Building on board gender diversity requirements, California passed Assembly Bill (AB) 979 in 2020. This statute requires publicly held corporations headquartered in California to diversify their boards of directors with directors from “underrepresented communities,” specifically those individuals who self-identify as
Corporate Governance & Internal Investigations Advisor
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U.S. Supreme Declines to Resolve Circuit Split on False Claims Act Anti-Retaliation Provisions
The U.S. Supreme Court has declined to settle a split among federal appeal courts on whether former employees are covered by whistleblower anti-retaliation protections contained in the False Claims Act (FCA). United States ex rel. David Felten v. William Beaumont…
Fifth Circuit Cases Underscore Need for Attention to Detail in Arbitration Agreements Covering Whistleblower Claims
In the last ten years alone, SCOTUS and Circuit Courts have shaped the way employers craft and use arbitration agreements with their workforce, and the trend shows no sign of slowing down. In the last few months, recent court decisions…
Blowing The Whistle May Not Act As A Shield: The Consequences of Misconduct
That an employee may have engaged in protected activity under The Sarbanes-Oxley Act (“SOX”) does not render their employer unable to address the employee’s subsequent misconduct or other inappropriate behavior. Employers retain the ability to take adverse employment action for…
Diversity, Inclusion & Equity Training for Boards – Not Just a Compliance Exercise
“The most powerful leadership tool you have is your own personal example.” John Wooden
Boards play a pivotal role in establishing an organization that champions, highlights, and capitalizes on diversity, inclusion and equity. Boards must be mindful of how they…
Expanded Protections For Whistleblowers Require Strong Commitment to Compliance Programs
With so much happening during the holidays, who wants to think about preventive steps and corporate compliance? Unfortunately, expansion of New York’s “whistleblower protection” laws coupled with the ongoing pandemic-related return to work issues make it increasingly critical for employers…
SEC Reports Significant Increases In FY2021 Whistleblower Program
Fiscal Year 2021 was a record year for the Whistleblower Program (the “Program”) of the U.S. Securities and Exchange Commission (the “SEC” or the “Commission”). The Commission released its 2021 Annual Report to Congress (the “Report”) last Monday and it…
SCOTUS Declines to Decide Whether Objective Falsity is Required to Establish Liability Under FCA
The question of whether the False Claims Act (FCA) requires a showing of objective falsity will continue to divide the circuit courts following the U.S. Supreme Court’s decision not to address the issue.
To establish liability under the FCA, which…
California Requires Board Diversity and Additional Company Disclosures
On September 30, 2020, California Governor Gavin Newsom signed a bill into law requiring publicly held corporations to further diversify their boards of directors. He also signed a bill requiring that corporations and limited liability companies make additional disclosures.
Assembly…
SEC Adopts Amendments to Whistleblower Program Rules
The Securities and Exchange Commission has voted to adopt numerous amendments to the rules governing its whistleblower program. See https://www.sec.gov/news/press-release/2020-219
The whistleblower program serves as a significant tool for the Commission to encourage individuals to come forward with information regarding…