Lowenstein Sandler LLP

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Areas Of Practice
  • Antitrust & Trade Regulation
  • Appellate Practice
  • Bankruptcy
  • Business Organizations
  • Class Action
  • Commercial Law & Contracts
  • Communications & Media Law
  • Debtor/Creditor
  • Environmental Law
  • Finance & Banking
  • Insurance
  • Intellectual Property
  • International Law & Trade
  • Labor & Employment Law
  • Litigation
  • Mergers & Acquisitions
  • Privacy
  • Products Liability
  • Real Estate
  • Science, Computers, & Tech
  • Securities Law
  • Taxation
  • Wills, Trusts, & Estate Planning
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Locations
Other U.S. Locations
  • California
  • D.C.
  • New Jersey
  • New York
  • Utah
Number of Attorneys
100+ Attorneys

Legal Trading Agreements: As Important Now as in 2008

Although it is unlikely that the recent failure of certain financial institutions will have an impact similar to the collapse of Lehman Brothers in 2008, the current climate does bring to mind that distressed era. In reviewing…more

Buy-Side Trading, Financial Crisis, Financial Institutions, Investment, Investment Management

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Inflation Reduction Act Tax Implications

The President is expected to imminently sign the Inflation Reduction Act of 2022 (the “Act”), which was passed by both the Senate and House of Representatives. This Client Alert addresses two main tax provisions in the Act:..…more

Alternative Minimum Tax, Corporate Net Income, Corporate Taxes, Excise Tax, Foreign Corporations

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Navigating the VC Highway: How Savvy Founders Take the Driver’s Seat in Investor Relationships

When it comes to securing funding for their ventures, many founders are focused on one thing: money! While obtaining financial support is undoubtedly critical, it’s not the only consideration, and in fact, it’s just the…more

Diversity, Due Diligence, Entrepreneurs, Exit Strategies, Investment

See all updates »

Preference Defense In the Wake Of The Pandemic: A Primer

Nothing is more frustrating to a trade creditor holding a large unpaid balance owed by a debtor in bankruptcy than the risk that payments the trade creditor received before the debtor filed bankruptcy may be clawed back by the…more

Administrative Expenses, Bankruptcy Code, Burden of Proof, Chapter 11, Chapter 7

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Five Tips To Help Navigate The Insurance Claims Process

Companies purchase liability insurance, often referred to as “litigation insurance,” to help manage the risk of lawsuits they may face. Most policyholders understand that they need to provide notice of claims, but there are a…more

Bad Faith, Billing, Defamation, Insurance Claims, Invasion of Privacy

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FTC Publishes Blog Outlining Corporate Board Guidance For Data Security

Yesterday, the Federal Trade Commission (FTC) published data security guidance on their business blog that should be taken seriously by any corporate board. The article, “Corporate Boards: Don’t Underestimate Your Role in Data…more

Cyber Attacks, Cybersecurity, Data Security, Federal Trade Commission (FTC), Stakeholder Engagement

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Estate, Gift, and Income Tax Planning in the Time of COVID-19

First, and most important, we are thinking of all of our clients and friends and hoping everyone is safe and healthy at this challenging time. We have heard the following statement frequently of late: “Never let a crisis go…more

Asset Transfer, Charitable Lead Annuity Trust, Coronavirus/COVID-19, Estate Planning, Estate Tax

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

Translating SEC Exam Priorities Into Compliance Action Items

On March 3, the U.S. Securities and Exchange Commission announced its examination priorities for 2021, providing a much-anticipated glimpse into the Biden administration's overall priorities for white collar criminal…more

Anti-Money Laundering, Biden Administration, Capital Markets, Chief Compliance Officers, Climate Change

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SEC’s 2024 Examination Priorities for Investment Advisers

The U.S. Securities and Exchange Commission (SEC) Division of Examinations (the Division) recently released its annual Examination Priorities for fiscal year 2024 (the Report). The Report underlines the Division’s focus on…more

Broker-Dealer, Cybersecurity, Disclosure, Fiduciary Duty, Investment Adviser

See all updates »

SEC Proposes New Rules and Amended Form PF Requirements for Private Fund Managers; Amended Annual Review Requirements and New Cybersecurity Rule for SEC-Registered Investment Advisers

