The reinvigorated SEC Enforcement program is creating trends which should be carefully watched by corporate officials since they may enhance their liability. Combining aggressive enforcement and traditional fraud-based theories with others such as negligence-based fraud, control person liability and strict liability, the SEC is expanding its reach while easing its overall burden of proof in many instances. In recent cases it has brought actions against independent directors claiming they lack independence and were liable for fraud since they missed red flags, financial fraud claims grounded in negligence-based fraud, control person claims against officers stemming from underlying FCPA violations and strict liability clawback actions to recover incentive-based compensations while admitting that the officer had no involvement in the underlying wrongful conduct. These kinds of cases, coupled with aggressive interpretations which push the edges of the law, put directors, officers and corporate employees at risk. Join Tom Gorman of Dorsey & Whitney LLP as he explores these emerging, cutting-edge theories and trends, suggests where there are headed in the future, and offers practical steps and strategies to avoid being in their path.
Presenter:
Thomas O. Gorman, Esq. is a partner in the Washington, D.C. office of Dorsey & Whitney LLP. Mr. Gorman, whose practice involves a wide range of civil and criminal securities and business litigation matters, including conducting internal corporate investigations, defending public companies and individuals in SEC and DOJ investigations, and defending securities class action and derivative suits, is Co-chair of the ABA White Collar Crime Securities Section, and a former member of the staff of the Securities and Exchange Commission's Enforcement Division and Office of the General Counsel. He is a frequent speaker and author of articles regarding securities litigation topics and publishes a blog (www.SECActions.com), which comments on trends and current events in SEC and DOJ securities enforcement investigations and actions. Among his other honors, and those awarded for his blog, he has been selected since 2007 for inclusion in Super Lawyers in the area of securities litigation and Washington Business Journal previously recognized him as one of the five top lawyers in Washington, D.C.
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