CorpCast Episode 2: Advancement 101
CorpCast Episode 1: Sections, 204, 205 and In re Numoda
Are there drawbacks to positive thinking in legal transactions?
Homebuilder Series Webinar: Fiduciary Duties & Auditor Liability
FCPA Compliance and Ethics Report Episode 129-Judge Rakoff, Judge Leon and Individual Prosecutions Under the FCPA
Why Every Day Is Proxy Season for Public Companies
Do Employers Have to Pay For All Time Worked?
Do I need an attorney if I am buying or selling a business?
Corcoran: Infighting on Compensation Costs BigLaw Time and Money
Conducting Corporate Internal Investigations
Zimmermann: "Two Class" Partnership Culture Emerging in BigLaw
Appel: Corporate Inversions Could Mean Big Tax Bills For Shareholders
Hedge Funds Word of the Day™ – Accelerated Share Repurchase
Data Privacy: The Next Frontier of Corporate Compliance
Planning For The Exit – What’s Your Exit Strategy?
Hedge Funds Word of the Day™ – CFTC
What are the Implications of Alice v. CLS?
What Questions CEOs and Board Members Should Be Asking Themselves About Tax Inversions
Hedge Funds Word of the Day™ – Derivative
Legal Considerations for Web-Based Start-Ups
An auction of RadioShack assets which concluded this week included the names and physical addresses of 65 million customers and email addresses of 13 million customers. The auction result and transfer of assets is still...more
It doesn’t grow on trees, it’s not in the water, and it doesn’t happen by accident. It didn’t happen overnight, it didn’t happen in a vacuum, and it certainly didn’t come out of thin air. A good retirement plan takes a lot of...more
The exposure draft (ED) legislation removes tax impediments for foreign investors investing into Australia in order to attract foreign investment and promote the use of Australian fund managers.
On March 24, 2015, the Supreme Court issued its much anticipated decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, No. 13-435, 2015 WL 1291916 (Mar. 24, 2015). With some significant...more
The U.S. federal securities laws and the rules of U.S. self-regulatory organizations (such as the Financial Industry Regulatory Authority) impose certain reporting and compliance obligations on investment advisers and funds....more
After seeking comments last fall, the Securities and Exchange Commission (“SEC”) recently approved the Financial Industry Regulatory Authority’s (“FINRA”) proposed rule governing member firms’ verification and investigation...more
Even almost five years after its enactment, the 2010 Dodd-Frank Act continues to add new features to the legal landscape. The most recent such regulation comes from Section 342 of the Act, entitled “Office of Minority and...more
On March 24, 2015, the U.S. Supreme Court held that a pure statement of opinion in a securities registration statement is not an “untrue statement of a material fact” under Section 11 of the Securities Act of 1933 just...more
Today, SCOTUS issued its opinion in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund. In the case, SCOTUS answers these questions: First, when can a statement of opinion be considered a “false...more
In March 2015, the SBIC Funding Corporation completed a pooling of SBA debentures in the amount of $1.16 billion, the largest pooling in the program’s 56-year history. The SBA debentures have a coupon rate of 2.517%. ...more
Founders are often focused on maintaining at least 51% ownership of their companies. With 51%, they will be able to control the Company, and their destiny. At least that’s what they thought. In reality, the 51% control...more
The United States Bankruptcy Court for the District of Massachusetts recently issued a decision in the case of In re Walter D. Catton, Jr. shedding light on the Massachusetts homestead statute and its application to home...more
On March 17, the Securities and Exchange Commission approved amendments to the information barrier rule of the International Securities Exchange, LLC (ISE). As reported in the October 17, 2014, edition of the Corporate &...more
Why is change of control an issue?
In addition to contractual provisions amongst joint venture parties, change-of-control restrictions are often also included in a country’s petroleum laws....more
PitchBook recently released its 1H 2015 VC Valuations and Trends Report that breaks down over 20,000 valuations of private company financings and exits over the past 10 years. The report shows continued increase in median...more
On Friday, March 20, 2015, the SEC announced it will vote on its proposed changes to Regulation A at an open meeting on Wednesday, March 25, 2015. These changes are generally referred to as Regulation A+ and are meant to...more
When a significant stockholder in a publicly-held company is considering plans to take the company private, how soon must the stockholder disclose those plans in a Schedule 13D filing?...more
Earlier today the UK government delivered its last budget before the UK general election in May. Many of the measures were, as one might expect so close to an election, focused on personal rather than corporate taxation....more
On March 19, the U.S. Treasury Department’s State Small Business Credit Initiative (SSBCI) released a new Quarterly Report detailing how the program continues to help small businesses grow and create jobs. More than $1.1...more
China’s recently announced plan to restructure and consolidate its state-owned enterprises (SOEs) focuses on bolstering the private sector of its economy and creating economies of scale to allow Chinese companies to better...more
OSC Investor Advisory Panel annual report.
The Ontario Securities Commission (OSC) Investor Advisory Panel submitted its 2013-14 annual report. The report summarizes the Panel’s current activities and priorities as well...more
One difficulty encountered by national banking authorities during the course of the 2008 global financial crisis was identifying the ultimate parent for the trades made by various subsidiaries of dealers. To assist in...more
Following up on our post from last week on the SEC’s cybersecurity exam sweep, you should also know about FINRA’s recent report on this area. Last month, FINRA published a Report on Cybersecurity Practices that really could...more
On March 12, 2015, SEC Chair Mary Jo White gave a speech at the Corporate Counsel Institute at Georgetown University that shed light on disqualifications, exemptions, and waivers under the federal securities laws. Most...more
In This Issue:
- Civil Code Reform: contracts and obligations
- New Development Bank BRICS
- Employment/Foreign Citizens
- Securities: bondholders; information disclosure
- Excerpt from New Development Bank...more
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