What You Need To Know: •The SEC has proposed new rules applicable to private fund managers, some of which apply broadly to private fund managers that are not registered with the agency. •The SEC has proposed to…more

Audits, Cybersecurity, Fund Managers, Investment Adviser, Investment Advisers Act of 1940

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Sign on the Dotted Line: Negotiating an Effective Employment Agreement

James Gregory, Batool T. Banker, and Taryn E. Cannataro of Lowenstein’s Employee Benefits & Executive Compensation practice lay out tips for negotiating a fulsome executive employment agreement for both new hires and existing…more

Contract Negotiations, Contract Terms, Employment Contract, Employment Terms, Hiring & Firing

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What Non-US Startups Need to Know About Granting Stock Options

Partners Dotan Barnea and Darren Goodman talk with Taryn Cannataro about what a startup outside of the United States should do if it is considering granting stock options to employees in the U.S. Such situations give rise to…more

Employee Benefits, Executive Compensation, Incentive Stock Options, Startups, Stock Options

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Clawbacks and Incentive-Based Compensation: How to Prepare for the New NASDAQ and NYSE Requirements

In today’s episode of “Just Compensation,” Kate Basmagian, partner in Lowenstein’s Capital Markets & Securities group and chair of the firm's ESG group; Christine Osvald-Mruz, partner in the Employee Benefits & Executive…more

Clawbacks, Compensation & Benefits, Executive Compensation, Incentive Compensation, Listing Standards

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SVB Financial Group Files for Chapter 11 Bankruptcy

Early Friday morning, March 17, 2023, SVB Financial, the former holding company of SVB, filed a voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court for the Southern District of New York, citing the…more

Bank Holding Company, Bankruptcy Code, Bankruptcy Court, Banks, Bridge Banks

See all updates »

Do the Sublimits in Your Insurance Policies Expand or Reduce Coverage?

Earlier this month, the New Jersey Appellate Division issued an unpublished opinion reminding policyholders of the first rule of insurance: Words matter. In Rivera v. Starstone Specialty Ins. Co.,1 the court was asked to address…more

Appellate Courts, Insurance Claims, Insurance Industry, Insurance Litigation, New Jersey

See all updates »

House Tax Proposal Would Restrict Grantor Trust Planning: What You Need To Know Now

On September 13, the House Ways & Means Committee proposed new tax provisions as part of the Build Back Better Act. The proposal includes many substantial tax changes that would affect personal income tax and business tax…more

Business Taxes, Estate Tax, Gift Tax, Grantor Trusts, Income Taxes

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Leveraging the Clerkship Experience When Transitioning to Private Practice

In this episode of “Real Talk,” Nicole Fulfree and Amanda Cipriano talk with Lowenstein associates Mikayla Berliner and Markiana Julceus about judicial clerkships, including the benefits they gained from their respective…more

Career Development, Law Clerks, Law Firm Associates, Law Firm Partners, Professional Development

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Leading National Trend, California Enacts Sweeping Climate-Disclosure Laws

On Oct. 7, California Gov. Gavin Newsom signed into law two bills—Senate Bill 253 and Senate Bill 261—that will require thousands of public and private companies doing business in California to make broad disclosures of…more

California, CARB, Disclosure Requirements, Governor Newsom, Greenhouse Gas Emissions

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Material Investment Management Developments and Template Annual Compliance Checklists for Registered Investment Advisers, Exempt Reporting Advisers, Commodity Pool Operators, Commodity Trading Advisors, and Private Fund Managers

Lowenstein Sandler’s Investment Management Group is pleased to provide you with the summaries and checklists described below. Summaries of recent legal developments with respect to: •SEC’s 2023 Examination Priorities-…more

CFTC, Commodity Pool, Commodity Trading Advisors (CTAs), Custody Rule, Cybersecurity

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

FTC's Drop Of Illumina-Grail Merger Case Raises Uncertainty

A federal judge recently dismissed the Federal Trade Commission's challenge of Illumina Inc.'s acquisition of Grail Inc., a cancer-screening firm started and spun off years earlier by Illumina itself. A victory for the…more

Department of Justice (DOJ), EU, Federal Trade Commission (FTC), Mergers, Motion to Dismiss

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Federal Trade Commission Announces Higher 2022 HSR Thresholds

