Katten Muchin Rosenman LLP

525 West Monroe Street
Chicago, Illinois 60661-3693, United States

Contact: Vincent A. F. Sergi, National Managing Partner

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Supreme Court Unanimously Rejects Federal Circuit Standards for Indefiniteness and Induced Infringement

The US Supreme Court issued two anticipated decisions on June 2, 2014, relating to the US Court of Appeals for the Federal Circuit's standards for indefiniteness and induced infringement. In the first, Nautilus, Inc. v…more

Definiteness, Indefiniteness, Induced Infringement, Infringement, Nautilus Inc. v. Biosig Instruments

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US Supreme Court Protects Landowners from "Extortionate" Demands by the Government in Land-Use Permitting Decisions, Including Permit Denials

In a 5-4 decision authored by Justice Alito, and joined by Chief Justice Roberts and Justices Scalia, Thomas and Kennedy, the US Supreme Court in Koontz v. St. Johns River Water Management District broadened the protections…more

Dolan v City of Tigard, Fifth Amendment, Koontz v St John's River Water Management, Land Developers, Nexus

See All Updates »

Illinois Employers Take Note: New Law to Limit When Job Applicant's Criminal Record May Be Considered

On July 19, 2014, Illinois Governor Pat Quinn signed into law a statute that limits when an employer may inquire about and consider a job applicant's criminal record. The law, known as the Job Opportunities for Qualified…more

Ban the Box, Criminal Background Checks, Criminal Records, Employee Rights, Job Applicants

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Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld

In City of Providence v. First Citizens Bancshares, Inc., C.A. No. 9795 (Del. Ch. Sep. 8, 2014), Delaware Chancellor Bouchard upheld a bylaw adopted by the board of directors of a corporation incorporated in Delaware providing…more

Board of Directors, Bylaws, Exclusive Jurisdiction, Forum, Forum Selection Clause

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FINRA Postpones Rules on MPID Requirements for ATSs

On October 2, the Financial Industry Regulatory Authority, Inc. postponed the implementation date of the Market Participant Identifier (MPID) requirements for Alternative Trading Systems (ATSs) when reporting weekly volume and…more

ATS, Compliance, FINRA, Market Participants

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A Summary of the New California LLC Law

Effective January 1, 2014, the existing limited liability company (LLC) statute in California (the “Old Act”) will be replaced by the California Revised Uniform Limited Liability Company Act (RULLCA). Actions taken by managers…more

Articles of Incorporation, Choice of Entity, Corporate Charters, Corporate Governance, Corporate Management

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Second Circuit Decision Provides Guidance for Drafting Enforceable Broker-Dealer Agreement Forum Selection Clause

On August 21, the US Court of Appeals for the Second Circuit decided two closely watched appeals regarding the intersection of Financial Industry Regulatory Authority, Inc. (FINRA) rules mandating arbitration of…more

Appeals, Broker-Dealer, FINRA, Forum Selection Clause, Goldman Sachs

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The New gTLD Program: Latest Updates on Brand Protection and the Trademark Clearinghouse

The most significant development in the Internet space in recent years is the ongoing generic top-level domain (gTLD) expansion. (As a reminder, a TLD is what appears to the right of the “dot” in a domain name (i.e., .COM, .ORG,…more

Domain Names, gTLD, ICANN, Internet

See All Updates »

The Katten Kattwalk | Issue 05

In this issue: - The Early Bird Gets the Trademark: Don’t Delay Filing Intent-to-Use Applications - Color Wars: Narrowing Color Claims in Trademark Rights - It’s Good to Be Famous: TTAB Expands Protection…more

Intent-to-Use, International Trademark Protection, Trademark Trial and Appeal Board, Trademarks

See All Updates »

FINRA Requests Comment on a Rule Proposal to Implement the Comprehensive Automated Risk Data System

In December 2013, the Financial Industry Regulatory Authority, Inc. released a concept proposal seeking comments on an initiative to implement the Comprehensive Automated Risk Data System (CARDS), which would be designed to…more

CARDS, Clearing Agents, FINRA, Personally Identifiable Information, Rulemaking Process

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District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

See All Updates »

Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of the Bankruptcy Code

The City of Detroit filed for protection under chapter 9 of the Bankruptcy Code on July 18, 2013,[1] becoming the largest municipality to ever file for bankruptcy. Detroit’s bankruptcy filing presents numerous complicated…more

Chapter 9, Detroit, Municipal Bankruptcy, Municipal Bonds, Municipalities

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Introducing Personal Liability Into Corporate Negligence: An Analysis of the Trek Leather Decision

Are you an owner or officer of a small or midsize business? An import or trade compliance professional? Someone whose job responsibilities include some aspect of the process of importing merchandise into the United States,…more

Appeals, Business Ownership, Civil Monetary Penalty, Corporate Officers, Customs and Border Protection

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Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of the Bankruptcy Code

The City of Detroit filed for protection under chapter 9 of the Bankruptcy Code on July 18, 2013,[1] becoming the largest municipality to ever file for bankruptcy. Detroit’s bankruptcy filing presents numerous complicated…more

Chapter 9, Detroit, Municipal Bankruptcy, Municipal Bonds, Municipalities

See All Updates »

IRS Issues Pronouncement on Virtual Currencies

On March 25, the Internal Revenue Service (IRS) issued Notice 2014-21 (notice) containing guidance and frequently asked questions relating to virtual currencies such as bitcoins. Among other clarifications, the notice states…more

Bitcoins, IRS, Virtual Currency

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CFTC Seeks Comment on ICE Clear Europe Portfolio Margining Proposal

The Commodity Futures Trading Commission has requested public comment on a petition submitted by ICE Clear Europe Limited to amend an order issued by the CFTC on May 30..…more

CFTC, Commodities Exchange Act, Public Comment

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Bankruptcy Court Finds Tenant Cannot Assume Commercial Lease After Waiving Rights to Seek Relief From Forfeiture Under California Law

The US Bankruptcy Court for the Central District of California (the "Court") recently upheld the validity of a commercial lease provision by which a debtor/tenant waived its rights to seek relief from forfeiture (i.e.,…more

Commercial Bankruptcy, Commercial Leases, Commercial Tenants, Forfeiture, Tenants

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Beneficial Owner Disclosure and Its Potential Impact on Global Financial Businesses

As part of the continued international focus on combatting cross-border tax evasion and other financial crimes, during the June 2013 Lough Erne Summit presided over by the United Kingdom (G8 Summit), the G8 countries agreed to a…more

Beneficial Owner, BIS, Cross-Border, Tax Evasion, Transparency

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Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

Supreme Court Rules Patent Claims Ineligible as Abstract Ideas, Affirming Federal Circuit in Alice Corp Pty. Ltd. V. CLS Bank Int'l

In a 9-0 decision written by Justice Clarence Thomas, the US Supreme Court affirmed the decision by the US Court of Appeals for the Federal Circuit in Alice Corp. Pty. Ltd. v. CLS Bank Int'l, Case No.13-298, holding that all of…more

Alice Corporation, CLS Bank, CLS Bank v Alice Corp, Mayo v. Prometheus, Patent Litigation

See All Updates »

Beneficial Owner Disclosure and Its Potential Impact on Global Financial Businesses

As part of the continued international focus on combatting cross-border tax evasion and other financial crimes, during the June 2013 Lough Erne Summit presided over by the United Kingdom (G8 Summit), the G8 countries agreed to a…more

Beneficial Owner, BIS, Cross-Border, Tax Evasion, Transparency

See All Updates »

ICE Futures U.S. Issues Amendments to EFRP Rule and FAQs

On August 8, ICE Futures U.S. revised its rule and frequently asked questions related to exchange of futures for related position (EFRP) transactions. The amendments codify the requirements regarding the simultaneous transfer of…more

EFRP, Futures

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Corporate and Financial Weekly Digest - Volume IX, Issue 40

In this issue: - SEC Division of Corporation Finance Issues New C&DI Related to Rule 147 and Website/Social Media Use - Director of SEC Division of Corporation Finance Gives Speech on Securities Disclosure -…more

