Podcast
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Hosted by ABA Business Law Section · EN
Podcast by ABA Business Law Section
31episodes
Episodes
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From Boardroom to Courtroom: Episode 6: The Audit Committee Consiglieri
1w ago00:41:16Tap to summarizeFrank M. Placenti is a senior M&A and corporate governance lawyer who chaired the ABA Business Law Section's Corporate Governance Committee during the turbulent pandemic period. The centerpiece of this episode is a story Frank tells about a late-night call from an audit committee dealing with a rogue CEO who had engaged in insider trading and then concealed the resulting SEC investigation from both the company's auditors and its audit committee. Frank designed and managed the audit committee investigation, helped the company hire SEC enforcement counsel to walk the company through resolution with the SEC, recruited new qualified directors to reshape the company's governance and compliance programs, and got the company to the other side intact and without any shareholder litigation. Along the way he lays out lessons every investigative counsel should internalize: Audit committee counsel needs to understand the needs and concerns of the company's independent auditors and regulators and then design the investigation to produce a result that will satisfy both constituencies. Required listening for any lawyer who might one day get that midnight call.
Transcribe →VC Law: Episode 45: Regulation Crowdfunding with Mark Roderick
1w ago00:32:34Tap to summarizeHost Gary J. Ross and Mark Roderick discuss Regulation Crowdfunding (Reg CF), which originated with the JOBS Act. They walk through the mechanics of a Reg CF offering, including the role of crowdfunding platforms (termed “intermediaries”) and the Form C disclosure requirements. Mark highlights concerns with current practices, particularly overly burdensome financial statement requirements and the use of artificially low funding targets. Mark and Gary also address common misconceptions about cap table complications and venture capital follow-on financing. The episode concludes with some Reg CF success stories.
Transcribe →Bad Boys of Bankruptcy: S3E6: Turning Care Into Commerce: The Collapse of Steward Healthcare
2w ago00:38:57Tap to summarizeIn this live episode of Bad Boys of Bankruptcy, Judge Elizabeth Gunn is joined by Sam Maizel and Andrew Troop to break down the Steward Healthcare Chapter 11, a case driven as much by personality as by financial engineering. At the center is Dr. Ralph de la Torre, a surgeon turned executive who helped build a hospital empire through private equity, aggressive expansion, and a controversial strategy of selling the land beneath hospitals while taking billions in long-term lease obligations. The result: a system burdened with debt, billions in rent, and allegations of value extraction, all while critical healthcare services were at risk. This episode explores how one “bad boy” and a high-risk financial model collided with the realities of healthcare, leaving courts, regulators, and communities to deal with the fallout.
Transcribe →Business Bankruptcy Basics: Episode 4: Shielded by the Automatic Stay
2w ago00:33:58Tap to summarizeIn Episode 4 of Business Bankruptcy Basics, hosts Miles Taylor and Ella Vincent are joined by Rob Charles, a partner and leader in Womble Bond Dickinson's Bankruptcy and Creditors' Rights Practice Group, for an overview of one of the most powerful tools in bankruptcy: the automatic stay. Rob walks listeners through what the automatic stay is and who it protects, as well as the major exceptions to the stay and the grounds for relief from the stay under section 362(d) of the Bankruptcy Code. Whether you're a law student or bankruptcy practitioner building your foundational knowledge, or a litigator who may find yourself facing the stay when a party you're suing files for bankruptcy, this episode provides a solid framework for understanding how the automatic stay works in practice. The content of the "Business Bankruptcy Basics" podcast, including any statements made by its hosts or guests, is provided for educational purposes only. This podcast is not intended to be, nor should it be relied upon as, legal advice. Listening to this podcast does not create an attorney-client relationship. The views and opinions expressed in this podcast are solely those of the hosts and guests and do not reflect the positions or opinions of their employers or any organizations with which they may be affiliated. For legal guidance, please consult a qualified attorney.