The Federal Trade Commission has announced new, nearly 10 percent higher premerger notification thresholds that will take effect February 23, 2022, and thus apply to transactions closing on or after that date. The new minimum…more

Antitrust Provisions, Federal Trade Commission (FTC), Filing Fees, Hart-Scott-Rodino Act, Premerger Notifications

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

SDNY Announces Criminal Enforcement Priorities for 2024, Whistleblower Pilot Program

Damian Williams, the U.S. Attorney for the Southern District of New York, announced an expansion of his office’s priorities for 2024, adding fights against the fentanyl epidemic and public corruption to its previously stated…more

Drug Trafficking, New York, Pilot Programs, Public Corruption, Whistleblowers

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SCOTUS to Address Circuit Split Over Arbitration Waiver

Arbitration clauses in commercial and consumer contracts can be an effective tool for limiting the time and expense associated with litigation. However, parties always may decide to litigate, assuming neither party seeks to…more

Arbitration, Arbitration Agreements, Consumer Contracts, Fair Labor Standards Act (FLSA), First-to-File

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Discovery Immunity For Draft Expert Reports Lacks Clarity

To borrow from a popular travel destination slogan, what happens in mediation stays in mediation. Or does it? The answer currently is maybe, as a Delaware bankruptcy judge presiding over the Chapter 11 bankruptcy case, In…more

Discovery, Draft Documents, Federal Rules of Civil Procedure, Immunity, Mediation

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SEC’s 2024 Examination Priorities for Broker-Dealers

On October 16, 2023, the U.S. Securities and Exchange Commission (“SEC”) Division of Examinations (the “Division”) released its annual Examination Priorities for fiscal year 2024 (the (“Report”), marking the first time the SEC…more

Anti-Money Laundering, Artificial Intelligence, Broker-Dealer, Conflicts of Interest, Cryptoassets

See all updates »

TALF 2020 Update

On May 12, 2020, the Federal Reserve Bank of New York (the Federal Reserve) announced further updates to the 2020 Term Asset-Backed Securities Loan Facility (TALF 2020), including an updated term sheet and its release of the…more

Asset-Backed Securities, Borrowers, CARES Act, Coronavirus/COVID-19, Federal Reserve

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Restrictive Covenants in Connection With a Sale of a Business Cannot be Overbroad

Business owners and transaction lawyers who view non-compete agreements as standard in connection with the sale of a business should be careful not to overreach in imposing restrictive covenants on sellers in purchase agreements…more

Non-Compete Agreements, Purchase Agreement, Restrictive Covenants, Selling a Business, Shareholders

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The Consolidated Appropriations Act Of 2021 Amendments To The Bankruptcy Code As It Pertains To Business Debtors

On December 21, 2020, Congress passed the Consolidated Appropriations Act of 2021 (the Act), which was just signed by President Donald Trump. The Act makes certain amendments to the United States Bankruptcy Code (the Bankruptcy…more

Bankruptcy Code, CARES Act, Chapter 11, Consolidated Appropriations Act (CAA), Creditors

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Paycheck Protection Program Round 2: FAQs For Microbusinesses

The Paycheck Protection Program closed on May 28, 2021. The SBA is no longer accepting new applications from participating lenders. The following FAQs are for informational purposes only and to assist borrowers who obtained…more

Borrowers, CARES Act, Coronavirus/COVID-19, Economic Injury Disaster Loans, Independent Contractors

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How an Associate’s Prior Work Experience Can Benefit Their Practice in Big Law

In this episode of “Real Talk,” Lowenstein associates discuss their pre-law school careers, and how that work experience has enhanced their practices. Partners Megan Monson, and Nicole Fulfree welcome associate Amanda Cipriano…more

Big Law, Career Development, Law Firm Associates, Law Practice Management, Law School

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The ABCs of Stock Options and Other Equity Awards: Which One Works Best for You?

