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Is SOX Worth It?
With the imminent phase-in of the SEC rules implementing Section 404 of the Sarbanes-Oxley Act of 2002 (SOX), which requires public companies to issue a management report and submit auditor attestation regarding the adequacy of the company's internal controls over financial reporting, the public debate over the cost-benefit analysis of SOX has intensified. The Sarbanes-Oxley Act and its implementing rules have provoked much controversy in their attempt to strike the right balance between protecting investors and unnecessarily cannibalizing scarce corporate resources owned by those same investors. While the SEC has historically offered concessions to smaller public companies due to the relatively higher regulatory burdens placed on them, it remains to be seen whether the SEC will continue to be sensitive to the burdens on smaller public companies in the implementation of SOX.
Congressional Response to Demand for Radical Reform
The basic policy underlying the U.S. securities laws is to promote informational accuracy and efficiency in the capital markets, thereby creating investor confidence by increasing public disclosure and reducing the informational asymmetry between company and market insiders and the investing public. The theory is that broad access to the capital markets should be available only if an issuer continuously disseminates accurate, reliable, current information.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Legal Possession: What Does It Mean?
Possession of real property is a matter of physical fact. Having the right or legal entitlement to possession is not "possession," possession is "the fact of having or holding property in one's power." That power means having physical dominion and control over the property.
The Anti-Assignment Override Provisions
UCC Sections 9406(d) and 9408(a) are one of the most powerful, yet least understood, sections of the Uniform Commercial Code. On their face, they appear to override anti-assignment provisions in agreements that would limit the grant of a security interest. But do these sections really work?