. – 9:10 a.m.
  Introduction to Hypothetical: Setting up the corporate crisis

  9:10 a.m. – 9:15 a.m.
  Internal Audit to Determine Scope of the Problem

  9:15 a.m. – 9:20 a.m.
  Starting the Internal Investigation

  9:20 a.m. – 9:40 a.m.
  The Outside Auditor

  9:40 a.m. – 10:00 a.m.
  The SEC

  10:05 a.m. – 10:15 a.m.
  The Whistleblower

  10:15 a.m. – 10:30 a.m.
  The CFO’s Counsel

  10:30 a.m. – 10:45 a.m.
  The Obligation to Restate

  10:45 a.m. – 11:00 a.m.
  Q&A Session

• New York: 2.0 Ethics
  New Jersey: 2.1 Professional Responsibility
  California: 1.5 Professional Responsibility
  Pennsylvania: 1.5 Professional Responsibility
  Connecticut: Available to Licensed Attorneys

  Please Note: Newly admitted NY attorneys cannot fulfill ethics or skills credits through our on-demand programs under OCA rules. For more information on this, please see http://www.nycourts.gov/attorneys/cle/changes_for_2016.shtml.

• Sponsoring Association Committees:
  Securities Litigation, Laura H. Posner, Chair
  White Collar Crime, Marshall L. Miller, Chair

  Sponsorship Opportunities are Available! Please Contact:
  Angie Avila, Manager, Membership Outreach and Sponsorships | (212) 382-6608 | aavila@nycbar.org