Today on “Just Compensation,” Darren Goodman and Taryn Cannataro of Lowenstein’s Executive Compensation & Employee Benefits Group speak with Tax partner Sophia Mokotoff about the various types of equity awards that can be issued…more

Best Management Practices, Compensation & Benefits, Employee Benefits, Equity Compensation, Executive Compensation

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SEC Pay-to-Play Rule Rears Its Head Again in Time for Election Season

On April 15, 2024, the U.S. Securities and Exchange Commission (SEC) settled with a registered investment adviser (Adviser), whereby the Adviser paid a $60,0000 civil money penalty of in addition to being censured for violations…more

Campaign Contributions, Investment Adviser, Pay-To-Play, Registered Investment Advisors, Securities and Exchange Commission (SEC)

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Inclusion Killers

When I graduated from law school, all I knew about the legal profession I was about to enter was that I was going to make more money than all of my immediate family members combined (yes, I come from a small family but, at the…more

Bias, Diversity and Inclusion Standards (D&I), Inequitable Conduct, Offensive Language, Racial Bias

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The New Value Defense

In this episode of Lowenstein’s Bankruptcy Lowdown, Eric Chafetz and Phillip Khezri of the firm’s Bankruptcy & Restructuring Department discuss a recent Eleventh Circuit Court of Appeals decision that the post-petition…more

Bankruptcy Code, Bankruptcy Code Section 547(b), Creditors, New Value Exception, New Value Plans

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Why Firms Should Help Associates Do More Pro Bono Work

Associates may hesitate to take on pro bono matters due to the added commitment, but pro bono work has tangible benefits for both associates and law firms. Associates get hands-on experience and learn necessary skills that…more

Client Services, Law Firm Associates, Pro Bono, Professional Development, Young Lawyers

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Navigating the VC Highway: How Savvy Founders Take the Driver’s Seat in Investor Relationships

When it comes to securing funding for their ventures, many founders are focused on one thing: money! While obtaining financial support is undoubtedly critical, it’s not the only consideration, and in fact, it’s just the…more

Diversity, Due Diligence, Entrepreneurs, Exit Strategies, Investment

See all updates »

SEC’s 2024 Examination Priorities for Broker-Dealers

On October 16, 2023, the U.S. Securities and Exchange Commission (“SEC”) Division of Examinations (the “Division”) released its annual Examination Priorities for fiscal year 2024 (the (“Report”), marking the first time the SEC…more

Anti-Money Laundering, Artificial Intelligence, Broker-Dealer, Conflicts of Interest, Cryptoassets

See all updates »

High Court Should Maintain Insurer Neutrality In Bankruptcy

A recent Expert Analysis article penned by Frank Perch, "High Court Should Endorse Insurer Standing In Bankruptcy," advocates for the U.S. Supreme Court, in Truck Insurance Exchange v. Kaiser Gypsum Company Inc., to adopt a…more

Bankruptcy Code, Chapter 11, Creditors, Debtors, Duty to Defend

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SVB Financial Group Files for Chapter 11 Bankruptcy

Early Friday morning, March 17, 2023, SVB Financial, the former holding company of SVB, filed a voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court for the Southern District of New York, citing the…more

Bank Holding Company, Bankruptcy Code, Bankruptcy Court, Banks, Bridge Banks

See all updates »

DOJ Releases Updated Guidance for Evaluating Corporate Compliance Programs

Use of Data Analytics and Access to Compliance Resources Among New Considerations On June 1, 2020, the United States Department of Justice (DOJ) updated its “Evaluation of Corporate Compliance Programs,” a guidance document used…more

Compliance, Compliance Monitoring, Department of Justice (DOJ), Employee Training, Federal Prosecutors

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SVB Financial Group Files for Chapter 11 Bankruptcy

Early Friday morning, March 17, 2023, SVB Financial, the former holding company of SVB, filed a voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court for the Southern District of New York, citing the…more

Bank Holding Company, Bankruptcy Code, Bankruptcy Court, Banks, Bridge Banks

See all updates »

Mastering Management and Emotional Intelligence for Women Attorneys

Today on “Real Talk,” Nicole Fulfree, Megan Monson, and Sarah Cole address the dos and don’ts for women attorneys seeking to develop effective management skills, emphasizing the critical role of emotional intelligence in legal…more

Best Management Practices, Career Development, Corporate Management, Diversity and Inclusion Standards (D&I), Firm Leadership

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Infinity Q Investors Sue Founder of Collapsed $1.7 Billion Fund After Fraud Charges

