SEC & Regulatory Investigations & Enforcement Actions

​Public outcry for increased regulation of America’s business and financial communities after the financial crisis and the passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank Act) have caused the SEC to become more aggressive and persistent than it has been in years. The Dodd-Frank Act effectively doubled the SEC's budget over the next five years and the SEC has announced that it intends to hire hundreds of new employees.

Led by a new, aggressive Enforcement chief, inquiries are now routine and can be instituted even by lower-level staff members, penalties for financial and disclosure fraud as well as insider trading have stiffened, criminal referrals are increasing, favorable settlements are much harder to come by, and the SEC is more willing to try cases.

At the same time, self-regulatory organizations (SROs) such as the Financial Industry Regulatory Authority (FINRA) have also stepped up enforcement, the Public Company Accounting Oversight Board (PCAOB) has been declared constitutional and is accordingly also stepping up enforcement, the Commodity Futures Trading Commission (CFTC) has been authorized to investigate "manipulative and deceptive" conduct under the Dodd-Frank Act, and state attorneys general are prosecuting at an increasing rate.

An Experienced Hand to Guide You

From the moment you are first notified of an administrative investigation or enforcement action, our team of experienced litigators, ex-SEC attorneys and ex-federal prosecutors offers you the confidence of experience in guiding you through your response.

We can help craft your initial reply letter in an effort to limit the scope and duration of the investigation and the document production so as to maximize the prospect for a favorable outcome, counsel you on questions of privilege when presented with a document request and advise you on the pros and cons of cooperation agreements.

We regularly work with both companies and accounting firms that are involved in enforcement investigations as well as individuals who need separate representation, including individuals facing parallel SEC and DOJ investigations.

We have broad experience in reaching suitable settlements that avoid costly battles and the negative effects of publicity, and we also have the team and the experience to take matters to trial in appropriate circumstances – an approach that, in turn, often produces more favorable settlements with the regulators.

Such investigations and lawsuits potentially are covered under indemnity agreements and directors’ and officers’ (D&O) policies, which often provide for the advancement of attorneys’ fees and costs in defending such actions. Orrick’s securities litigators and Insurance coverage attorneys can assist you in determining your indemnity and insurance rights. We also have strong relationships with D&O insurance carriers, so and can assist you in working with insurance carriers.

We deal with the staffs of the SEC, PCAOB, SROs, CFTC and state regulatory authorities on a regular basis, and Orrick lawyers are well-known and well-respected by the staff in Washington, D.C., San Francisco, Los Angeles, New York and other regional offices.

The situation may be new and daunting to you, but Orrick’s attorneys are well-versed in the situation and are here to help you through it.

​Nuanced Understanding of Your Situation

Orrick's lawyers have handled a wide variety of investigations and proceedings with the SEC and other regulatory bodies, and have helped clients respond favorably to inquiries regarding, among other things:

  • Accounting Irregularities/SEC Reporting
  • FCPA investigations
  • Insider trading
  • Internal investigations
  • Financial fraud
  • Regulation FD inquiries
  • Attorney and accountant bar proceedings
  • Delisting proceedings
  • FINRA investigations
  • Broker-dealer investigations
  • Public/private securities offerings
  • Market manipulation, and
  • Regulatory compliance matters

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