Securities Enforcement

LEADERS

Overview

The Securities Enforcement Practice Group is at the forefront of the fast-paced and ever-changing SEC enforcement and regulatory regime, representing clients in all aspects of securities law enforcement.

From complex “bet the company” investigations and litigation to preventive compliance and targeted training of investment professionals and corporate officials, clients trust Gibson, Dunn & Crutcher’s Securities Enforcement group for its deeply experienced team and track record of success.  Client groups include:

  • Officers and directors
  • Chief compliance officers
  • Issuers
  • Hedge funds
  • Institutional and regional broker-dealers
  • Stock exchanges
  • Mutual funds
  • Global investment banks
  • Auditors

Our lawyers have garnered group and individual honors.  Chambers twice bestowed the Chambers USA Award for Excellence on the team in the Securities Enforcement and Regulation category, noting that Gibson Dunn “enjoys a reputation as having one of the strongest … enforcement practices in the USA” and “is engaged in some of the most challenging and significant matters of recent times.”  In addition, in November 2014 Law360 honored two of our lawyers with its “MVP of the Year Award” in the Securities category.

The Securities Enforcement group has been involved in many of the largest federal and state regulatory investigations concerning:

  • Auction rate securities
  • Structured products
  • Credit default swaps
  • LIBOR
  • Collateralized debt obligations
  • Subprime mortgages
  • Securitizations
  • Executive compensation
  • Accountants’ liability

Our Securities Enforcement team is led by former high-ranking lawyers with the U.S. Securities and Exchange Commission (SEC), the U.S. Department of Justice and the Financial Industry Regulatory Authority (FINRA).  Following the subprime crisis and new legislation, Gibson Dunn was the first defense firm to establish a multidisciplinary whistleblower team to advise clients on the U.S. Dodd-Frank Wall Street Reform and Consumer Protection Act.

Gibson Dunn distinguishes itself by its record of actual litigation wins and deep investigatory experience.  We have extensive proficiency in conducting highly sensitive and time-critical internal investigations involving entities that are simultaneously undergoing regulatory, U.S. congressional and media scrutiny.  Our team of former regulators and prosecutors can effectively guide a firm or individual through multifaceted securities enforcement investigations that have both civil and potential criminal dimensions.

EXPERIENCE & RECENT REPRESENTATIONS

Gibson, Dunn & Crutcher’s Commodities and Derivatives Enforcement group has substantial experience handling Commodity Futures Trading Commission (CFTC) enforcement investigations as well as defending claims brought under the Commodity Exchange Act by the CFTC and private plaintiffs, including class actions.  The group brings together the firm’s unmatched trial capabilities, global government investigation experience, substantive knowledge and cross-disciplinary expertise.  Our lawyers bring a keen understanding of exchange-traded and over-the-counter (OTC) derivatives and physical commodity products, their markets, and their regulatory oversight regimes.  Many of them have substantial experience working at regulatory and law enforcement agencies, including the CFTC, the U.S. Department of Justice (DOJ), Federal Energy Regulatory Commission (FERC), and Securities and Exchange Commission (SEC).  Our firm’s reach allows us to handle all aspects of these often highly complex matters, which can simultaneously include foreign and domestic governmental criminal and regulatory actions, multijurisdictional civil litigation, and U.S. Congressional investigations.  Our Commodities and Derivatives Enforcement lawyers have deep cross-disciplinary proficiency, and they regularly work with our Derivatives team’s regulatory lawyers, who counsel clients on all aspects of derivatives regulation and compliance.  Our lawyers also have comprehensive capabilities and familiarity drafting and challenging rules promulgated under the Commodity Exchange Act and the Dodd-Frank reforms.

Our Commodities and Derivatives Enforcement group has three key strengths.