Bitcoin, CFTC, Derivatives, Derivatives Clearing Organizations, Disclosure

See All Updates »

US Supreme Court Briefing of Greenhouse Gas Cases Completed — Oral Argument Scheduled for February 24, 2014

Briefing has just concluded in a matter before the US Supreme Court involving challenges to the suite of greenhouse gas (GHG) cases decided by the US Court of Appeals for the District of Columbia Circuit in June 2012. In October…more

Carbon Emissions, Clean Air Act, Environmental Policies, EPA, Greenhouse Gas Emissions

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US Supreme Court Protects Landowners from "Extortionate" Demands by the Government in Land-Use Permitting Decisions, Including Permit Denials

In a 5-4 decision authored by Justice Alito, and joined by Chief Justice Roberts and Justices Scalia, Thomas and Kennedy, the US Supreme Court in Koontz v. St. Johns River Water Management District broadened the protections…more

Dolan v City of Tigard, Fifth Amendment, Koontz v St John's River Water Management, Land Developers, Nexus

See All Updates »

SEC Proposes New Rules for Crowdfunding Exemption

On October 23, the Securities and Exchange Commission voted unanimously to propose new rules that would permit companies to offer and sell securities through “crowdfunding.” Title III of the Jumpstart Our Business Startups Act…more

Crowdfunding, Exemptions, JOBS Act, SEC, Securities Act of 1933

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SDNY Holds No Attorney-Client Privilege Applies to Communications With In-House Legal Department in China

A US District Court in the Southern District of New York recently ordered Bank of China Limited (BOC) to produce thousands of documents that the court found not to be protected by the attorney-client privilege or work-product…more

Attorney-Client Privilege, China, Confidential Communications, Corporate Counsel

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IRS Provides Special Rules for Refund of Employer-Paid Taxes Related to Imputed Income for Same-Sex Spouse Benefits

On September 23, the Internal Revenue Service released Notice 2013-61, which provides special rules for those making claims for refunds or adjustments of Federal Insurance Contributions Act (FICA) taxes and federal employment…more

DOMA, FICA Taxes, IRS, Same-Sex Marriage, SCOTUS

See All Updates »

US Supreme Court Protects Landowners from "Extortionate" Demands by the Government in Land-Use Permitting Decisions, Including Permit Denials

In a 5-4 decision authored by Justice Alito, and joined by Chief Justice Roberts and Justices Scalia, Thomas and Kennedy, the US Supreme Court in Koontz v. St. Johns River Water Management District broadened the protections…more

Dolan v City of Tigard, Fifth Amendment, Koontz v St John's River Water Management, Land Developers, Nexus

See All Updates »

FTC Announces New Filing Thresholds for Hart-Scott-Rodino Pre-Merger Notifications

The Federal Trade Commission (FTC) has announced the new notification thresholds for pre-merger notification reports that must be filed under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). The notification…more

FTC, Hart-Scott-Rodino Act, Pre-Merger Filing Requirements, The Clayton Act

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Medical Staff Bylaws: Compliance Gaps and Best Practices - Part 2

In this presentation: - Reappointment - Exclusive Contracts - Expedited Credentialing - Temporary Privileges - Remedial/Corrective Action - Fair Hearing - Officers -…more

Compliance, Healthcare, Healthcare Professionals, Physicians, Reappointment

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First Bitcoin Swap Proposed

According to Reuters reports on September 12, TeraExchange, LLC, received approval from the Commodity Futures Trading Commission to begin listing an over-the-counter swap that is based on the price of a bitcoin…more

Bitcoins, CFTC, OTC, Popular, Swaps

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Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

The Katten Kattwalk - Fashion Week 2013

In this issue: - New Rules on Use of Child Models - Impact of TTAB Rulings on Court Decisions - Sports Teams’ Logos and Marks May Be Different - It’s Ten O’Clock—Do You Know Where Your Company’s Data…more

Child Labor, Data Protection, Domain Names, Fashion Industry, gTLD

See All Updates »

The New gTLD Program: Latest Updates on Brand Protection and the Trademark Clearinghouse

The most significant development in the Internet space in recent years is the ongoing generic top-level domain (gTLD) expansion. (As a reminder, a TLD is what appears to the right of the “dot” in a domain name (i.e., .COM, .ORG,…more

Domain Names, gTLD, ICANN, Internet

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 5

In this issue: - FTC Announces New Filing Thresholds for Hart-Scott-Rodino Pre-Merger Notifications - SEC Division of Corporation Finance Issues Three C&DIs Relating to “Unbundling Rule” - NFA Members Must…more

Bitcoins, Bundling Rules, CFTC, Derivative Suit, FinCEN

See All Updates »

Clouds on the Horizon for Claim Purchasers in the Third Circuit

In a decision of significance to the distressed claims trading community, the US Court of Appeals for the Third Circuit in In re KB Toys Inc. recently held that any risk or “cloud” of disallowance under the Bankruptcy Code…more

Assignments, Avoidable Transfer, Chapter 11, Commercial Bankruptcy, Disallowance Defense

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LSTA Publishes Revised Documents Effective April 24, 2014

The Loan Syndications and Trading Association (LSTA) has released new forms of its primary trading documents, effective for trades entered into on or after April 24, 2014. The LSTA's updated forms are primarily…more

FATCA, International Tax Issues, Loans, Withholding Tax

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Parkcentral v. Porsche: Second Circuit Opens the Doors of Morrison, and Declines to Apply Section 10(b) to Domestic Securities-Based Swap Transactions

In Parkcentral Global Hub Ltd,. et al. v. Porsche Automobile Holdings SE, et al., Dkt. No. 11-397-cv (2d Cir. Aug. 15, 2014), the US Court of Appeals for the Second Circuit affirmed the lower court’s dismissal of plaintiffs’…more

Appeals, Automotive Industry, Extraterritoriality Rules, Morrison v National Australia Bank, Porche

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IRS Releases Audit Memorandum on Another HTC Transaction

The Internal Revenue Service recently released Field Attorney Advice 20124002F, revealing another attempt on audit to invalidate an allocation of historic tax credits (HTCs) to an HTC equity investor. Although only just made…more

HTC Equity Investor, IRS, Tax Credits

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Supreme Court Rules Patent Claims Ineligible as Abstract Ideas, Affirming Federal Circuit in Alice Corp Pty. Ltd. V. CLS Bank Int'l

In a 9-0 decision written by Justice Clarence Thomas, the US Supreme Court affirmed the decision by the US Court of Appeals for the Federal Circuit in Alice Corp. Pty. Ltd. v. CLS Bank Int'l, Case No.13-298, holding that all of…more

Alice Corporation, CLS Bank, CLS Bank v Alice Corp, Mayo v. Prometheus, Patent Litigation

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

The Gathering Storm: Equity Compensation and 10b5-1 Plans Under Attack

In this presentation: - The Genesis – Merger Objection Cases - The New Wave of Injunction Cases - Say-on-Pay Injunction Cases - Share Issuance Injunction Cases - Post-Vote Derivative Cases -…more

10b5-1 Plans, Compliance, Derivative Suit, Equity Compensation, Injunctions

See All Updates »

FTC Settles With Businesses Who Allegedly Misrepresented US-EU Safe Harbor Certification

Beware: Even if your company substantially complies with the Privacy Principles of the US-EU Safe Harbor, failure to annually re-certify can land you in hot water. Twelve US businesses—ranging from sports teams, to…more

Compliance, Enforcement Actions, EU, FTC, Misrepresentation

See All Updates »

The Katten Kattwalk | Issue 05

In this issue: - The Early Bird Gets the Trademark: Don’t Delay Filing Intent-to-Use Applications - Color Wars: Narrowing Color Claims in Trademark Rights - It’s Good to Be Famous: TTAB Expands Protection…more

Intent-to-Use, International Trademark Protection, Trademark Trial and Appeal Board, Trademarks

See All Updates »

IRS Considers Whether Management Fees of an LLC Are Subject to Self-Employment Tax

A recent response by the Internal Revenue Service Chief Counsel (CCA) to an inquiry from one of its field office agents addressed the question of whether management fees earned by an investment manager organized as a limited…more

