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Prosecution and Defense of Stock Option Backdating Cases
After Michael E. Clark reviewed then-emerging issues in the area of stock option backdating in last December's issue of Business Crimes Bulletin, former Brocade Communications Systems, Inc. CEO Gregory Reyes was found guilty of backdating-related crimes despite what most observers agree was a vigorous and well-funded defense. United States v. Reyes, No. 06-0556 (N.D. Cal., jury verdict, Aug. 7, 2007). This article discusses four critical issues likely to influence future backdating cases.
Backdating Is Not a Garden Variety Stock Fraud
Backdating is different from conduct typically alleged as stock fraud because it is not in itself illegal. So long as the backdating of options is accompanied by proper accounting treatment and public disclosure, there is no securities law violation. Backdating cases thus have come to be thought of largely as accounting cases. As a result, a potent potential defense has emerged for corporate officers who may have known backdating was occurring but, because they did not have hands-on responsibility for their company's financial or accounting practices, were unaware of the accounting or disclosure consequences of that practice. This defense does not exist with more common forms of alleged stock fraud where, for example, a defendant would be unlikely to claim that he or she was aware of revenue manipulation but didn't understand that such manipulation had accounting consequences or had to be disclosed.
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Yachts, Jets, Horses & Hooch: Specialized Commercial Leasing Models
Defining commercial real estate asset class is essentially a property explaining how it identifies — not necessarily what its original intention was or what others think it ought to be. This article discusses, from a general issue-spot and contextual analysis perspective, how lawyers ought to think about specialized leasing formats and the regulatory backdrops that may inform what the documentation needs to contain for compliance purposes.
Hyperlinked Documents: The Latest e-Discovery Challenge
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Risks and Ad Fraud Protection In Digital Advertising
The ever-evolving digital marketing landscape, coupled with the industry-wide adoption of programmatic advertising, poses a significant threat to the effectiveness and integrity of digital advertising campaigns. This article explores various risks to digital advertising from pixel stuffing and ad stacking to domain spoofing and bots. It will also explore what should be done to ensure ad fraud protection and improve effectiveness.
Turning Business Development Plans Into Reality
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