Investors in Infinity Q Capital Management’s (Infinity Q) funds filed a proposed class action against the firm last week after the fund’s founder was charged with securities fraud and obstruction of justice for allegedly…more

CFTC, Class Action, Investors, Mutual Funds, Obstruction of Justice

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DOJ Announces New Safe Harbor Policy for Reporting of Misconduct in Connection With M&A Transactions

On Oct. 4, Deputy Attorney General Lisa Monaco (DAG Monaco) announced a new safe harbor policy for voluntary self-disclosures made in connection with mergers and acquisitions (the Safe Harbor Policy). At the outset of her…more

Anti-Corruption, Antitrust Division, Compliance, Corporate Governance, Corporate Misconduct

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

The FTC Actively Enforcing Truthful Review and Endorsement Practices

Third-Party Review Services are a Focus- On January 25, the Federal Trade Commission announced that Fashion Nova LLC will be prohibited from suppressing customer reviews of its products and required to pay $4.2 million to…more

Civil Monetary Penalty, Consumer Review Fairness Act (CRFA), Federal Trade Commission (FTC), FTC Act, Online Reviews

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Current Trends in Force Majeure Clauses in the Wake of COVID-19: Frustration of Purpose as an Alternative Argument

In the wake of COVID-19, litigants have increasingly sought to excuse contractual performance by invoking force majeure clauses. In the early stages of the pandemic, there were few reported decisions on these matters, and the…more

Commercial Contracts, Contract Termination, Contract Terms, Coronavirus/COVID-19, Corporate Counsel

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Do the Sublimits in Your Insurance Policies Expand or Reduce Coverage?

Earlier this month, the New Jersey Appellate Division issued an unpublished opinion reminding policyholders of the first rule of insurance: Words matter. In Rivera v. Starstone Specialty Ins. Co.,1 the court was asked to address…more

Appellate Courts, Insurance Claims, Insurance Industry, Insurance Litigation, New Jersey

See all updates »

Meta v. Bright Data Ruling Has Important Implications for Webscraping Activities by Investment Advisers

On January 23, 2024, Judge Edward M. Chen of the United States District Court for the Northern District of California ruled in META PLATFORMS, INC. v. BRIGHT DATA LTD. (Meta v. Bright Data), granting Bright Data’s motion for…more

Breach of Contract, Data Sellers, Facebook, Instagram, Investment Adviser

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“Shadow Trading” is Insider Trading: Jury Establishes Liability in Historic Shadow Trading Case

On April 5, 2024, a jury found Matthew Panuwat civilly liable for insider trading in violation of federal securities laws in a first-of-its-kind “shadow trading” case (also referred to as “sympathy trading”), which was commenced…more

Insider Trading, Investment Firms, Misappropriation, MNPI, Publicly-Traded Companies

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FTC Promulgates New Rules on Deceptive Endorsements, Fake Reviews, and False Testimonials

Businesses that use and publish endorsements, reviews, or testimonials should be aware of the Federal Trade Commission’s (FTC) updated Endorsement Guides and proposed new rule banning fake reviews and testimonials. Here’s what…more

Advertising, Compliance, Disclosure Requirements, Endorsements, Fake Reviews

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Federal Venues May Not Be Available in Lawsuits That Members File Against Limited Liability Companies

The common train of thought when litigating as an out-of-state defendant is that it is best to be venued in federal court so as to eliminate any advantage an in-state plaintiff might have with a local jury. Typically, foreign…more

Citizenship, Diversity Jurisdiction, Federal Jurisdiction, Foreign Corporations, Forum Selection

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SEC Proposes Rules to Enhance ESG Disclosures by Advisers and Registered Funds

On May 25, 2022, the Securities and Exchange Commission (SEC) proposed rules to (i) enhance and standardize the disclosures of Advisers and Registered Funds, related to the incorporation of environmental, social, and governance…more

Disclosure Requirements, Environmental Social & Governance (ESG), Investment Adviser, Investment Company Act of 1940, Investment Funds

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USPTO Introduces Pilot Program For Expedited Review of Semiconductor Manufacturing-Related Patent Applications

On December 1, the United States Patent and Trademark Office (USPTO) announced that it is implementing the Semiconductor Technology Pilot Program, effective immediately, to incentivize intellectual property protection for…more

Patent Applications, Patent-Eligible Subject Matter, Patents, Pilot Programs, Prioritized Examination

