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Cooley LLP

SEC’s Investor Advisory Committee discusses tracing in §11 litigation and shareholder proposals—will they recommend SEC action?

Cooley LLP on

Last week, at the SEC’s Investor Advisory Committee meeting, the Committee discussed two topics described as “pain points” for investors: tracing in §11 litigation and shareholder proposals. In the discussion of §11 and...more

Morris, Manning & Martin, LLP

IRS Provides Two-Year Window to Appeal ERC Denials

Tens of thousands of businesses have received letters from the IRS denying their Employee Retention Credit (ERC) claims. The IRS is in the process of sending many more ERC denial letters. Previously, the IRS only allowed 30...more

Jones Day

Ohio Bankruptcy Court Adopts "Actual Test" to Determine Whether Certain Unassignable Contracts Can Be Assumed in Bankruptcy

Jones Day on

Disagreement regarding the interpretation of section 365(c) of the Bankruptcy Code has led to divergent rulings among the bankruptcy and federal circuit courts regarding whether a bankruptcy trustee or chapter 11 debtor can...more

Thomas Fox - Compliance Evangelist

Argentieri Speech and 2024 ECCP: Data Access and Data Analytics

Deputy Assistant Attorney General Nicole M. Argentieri’s speech highlighted a critical shift in the DOJ’s approach to evaluating corporate compliance programs. As outlined in the updated 2024 Evaluation of Corporate...more

Winstead PC

The Corporate Transparency Act Requires Reporting of Beneficial Owners

Winstead PC on

The Corporate Transparency Act (the "CTA") became effective on January 1, 2024, requiring many corporations, limited liability companies, limited partnerships, and other entities to register with and report certain...more

J.S. Held

Lending Climate in America – 3rd Quarter 2024 Survey

J.S. Held on

With inflation still affecting the US economy, lenders are now focused on the economic impact of the upcoming presidential election. Lenders’ expectations for the US economy’s performance in the longer term – beyond the next...more

Conyers

日本企業のケイマン諸島持株会社上場

Conyers on

日本の音響制作会社のBloomZは最近、Nasdaqでそのケイマン諸島持株会社を上場しました。弊事務所は日本の事業会社のケイマン諸島持株会社によるIPOに従事しており、日本企業が香港またはNYSE/Nasdaqで上場する際にかかるケイマン諸島持株会社ストラクチャーを採用することがなぜ有益なのか、本稿でご説明したいと思います。...more

Seyfarth Shaw LLP

California Mandatory Climate Disclosure Laws Move Forward With Little Concession

Seyfarth Shaw LLP on

Seyfarth Synopsis: As discussed in our prior legal update available here, in 2023, California enacted two laws that mandate certain climate-related emissions disclosures and financial risk reporting for thousands of public...more

The Volkov Law Group

The Four Sanctions Compliance Cases that Everyone Should Know (Part I of IV)

The Volkov Law Group on

The Justice Department has repeated on several occasions that it intends to aggressively prosecute corporations for sanctions and export controls violations. The “New FCPA” is how the Justice Department characterizes its...more

Thomas Fox - Compliance Evangelist

Argentieri Speech: 6 Key Takeaways for the Compliance Programs

On Monday, Principal Deputy Assistant Attorney General Nicole M. Argentieri spoke at the Society of Corporate Compliance and Ethics 23rd Annual Compliance & Ethics Institute. ( A copy of her remarks can be found here.) She...more

Conyers

Listing Japanese Companies Using Cayman Holding Companies

Conyers on

Having recently completed the listing on Nasdaq of BLOOMZ, the Cayman Islands incorporated holding company of a Japanese audio production company, and being currently engaged to act on a number of IPOs of Cayman Islands...more

Integreon

Reinforcing Greatness in Your Business

Integreon on

Good afternoon! Welcome back to Scaling Greatness, a newsletter from Integreon focusing on amplifying business excellence and innovation. ...more

Williams Mullen

PODCAST: Williams Mullen's Raising Capital 101: A Securities Podcast - What Makes it a Securities Offering?