Investment Management, IRS, Limited Liability Companies, Limited Partnerships, Management Fees

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Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

SDNY Dismisses False Claims Act Complaint, Finding Relators Misconstrued Medicaid Program Legal Framework

A False Claims Act case against the New York City Department of Education (NYCDOE) was dismissed on March 25, the district court holding that Medicaid providers (such as school districts that provide health services) cannot be…more

DOJ, False Claims Act, Healthcare, Medicaid, Public Schools

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Bridging the Week - October 2014 #3

High-Frequency Trading Firm Pays US $1 Million for Serving Too Much “Gravy” on the Close From June to December 2009 - Athena Capital Research, LLC, a New York City-based high-frequency trading firm, settled charges…more

CFTC, CPOs, Delegation Clauses, Falsified Documents, High Frequency Trading

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SEC Adopts Regulation AB II

On August 27, the Securities and Exchange Commission at an open meeting unanimously adopted Regulation AB II (Reg AB II). The final rule provides significant revisions to Regulation AB, which provides the rules regarding the…more

Asset-Backed Securities, Disclosure Requirements, Dodd-Frank, EDGAR, New Regulations

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SEC to Examine Never-Before Examined Registered Investment Advisers

The Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (OCIE) announced that it is launching an initiative, as part of its existing National Exam Program, to examine investment advisers who…more

Investment Adviser, OCIE, SEC

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District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

See All Updates »

The SEC's MCDC Initiative: Where To Go From Here

Issuers, underwriters and advisors in the municipal bond marketplace are facing unprecedented challenges from federal regulators in connection with both the issuance of bonds and ongoing post-issuance compliance. These…more

Audits, Bonds, Compliance, Enforcement, IRS

See All Updates »

Illinois Supreme Court Issues New Procedural Rules for Foreclosures

On February 22, 2013, the Illinois Supreme Court adopted a set of new procedural rules that will impact both residential and commercial foreclosures in Illinois. The new rules are scheduled to go into effect as early as March 1,…more

Affidavits, Foreclosure, Lenders, Loans, Robo-Signing

See All Updates »

SDNY Holds No Attorney-Client Privilege Applies to Communications With In-House Legal Department in China

A US District Court in the Southern District of New York recently ordered Bank of China Limited (BOC) to produce thousands of documents that the court found not to be protected by the attorney-client privilege or work-product…more

Attorney-Client Privilege, China, Confidential Communications, Corporate Counsel

See All Updates »

California Court of Appeal Strictly Enforces Carveout Guaranty

In “what appears to be an issue of first impression, not only in California, but in the entire country,” the California Court of Appeal in Series AGI West Linn of Appian Group Investors De LLC v. Eves (June 14, 2013) addressed…more

Carve Out Provisions, Contract Drafting, Contract Interpretation, Guaranty Claims

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California Proposes Major Changes to Refinery PSM Standard

The California Department of Industrial Relations (DIR) has proposed a new Process Safety Management standard for oil refineries (the "Refinery PSM Standard"). The proposal, which is a precursor to formal notice and comment…more

Oil & Gas, OSHA, Refineries, Safety Precautions

See All Updates »

FTC Settles With Businesses Who Allegedly Misrepresented US-EU Safe Harbor Certification

Beware: Even if your company substantially complies with the Privacy Principles of the US-EU Safe Harbor, failure to annually re-certify can land you in hot water. Twelve US businesses—ranging from sports teams, to…more

Compliance, Enforcement Actions, EU, FTC, Misrepresentation

See All Updates »

Federal Circuit Issues Decision Affirming Obviousness of a Molecule Patent Claim

On June 12, 2014, the US Court of Appeals for the Federal Circuit issued a precedential opinion affirming the obviousness of a patent claim directed to a drug molecule. Bristol-Myers Squibb Co. v. Teva Pharms. USA, Inc., ___…more

Bristol-Myers Squibb, Obviousness, Patent Infringement, Patent Litigation, Patents

See All Updates »

Supreme Court Rules Patent Claims Ineligible as Abstract Ideas, Affirming Federal Circuit in Alice Corp Pty. Ltd. V. CLS Bank Int'l

In a 9-0 decision written by Justice Clarence Thomas, the US Supreme Court affirmed the decision by the US Court of Appeals for the Federal Circuit in Alice Corp. Pty. Ltd. v. CLS Bank Int'l, Case No.13-298, holding that all of…more

Alice Corporation, CLS Bank, CLS Bank v Alice Corp, Mayo v. Prometheus, Patent Litigation

See All Updates »

California Court of Appeal Strictly Enforces Carveout Guaranty

In “what appears to be an issue of first impression, not only in California, but in the entire country,” the California Court of Appeal in Series AGI West Linn of Appian Group Investors De LLC v. Eves (June 14, 2013) addressed…more

Carve Out Provisions, Contract Drafting, Contract Interpretation, Guaranty Claims

See All Updates »

CFTC Issues Relief from Certain Part 45 Requirements to Singapore Exchange Derivatives Clearing Limited

On October 8, the Commodity Futures Trading Commission’s Divisions of Market Oversight and Clearing and Risk (Divisions) issued No-Action Letter No. 14-122 providing relief to Singapore Exchange Derivatives Clearing Limited…more

CFTC, No-Action Letters, Reporting Requirements, Singapore, Swaps

See All Updates »

District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

See All Updates »

Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of the Bankruptcy Code

The City of Detroit filed for protection under chapter 9 of the Bankruptcy Code on July 18, 2013,[1] becoming the largest municipality to ever file for bankruptcy. Detroit’s bankruptcy filing presents numerous complicated…more

Chapter 9, Detroit, Municipal Bankruptcy, Municipal Bonds, Municipalities

See All Updates »

The SEC's MCDC Initiative: Where To Go From Here

Issuers, underwriters and advisors in the municipal bond marketplace are facing unprecedented challenges from federal regulators in connection with both the issuance of bonds and ongoing post-issuance compliance. These…more

Audits, Bonds, Compliance, Enforcement, IRS

See All Updates »

Supreme Court Inks Uniform Standing Test for Lanham Act False Advertising Claims

Key Takeaways - - The US Supreme Court created a uniform test for standing for false advertising claims under Section 43(a) of the Lanham Act, resolving a three-way circuit split. - The new standing test requires…more

False Advertising, Lanham Act, Lexmark, Lexmark v Static Control Components, SCOTUS

See All Updates »

The Katten Kattwalk - Fashion Week 2013

In this issue: - New Rules on Use of Child Models - Impact of TTAB Rulings on Court Decisions - Sports Teams’ Logos and Marks May Be Different - It’s Ten O’Clock—Do You Know Where Your Company’s Data…more

Child Labor, Data Protection, Domain Names, Fashion Industry, gTLD

See All Updates »

Second Circuit Decision Provides Guidance for Drafting Enforceable Broker-Dealer Agreement Forum Selection Clause

On August 21, the US Court of Appeals for the Second Circuit decided two closely watched appeals regarding the intersection of Financial Industry Regulatory Authority, Inc. (FINRA) rules mandating arbitration of…more

Appeals, Broker-Dealer, FINRA, Forum Selection Clause, Goldman Sachs

See All Updates »

District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

See All Updates »

The Katten Kattwalk | Issue 05

In this issue: - The Early Bird Gets the Trademark: Don’t Delay Filing Intent-to-Use Applications - Color Wars: Narrowing Color Claims in Trademark Rights - It’s Good to Be Famous: TTAB Expands Protection…more

Intent-to-Use, International Trademark Protection, Trademark Trial and Appeal Board, Trademarks

See All Updates »

Investment Adviser Challenges Constitutionality of SEC Administrative Proceedings

A registered investment adviser and its principal recently sued the Securities and Exchange Commission for declaratory and injunctive relief to stave off an imminent administrative enforcement action, alleging that the tenure…more

Administrative Hearings, ALJ, Declaratory Relief, Enforcement Actions, Injunctive Relief

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Illinois Employers Take Note: New Law to Limit When Job Applicant's Criminal Record May Be Considered