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Drafter Beware: Recent New York Decision Reaffirms the Continuing Vitality of Public Policy in Enforcing Choice-of-Law Provisions

Every day, attorneys act as advisors to parties negotiating and drafting contracts. Among those terms often left to the lawyers are choice-of-law provisions. Which state’s law governs a dispute, in theory, should not matter…more

Choice-of-Law, Contract Drafting, Intent, Interest Rate Caps, Interest Rates

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New York City Takes Aim at Artificial Intelligence in Employment

The rise of artificial intelligence and other computer-based, data-driven decisions may seem attractive to employers looking to parse a deep pool of qualified candidates. But concerns that biases may affect these automated…more

Artificial Intelligence, Audits, Automated Systems, Bias, Data Collection

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Reminder–Form SHC: Report of U.S. Ownership of Foreign Securities Due March 4, 2022

Lowenstein Sandler’s Investment Management Group is pleased to provide you with (i) background information on the purpose and applicability of Form SHC (“Form SHC”); (ii) a summary of its contents; (iii) considerations for…more

Certificate of Deposit, Federal Reserve, Foreign Securities, Form SHC, Hedge Funds

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When Financial Stress Turns to Distress–Restructuring Tools to Avoid Disaster Parts 1 and 2: Chapter 11 Checklist and What Else Is in the Toolbox

In this Client Alert series, Lowenstein’s Bankruptcy, Financial Reorganization & Creditors’ Rights Department will introduce the various restructuring tools available to help businesses avoid financial catastrophe in the current…more

Chapter 11, Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Restructuring, Debt Restructuring

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Best Practices To Ensure DPA Compliance After Ericsson

On Oct. 21, Ericsson Inc. disclosed that the U.S. Department of Justice asserted that the company had "breached its obligations" under a 2019 deferred prosecution agreement "by failing to provide certain documents and factual…more

Bribery, Consent Decrees, Corporate Governance, Deferred Prosecution Agreements, Department of Justice (DOJ)

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Introducing Gen Z: Understanding the New Generation of Lawyers and How Their Perspective Could Shift Workplace Norms

On today’s episode, Rachel Moseson Dikovics, Amanda K. Cipriano, Claire Dronzek, and Lauren Russell discuss Gen Z’s perspective of young lawyers on issues such as work-life balance, organizational values, and mentorship. They…more

Career Development, Corporate Culture, Diversity, Generation Z, Law Firm Associates

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The SEC Division Of Enforcement Publishes 2020 Results

On November 2, the Securities and Exchange Commission’s Division of Enforcement (the Division) published its 2020 Annual Report (the Report), which details the Division’s fiscal year (FY) ending September 30, 2020,…more

Broker-Dealer, Coronavirus/COVID-19, Disgorgement, Enforcement, Enforcement Actions

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

SEC Expands The Accredited Investor Definition

On August 26, 2020, the Securities and Exchange Commission (SEC) adopted amendments (the Amendment) to the “accredited investor” definition to broaden the category of potential investors in private offerings of securities exempt…more

Accredited Investors, Federal Register, Limited Liability Company (LLC), Regulation D, Rural Business Investment Companies (RBICs)

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Key Structured Finance and Secondary Market Loan Trading Provisions of the CARES Act

On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security (CARES) Act (the “Act”). This alert summarizes key structured finance and secondary market loan trading provisions of the…more

CARES Act, Coronavirus/COVID-19, Mortgages, Secondary Markets, Structured Finance

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When Financial Stress Turns to Distress–Restructuring Tools to Avoid Disaster Parts 1 and 2: Chapter 11 Checklist and What Else Is in the Toolbox

In this Client Alert series, Lowenstein’s Bankruptcy, Financial Reorganization & Creditors’ Rights Department will introduce the various restructuring tools available to help businesses avoid financial catastrophe in the current…more

Chapter 11, Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Restructuring, Debt Restructuring

See all updates »

From Operator to Investor: How One General Partner Selects Her Investment Vehicles

In this episode of “Crypto Innovators,” Lowenstein Crypto’s Frank Eucalitto speaks with Aubrie Pagano, general partner at Alpaca VC, about her journey from operator to investor. Pagano discusses how her lived experience as a…more