First, we try cases.  The American Lawyer named Gibson Dunn a Finalist in its 2018 Litigation Department of the Year competition.  This award followed our firm’s unprecedented three wins in this biennial competition – as the 2016, 2012 and 2010 Litigation Department of the Year – and 2014 Finalist honors.  We achieved that distinction because our lawyers regularly try cases, especially complex ones involving interrelated law enforcement, regulatory and civil litigation.

Second, we have a global reach.  Gibson Dunn has vibrant offices worldwide, but of particular importance to commodity and derivatives matters, we have a leading litigation presence in London, the seat of so much commodity and derivatives trading.

Finally, our lawyers have many decades of combined experience in government enforcement and litigation against the CFTC, DOJ, U.S. Federal Trade Commission, UK regulators, and others.  Our lawyers’ knowledge of how government agencies conduct investigations and prosecute enforcement actions enables them to assist our clients in navigating those processes successfully.

RECENT PUBLICATIONS

Private Funds and the Clayton SEC: Out From Under the Microscope?

-August 10, 2018

2018 Mid-Year Securities Enforcement Update

-July 30, 2018

Key Developments in Latin American Anti-Corruption Enforcement

-June 26, 2018

Supreme Court Rules That SEC ALJs Were Unconstitutionally Appointed

-June 21, 2018

Where Have All The Public Company Frauds Gone?

-June 4, 2018

Revisions to the FFIEC BSA/AML Manual to Include the New CDD Regulation

-June 14, 2018

FinCEN Issues FAQs on Customer Due Diligence Regulation

-April 23, 2018

M&A Report – AOL and Aruba Networks Continue Trend of Delaware Courts Deferring to Deal Price in Appraisal Actions

-April 5, 2018

D.C. Circuit Holds That Witnesses in PCAOB Investigations Have the Right to a Technical Expert

-March 26, 2018

ALJs Check Their Own Work, With Unsurprising Results

-March 6, 2018

Court Reevaluates Stockholder Ratification of Director Compensation for First Time in Decades

-February 22, 2018

Second Circuit Vacates Class Certification Order on Price Impact Grounds

-January 19, 2018

2017 Year-End Securities Enforcement Update

-January 10, 2018

The New Pay Ratio Disclosure

-November 22, 2017

The Unrelenting Pace of SEC Insider Trading Actions

-November 2, 2017

The Regulatory Risks of a Deregulatory Environment

-September 19, 2017

Webcast: Reforming Regulatory Reform: What to Expect from the New Leaders at the Financial Regulatory Agencies

-September 19, 2017

2017 Mid-Year Securities Enforcement Update

-July 18, 2017

United States Supreme Court Limits SEC Power to Seek Disgorgement Based on Stale Conduct

-June 5, 2017

SEC Enforcement By the Numbers, And The End of An Era

-March 10, 2017

Compliance Reminders for Private Fund Investors

-February 3, 2017

2016 Year-End Securities Litigation Update

-January 25, 2017

2016 Year-End Securities Enforcement Update

-January 13, 2017

Financial Agenda on Deck at House

-January 11, 2017

Right Back Where We Started From? In Salman, the Supreme Court Clarifies the “Personal Benefit” Test but Otherwise Leaves Undisturbed Insider Trading Contours

-December 7, 2016

The Trump Presidency: Selected Initial Observations and Considerations

-November 15, 2016

Financial Regulatory Reform Under a Trump Presidency: What We Know and What to Expect

-November 14, 2016

Webcast: Election Results and Securities Litigation and Enforcement Trends

-November 11, 2016

Developments and Trends in CFTC Enforcement

-September 7, 2016

Sanctionable Practices at the World Bank: Interpretation and Enforcement

-August 28, 2016

SEC’s Whistleblower Program is Gaining Steam

-August 1, 2016

Evaluating U.S. Fraud and Abuse Compliance Controls, Including Corporate Integrity Agreement Provisions, for a Global Anti-Corruption Compliance Program

-August 1, 2016

2016 Mid-Year Securities Enforcement Update

-July 13, 2016

New European Market Abuse Regime – What Do Non-EU Incorporated Issuers Need to Know?

