SEC Proposes Amendments to Require Use of Universal Proxy Cards
The Securities and Exchange Commission today voted to propose amendments to the proxy rules to require parties in a contested election to use universal proxy cards that would include the names of all board of director nominees. The proposal gives shareholders the ability to vote by proxy for their preferred combination of board candidates, similar to voting in person. “The proposed changes would allow shareholders to vote by proxy in a manner that more closely replicates how they can vote in person at a shareholder meeting,” said SEC Chair Mary Jo White. “This change would allow shareholders through the proxy…
Read MoreEmbraer Paying $205 Million to Settle FCPA Charges
The Securities and Exchange Commission today announced a global settlement along with the U.S. Department of Justice and Brazilian authorities that requires aircraft manufacturer Embraer S.A. to pay more than $205 million to resolve alleged violations of the Foreign Corrupt Practices Act (FCPA). The SEC’s complaint alleges that Embraer made more than $83 million in profits as a result of bribe payments from its U.S.-based subsidiary through third-party agents to foreign government officials in the Dominican Republic, Saudi Arabia, and Mozambique. Embraer allegedly created false books and records to conceal the illicit payments, and also engaged in an alleged accounting…
Read MoreJohn W. Berry Named Associate Regional Director for Enforcement in Los Angeles Office
The Securities and Exchange Commission today announced that John W. Berry has been named Associate Regional Director for Enforcement in the agency’s Los Angeles Regional Office. Mr. Berry succeeds C. Dabney O’Riordan, who became Co-Chief of the Enforcement Division’s Asset Management Unit in June 2016. In his new role, Mr. Berry will oversee the Los Angeles office’s enforcement efforts in southern California, Arizona, Nevada, and Hawaii along with fellow Associate Regional Director Alka Patel. Since 2011, Mr. Berry has led the Los Angeles office’s litigation program as its regional trial counsel, managing cases pending both in federal courts and administrative…
Read MoreSEC Charges Board Member With Insider Trading During and After Board Meeting
The Securities and Exchange Commission today charged a Tennessee-based lawyer who served on the executive committee of the board of directors at Nashville-based Pinnacle Financial Partners with insider trading based on nonpublic information he learned about an impending merger. The SEC alleges that James C. Cope obtained more than $56,000 in ill-gotten gains by purchasing securities in Pinnacle’s acquisition target, Avenue Financial Holdings, prior to the banks’ joint public announcement later that month. According to the SEC’s complaint, Cope learned confidential details about the planned merger during a board executive committee meeting on Jan. 5, 2016, and proceeded to place…
Read MoreCompany and Former Executives Paying Penalties for Accounting Violations
The Securities and Exchange Commission today announced that a Houston-based technology solutions company has agreed to pay a $2.5 million penalty to settle charges that it overstated profits in one of its business segments. Two then-executives at the company agreed to settle charges that they caused the violations to meet internal targets. The SEC’s order finds that after being pressured to improve the financial performance of the energy infrastructure segment at FMC Technologies, the segment’s controller Jeffrey Favret and a business unit controller Steven Croft artificially reduced the value of a liability the company recorded for employee paid time off. …
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