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Securities Enforcement

Securities Enforcement Counseling and Defense

Author: Samuel J. Winer; Kenneth B. Winer
Publisher: LexisNexis Matthew Bender
ISBN: 9780820553436
Published In: December 2005
Format: Paperback (2 volumes)
Jurisdiction: U.S. ? Disclaimer:
Countri(es) stated herein are used as reference only

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Securities Enforcement: Counseling and Defense is a blend of authoritative analysis and practical insight to defending securities enforcement actions by the SEC, DOJ and other government authorities. Written for attorneys handling securities enforcement matters, it also benefits civil litigators, criminal defense lawyers and corporate counsel. Securities Enforcement: Counseling and Defense analyzes the legal issues, strategies and procedural issues involved in representing clients in the full range of securities enforcement actions, including defending private litigation and criminal investigations. It contains Practice Comments in almost every chapter, and appendices with sample litigation papers, forms, reports, memoranda, selected SEC releases, SEC Rules of Investigation, primary source of relevant securities acts, rules and regulations.

VOLUME 1
Chapter 1 INTRODUCTION
Chapter 2 THE SECURITIES AND EXCHANGE COMMISSION
Chapter 3 OVERVIEW OF SEC ENFORCEMENT INVESTIGATIONS
Chapter 4 THE SEC ENFORCEMENT PROGRAM
Chapter 5 THE FORMAL ORDER
Chapter 6 SUBPOENAS AND THEIR ENFORCEMENT
Chapter 7 DISCLOSURE ISSUES
Chapter 8 INTERNAL INVESTIGATIONS
Chapter 9 PRODUCTION OF DOCUMENTS
Chapter 10 TESTIMONY
Chapter 11 REPRESENTING MULTIPLE WITNESSES
Chapter 12 PRIVILEGES
Chapter 13 THE FIFTH AMENDMENT PRIVILEGE AGAINST SELFINCRIMINATION
Chapter 14 DEFENDING AN INSIDER TRADING INVESTIGATION
Chapter 15 DISCOVERY OF INFORMATION FROM THE SECURITIES AND EXCHANGE COMMISSION
Chapter 16 THE SEC WELLS PROCESS
Chapter 17 SETTLEMENT DISCUSSIONS
Chapter 18 REMEDIES
Chapter 19 SEC ADMINISTRATIVE ENFORCEMENT PROCEEDINGS
Chapter 20 COLLATERAL CONSEQUENCES OF SEC ENFORCEMENT

VOLUME 2
Chapter 21 PRIVATE LITIGATION AND SEC ENFORCEMENT
Chapter 22 STATE SECURITIES ENFORCEMENT
Chapter 23 CRIMINAL PROSECUTIONS
Chapter 24 NASDAQ DELISTING MATTERS
Chapter 25 SRO REGULATORY MATTERS
Chapter 26 INSURANCE
Chapter 27 INTERNATIONAL ISSUES
Chapter 28 SPECIAL ISSUES OF BROKER-DEALERS
Chapter 29 SPECIAL ISSUES OF INVESTMENT ADVISERS AND INVESTMENT COMPANIES
Chapter 30 PCAOB ENFORCEMENT

APPENDICIES
Appendix A Forms, Reports and Memoranda
Appendix B Litigation Papers
Appendix C Selected SEC Releases
Appendix D Selected Provisions from Title 11, BANKRUPTCY CODE
Appendix E Selected Title 18 Provisions
Appendix F Securities Act of 1933 Selected Provisions
Appendix G Securities Exchange Act of 1934 Selected Provisions
Appendix H Securities Exchange Act of 1934, Selected Rules & Regulations
Appendix I SEC Rules of Investigation
Appendix J Sarbanes-Oxley Act of 2002 Selected Provisions
Appendix K Investment Advisers Act of 1940 Selected Provisions
Appendix L Rules and Regulations Under the Investment Advisers Act of 1940
Appendix M Investment Company Act of 1940 Selected Provisions
Index

Samuel J. Winer is a partner in Foley & Lardner LLP¿s Washington, D.C. office. Mr. Winer represents public companies, their auditors, investment bankers, audit and special committees, officers and directors, and securities broker-dealers and other clients in SEC enforcement proceedings, NASD and NYSE proceedings, state regulatory proceedings, litigation, and grand jury investigations. A former staff attorney and special counsel with the U.S. Securities and Exchange Commission¿s Division of Enforcement, Mr. Winer is a frequent speaker and has authored various articles on the defense of SEC investigations and topical issues under federal securities law. Mr. Winer graduated from Wesleyan University (B.S., economics, with honors, 1971) and Boston University School of Law (J.D., 1974), where he was an editor of the Law Review. Following graduation from law school, he served as a law clerk to Chief Justice Thomas H. Roberts of the Supreme Court of Rhode Island from 1974 to 1975.

Kenneth B. Winer is a partner in the Washington, D.C. office of Foley & Lardner LLP and regularly represents individuals and entities in securities investigations, including matters relating to financial reporting and accounting, foreign payments, and insider trading. In this connection, he has represented public companies, public company officers and directors, auditors, attorneys, and law firms. Before joining Foley & Lardner, Mr. Winer was a Branch Chief of the Division of Enforcement at the Securities and Exchange Commission. Mr. Winer speaks and writes regularly on topics relating to the federal securities, including SEC enforcement, internal investigations, third party liability, and the potential exposures of attorneys. He is currently the chair of the D.C. Bar committee on corporate governance and accounting and previously chaired the D.C. Bar Committee on Broker-Dealer Regulation and SEC Enforcement. Mr. Winer graduated from the University of Pennsylvania¿s Wharton School (B.S., finance, summa cum laude, 1978) and Harvard Law School (J.D., cum laude, 1981).