-June 22, 2016

Disintermediation of Private Equity

-June 1, 2016

Bonus Compensation Clawbacks Are New Norm

-May 30, 2016

Eleventh Circuit Limits SEC Power to Seek Disgorgement and Declaratory Relief

-May 27, 2016

U.S. Supreme Court Narrowly Construes Exclusive Federal Jurisdiction in Section 27 of the Exchange Act, with Helpful Reminders and Potential Silver Linings for Defendants

-May 23, 2016

Recent Developments in CFTC Enforcement

-April 13, 2016

Proposed Anti-Money Laundering Rules Focus on Investment Advisers

-April 5, 2016

SEC Enforcement By The Numbers

-March 8, 2016

SEC Enforcement in the Latter Half of 2015

-February 1, 2016

2015 Year-End Securities Litigation Update

-January 25, 2016

2015 Year-End Securities Enforcement Update

-January 11, 2016

Serious Fraud Office v Standard Bank Plc: Deferred Prosecution Agreement

-December 3, 2015

Resolution Triumphs: Proposed U.S. TLAC and Long-Term Debt Requirements for G-SIBs

-November 18, 2015

Webcast: Compliance Strategies for Private Real Estate Fund Managers

-November 5, 2015

SEC Examinations of Private Investment Funds

-October 29, 2015

SEC Picks Up The Pace On Financial Reporting Fraud Efforts

-October 26, 2015

Dodd-Frank 2.0: The Clinton Program for Financial Regulation

-October 22, 2015

SEC Enforcement Midway Through 2015

-September 30, 2015

SEC Moves in the Right Direction with Proposed Amendments to Rules Governing Administrative Proceedings, but the Changes Do Not Go Far Enough

-September 28, 2015

DOJ’s Newest Policy Pronouncement: the Hunt for Corporate Executives

-September 11, 2015

FinCEN Proposes Regulations That Would Require AML Programs and Suspicious Activity Reporting for SEC Registered Investment Advisers

-September 1, 2015

Mandatory Clearing Makes Its Way to Europe: European Commission Adopts New Rules Requiring Clearing for OTC Interest Rate Derivatives

-August 19, 2015

The Saga Continues: The Northern District of Texas Weighs in on Price Impact Test for Class Certification Post-Halliburton II

-July 29, 2015

The Data Security Governance Conundrum: Practical Solutions and Best Practices for the Boardroom and the C-Suite

-July 21, 2015

2015 Mid-Year Securities Litigation Update

-July 14, 2015

2015 Mid-Year Securities Enforcement Update

-July 13, 2015

’Equalizing’ the Negotiation Process with a Trial-Ready SEC

-June 29, 2015

A Practical Guide to the Use of the Commissioned Public Report as an Effective Crisis-Management Tool

-June 12, 2015

BitLicense Regulations Create Groundbreaking Hurdles

-June 4, 2015

Op-Ed: Welcome News from the SEC on Forum Selection

-June 1, 2015

SEC Proposes Significant Changes to Reporting Obligations for Investment Advisers

-May 27, 2015

Virtual Currency Regulation and Enforcement: Granting of First NY Charter and FinCEN Fine Demonstrate Continued Evolution for Virtual Currency Sector

-May 27, 2015

In Calma v. Templeton, Delaware Court of Chancery Finds Director Compensation Decision Subject to Entire Fairness Review

-May 11, 2015

SEC Hits Hard on Executive Perks

-April 30, 2015

U.S. SEC Adopts Final Rules Implementing “Regulation A+” Offering Exemption for Offerings of up to $50 Million

-April 22, 2015

U.S. SEC Implements Dodd-Frank Act Title VII: Reporting and Public Dissemination Rules for Security-Based Swaps

