Author Archives: Kathryn Reimann

SEC Adopts Amendments to Rule 10b5-1

by Alex Bahn, Erika Robinson, and Alan Wilson

From left to right: Alex Bahn, Erika Robinson, and Alan Wilson

In a surprising 5-0 vote, the SEC on December 14, 2022 adopted amendments to Rule 10b5-1, the SEC’s rule governing pre-arranged trading plans, as well as amendments to related disclosure and other rules. The amendments impose significant restrictions on the adoption and use (from an affirmative defense perspective) of Rule 10b5-1 trading plans by directors, officers, and persons other than issuers. The amendments also include several new disclosure and reporting requirements.

The SEC explained in the adopting release that the amendments are “designed to address concerns about abuse of the rule to trade securities opportunistically on the basis of material nonpublic information in ways that harm investors and undermine the integrity of the securities markets.” Continue reading →

SCOTUS Overrules Roe v. Wade – Part IV: The Impact of Dobbs on Data Privacy – FTC v. Kochava

by Shoba Pillay, Madeleine V. Findley, Ann M. O’Leary, Anne Cortina Perry, Dawn L. Smalls, Alison Stein, and Philip B. Sailer

The Federal Trade Commission (FTC) recently filed a complaint against a data broker alleging that the collection and sale of precise location data significantly harms consumers, especially if the data contains information regarding travel to and from specific sensitive locations, such as reproductive healthcare clinics. The outcome of the case could have a substantial impact on the FTC’s authority to enforce consumer protection laws and will likely inform how companies handle consumer data to which they have access. The FTC’s complaint follows guidance the Biden administration issued to federal agencies, including the FTC, to take actions to protect consumers’ privacy in connection with reproductive healthcare services after the Supreme Court’s decision in Dobbs v. Jackson Women’s Health Organization (“Dobbs”)[1]. The outcome of the case could have a substantial impact on the sale and collection of consumer location data and the FTC’s authority to enforce consumer privacy protections.

Continue reading →

Deterring Corporate Crime: Implications of Expressive Law and Empirical Psychology for Corporate and Individual Liability for Organizational Misconduct

by Jennifer Arlen and Lewis A. Kornhauser

In our forthcoming article, we develop a framework based on empirical evidence that identifies the optimal structure of corporate and individual liability when laws can deter through two channels: their ability to set social and ethical norms that express social condemnation (“expressive channels”), as well as through formal sanctions. We show that corporate liability is vital to the law’s ability to deter individuals from engaging in organizational misconduct through expressive channels. We also show that, in order to deter through either channel, governments must ensure that they reliably detect and sanction most individuals and companies who commit crime. Finally, we show why countries should not exempt companies from corporate liability based solely on their adoption of an ostensibly effective compliance program.

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UK Crypto Regulation: Cryptoasset Exchange and Custodian Wallet Providers Now Required to Report on Suspected Breaches

by Mark Beardsworth, Kevin Roberts, and Duncan Grieve

The UK authorities are taking further steps to bring crypto businesses within the regulatory perimeter. As of 30 August 2022, cryptoasset exchange and custodian wallet providers are required to comply with the reporting obligations implemented by the Office of Financial Sanctions Implementation (“OFSI”). Crypto firms are now required to inform OFSI as soon as practicable if they know or reasonably suspect a person is subject to sanctions or has committed an offence under financial sanctions regulations. Breach of a financial sanction is a criminal offence in the UK, punishable by up to seven years in prison and/or a monetary penalty.

This development is highly significant as there have been concerns that Russia may be using cryptoassets and exchanges to evade the financial sanctions imposed following its invasion of Ukraine by the UK, the United States, the European Union, Canada and Japan. UK action mirrors recent steps taken by the Biden administration. In August, the US Office of Foreign Assets Control imposed sanctions on a cryptoasset ‘mixing service’ that allegedly has laundered over US$ 7 billion over the past three years and follows an executive order signed earlier this year that enhanced the US government’s ability to restrict the use of cryptoassets in illicit finance.

Given the tragic human cost of the ongoing conflict in the Ukraine and the intensity of governmental, media and regulatory focus on financial sanctions, it seems highly likely that the crypto sector will be targeted for further investigation and enforcement by authorities on both sides of the Atlantic. Crypto businesses with a connection to the UK (including branches) should ensure that they have the appropriate systems and controls to comply with these new requirements. Continue reading →

PCCE Welcomes Its New Executive Director, Joseph Facciponti

Photo Portrait PCCE is pleased to announce that Joseph (“Joe”) Facciponti will be joining PCCE as our new Executive Director on September 12, 2022. The Executive Director is instrumental to PCCE’s success. The ED works with PCCE Director and NYU Law Professor Jennifer Arlen to conceive and direct PCCE events; edits our blog, Compliance & Enforcement; and directs our Student and Senior Fellow programs. The ED also plays an important role in actively maintaining PCCE’s voice on relevant corporate compliance and enforcement issues, as well as our relationships with our Advisory Board, other NYU School of Law cohorts, and most important, those who share PCCE’s goals and comprise our active community, including those in enforcement, academic, public policy-making and corporate legal & compliance roles, and of course, the law firm and alumni communities.

Joe brings a wealth of practical and topical experience to the ED role, having worked in private practice, as in-house counsel at a major financial institution, and as a federal prosecutor at the Southern District of New York.

Prior to joining PCCE, Joe spent six years counseling corporate clients on financial crime, cybersecurity, and data privacy issues, most recently at Davis Wright Tremaine LLP. He has also served in-house as deputy head of HSBC’s global internal investigations group. After clerkships in both the US District Courts for Southern District of New York and the Southern District of Texas, Joe began a nine-year career in the U.S. Attorney’s office for the Southern District of New York, where he was part of the Complex Frauds and Cybercrime unit, and was awarded the FBI Director’s Award for Outstanding Cyber Investigation in 2010.

As a cybersecurity and privacy expert, Joe has lectured at NYU School of Law, and is an adjunct professor at Cornell Law School/Cornell Tech, where he teaches Cyber Law. He has also spoken at past PCCE events. Joe maintains close ties with the legal community, and is currently the Co-Chair of the New York State Bar Association’s Committee on Privacy, Data Security and Information Technology Litigation, and the former Chair of the NYC Bar Association’s Cybersecurity & Cybercrime Subcommittee of the Information Technology & Cyber Law Committee.

Joe holds a JD from Cornell University, where he graduated magna cum laude and was Editor-in-Chief of the Cornell International Law Journal, and holds a BA in Philosophy from Yale University.

Joe will be assisted by our new Assistant Executive Director, Dr. Carolyn Pautz, whom PCCE welcomed in May 2022. Carolyn comes to PCCE from the Arts Business Collective, where she was most recently the Director of Research and Strategy for Rising Tides Institute. Carolyn holds a MA from NYU, and received her PhD in Philosophy from Temple University in 2019.

Please join us in welcoming Joe and Carolyn. We would also like to thank outgoing ED Julie Copeland for her efforts and contributions during her tenure, which ended mid-August. To assist PCCE as we make the transition between EDs, Senior Fellow and Adjunct Professor Kathryn Reimann will be filling in as Acting PCCE Executive Director in August and September, and helping with Joe’s orientation.

Compliance and Enforcement