On July 19, 2014, Illinois Governor Pat Quinn signed into law a statute that limits when an employer may inquire about and consider a job applicant's criminal record. The law, known as the Job Opportunities for Qualified…more

Ban the Box, Criminal Background Checks, Criminal Records, Employee Rights, Job Applicants

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 40

In this issue: - SEC Division of Corporation Finance Issues New C&DI Related to Rule 147 and Website/Social Media Use - Director of SEC Division of Corporation Finance Gives Speech on Securities Disclosure -…more

Bitcoin, CFTC, Derivatives, Derivatives Clearing Organizations, Disclosure

See All Updates »

CFTC Hears Testimony on Bitcoin

The Global Markets Advisory Committee of the Commodity Futures Trading Commission held a public meeting on October 9, in which one panel addressed Bitcoin. The meeting focused on informing the staff regarding basic applications…more

Bitcoins, CFTC, SEFs, Swaps, Virtual Currency

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Novel IRS Guidance on HRAs, VEBAs and Domestic Partner Benefits

The Internal Revenue Service (IRS) recently provided guidance on several issues never before addressed. The guidance came in the form of a Private Letter Ruling (PLR), to be released later this year to the public under the…more

FOIA, HRA, IRS, Private Letter Rulings

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IRS Issues Pronouncement on Virtual Currencies

On March 25, the Internal Revenue Service (IRS) issued Notice 2014-21 (notice) containing guidance and frequently asked questions relating to virtual currencies such as bitcoins. Among other clarifications, the notice states…more

Bitcoins, IRS, Virtual Currency

See All Updates »

IRS Issues New FATCA Regulations

On February 20, 2014, the Internal Revenue Service (IRS) issued additional final and temporary regulations (T.D. 9657) under the Foreign Account Tax Compliance Act of 2009 (FATCA) as well as new regulations (T.D. 9658) that…more

Disclosure Requirements, FATCA, Income Taxes, IRS

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

And The Band Played On - Disputes Over Musical Group Names Were a Familiar Tune in 2013

On August 28, 2013, the founder of the classic rock band BOSTON and the owner of all of its trademarks lost a bid to prevent the band’s former lead singer from using the name BOSTON in connection with his ongoing musical career…more

Copyright, Music, Trademarks

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Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

FDA Issues Two Additional Draft Guidance Documents on Social Media

On June 17, 2014, the US Food and Drug Administration (FDA) released two additional draft guidance documents relating to the pharmaceutical industry's use of social media. One of the guidance documents addresses how…more

Corporate Counsel, FDA, Pharmaceutical, Popular, Social Media

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Brand Registry Agreement Addendum Published for Public Comment

On December 6, 2013, ICANN posted for public comment a proposal requested by the Brand Registry Group to incorporate a new Specification 13 to the new gTLD Registry Agreement, which would be available to a registry operator that…more

Brand, gTLD, ICANN, Registration, Trademark Clearinghouse

See All Updates »

IRS Issues New FATCA Regulations

On February 20, 2014, the Internal Revenue Service (IRS) issued additional final and temporary regulations (T.D. 9657) under the Foreign Account Tax Compliance Act of 2009 (FATCA) as well as new regulations (T.D. 9658) that…more

Disclosure Requirements, FATCA, Income Taxes, IRS

See All Updates »

Federal Circuit Issues Decision Affirming Obviousness of a Molecule Patent Claim

On June 12, 2014, the US Court of Appeals for the Federal Circuit issued a precedential opinion affirming the obviousness of a patent claim directed to a drug molecule. Bristol-Myers Squibb Co. v. Teva Pharms. USA, Inc., ___…more

Bristol-Myers Squibb, Obviousness, Patent Infringement, Patent Litigation, Patents

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CFTC Provides Additional Relief to Certain Delegating CPOs

In response to industry comment, on October 15 the Commodity Futures Trading Commission’s Division of Swap Dealer and Intermediary Oversight (DSIO) provided further relief from commodity pool operator (CPO) registration to a CPO…more

CFTC, Commodities, Commodity Pool, CPOs, DSIO

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Supreme Court Rules Patent Claims Ineligible as Abstract Ideas, Affirming Federal Circuit in Alice Corp Pty. Ltd. V. CLS Bank Int'l

In a 9-0 decision written by Justice Clarence Thomas, the US Supreme Court affirmed the decision by the US Court of Appeals for the Federal Circuit in Alice Corp. Pty. Ltd. v. CLS Bank Int'l, Case No.13-298, holding that all of…more

Alice Corporation, CLS Bank, CLS Bank v Alice Corp, Mayo v. Prometheus, Patent Litigation

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IRS Issues Pronouncement on Virtual Currencies

On March 25, the Internal Revenue Service (IRS) issued Notice 2014-21 (notice) containing guidance and frequently asked questions relating to virtual currencies such as bitcoins. Among other clarifications, the notice states…more

Bitcoins, IRS, Virtual Currency

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Bankruptcy Court Finds Tenant Cannot Assume Commercial Lease After Waiving Rights to Seek Relief From Forfeiture Under California Law

The US Bankruptcy Court for the Central District of California (the "Court") recently upheld the validity of a commercial lease provision by which a debtor/tenant waived its rights to seek relief from forfeiture (i.e.,…more

Commercial Bankruptcy, Commercial Leases, Commercial Tenants, Forfeiture, Tenants

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USPTO Publishes Draft Trademark Examination Guide Update Regarding Applications for Marks Comprised of gTLDs

The Internet Corporation for Assigned Names and Numbers (ICANN) is currently considering applications to add up to 1,400 new generic Top-Level Domains (gTLDs) to the Internet landscape, with some gTLDs opening for domain-name…more

gTLD, ICANN, Trademarks, USPTO

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Managing Peer Review Hearings and Litigation

In this presentation: - Overview and recommendations regarding hearing procedures. - Ways to maximize confidentiality and immunity protections under state law, HCQIA and the Patient Safety Act. - Effective…more

Confidentiality, Decision-Making Process, Defences, Defense Strategies, Evidentiary Hearings

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ESMA Clearing Obligations for FX NDF and IRS

On October 1 the European Securities and Markets Authority (ESMA) published a consultation paper on draft regulatory technical standards (RTS) for the mandatory clearing of certain foreign-exchange non-deliverable forwards (FX…more

EMIR, ESMA, EU, Financial Regulatory Reform, Foreign Exchanges

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The Katten Kattwalk | Issue 04

In this issue: - Trademark Infringed? No Preliminary Injunction Unless Irreparable Harm Proved - Want to Reserve a Trademark? Be Prepared to Prove You Will Use It - Around the Horn: Customs and International…more

Infringement, Trademark Trial and Appeal Board, Trademarks, USPTO

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FINRA Proposes to Revise Implementation Date for Supplemental Inventory Schedule

On October 10, the Financial Industry Regulatory Authority, Inc. proposed a rule change to revise the implementation date for the Supplemental Inventory Schedule (SIS) approved in SR-FINRA-2014-025. The due date for the first…more

Compliance, Disclosure, FINRA

See All Updates »

District Court Dismisses Securities Class Action for Failure to Show Causal Connection

The US District Court for the Southern District of New York recently dismissed a securities class action against a battery manufacturer, finding that the plaintiffs failed to plead a causal connection between the alleged revenue…more

Causation, Class Action, Dismissals, Manufacturers

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Supreme Court Inks Uniform Standing Test for Lanham Act False Advertising Claims

Key Takeaways - - The US Supreme Court created a uniform test for standing for false advertising claims under Section 43(a) of the Lanham Act, resolving a three-way circuit split. - The new standing test requires…more

False Advertising, Lanham Act, Lexmark, Lexmark v Static Control Components, SCOTUS

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Second Circuit Decision Provides Guidance for Drafting Enforceable Broker-Dealer Agreement Forum Selection Clause

On August 21, the US Court of Appeals for the Second Circuit decided two closely watched appeals regarding the intersection of Financial Industry Regulatory Authority, Inc. (FINRA) rules mandating arbitration of…more

Appeals, Broker-Dealer, FINRA, Forum Selection Clause, Goldman Sachs

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CFTC Hears Testimony on Bitcoin