Blockchain, Cryptocurrency, Investment Funds, Investment Management, Investment Opportunities

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NIST Releases Cybersecurity Framework 2.0

The National Institute of Science and Technology (NIST) has released NIST Cybersecurity Framework (2.0) (Framework 2.0). NIST released two earlier versions of the Framework for Improving Critical Infrastructure Cybersecurity in…more

Critical Infrastructure Sectors, Cybersecurity, Cybersecurity Framework, Federal Trade Commission (FTC), NIST

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Investment Advisers Beware: The BSA is Coming (Maybe)

The United States Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) has issued a notice of proposed rulemaking (NPRM) that would subject registered investment advisers (RIAs) and exempt reporting…more

AML/CFT, Bank Secrecy Act, Customer Due Diligence (CDD), FinCEN, Investment Adviser

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A Reminder That Rule 23 Requires Hearings on All Proposed Class Settlements, Even If There Are No Objectors

Certain class action settlements—like employment and consumer settlements—will very often draw objections from absent class members. But other types of settlements with more sophisticated absent class members—like antitrust and…more

Class Action, Class Members, Fairness Hearings, Objections, Settlement Agreements

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Cybersecurity = National Security: How the Investment Management Community Should Prepare for SEC’s Proposed Rules

In the latest installment of Lowenstein Sandler's Cybersecurity Awareness Series, Ken Fishkin speaks with Kathleen A. McGee, partner in Lowenstein’s The Tech Group and White Collar Criminal Defense practice group; Kate…more

Compliance, Cybersecurity, Environmental Social & Governance (ESG), Popular

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Keeping Insurers In the Game: Navigating New Jersey’s Duty to Defend After a Recent Supreme Court Opinion

Companies purchase insurance for litigation protection in the form of an insurer’s duty to defend lawsuits. Under New Jersey law, the duty to defend begins with the filing of a complaint that includes allegations that might…more

Commercial General Liability Policies, Duty to Defend, Insurance Industry, NJ Supreme Court, Policy Exclusions

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SEC Provides Guidance to Newly Registered Investment Advisers

The Securities and Exchange Commission (the SEC) routinely prepares Division Risk Alerts to provide helpful information to federally registered investment advisers (advisers). On March 27, the SEC released a Division Risk Alert…more

Disclosure Requirements, Investment Adviser, Policies and Procedures, Registered Investment Advisors, Risk Alert

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

Mastering Management and Emotional Intelligence for Women Attorneys

Today on “Real Talk,” Nicole Fulfree, Megan Monson, and Sarah Cole address the dos and don’ts for women attorneys seeking to develop effective management skills, emphasizing the critical role of emotional intelligence in legal…more

Best Management Practices, Career Development, Corporate Management, Diversity and Inclusion Standards (D&I), Firm Leadership

See all updates »

Pandemic Is Changing Compassionate Release Calculus

The risk of becoming infected with COVID-19 while incarcerated is significant and widely documented in the U.S. On Thursday, the Federal Bureau of Prisons reported that 4,718 federal inmates and 2,049 bureau staff members…more

Attorney General, Centers for Disease Control and Prevention (CDC), Coronavirus/COVID-19, Federal Sentencing Guidelines, Infectious Diseases

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The SEC’s Private Fund Adviser Rules Explained — Part 3: Deciphering a Private Fund Manager’s Fiduciary Duty

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted new rules and amendments under the Investment Advisers Act of 1940, as amended (the Advisers Act), that are expected to have a wide-ranging impact on…more

Advisors Act, Anti-Fraud Provisions, Bad Faith, Best Interest Standard, Breach of Duty

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NJDEP’s Groundbreaking Environmental Justice Regulations Published for Public Comment

On June 6, 2022, the New Jersey Department of Environmental Protection (NJDEP or Department) published its long-anticipated Environmental Justice rule proposal (EJ Rule Proposal)—the nation’s first proposed environmental justice…more

Administrative Review, Environmental Justice, Environmental Policies, NJDEP, Public Comment

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How To Avoid Federal Criminal And Civil Penalties In Connection With Applications For PPP Loans

The Small Business Administration’s (SBA) Paycheck Protection Program (PPP) is a forgivable loan program created by the Coronavirus Aid, Relief, and Economic Security (CARES) Act. The purpose of the PPP, which has a $349 billion…more