Williams Mullen on

On this episode of Raising Capital 101, host Tom Voekler is joined by special guest, Mike Beville of Beville Properties and colleagues Rhys James and John Watson to discuss if it matters who invests in your company? Does it...more

Copo Strategies + Law Firm Editorial Service

Are you overlooking this connection between law firms’ thought leadership and their rates?

Research suggests clients are willing to pay a premium to work with law firms that consistently produce merely “good” thought leadership. Does your law firm want to charge clients premium rates for its services? If so,...more

Guidepost Solutions LLC

Why Corporate Accountability for Criminal Behavior Makes Due Diligence More Crucial Than Ever

The U.K. Economic Crime and Corporate Transparency Act 2023 (“the Act”), passed in October 2023, strengthens the U.K. Government’s efforts to compel companies to weed out fraud, corruption, and other criminal activity. The...more

Ankura

Navigating the NY DFS Cybersecurity Amendments: A Timeline for 2024 Through 2025

Ankura on

In December 2023, the New York Department of Financial Services (NY DFS) issued amendments to the cybersecurity requirements, originally adopted in 2017, which include expanded control requirements and stricter reporting...more

Dechert LLP

CFTC Finalizes Rule 4.7 Amendments, Defers Key Disclosure Requirements

Dechert LLP on

The CFTC has finalized portions of its proposed October 2023 amendments to CFTC Rule 4.7. The CFTC moved forward on: Raising the thresholds for qualification of certain investors in private funds commodity pool operators...more

Dechert LLP

BIS Enhances Its Voluntary Self-Disclosure Process and Related Enforcement Guidance

Dechert LLP on

The U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) published a final rule (the “Rule”) regarding changes to the provisions of the Export Administration Regulations (the “EAR”) governing voluntary...more

Dechert LLP

Social Media Ownership: Court Applies 2nd Circuit’s Novel Test

Dechert LLP on

We have previously written an OnPoint about the law concerning ownership of social media accounts in light of the explosive growth in the use of such media for commercial advertising, product development and customer...more

King & Spalding

Workers in ‘Standby’ Mode – and Other UK Updates

King & Spalding on

Next month’s update will cover the eagerly awaited new government’s employment law reforms, to be announced mid-October 2024. Some details are emerging, including that ‘day one’ termination rights will be subject to a...more

Freiberger Haber LLP

Questions of Fact Exist as to Plaintiff’s Standing to Commence Action Where Form of Company Changed From Corporation to LLC

Freiberger Haber LLP on

This BLOG has frequently addressed issues related to a party’s standing, in many different contexts, to commence litigation. In prior BLOG articles we have explained that in order to prosecute a lawsuit, the plaintiff must...more

Thomas Fox - Compliance Evangelist

Shout Outs and Rants – Episode 141

Welcome to the only roundtable podcast in compliance as we celebrate our second century of shows. In this episode, we take up a potpourri of topics. We have the quartet of Matt Kelly Jonathan Armstrong, Jonathan Marks, and...more

Katten Muchin Rosenman LLP

SEC Revises Tick Size, Access Fees and Round-Lot Definition and Takes Steps to Disseminate Odd-Lot and Other Better Priced Orders

On September 18, the Securities and Exchange Commission (SEC or the Commission) adopted amendments to Rule 612 (Tick Sizes) and Rule 610 (Access Fees) under Regulation NMS under the Securities Exchange Act of 1934, as amended...more

Wilson Sonsini Goodrich & Rosati

“You Promised What?!” Warranties and Disclosure in the UK and the U.S.

Determining “certainty of asset” is a key element of any investment. When an investor takes a minority position as it does in a typical venture or growth capital investment, the approach to ascertaining certainty differs...more

Allen Matkins

The One Where Everyone Got The Statute Wrong

Allen Matkins on

In yesterday's post, I discussed the Court of Appeal's unpublished opinion in Milks v. Affirmed Techs., LLC,  2024 WL 1502944 (Cal. Ct. App. Apr. 5, 2024), reh'g denied (Apr. 30, 2024).  That case involved claims against a...more

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