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Business Organization Updates

Read Business Organization updates, alerts, news, and legal analysis from leading lawyers and law firms:

RICO Madness: Marijuana Operations Face RICO Challenges in Federal Courts

by McDermott Will & Emery on

Don’t look now cannabis businesses, but your neighbors may be raising a racket. A June decision by the 10th Circuit Court of Appeals in Denver may have opened the doors to new legal challenges to marijuana operations: civil...more

Ten (plus one) things to consider when you do a leveraged finance deal in Italy

by White & Case LLP on

European Leveraged Finance Alert Series: Issue 6 - Legislative changes in Italy (starting from 2012) facilitated leveraged transactions facilitating security in both bank and bond financings and aligning bond and bank...more

It’s Time to Bring Back the Square State Conduit:  If We Build It, They Will Come.

by Dechert LLP on

What in the world have we done to ourselves? Our CRE Securitization business, or at least the conduit part of our business, continues to shrink: $800 billion in outstanding principal balance in 2007 and now, $400 billion? ...more

Second Circuit Declines To Adopt First Circuit's "Extreme Departure" Standard For Assessing Whether An Issuer Has A Duty To...

by Shearman & Sterling LLP on

On June 21, 2017, the United States Court of Appeals for the Second Circuit affirmed a lower court’s decision dismissing a putative class action asserting claims under the Securities Act of 1933 (the “Securities Act”) against...more

Delaware Supreme Court Affirms Dismissal Of Disclosure Claim Based On Subsequent Employment Of Special Committee Chair By Legal...

by Shearman & Sterling LLP on

On June 15, 2017, the Supreme Court of Delaware affirmed dismissal of a putative stockholder class action alleging breach of fiduciary duty by the directors of Blount International, Inc. (“Blount”) and aiding and abetting...more

Supreme Court Limits The Time For Filing SA §11 Suits

by Dorsey & Whitney LLP on

The Supreme Court concluded that the three year limitation period applicable to Securities Act Section 11 claims cannot be extended or tolled. California Public Employees’ Retirement System v. Anz Securities, Inc., No. 16-373...more

SEC Chief Accountant Gives Speech on Credible Financial Reporting in the Capital Markets

On June 8, 2017, SEC Chief Accountant Wesley Bricker gave a speech titled “Advancing the Role of Credible Financial Reporting in the Capital Markets” at the 36th Annual SEC and Financial Reporting Institute Conference. Mr....more

Best in Law: It's a Family Affair! How to Avoid the Pitfalls - Six Legal Tips to Running a Family Business

by Best Best & Krieger LLP on

Many successful businesses are family-owned. There is an unmatched pride that comes from building a business that has the capability of being passed down through generations. Yet, a family business faces unique challenges....more

U.S. Supreme Court Reins in Attempts to Expand Jurisdiction

This past Monday, the U.S. Supreme Court drastically changed the landscape of mass tort litigation. In Bristol-Myers Squibb Co. v. Superior Court of California, the Court found that the State of California did not have...more

Western District Of Washington Allows Securities Fraud Action To Proceed Against Biopharmaceutical Company And Its Senior Officers...

by Shearman & Sterling LLP on

On June 14, 2017, Judge Ricardo S. Martinez of the United States District Court for the Western District of Washington denied a motion to dismiss a putative securities fraud class action against Juno Therapeutics, Inc....more

Supreme Court Will Review Scope of Dodd-Frank Whistleblower Protections for Internal Reports

by Bryan Cave on

On the last day of its current session, the Supreme Court announced it will consider whether the Dodd-Frank whistleblower protections extend to corporate insiders who blow the whistle on their employers by reporting the...more

Uber’s Troubles: A Compliance Wake-Up Call No Matter How Regulated You Are

I can’t help myself; when I read some of the troubling reports about Uber’s workplace culture, which has contributed to executive ousters and the need to hire one of the highest-profile lawyers in the country, I think, “If...more

Delaware Supreme Court Affirms Dismissal Of "Demand-Refused" Derivative Suit Regarding Alleged Misconduct In Foreign Exchange...