Transcribe →Bad Boys of Bankruptcy: S3E5: Tom Petters and the Largest Ponzi Scheme in the Midwest
Apr 900:54:19Tap to summarizeIn this episode, host Judge Gunn is joined by attorneys Jim Lodoen of Spencer Fane LLP and Doug Kelley at Kelley, Wolter & Scott, P.A. to discuss Tom Petters, who operated a $3.65 billion Ponzi Scheme based in Minnesota before the scheme unraveled. Doug Kelley shares the fascinating details of the major criminal investigation into Petters that began when Diana Coleman, a participant in the scheme, informed the FBI that Petters owed at least $3.5 billion to victims of his scheme, and agreed to wear a wire to gather evidence against Petters. Petters cloaked his massive Ponzi scheme in a cloak of legitimacy by acquiring significant ownership interests in legitimate companies, including Polaroid, using ill-gotten gains from the scheme. Petters, a prolific salesman, started the scheme by targeting smaller mom and pop businesses, and eventually moved up to soliciting hedge funds to invest in the scheme. Petters used the fruits of the scheme to fund a lavish luxury lifestyle, including multiple luxury homes, a Bentley, and regular trips to Las Vegas. Doug Kelley was ultimately appointed as the receiver for a number of Petters’ entities that were involved in the scheme, which then led them to file several Chapter 11 bankruptcy cases. Jim Lodoen was then tapped in the corporate bankruptcies to assist in recovering fraudulent transfers made from the corporate debtors to the “net winners” of the Ponzi scheme for ratable distribution to all victims of the scheme, including clawing back charitable donations made by Petters using his ill-gotten gains, including (ironically) the John Petters Ethical School of Business at Miami, Ohio which was created using a $5 million donation from Petters. Lodoen also assisted in negotiating a cooperation agreement with the U.S. Attorneys’ office to coordinate recovery efforts across the criminal case and the corporate bankruptcy cases, and ultimately wound up hiring attorneys in at least 32 different countries to assist in recovering funds from “net winners” abroad. Ultimately, the professionals working to recover the funds from “net winners” winded up making a roughly 30% dividend to all victims of the scheme. Petters was ultimately convicted of multiple counts of wire fraud, mail fraud, and money laundering, and was sentenced to 50 years in prison.
Transcribe →Mind the Gap: Episode 26: AI Only Fakes Empathy
Apr 900:57:46Tap to summarizeIn 2023 New York Times journalist Kevin Roose reported that a chatbot had declared love for him and urged him to divorce his wife. Since then stories abound of vulnerable people harming themselves after lengthy exchanges with GenAI chatbots. In a recent instance, a vulnerable teen discussed suicide with a chatbot and asked for feedback about the noose he had fashioned. In yet another instance a clearly delusional person was encouraged to murder his mother and then commit suicide. Medical professionals are concerned that use of chatbots in diagnosis and treatment recommendations without real-time supervision by experienced professionals may lead to harm. GenAI tools have not been designed to fulfill the Hippocratic oath to do no harm. Physicians are asking whether these GenAI tools can be and will be used responsibly. Currently the FDA categorizes chatbot systems as self-help or wellness tools, placing them outside of existing regulatory regimes. In this episode of Mind The Gap: Dialogs on Artificial Intelligence we discuss the implications of GenAI tools with Dr Jane Rosenthal, a seasoned clinician with extensive experience examining medical ethics in the context of a major medical center.
