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Haynes and Boone, LLP | August 2003

Introduction All companies that engage in international commerce, whether large or small, should develop and implement a corporate compliance policy and training program so that employees, whether based in the US or abroad, are aware of conduct that could create liability for themselves or their company ...

Haynes and Boone, LLP | July 2003

Technology Update Authors Brian D. Barnard Randall E. Colson M. Ann Newton Related Practice Groups Intellectual Property A new California Law (Assembly Bill No. 700, Chapter 1054) went into effect on July 1, 2002 that requires companies who conduct business in California to notify their California-resident customers if their unencrypted personel information may have been stolen as a result of a security breach ...

Haynes and Boone, LLP | July 2003

On Monday, June 30, 2003, the SEC approved new rules proposed and adopted by the New York Stock Exchange (“NYSE”) and the Nasdaq Stock Market (“Nasdaq”) requiring shareholder approval of equity compensation plans or material amendments to existing equity compensation plans ...

Haynes and Boone, LLP | June 2003

Five years ago your CEO told you that your company had to have a “web” strategy. So, you learned everything about the Internet. You hired specialty law firms, bought software, and entered into web development and hosting agreements. You mastered all the web lingo. Now, all of that is passé ...

Haynes and Boone, LLP | June 2003

Discovery for a New Millennium I. THE CHALLENGES OF ELECTRONIC EVIDENCE Computer usage now pervades all elements of society. Most businesses and many individuals conduct a significant percentage of communications through electronic media. E-mail, facilitated by the Internet, has become the dominate form of inter-office and intra-office communication ...

Asters | May 2003

The Internet is a rather young, but a very popular source of information for Ukrainian businesses and consumers. The Internet segment of the market has been actively developed recently and has acquired a high level of commercialization. According to the Ukrainian mass media, the number of Internet users in the Ukraine increased by over 70 % in 2002 ...

As required by Section 403 of the Sarbanes-Oxley Act of 2002, the Securities and Exchange Commission (the “SEC”) has adopted final rules and form amendments mandating the electronic filing, and website posting by issuers with corporate websites, of beneficial ownership reports filed by officers, directors and principal security holders under Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) ...

The SEC’s Final Rules regarding Implementation of Standards of Professional Conduct for Attorneys purport to allow attorneys who appear and practice before the Commission to disclose client confidences to the Commission in three situations: (i) To prevent the issuer from committing a material violation that is likely to cause substantial injury to the financial interest or property of the issuer or investors; (ii) To prevent the issuer, in a Commission investigation or administrative proce

The Most Common Legal Problems Entrepreneurs Encounter and How to Solve Them How to Avoid Snatching Defeat from the Jaws of Victory The Most Common Legal Problems Entrepreneurs Encounter and How to Solve Them Rob Kibby Chuck Powell Haynes and Boone, LLP Areas of Concern Areas of Concern • Ownership Ownership • Employees (and Independent Contractors) Employees (and Independent Contractors) • Tax Matters Tax Matters • Securities Law Matters Securities Law Matters • Accounting M

Two Class Certification Denials Reinforce Rule 23 Adequacy Principles, While Exposing the Fiction of “Lead Plaintiff Groups” Introduction A decade ago, William S. Lerach, of Milberg Weiss Bershad Hynes & Lerach, infamously declared, “I have the greatest practice of law in the world. . . . I have no clients ...

Haynes and Boone, LLP | March 2003

Legal Duties of Directors and Guidelines for Insulating Them From Liability After Sarbanes-Oxley

Haynes and Boone, LLP | February 2003

25th Annual Conference On Securities Regulation and Business Law Problems, Dallas, Texas 1. INTRODUCTION 1.1. Scope of Outline. In the aftermath of the recent failure of Enron and other major companies and the resulting loss of public confidence in the capital markets, the U.S. Congress conducted lengthy investigative hearings to determine the root causes of these problems ...