The Global Markets Advisory Committee of the Commodity Futures Trading Commission held a public meeting on October 9, in which one panel addressed Bitcoin. The meeting focused on informing the staff regarding basic applications…more

Bitcoins, CFTC, SEFs, Swaps, Virtual Currency

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US Supreme Court Briefing of Greenhouse Gas Cases Completed — Oral Argument Scheduled for February 24, 2014

Briefing has just concluded in a matter before the US Supreme Court involving challenges to the suite of greenhouse gas (GHG) cases decided by the US Court of Appeals for the District of Columbia Circuit in June 2012. In October…more

Carbon Emissions, Clean Air Act, Environmental Policies, EPA, Greenhouse Gas Emissions

See All Updates »

IRS Issues Pronouncement on Virtual Currencies

On March 25, the Internal Revenue Service (IRS) issued Notice 2014-21 (notice) containing guidance and frequently asked questions relating to virtual currencies such as bitcoins. Among other clarifications, the notice states…more

Bitcoins, IRS, Virtual Currency

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SEC Approves NYSE and NASDAQ New Compensation Committee and Adviser Listing Standards

On January 11, the Securities and Exchange Commission approved final amendments to listing standards submitted by NYSE Regulation, Inc. and NASDAQ Stock Market LLC with regard to the independence of compensation committees and…more

Compensation Committee, Independence Rules, Listing Standards, Nasdaq, NYSE

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SEC Investor Advisory Committee Releases Recommendations on Changes to Accredited Investor Definition

On October 9, the Investor Advisory Committee (Committee) established by the Securities and Exchange Commission released its recommendations for changes to the definition of “accredited investor” included in Rule 501 promulgated…more

Accredited Investors, Dodd-Frank, Information Reports, SEC, Securities Act of 1933

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Jonathan Hill Confirmed as New European Commissioner for Financial Services

On October 8, members of the European Parliament’s Committee on Economic and Monetary Affairs voted 45-13 to confirm Jonathan Hill as the new European Commissioner for financial stability, financial services and capital markets…more

EU, European Commission, Political Appointments

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House Passes Bill H.R. 5405 “Promoting Job Creation and Reducing Small Business Burdens Act”

On September 16, the House of Representatives passed H.R. 5405 “Promoting Job Creation and Reducing Small Business Burdens Act.” The bill addresses a number of Jumpstart Our Business Startups Act (JOBS Act)-related matters, and…more

Dodd-Frank, Emerging Growth Companies, Job Creation, JOBS Act, Pending Legislation

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Court Finds Section 15(a) of the Exchange Act Only Applicable in Domestic Transactions

The US District Court for the Northern District of Illinois recently granted defendants’ motion to dismiss one count of a Securities and Exchange Commission complaint, finding that the registration requirement under Section…more

Foreign Exchanges, SEC, Securities Exchange Act

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IRS Provides Special Rules for Refund of Employer-Paid Taxes Related to Imputed Income for Same-Sex Spouse Benefits

On September 23, the Internal Revenue Service released Notice 2013-61, which provides special rules for those making claims for refunds or adjustments of Federal Insurance Contributions Act (FICA) taxes and federal employment…more

DOMA, FICA Taxes, IRS, Same-Sex Marriage, SCOTUS

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California Court of Appeal Strictly Enforces Carveout Guaranty

In “what appears to be an issue of first impression, not only in California, but in the entire country,” the California Court of Appeal in Series AGI West Linn of Appian Group Investors De LLC v. Eves (June 14, 2013) addressed…more

Carve Out Provisions, Contract Drafting, Contract Interpretation, Guaranty Claims

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Attacks on Proxy Statement Compensation Disclosure

Litigation challenging equity compensation exploded in 2012 and shows no signs of slowing, with a storm of lawsuits targeting Rule 10b5-1 trading plans threatening to strike for 2013 as well..…more

Disclosure Requirements, Executive Compensation, Proxy Statements, Rule 10b-5, Say-on-Pay

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IRS Issues Pronouncement on Virtual Currencies

On March 25, the Internal Revenue Service (IRS) issued Notice 2014-21 (notice) containing guidance and frequently asked questions relating to virtual currencies such as bitcoins. Among other clarifications, the notice states…more

Bitcoins, IRS, Virtual Currency

See All Updates »

LSTA Publishes Revised Documents Effective April 24, 2014

The Loan Syndications and Trading Association (LSTA) has released new forms of its primary trading documents, effective for trades entered into on or after April 24, 2014. The LSTA's updated forms are primarily…more

FATCA, International Tax Issues, Loans, Withholding Tax

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FATCA Transitional Relief and Extension of Time for the Implementation of New Account Procedures for Entity Investors

On May 2, the Internal Revenue Service issued a notice (Notice 2014-33) providing for a transition period for enforcing the withholding rules of the Foreign Account Tax Compliance Act (FATCA) and extending the period by which…more

FATCA, FATCA Timeline, FFI, IRS

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Supreme Court Unanimously Rejects Federal Circuit Standards for Indefiniteness and Induced Infringement

The US Supreme Court issued two anticipated decisions on June 2, 2014, relating to the US Court of Appeals for the Federal Circuit's standards for indefiniteness and induced infringement. In the first, Nautilus, Inc. v…more

Definiteness, Indefiniteness, Induced Infringement, Infringement, Nautilus Inc. v. Biosig Instruments

See All Updates »

IRS Ruling Creates Opportunities for Tax Savings by Companies With Substantial Real Estate Assets

On July 29, Windstream announced that it plans to spin off certain telecommunications network assets into an independent, publicly traded real estate investment trust (REIT). Windstream made the announcement after it obtained a…more

Corporate Taxes, Income Taxes, IRS, Mortgage REITS, REIT

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Six Key Topics to Track During ICANN 51 in Los Angeles

The fifty-first international meeting of the Internet Corporation for Assigned Names and Numbers (ICANN) formally commences on Monday, October 13, 2014, in Los Angeles, marking what will likely be the most well-attended North…more

Domain Names, GAC, gTLD, ICANN, Internet

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Federal Circuit Issues Decision Affirming Obviousness of a Molecule Patent Claim

On June 12, 2014, the US Court of Appeals for the Federal Circuit issued a precedential opinion affirming the obviousness of a patent claim directed to a drug molecule. Bristol-Myers Squibb Co. v. Teva Pharms. USA, Inc., ___…more

Bristol-Myers Squibb, Obviousness, Patent Infringement, Patent Litigation, Patents

See All Updates »

SEC Decreases Registration Statement Filing Fees for Fiscal Year 2015

On August 29, the Securities and Exchange Commission announced that, effective October 1, the fees that public companies and other issuers pay to register their securities with the SEC will decrease from $128.80 per million…more

Filing Fees, Registration, SEC, Securities

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IRS and US Department of Labor Continue to Expand, Encourage and Simplify Correction Programs in 2013 Updates to EPCRS and DFVCP

Plan sponsors know that errors and failures in administering a retirement plan happen. All too often, changes in administrators, service providers and other staff uncover errors and compliance problems that should be corrected…more

Benefit Plan Sponsors, EBSA, EPCRS, ERISA, IRS

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Be Prepared: New Commercial Lease Disclosure Requirements Under California Disability Access Laws Take Effect July 1, 2013

In the fall of 2012, California Governor Jerry Brown signed Senate Bill 1186 (SB 1186). Among other things, SB 1186 reforms California’s disability access laws by: (1) banning pre-lawsuit letters from lawyers demanding money;…more

Commercial Leases, Disability, Disability Access Claims, New Legislation

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SEC Obtains Asset Freeze of Turks and Caicos Company Conducting Ponzi Scheme

The Securities and Exchange Commission has obtained an emergency asset freeze of a Turks and Caicos company that allegedly ran a Ponzi scheme in Florida. According to the SEC’s complaint, between November 2004 and May 2014,…more

Asset Freeze, Fraud, Ponzi Scheme, Scams, SEC

See All Updates »

Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

OECD Publishes Initial Recommendations on BEPS

On September 16, the Organisation of Economic Co-operation and Development (OECD) published a set of recommendations for a coordinated approach to fight tax avoidance by multinational enterprises under the Base Erosion and…more

BEPS, Corporate Taxes, Jurisdiction, Multinationals, OECD

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Bankruptcy Court Finds Tenant Cannot Assume Commercial Lease After Waiving Rights to Seek Relief From Forfeiture Under California Law

The US Bankruptcy Court for the Central District of California (the "Court") recently upheld the validity of a commercial lease provision by which a debtor/tenant waived its rights to seek relief from forfeiture (i.e.,…more

Commercial Bankruptcy, Commercial Leases, Commercial Tenants, Forfeiture, Tenants

See All Updates »

IRS Ruling Creates Opportunities for Tax Savings by Companies With Substantial Real Estate Assets

On July 29, Windstream announced that it plans to spin off certain telecommunications network assets into an independent, publicly traded real estate investment trust (REIT). Windstream made the announcement after it obtained a…more

Corporate Taxes, Income Taxes, IRS, Mortgage REITS, REIT

See All Updates »

Investment Adviser Challenges Constitutionality of SEC Administrative Proceedings

A registered investment adviser and its principal recently sued the Securities and Exchange Commission for declaratory and injunctive relief to stave off an imminent administrative enforcement action, alleging that the tenure…more

Administrative Hearings, ALJ, Declaratory Relief, Enforcement Actions, Injunctive Relief

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CFTC Hears Testimony on Bitcoin

The Global Markets Advisory Committee of the Commodity Futures Trading Commission held a public meeting on October 9, in which one panel addressed Bitcoin. The meeting focused on informing the staff regarding basic applications…more

Bitcoins, CFTC, SEFs, Swaps, Virtual Currency

See All Updates »

District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

See All Updates »

DOL Issues Guidance for ERISA Plans to Engage in Cleared Swaps

On February 7, 2013, the US Department of Labor (DOL) issued Advisory Opinion 2013-01A (the “Advisory Opinion”), which provides guidance under the Employee Retirement Income Security Act of 1974 (ERISA) for employee benefit…more

CCPs, CEA, CFTC, Clearing Members, Dodd-Frank

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Clouds on the Horizon for Claim Purchasers in the Third Circuit

In a decision of significance to the distressed claims trading community, the US Court of Appeals for the Third Circuit in In re KB Toys Inc. recently held that any risk or “cloud” of disallowance under the Bankruptcy Code…more

Assignments, Avoidable Transfer, Chapter 11, Commercial Bankruptcy, Disallowance Defense

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Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of the Bankruptcy Code

The City of Detroit filed for protection under chapter 9 of the Bankruptcy Code on July 18, 2013,[1] becoming the largest municipality to ever file for bankruptcy. Detroit’s bankruptcy filing presents numerous complicated…more

Chapter 9, Detroit, Municipal Bankruptcy, Municipal Bonds, Municipalities

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Director of SEC Division of Corporation Finance Gives Speech on Securities Disclosure

On October 3, the Director of the Securities and Exchange Commission’s Division of Corporation Finance (Division), Keith F. Higgins, spoke at the George A. Leet Business Law Conference, discussing SEC disclosure requirements and…more

Compliance, Disclosure Requirements, SEC, Transparency

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Illinois House Considers Bill to Allow “Bonding Off” of Mechanics Liens

Lenders in Illinois might want to take note of pending Illinois House Bill 2804. The bill would amend the Mechanics Lien Act, so as to allow “bonding off” of mechanic liens for the first time in Illinois. Nearly every state but…more

Bonds, Lenders, Mechanics Lien, Proposed Legislation

See All Updates »

US Supreme Court Briefing of Greenhouse Gas Cases Completed — Oral Argument Scheduled for February 24, 2014

Briefing has just concluded in a matter before the US Supreme Court involving challenges to the suite of greenhouse gas (GHG) cases decided by the US Court of Appeals for the District of Columbia Circuit in June 2012. In October…more

Carbon Emissions, Clean Air Act, Environmental Policies, EPA, Greenhouse Gas Emissions

See All Updates »

FINRA Postpones Rules on MPID Requirements for ATSs

On October 2, the Financial Industry Regulatory Authority, Inc. postponed the implementation date of the Market Participant Identifier (MPID) requirements for Alternative Trading Systems (ATSs) when reporting weekly volume and…more

ATS, Compliance, FINRA, Market Participants

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California Energy Commission Implements New Energy Use Requirements

After several delays in implementation and enforcement by the California Energy Commission, California’s new energy use disclosure requirement commenced on January 1, 2014, for all non-residential buildings with a total gross…more

Energy, Energy Efficiency, Energy Policy, Utilities Sector

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Personal Service With a Smile: A History of California’s “Seven-Year” Rule

Seven Years Hard Labor [Code]- In 1872, Yellowstone National Park was established as the world’s first national park, President Ulysses S. Grant signed the Amnesty Act restoring civil rights to most (but not all)…more

Legal History

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Matria Healthcare Insider Traders Will Go to Trial

The US District Court for the Northern District of Georgia denied a motion for partial summary judgment in the Security and Exchange Commission’s insider trading case against Earl Arrowood and Parker Petit. The SEC alleges that…more

Healthcare, Insider Trading, Mergers, SEC, Trials

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District Court Dismisses Securities Class Action for Failure to Show Causal Connection

The US District Court for the Southern District of New York recently dismissed a securities class action against a battery manufacturer, finding that the plaintiffs failed to plead a causal connection between the alleged revenue…more

Causation, Class Action, Dismissals, Manufacturers

See All Updates »

SDNY Dismisses False Claims Act Complaint, Finding Relators Misconstrued Medicaid Program Legal Framework

A False Claims Act case against the New York City Department of Education (NYCDOE) was dismissed on March 25, the district court holding that Medicaid providers (such as school districts that provide health services) cannot be…more

DOJ, False Claims Act, Healthcare, Medicaid, Public Schools

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ISS Releases 2015 Draft Voting Policy Changes for Comment

On October 15, Institutional Shareholder Services (ISS), a leading proxy advisory firm, released for comment draft voting policy changes for 2015. The two significant proposals that would impact US companies are as follows..…more

Board of Directors, Incentive Stock Options, ISS, Proxy Voting Guidelines, Public Comment

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Insider Dealers Ordered to Pay Confiscation Orders in Excess of the Profits Generated from Insider Dealing

On September 15, the UK Financial Conduct Authority (FCA) published a press release in which it announced that a group of persons found guilty of insider dealing in 2012 and 2013 have now been ordered to pay more than £3.2…more

Criminal Prosecution, Enforcement Actions, FCA, Insider Trading, UK

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Introducing Personal Liability Into Corporate Negligence: An Analysis of the Trek Leather Decision

Are you an owner or officer of a small or midsize business? An import or trade compliance professional? Someone whose job responsibilities include some aspect of the process of importing merchandise into the United States,…more

Appeals, Business Ownership, Civil Monetary Penalty, Corporate Officers, Customs and Border Protection

See All Updates »

CFTC Settles Fraudulent Trading Violations with Forex Trader

The Commodity Futures Trading Commission accepted an offer of settlement submitted by the owner of Peak Capital Group, Inc., Scott Beatty, in anticipation of an administrative proceeding resulting from Beatty’s alleged…more

CFTC, Commodities Exchange Act, Compliance, Enforcement, Enforcement Actions

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Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

IRS Ruling Creates Opportunities for Tax Savings by Companies With Substantial Real Estate Assets

On July 29, Windstream announced that it plans to spin off certain telecommunications network assets into an independent, publicly traded real estate investment trust (REIT). Windstream made the announcement after it obtained a…more

Corporate Taxes, Income Taxes, IRS, Mortgage REITS, REIT

See All Updates »

Amendment to Delaware Judicial Procedure Law Permits Parties to Extend Statute of Limitations for Breach of Contract Claims

Pursuant to an amendment to Section 8106 of the Delaware Courts and Judicial Procedure Law, effective as of August 1, parties to a contract may agree to extend the statute of limitations for up to 20 years for a breach of…more