Transcribe →Business Bankruptcy Basics: Episode 3: What’s in the Estate? Understanding Property in Bankruptcy
Mar 2400:32:08Tap to summarizeIn this episode of the Business Bankruptcy Basics podcast, hosts Andrew Still and Miles Taylor sit down with Judge Elizabeth L. Gunn, the sole bankruptcy judge for the District of Columbia, to unpack one of the foundational concepts of bankruptcy law: the bankruptcy estate. Judge Gunn joins the conversation to share insights from the bench, her path into bankruptcy practice, and the nuances she has observed in how debtors and creditors approach the composition of the estate. Together, the group walks listeners through: • What the estate is and when it’s created, including how the estate differs across chapters and why timing matters, particularly between Chapter 7’s petition date snapshot and Chapter 11’s inclusion of postpetition acquisitions. • How “property” is defined under Section 541, with discussion of legal and equitable interests, examples from schedules, and real world illustrations ranging from intellectual property to cryptocurrency, livestock, and more. • Security interests and after acquired property, where the hosts and Judge Gunn explore how liens attach—or don’t—to postpetition proceeds, using accessible analogies like vehicle financing, insurance proceeds, and contract clauses that expand a creditor’s reach beyond the original collateral. This episode offers both newcomers and seasoned practitioners a clear, structured look at a core bankruptcy concept, enriched by Judge Gunn’s practical experience and the hosts’ thoughtful guidance. Tune in to gain a deeper understanding of what really makes up the bankruptcy estate and why it matters. The content of the "Business Bankruptcy Basics" podcast, including any statements made by its hosts or guests, is provided for educational purposes only. This podcast is not intended to be, nor should it be relied upon as, legal advice. Listening to this podcast does not create an attorney-client relationship. The views and opinions expressed in this podcast are solely those of the hosts and guests and do not reflect the positions or opinions of their employers or any organizations with which they may be affiliated. For legal guidance, please consult a professional.
Transcribe →VC Law: Episode 44: Warehousing Investments with Daniel DeWolf of Mintz
Mar 1800:25:10Tap to summarizeHost Gary J. Ross talks with Daniel DeWolf, Co-chair of the VC/EC practice at Mintz and adjunct professor at NYU School of Law, about the practice of venture capital funds warehousing investments. Among the topics Gary and Daniel cover are the reasons fund managers warehouse investments; various structures used for warehousing; disclosure considerations; conflicts of interest; valuation issues; SEC guidance on warehousing and maintaining the venture capital fund adviser exemption for ERAs; and the impact of warehousing on eligibility for the qualified small business stock (QSBS) tax exemption.
Transcribe →From Boardroom to Courtroom: Episode 5: Never Enough: A Forensic Accountant Unwinds the Madoff Ponzi Scheme
Mar 1700:41:40Tap to summarizeIn this latest episode of Boardroom to Courtroom, forensic accountants J.W. Verret and Chris Ekimoff unpack the story of Bernie Madoff's Ponzi scheme — and how forensic accountants unraveled the mystery behind one of history's most audacious financial frauds.
Transcribe →Bad Boys of Bankruptcy: S3E4: Don’t Cash That Until Friday: The Najeeb Khan Check-Kiting Scheme
Mar 1300:36:31Tap to summarizeIn this episode, Judge Gunn is joined by attorneys Nick Miller and Mark Iammartino to discuss the unwinding of one of the largest check-kiting schemes in modern history. Najeeb Khan operated a successful payroll processing company in Indiana in the early 2000s. At some point around 2011, Khan began embezzling funds from his payroll processing company and using an elaborate check-kiting scheme to cover up the missing funds. Between 2011 and 2019, Khan embezzled an estimated $73 million from the scheme, which he used to purchase one of the largest classic car collections in the country (consisting of more than 250 cars including at least one that could also be used as a boat), several airplanes, and multiple luxury residences in Michigan, Florida, and Arizona. The scheme came crashing down in 2019, when Khan abruptly halted the musical chairs of worthless checks he was circulating, leaving Key Bank holding the bag for over $140 million in losses based on funds Khan had wired out of a Key Bank account based on provisional account credits issued against ultimately worthless checks. Mark Iammartino, the Chapter 7 trustee in one of the fifteen (15) bankruptcy cases that resulted from the scheme collapsing, discusses the venue fight that arose when the payroll processing company (and several related entities) filed bankruptcy in Michigan while Khan and a handful of affiliated management companies filed bankruptcy cases in Indiana shortly thereafter, the unusual steps taken to liquidation Khan’s massive classic car collection during the COVID-19 pandemic (which resulted in auction proceeds of over $40 million), and the other steps taken by the trustees and committees to marshal assets and attempt to compensate victims of Khan’s scheme. Khan later pled guilty to bank fraud and attempted tax evasion in a federal criminal case, and was sentenced to just over eight years in prison, and was ordered to pay $148 million in restitution and nearly $10 million in back taxes.
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