Haynes and Boone, LLP | February 2003

On January 29, 2003, pursuant to the requirements of Section 307 of the Sarbanes-Oxley Act of 2002, the SEC issued a release adopting a new Rule 205 entitled “Standards of Professional Conduct for Attorneys Appearing and Practicing Before the Commission in the Representation of an Issuer” (the “Standards”) ...

Haynes and Boone, LLP | February 2003

As a part of sweeping corporate governance reforms mandated by the Sarbanes-Oxley Act of 2002, the SEC adopted ethical rules for attorneys who represent public companies and their nonpublic subsidiaries. The SEC rules make it clear that “attorneys can’t get a pass” from participating in corporate wrongdoing and attempt to hold attorneys accountable much like accountants and bankers have been for their roles in corporate financial scandals ...

Haynes and Boone, LLP | February 2003

Common Evidence Problems Discovery for a New Millennium Computer usage now pervades all elements of society. Most businesses and many individuals conduct a significant percentage of communications through electronic media. E-mail, facilitated by the Internet, has become the dominate form of inter-office and intra-office communication. Businesses are also managed in a wide variety of electronic formats, including spreadsheet programs, databases and computer aided design tools ...

Haynes and Boone, LLP | February 2003

First the auditors, then the bankers and now the lawyers. Many have questioned the role of lawyers in recent corporate scandals and expressed the view that lawyers should not be allowed to be bystanders and perhaps even facilitate (whether or not knowingly) corporate wrongdoings ...

Haynes and Boone, LLP | February 2003

The Sarbanes-Oxley Act was passed by Congress and signed into law by President Bush in July 2002 in response to several corporate financial and disclosure scandals. Section 307 of the Act directs the SEC to “issue rules, in the public interest and for the protection of investors, setting forth minimum standards of professional conduct for attorneys appearing and practicing before the Commission ...

Haynes and Boone, LLP | January 2003

Annual International Business Law Institute, International Law Section, Dallas Bar Association A Powerpoint presentation covering the following: Introduction Political Developments Legal Developments Mexican Energy Issues Tax Developments Conclusion

Haynes and Boone, LLP | January 2003

Presentation to the National Investor Relations Institute A Powerpoint presentation covering the following: Impact of SEC Rules Adopted in January 2003 Disclosure Controls and Disclosure Committees Accelerated Filings Real Time Disclosures Certifications M D & A News Releases Update on Regulation FD and Investor Relations Issues Enforcement of Reg ...

Haynes and Boone, LLP | January 2003

On January 23, 2003, the Securities and Exchange Commission (the “SEC”) published new rules under Section 407 of the Sarbanes-Oxley Act of 2002 that will require public companies to disclose whether they have at least one “audit committee financial expert” serving on their audit committees. This Client Alert does not cover the rules recently adopted under Section 407 of the Sarbanes-Oxley Act that apply to registered investment companies ...

Haynes and Boone, LLP | January 2003

On Wednesday, January 15, 2003, the SEC adopted rules implementing Section 406 of the Sarbanes-Oxley Act of 2002 (the “Act”). The SEC’s new rules under the Act require public companies to disclose in each annual report on Form 10-K (U.S. companies), Form 40-F (Canadian companies) or Form 20-F (non-U.S ...

Haynes and Boone, LLP | January 2003

Introduction Copyrights are defined in the Copyright Act as “Original works of authorship fixed in any tangible medium of expression, now known or later developed, from which they can be perceived, reproduced, or otherwise communicated, either directly or with the aid of a machine or device ...

Haynes and Boone, LLP | January 2003

When Regulation FD (Fair Disclosure) was first adopted over two years ago, there was widespread concern that it would have a chilling effect on the disclosure practices of public companies. On November 25, 2002, public companies received their first glimpse of the SEC’s enforcement policies with respect to Regulation FD when the SEC announced the first three enforcement actions under Regulation FD and issued an additional report of investigation relating to Regulation FD ...

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