Breach of Contract, Statute of Limitations

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Illinois House Considers Bill to Allow “Bonding Off” of Mechanics Liens

Lenders in Illinois might want to take note of pending Illinois House Bill 2804. The bill would amend the Mechanics Lien Act, so as to allow “bonding off” of mechanic liens for the first time in Illinois. Nearly every state but…more

Bonds, Lenders, Mechanics Lien, Proposed Legislation

See All Updates »

SEC Obtains Asset Freeze of Turks and Caicos Company Conducting Ponzi Scheme

The Securities and Exchange Commission has obtained an emergency asset freeze of a Turks and Caicos company that allegedly ran a Ponzi scheme in Florida. According to the SEC’s complaint, between November 2004 and May 2014,…more

Asset Freeze, Fraud, Ponzi Scheme, Scams, SEC

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

Federal Circuit Issues Decision Affirming Obviousness of a Molecule Patent Claim

On June 12, 2014, the US Court of Appeals for the Federal Circuit issued a precedential opinion affirming the obviousness of a patent claim directed to a drug molecule. Bristol-Myers Squibb Co. v. Teva Pharms. USA, Inc., ___…more

Bristol-Myers Squibb, Obviousness, Patent Infringement, Patent Litigation, Patents

See All Updates »

Introducing Personal Liability Into Corporate Negligence: An Analysis of the Trek Leather Decision

Are you an owner or officer of a small or midsize business? An import or trade compliance professional? Someone whose job responsibilities include some aspect of the process of importing merchandise into the United States,…more

Appeals, Business Ownership, Civil Monetary Penalty, Corporate Officers, Customs and Border Protection

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

See All Updates »

Corporate and Financial Weekly Digest - Volume IX, Issue 41

In this issue: - ISS Releases 2015 Draft Voting Policy Changes for Comment - SEC Investor Advisory Committee Releases Recommendations on Changes to Accredited Investor Definition - FINRA Proposes to Revise…more

Accredited Investors, CFTC, Disclosure Requirements, EU, European Commission

See All Updates »

Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of the Bankruptcy Code

The City of Detroit filed for protection under chapter 9 of the Bankruptcy Code on July 18, 2013,[1] becoming the largest municipality to ever file for bankruptcy. Detroit’s bankruptcy filing presents numerous complicated…more

Chapter 9, Detroit, Municipal Bankruptcy, Municipal Bonds, Municipalities

See All Updates »

District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

See All Updates »

LSTA Publishes Revised Documents Effective April 24, 2014

The Loan Syndications and Trading Association (LSTA) has released new forms of its primary trading documents, effective for trades entered into on or after April 24, 2014. The LSTA's updated forms are primarily…more

FATCA, International Tax Issues, Loans, Withholding Tax

See All Updates »

Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

US Supreme Court Briefing of Greenhouse Gas Cases Completed — Oral Argument Scheduled for February 24, 2014

Briefing has just concluded in a matter before the US Supreme Court involving challenges to the suite of greenhouse gas (GHG) cases decided by the US Court of Appeals for the District of Columbia Circuit in June 2012. In October…more

Carbon Emissions, Clean Air Act, Environmental Policies, EPA, Greenhouse Gas Emissions

See All Updates »

Supreme Court Unanimously Rejects Federal Circuit Standards for Indefiniteness and Induced Infringement

The US Supreme Court issued two anticipated decisions on June 2, 2014, relating to the US Court of Appeals for the Federal Circuit's standards for indefiniteness and induced infringement. In the first, Nautilus, Inc. v…more

Definiteness, Indefiniteness, Induced Infringement, Infringement, Nautilus Inc. v. Biosig Instruments

See All Updates »

SDNY Holds No Attorney-Client Privilege Applies to Communications With In-House Legal Department in China

A US District Court in the Southern District of New York recently ordered Bank of China Limited (BOC) to produce thousands of documents that the court found not to be protected by the attorney-client privilege or work-product…more

Attorney-Client Privilege, China, Confidential Communications, Corporate Counsel

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SDNY Holds No Attorney-Client Privilege Applies to Communications With In-House Legal Department in China

A US District Court in the Southern District of New York recently ordered Bank of China Limited (BOC) to produce thousands of documents that the court found not to be protected by the attorney-client privilege or work-product…more

Attorney-Client Privilege, China, Confidential Communications, Corporate Counsel

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Marketing Investment Management Services to Public Retirement Systems: Complying with Applicable Laws and Regulations

It is well-known that high-profile jurisdictions such as California and New York City have in certain instances placed lobbyist registration requirements on investment managers that solicit investment advisory business from…more

Investment Management, Marketing, New Regulations, Pensions, Retirement

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SEC Orders Securities Exchanges and FINRA to Develop Tick Size Pilot Plan

The Securities and Exchange Commission has issued an order directing certain national securities exchanges and the Financial Industry Regulatory Authority, Inc. to jointly develop and file with the SEC a national market system…more

FINRA, Market Participants, SEC, Stock Trades, Stocks

See All Updates »

SEC Adopts Regulation AB II

On August 27, the Securities and Exchange Commission at an open meeting unanimously adopted Regulation AB II (Reg AB II). The final rule provides significant revisions to Regulation AB, which provides the rules regarding the…more

Asset-Backed Securities, Disclosure Requirements, Dodd-Frank, EDGAR, New Regulations

See All Updates »

Delaware Court Denies Dismissal for Disinterested Directors When Entire Fairness Applies

The Delaware Court of Chancery recently addressed the pleading standard for claims against disinterested directors arising out of transactions involving a controlling stockholder, where the transaction has been alleged to be…more

Business Judgment Rule, Controlling Stockholders, Directors, Fairness Standard, Mergers

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Project Blue: A Stamp Duty Land Tax Case That Made Headlines

In July 2013, the Stamp Duty Land Tax (SDLT) case of Project Blue Ltd v. HM Revenue & Customs, concerning the high-profile development of Chelsea Barracks, was the first real test of the SDLT’s broad anti-avoidance rule (Section…more

Anti-Avoidance, Media, Real Estate Market, Stamp Duty Land Tax, UK

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Copyright Registration Basics for "Creative Entrepreneurs"

When I talk to writers, artists and other creative people with ideas for a film, television show, or other production the first thing they often want to do is start talking to other people about it. Sometimes they only have an…more

Copyright, Entrepreneurs, Writers

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SEC Adopts Regulation AB II

On August 27, the Securities and Exchange Commission at an open meeting unanimously adopted Regulation AB II (Reg AB II). The final rule provides significant revisions to Regulation AB, which provides the rules regarding the…more

Asset-Backed Securities, Disclosure Requirements, Dodd-Frank, EDGAR, New Regulations

See All Updates »

Trusts and Estates Planning Opportunities Arising From Recent Changes to the New York Estate Tax and Trust Income Tax Regimes

On April 1, 2014, the New York state 2014–2015 budget (the "Budget") became effective. The Budget includes legislation (the "Budget Legislation") that makes several significant changes to New York's estate tax regime and to the…more

Estate Planning, Estate Tax, Income Taxes, Trusts

See All Updates »

IRS Issues Pronouncement on Virtual Currencies

On March 25, the Internal Revenue Service (IRS) issued Notice 2014-21 (notice) containing guidance and frequently asked questions relating to virtual currencies such as bitcoins. Among other clarifications, the notice states…more

Bitcoins, IRS, Virtual Currency

See All Updates »

FINRA Proposes to Revise Implementation Date for Supplemental Inventory Schedule

On October 10, the Financial Industry Regulatory Authority, Inc. proposed a rule change to revise the implementation date for the Supplemental Inventory Schedule (SIS) approved in SR-FINRA-2014-025. The due date for the first…more

Compliance, Disclosure, FINRA

See All Updates »

The Gathering Storm: Equity Compensation and 10b5-1 Plans Under Attack

In this presentation: - The Genesis – Merger Objection Cases - The New Wave of Injunction Cases - Say-on-Pay Injunction Cases - Share Issuance Injunction Cases - Post-Vote Derivative Cases -…more

10b5-1 Plans, Compliance, Derivative Suit, Equity Compensation, Injunctions

See All Updates »

