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Labor & Employment Business Organization Securities

Read need-to-know updates, commentary, and analysis on Labor & Employment issues written by leading professionals.

Lehman Ruling Sets Stage For Future Subordination Contests

In the case In re Lehman Brothers Holdings Inc., 855 F.3d 459 (2d Cir. 2017), the U.S. Court of Appeals for the Second Circuit affirmed a district court order subordinating the claims of former Lehman Brothers employees for...more

In Brief: Second Circuit Reaffirms Broad Scope of Bankruptcy Code’s Subordination of Shareholder Claims

by Jones Day on

Section 510(b) of the Bankruptcy Code provides a mechanism designed to preserve the creditor/shareholder risk allocation paradigm by categorically subordinating most types of claims asserted against a debtor by equityholders...more

In Case You Missed It: Launch Links - August, 2017

by WilmerHale on

Some interesting links we found across the web this week: Congratulations, Your Startup Is Profitable! Now What? Becoming cashflow positive can be exciting and emboldening....more

Brace for 2018: The SEC’s Pay Ratio Rule

The SEC’s Pay Ratio Disclosure Rule is unlikely to be repealed — public companies should plan to comply. Takeaways - •The Financial CHOICE Act, which aims to repeal the CEO pay ratio disclosure rule, is unlikely to...more

In Case You Missed It: Launch Links - July, 2017 #5

by WilmerHale on

Some interesting links we found across the web this week: How to Successfully Go About Acquiring Another Startup - Sometimes your startup can achieve goals quicker through an acquisition. ...more

Nutter Bank Report, July 2017

CFPB Arbitration Rule Will Prevent Firms From Blocking Class Action Lawsuits - The CFPB has approved a new rule that will prohibit banks and other covered providers of certain consumer financial products and services from...more

Unexpected Risks of Early Exercise Incentive Stock Options

by Dorsey & Whitney LLP on

Canadian companies and their outside counsel occasionally ask about the ability to grant early exercise incentive stock options (“ISOs”) to limit the impact of the U.S. alternative minimum tax (“AMT”) to their U.S. employees....more

ESOPs in Iowa Gone Wrong

by Davis Brown Law Firm on

What is an ESOP? An Employee Stock Ownership Plan (ESOP) is an employee benefit plan designed to give company stock to its employees. ...more

A Review of Recent Whistleblower Developments

by Foley & Lardner LLP on

Whistleblower Developments is a periodic report covering significant cases, decisions, proposals, and legislation related to whistleblower statutes and how they may impact your business. ...more

Day 14 of One Month to More Effective Internal Controls-What is COSO?

by Thomas Fox on

This week we turn our attention to COSO, with an introduction to the organization and its framework for internal controls. I will go through the internal controls and how they relate to compliance. Finally, I will end with a...more

IRS Retirement Plan Guidance Simplifies Pre-Approved Plans and Provides Roadmap for Individually Design Plan Conversion

by Benesch on

In Revenue Procedure 2017-41, the IRS makes significant changes to the procedures that it will use in reviewing and approving “pre-approved” retirement plans. The revenue procedure applies to almost all types qualified...more

How To Prepare For Retaliation From Filing Business Divorce Litigation

Many shareholders contemplating getting a “business divorce” have put up with an intolerable situation for years, because they fear that filing a shareholder oppression lawsuit will somehow make matters even worse.  They...more

E.D. Pennsylvania Dismisses Dodd-Frank Whistleblower Claim After Plaintiff Fails to Qualify as a Whistleblower

On July 6, 2017, the U.S. District Court for the Eastern District of Pennsylvania dismissed a whistleblower claim after determining that the plaintiff did not qualify as a whistleblower under the Dodd-Frank Wall Street Reform...more

Tolling Securities Claims: “In No Event” Means ... What It Says

by Latham & Watkins LLP on

US Supreme Court: Securities Act’s 3-year statute of repose is not subject to equitable tolling, providing greater certainty to underwriters. Key Points: ..Case has significant implications for financial Institutions...more

Supreme Court to Determine Whether Internal Whistleblowers Are Protected From Retaliation

by BakerHostetler on

On June 26, 2017, the Supreme Court granted certiorari on an issue that has long divided the federal courts: whether a whistleblower is entitled to protection from retaliation for blowing the whistle internally even if he or...more

Supreme Court to Clarify Definition of “Whistleblower” Under The Dodd-Frank Act

by Dechert LLP on

The U.S. Supreme Court yesterday granted certiorari in Somers v. Digital Realty Trust Inc., a case the Ninth Circuit Court of Appeals decided this past March. This is significant because the Supreme Court may clarify how...more

US Supreme Court Holds that 3-Year Time Limit to Challenge Registration Statements Cannot Be Tolled, Precluding Opt-Out Plaintiffs...

by Dechert LLP on

Officers, directors, and underwriters frequently become targets of securities fraud litigation after a public offering. In a landmark case decided yesterday, the U.S. Supreme Court provides defendants with another tool to...more

U.S. Supreme Court To Review Scope Of “Whistleblower” Under Dodd-Frank

On June 26, 2017, the U.S. Supreme Court agreed to review whether individuals who do not report alleged securities law violations to the U.S. Securities and Exchange Commission are “whistleblowers” protected by the...more

Attention Retail Investors: The SEC Wants to Hear Your Views on the DOL’s Fiduciary Rule

In connection with the Department of Labor’s (“DOL”) fiduciary rule (the “Fiduciary Rule”), key provisions of which became applicable on June 9, 2017, SEC Chair Jay Clayton issued a public statement seeking retail investors’...more

Day 11 of One Month to Better Investigations and Reporting-Investigative Challenges

by Thomas Fox on

Today, I want to consider some of the challenges you may well face during an investigation. I am once again joined by Jonathan Marks, a partner at Marcum LLP and well-known investigations expert. Beyond the basics, a company...more

TechConnect - Your Law Firm Link to Industry News - June 2017

by Mintz Levin on

Seniority Matters - There is little doubt that activity in the trading of secondary shares of private companies remains robust. Private companies are staying private longer and there seems to be an unlimited demand to buy...more

Compliance With the ERISA Fiduciary Advice Rule for Private Investment Fund Managers and Sponsors and Managed Account Advisers:...

The DOL's "fiduciary advice rule" (the "Rule") will take effect on June 9, 2017. The DOL has published FAQs on the implementation of the Rule applicable to the period between June 9th and December 31st (the "Transition...more

DOL revises guidance regarding exercise of shareholder rights by ERISA fiduciaries

by Thompson Coburn LLP on

At the end of 2016, the U.S. Department of Labor (DOL) issued Interpretive Bulletin 2016-1 which provides updated guidance regarding fiduciary obligations with respect to corporate stock held by employee benefit plans that...more

Structured Thoughts: News for the financial services community, Volume 8, Issue 5

Implementing the DOL Fiduciary Rule - Background - On June 9, 2017, key provisions of the fiduciary rule adopted by the Department of Labor (“DOL”) will become applicable for most broker-dealers, as well as many...more

Whistleblower Hotlines: Still a Vital Tool

by NAVEX Global on

Recently the chief compliance officer of a global company asked me: does a company need a telephone-based whistleblower hotline anymore? In our all-technology, all-the-time world, could a company phase out telephone hotlines...more

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