Tag Archives: John Savarese

Keeping Deferred Corporate Charges Deferred: Some Dos and Don’ts

by John Savarese, Randall Jackson, and Michael Holt

photos of the authors

Left to right: John Savarese, Randall Jackson, and Michael Holt (Photos courtesy of Wachtell, Lipton, Rosen & Katz)

At the heart of every white-collar deferred prosecution agreement (DPA) is the deferral of filed criminal charges and a promise by DOJ to dismiss those charges at the end of a fixed term if the company has lived up to its remedial and other commitments. Breaches of these agreements are rare. But DOJ’s recent letter advising the U.S. District Court for the Northern District of Texas that Boeing breached its obligations under a January 2021 DPA (entered into with DOJ to resolve criminal charges relating to Boeing’s mishandling of FAA reporting concerning its 737 MAX aircraft following fatal crashes of two of those planes) provides a telling reminder of the critical need for companies to design and carry out an effective and comprehensive plan to abide by all terms established under a DPA.

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A New Variation in SEC Insider Trading Enforcement

by John Savarese and Wayne Carlin

Earlier this week, the SEC filed a complaint in the Northern District of California alleging insider-trading charges that may signal a more aggressive approach to enforcement under the agency’s new leadership.  In SEC v. Panuwat (PDF: 326 KB), the SEC charged a corporate executive who learned about an impending acquisition of his employer and then traded in the securities of an unrelated company in the same industry that he anticipated would materially increase in price when his employer’s acquisition was publicly announced. Continue reading →

FCPA Declination Highlights the Importance of Pre-Acquisition Due Diligence and Post-Acquisition Compliance Integration

by John F. Savarese, Ralph Levene, Marshall L. Miller, and Jonathan Siegel

As we have observed, in its early days, the Trump Administration has stressed its intention to maintain continuity in white-collar enforcement, including through its recent extension of the FCPA Pilot Program. Consistent with that approach, the first FCPA action under the new administration was a Pilot Program declination, closing an investigation without enforcement action other than disgorgement. Continue reading →

British Prosecutors Criminally Charge Global Bank and Former Top Executives

by John Savarese and Noah B. Yavitz

Earlier this week, the United Kingdom’s Serious Fraud Office (“SFO”) charged Barclays, its former CEO, and three other former top executives with criminal fraud.  The prosecution stems from a long-running inquiry into whether Barclays failed to adequately disclose 322 million paid to Qatari investors in late 2008, during a period when the bank received billions in funding from affiliates of the Qatari government.  Investigators reportedly examined whether Barclays and its former executives arranged for portions of the payments to be funneled into the Qatari bailout, in violation of British law.  Despite this novel action, market reaction was muted, with Barclays’ shares trading in line with other U.K. banks. Continue reading →

With Cybercrime on the Rise, Financial Regulators Advance Stricter Cybersecurity Regulations

Courtesy of John F. Savarese and Marshall L. Miller

As ever-increasing cyber attacks target companies in the financial sector and beyond, financial regulators in New York and Washington, D.C. have focused their attention on cybersecurity risk. On October 19, federal banking regulators sought comments (PDF: 506 KB), due January 17, 2017, on enhanced cyber risk-management standards for major financial institutions. Meanwhile, the New York State Department of Financial Services (DFS) recently announced detailed regulations, requiring covered institutions — entities authorized under New York State banking, insurance, or financial services laws —to meet strict minimum cybersecurity standards. And yesterday, the Department of Treasury’s Financial Crimes Enforcement Network (FinCEN) issued an advisory (PDF: 332 KB) on the reporting of cyber events under the Bank Secrecy Act. Continue reading →

The SEC and Whistleblowers: A Spotlight on Severance Agreements

by John F. Savarese, Jeannemarie O’Brien, Wayne M. Carlin, and David B. Anders

In the space of one week, the SEC brought two enforcement actions that reiterate its focus on protecting the rights of whistleblowers.  In each case, companies attempted to remove the financial incentives for departing employees to submit whistleblower reports to the SEC.  The result instead was a pair of administrative orders (on a neither admit nor deny basis) finding that each company violated SEC Rule 21F-17, which prohibits any person from taking any action to impede a whistleblower from communicating with the SEC about possible securities law violations.  In the Matter of BlueLinx Holdings Inc. (August 10, 2016) (PDF: 224 KB); In the Matter of Health Net, Inc. (August 16, 2016) (PDF: 160 KB).  For earlier developments in this area, see our memo, “The SEC Opens a New Front in Whistleblower Protection” (April 2, 2015) (PDF: 59 KB).

Both recent cases involved severance agreements entered into with individuals in connection with the termination of their employment relationship, as a condition to the receipt of severance payments and benefits.  Continue reading →