The SEC's MCDC Initiative: Where To Go From Here

Issuers, underwriters and advisors in the municipal bond marketplace are facing unprecedented challenges from federal regulators in connection with both the issuance of bonds and ongoing post-issuance compliance. These…more

Audits, Bonds, Compliance, Enforcement, IRS

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The SEC's MCDC Initiative: Where To Go From Here

Issuers, underwriters and advisors in the municipal bond marketplace are facing unprecedented challenges from federal regulators in connection with both the issuance of bonds and ongoing post-issuance compliance. These…more

Audits, Bonds, Compliance, Enforcement, IRS

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Illinois Employers Take Note: New Law to Limit When Job Applicant's Criminal Record May Be Considered

On July 19, 2014, Illinois Governor Pat Quinn signed into law a statute that limits when an employer may inquire about and consider a job applicant's criminal record. The law, known as the Job Opportunities for Qualified…more

Ban the Box, Criminal Background Checks, Criminal Records, Employee Rights, Job Applicants

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Corporate and Financial Weekly Digest - Volume IX, Issue 11

In this issue: - NASDAQ Launches Marketplace for Private Companies - SEC Proposes Rules to Enhance Oversight of Clearing Agencies - FINRA Proposes to Amend Rules 2210 and 2214 - CME Group Exchanges…more

Audits, CFTC, Clearing Agencies, CME, FINRA

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ISS Publishes Results of Annual Global Voting Policy Survey

On September 29, Institutional Shareholder Services (ISS), a leading proxy advisory firm, published the results of its 2014–2015 global voting policy survey. The survey, which, according to ISS, received more than 370 responses…more

Bylaws, Directors, Diversity, Equity Plans, Executive Compensation

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District Court Denies Distressed Funds the Right to Vote on Bankruptcy Plan

The US District Court for the Western District of Washington (the "District Court") recently affirmed a bankruptcy court decision that prohibited a transferee of a secured lender's interest in a loan from voting on a debtor's…more

Assignees, Commercial Bankruptcy, Debt, Loan Agreements, Secured Lenders

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Corporate and Financial Weekly Digest - Volume IX, Issue 39

In this issse: - ISS Publishes Results of Annual Global Voting Policy Survey - FINRA Requests Comment on a Rule Proposal to Implement the Comprehensive Automated Risk Data System - NFA Issues Notice…more

AIFMD, CPOs, CTA, DCMs, Derivatives

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Banking Agencies Request Comment on Proposed Questions and Answers Regarding Community Reinvestment

On September 8, the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, and the Office of the Comptroller of the Currency requested comment on proposed revisions to the “Interagency…more

Banks, Community Reinvestment Act, FDIC, Federal Reserve, OCC

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California Energy Commission Implements New Energy Use Requirements

After several delays in implementation and enforcement by the California Energy Commission, California’s new energy use disclosure requirement commenced on January 1, 2014, for all non-residential buildings with a total gross…more

Energy, Energy Efficiency, Energy Policy, Utilities Sector

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US Patent and Trademark Office Considering Proposal to Allow Amendments to Trademark Identifications Due to Technological Changes

The US Patent and Trademark Office (USPTO) is currently considering a proposal to allow amendments to the identifications of goods/services in a trademark registration because of technological changes in how the goods/services…more

Popular, Technology, Trademark Litigation, Trademarks, USPTO

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SDNY Dismisses False Claims Act Complaint, Finding Relators Misconstrued Medicaid Program Legal Framework

A False Claims Act case against the New York City Department of Education (NYCDOE) was dismissed on March 25, the district court holding that Medicaid providers (such as school districts that provide health services) cannot be…more

DOJ, False Claims Act, Healthcare, Medicaid, Public Schools

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Six Key Topics to Track During ICANN 51 in Los Angeles

The fifty-first international meeting of the Internet Corporation for Assigned Names and Numbers (ICANN) formally commences on Monday, October 13, 2014, in Los Angeles, marking what will likely be the most well-attended North…more

Domain Names, GAC, gTLD, ICANN, Internet

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Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of the Bankruptcy Code

The City of Detroit filed for protection under chapter 9 of the Bankruptcy Code on July 18, 2013,[1] becoming the largest municipality to ever file for bankruptcy. Detroit’s bankruptcy filing presents numerous complicated…more

Chapter 9, Detroit, Municipal Bankruptcy, Municipal Bonds, Municipalities

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Director of SEC Division of Corporation Finance Gives Speech on Securities Disclosure

On October 3, the Director of the Securities and Exchange Commission’s Division of Corporation Finance (Division), Keith F. Higgins, spoke at the George A. Leet Business Law Conference, discussing SEC disclosure requirements and…more

Compliance, Disclosure Requirements, SEC, Transparency

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Sixth Circuit Rejects Claim Preclusion Where Fraudulent Conduct Concealed in a Prior Action

The US Court of Appeals for the Sixth Circuit recently reversed a district court’s decision to dismiss a complaint based on claim preclusion. In its complaint, Venture Global Engineering (VGE) alleged that Satyam Computer…more

Claim Preclusion, Fraud

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Corporate and Financial Weekly Digest - Volume IX, Issue 41

In this issue: - ISS Releases 2015 Draft Voting Policy Changes for Comment - SEC Investor Advisory Committee Releases Recommendations on Changes to Accredited Investor Definition - FINRA Proposes to Revise…more

Accredited Investors, CFTC, Disclosure Requirements, EU, European Commission

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Marketing Investment Management Services to Public Retirement Systems: Complying with Applicable Laws and Regulations

It is well-known that high-profile jurisdictions such as California and New York City have in certain instances placed lobbyist registration requirements on investment managers that solicit investment advisory business from…more

Investment Management, Marketing, New Regulations, Pensions, Retirement

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Attacks on Proxy Statement Compensation Disclosure: An Update on the Gathering Storm

In this presentation: - Update January 15, 2013 Presentation. More investigation notices, more lawsuits filed, more decisions reached. Trends are becoming more apparent in hindsight. - Say-on-pay. -…more

Derivative Suit, Executive Compensation, Injunctions, Proxy Statements, Say-on-Pay

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SDNY Holds No Attorney-Client Privilege Applies to Communications With In-House Legal Department in China

A US District Court in the Southern District of New York recently ordered Bank of China Limited (BOC) to produce thousands of documents that the court found not to be protected by the attorney-client privilege or work-product…more

Attorney-Client Privilege, China, Confidential Communications, Corporate Counsel

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Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

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Introducing Personal Liability Into Corporate Negligence: An Analysis of the Trek Leather Decision

Are you an owner or officer of a small or midsize business? An import or trade compliance professional? Someone whose job responsibilities include some aspect of the process of importing merchandise into the United States,…more

Appeals, Business Ownership, Civil Monetary Penalty, Corporate Officers, Customs and Border Protection

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Corporate and Financial Weekly Digest - Volume IX, Issue 36

In this issue: - Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld - FINRA Board to Consider Rule Proposals Regarding Private Trading Platforms - CBOE and C2 in Discussions…more

AIFM, AIFMD, Banks, Bitcoins, CBOE

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Areas of Practice
  • Alternative Dispute Resolution (ADR)
  • Antitrust & Trade Regulation
  • Appellate Practice
  • Art, Entertainment, & Sports Law
  • Bankruptcy
  • Business Organizations
  • Commercial Law & Contracts
  • Communications & Media Law
  • Construction Law
  • Debtor/Creditor
  • Energy & Utilities
  • Environmental Law
  • Finance & Banking
  • Health
  • Insurance
  • Intellectual Property
  • International Law & Trade
  • Labor & Employment Law
  • Litigation
  • Mergers & Acquisitions
  • Privacy
  • Real Estate
  • Securities Law
  • Taxation
  • Toxic Torts
  • Transportation
  • Wills, Trusts, & Estate Planning
  • Zoning, Planning & Land Use
See more
Locations
Other U.S. Locations
  • California
  • D.C.
  • Illinois
  • New York
  • North Carolina
  • Texas
Other Countries
  • China
  • United Kingdom
Number of Attorneys

400+ Attorneys

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