-April 8, 2015

SEC Brings First Enforcement Action Challenging Employee Confidentiality Agreement Alleged to Impede Whistleblowers

-April 2, 2015

U.S. Supreme Court Issues Long-Awaited Decision in Omnicare, Resolving Circuit Split Regarding Opinion Statement Liability under Section 11 of Securities Act of 1933

-March 25, 2015

What The SEC Enforcement Stats Really Tell Us

-March 4, 2015

The State of SEC Enforcement Heading into 2015

-February 26, 2015

BitLicense 2.0: New York Moves Closer to Comprehensive Virtual Currency Regulation

-February 11, 2015

Securities and Exchange Board of India Announces New Insider Trading Regulations

-February 11, 2015

SEC Permits Five Business Day Issuer Tender Offers for Non-Convertible Debt including Non-Investment Grade Debt

-February 3, 2015

Bitcoin Basics: a Primer on Virtual Currencies

-January 30, 2015

Second Circuit Injects New Life Into Dirks Personal Benefit Test in United States v. Newman

-January 30, 2015

Creating a Clear Circuit Split, the Second Circuit Holds That Failure to Disclose Known Trends or Uncertainties Under Item 303 of Regulation S-K Creates Liability Under Section 10(b)

-January 22, 2015

Private Funds: Preparing for Another Year in the SEC Crosshairs

-January 21, 2015

Developments in Virtual Currency: Regulation and Enforcement Actions Gain Momentum

-January 5, 2015

United States v. Newman: Second Circuit Ruling Portends Choppier Waters for Insider Trading Charges Against Downstream Tippees

-December 15, 2014

SEC Adopts Rule Creating New Regulatory Framework to Strengthen Technological Infrastructure of U.S. Securities Markets

-November 25, 2014

SEC v. Obus: A Case Study on Taking the Government to Trial and Winning

-November 20, 2014

Insights – SEC Enforcement Actions over Stock Transaction Reporting Obligations Offer Reminders for Public Companies and Their Insiders

-October 1, 2014

SEC Plans to Play Insider Trading Cases on Home Court

-September 16, 2014

SEC Enforcement Actions Over Stock Transaction Reporting Obligations Offer Reminders for Public Companies and Their Insiders

-September 11, 2014

The New Standard in Bitcoin Regulation?  New York’s Proposed BitLicense Would Create a Highly Regulated Virtual Currency Industry

-September 10, 2014

SEC Exchange Act Section 20(b): The SEC Enforcement Division Dusts Off an Old Weapon

-September 1, 2014

Second Circuit Holds That the Supreme Court’s Decision in Morrison May Limit Section 10(b) Claims in U.S. Relating to U.S. Transactions Involving Primarily Foreign Securities and Foreign Issuers

-August 25, 2014

A Harbinger of the SEC’s Tough New Approach to Public Company Reporting Fraud

-August 18, 2014

When Supply Contracts are Considered Swaps: The Effects of the CFTC’s Interpretation of Embedded Volumetric Optionality on Derivatives End-Users

-July 29, 2014

Webcast – SEC v. Obus: A Case Study On Taking The Government To Trial And Winning

-July 22, 2014

2014 Mid-Year Securities Litigation Update

-July 15, 2014

2014 Mid-Year Securities Enforcement Update

-July 14, 2014

City of Pontiac v. UBS AG: The Continued Limitation of the Extraterritorial Application of US Securities Laws

-July 1, 2014

A New (Old) Enforcement Tool for the SEC

-June 16, 2014

Second Circuit Requires “Significant Deference” to SEC’s Decision to Enter into Consent Decrees in Regulatory Enforcement Actions

-June 5, 2014

Applying Morrison Extra-Territorial Limits of U.S. Securities Laws, Second Circuit Rejects Claims Regarding Securities Dual Listed on U.S. and Foreign Exchanges

-May 9, 2014

Implications of the SEC’s Increased Focus on Cybersecurity

-May 1, 2014