by Shearman & Sterling LLP on

On June 19, 2017, the Supreme Court of Delaware affirmed the dismissal of a shareholder derivative suit against the board of directors of The Bank of New York Mellon Corporation (“BNYM”) in which plaintiff had asserted a...more

Proxy Access “Fix-It” Proposals Fizzle

by Dorsey & Whitney LLP on

As the 2017 proxy season winds down, one clear take-away is that shareholder proposals attempting to modify the terms of previously adopted mainstream proxy access bylaws did not fare well. Many of these proposals focused...more

Incorporating Under A Disparaging Name

by Allen Matkins on

In Matal v. Tam, 2017 U.S. LEXIS 3872 (June 19, 2017), the U.S. Supreme Court found the “disparagement clause” of the Lanham Act violates the Free Speech Clause of the First Amendment. The “disparagement clause” prohibits...more

DAY 19 OF ONE MONTH TO BETTER INVESTIGATIONS AND REPORTING-SPECIFIC BENEFITS OF A HOTLINE

by Thomas Fox on

Is your hotline working for you? In an article entitled, entitled “Promoting Effective Us of the Compliance Hotline” José Tabuena provided an excellent example of the power of a hotline. He provide a case study of a company...more

Bond Traders Beat Most Charges In RMBS Fraud Case

by Shearman & Sterling LLP on

On Thursday, June 15, 2017, a Connecticut federal jury delivered a mostly defendant-friendly verdict in the criminal trial of three residential mortgage-backed securities (“RMBS”) traders charged with conspiracy, securities...more

Securitization in Italy: New Market-Friendly Rules Enacted

by Jones Day on

On June 15, 2017, the Italian Parliament approved the Conversion Law of Decree no. 50 of April 25, 2017 ("Conversion Law"). The Conversion Law includes a review of the legal framework applicable to Italian securitization...more

Where Can Your Company Be Sued? The Basics of Personal Jurisdiction

by Ward and Smith, P.A. on

On May 30, 2017, the United States Supreme Court issued an opinion in the case of BNSF Railway Co. v. Tyrrell. Among other things, the case analyzed and reaffirmed the grounds for a company to be sued other than in its home...more

The Oregon Corporate Gross Receipts May Be Dead – at Least for Now

by Garvey Schubert Barer on

For more than a year, I have been discussing the potential that Oregon lawmakers will pass a corporate gross receipts tax. On May 26, 2017, we discussed recent events that would lead a reasonable person to believe that the...more

Jurisdictional Reach of State Courts Limited

The U.S. Supreme Court reversed a closely-watched California Supreme Court ruling on Monday, finding that California state courts did not have specific jurisdiction to hear the claims of nonresident plaintiffs in a class...more

Trust – the Secret Sauce in Corporate Success?

by NAVEX Global on

A recently released ranking of industries by Trust Across America shows that one of the most competitive and financially stressed industries – consumer staples – nevertheless scored highest on a collection of measures that...more

Appraisers’ Valuations Are Light-Years Apart, But Does That Make Them Hired Guns?

by Farrell Fritz, P.C. on

The title of this post notwithstanding, the judge’s decision in the recent, high-stakes stock valuation case I’m about to describe, featuring a clash of business appraiser titans whose conclusions of value differed by almost...more

FCPA COMPLIANCE REPORT-EPISODE 337, JAMES GELLERT ON ASSESSING 3RD PARTY FINANCIAL HEALTH FOR COMPLIANCE

by Thomas Fox on

In this episode, I visit with James Gellert, CEO of RapidRatings, a company which uses a financial dialogue to determine third party supplier health and viability. Gellert explains what supply chain resilience is and how...more

[Webinar] What TC Heartland Means for Your Business: Practical Strategies For The Next Era Of Patent Litigation - June 29th,...

by BakerHostetler on

This timely webinar will provide insight for business leaders and legal counsel on the implications of the recent U.S. Supreme Court decision in TC Heartland LLC v. Kraft Foods Group Brands LLC, which has reshaped procedural...more

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