Borrowers, CARES Act, Coronavirus/COVID-19, Criminal Penalties, Department of Justice (DOJ)

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New Jersey Wants Its Own BitLicense Regulation

New Jersey is poised to adopt sweeping cryptocurrency and blockchain regulations with the passage of the Digital Asset and Blockchain Technology Act (the Act). If adopted, the Act would radically change the regulatory landscape…more

Blockchain, Cryptocurrency, Digital Assets, Licenses, New Jersey

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Sometimes You Have to Sweat the Small Stuff: Technicality Renders $10M Excess Policy Valueless

For nearly 100 years, courts across the country have followed the established majority view that an excess insurer may not avoid its coverage obligation by imposing technical requirements on the manner in which underlying…more

Excess Policies, Exhaustion Doctrine, Insurance Claims, Insurance Industry, Insurance Litigation

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SBA Loans Regs: The “Bootleg” Redline of SBA Affiliation Rule §301(f) (the changes you’re not seeing online!)

There’s been confusion about the rules governing eligibility for SBA Section 7(a) loans, which we’ve elsewhere written about.1 That confusion focused on whether to conduct “affiliation” analysis under Section in Title 13 CFR…more

CARES Act, Coronavirus/COVID-19, Eligibility, Paycheck Protection Program (PPP), SBA

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Fifth Circuit Reviews Private Fund Advisers Rule

A “private fund” is an investment vehicle that is not required to be registered or regulated as an investment company under the Investment Company Act of 1940 (the ICA). Private funds are typically accessible only to accredited…more

Investment Adviser, Investment Company Act of 1940, Investors, Private Funds, Registered Funds

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Startups: Beneficial Ownership Filings May Be Required After January 1, 2024

Founders and operators, is your company prepared to report its Beneficial Ownership Information (BOI)? Unless an exemption applies, you may be required under the Corporate Transparency Act (CTA) to identify and report the…more

Beneficial Owner, Business Entities, Corporate Transparency Act, Early Stage Companies, Employer Identification Number (EIN)

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The SEC’s Private Fund Adviser Rules Explained — Part 3: Deciphering a Private Fund Manager’s Fiduciary Duty

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted new rules and amendments under the Investment Advisers Act of 1940, as amended (the Advisers Act), that are expected to have a wide-ranging impact on…more

Advisors Act, Anti-Fraud Provisions, Bad Faith, Best Interest Standard, Breach of Duty

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BREAKING: Federal Trade Commission Imposes Broad Non-Compete Ban and U.S. Department of Labor Increases Overtime Salary Threshold

April 23, 2024, has been a very busy day on the employment front, with significant, far-reaching moves at the federal level. Non-Compete Ban- First, in a watershed vote during an open commission meeting today, the Federal…more

Department of Labor (DOL), Employment Contract, Executive Compensation, Fair Labor Standards Act (FLSA), Federal Trade Commission (FTC)

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Surprise! New Jersey Health Care Providers Face Compliance With New Federal Out-Of-Network Law

In addition to providing funding for the federal government and for COVID-19 relief, the recently enacted Consolidated Appropriations Act, 2021, also includes legislation to safeguard patients from unexpected or “surprise”…more

Consolidated Appropriations Act (CAA), Dispute Resolution, Health Care Providers, Medical Bills, Out of Network Provider

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House Tax Proposal Would Restrict Grantor Trust Planning: What You Need To Know Now

On September 13, the House Ways & Means Committee proposed new tax provisions as part of the Build Back Better Act. The proposal includes many substantial tax changes that would affect personal income tax and business tax…more

Business Taxes, Estate Tax, Gift Tax, Grantor Trusts, Income Taxes

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The Critical Importance of an Effective Investment Policy Statement

Introduction- An IPS is an integral policy document for any organization to reduce corporate cash management and investment risks. It outlines an entity's cash management processes and strategies, and its investment goals…more

Board of Directors, Capital Investments, Corporate Management, Economic Growth, Financial Adviser

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The SEC’s Private Fund Adviser Rules Explained — Part 3: Deciphering a Private Fund Manager’s Fiduciary Duty

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted new rules and amendments under the Investment Advisers Act of 1940, as amended (the Advisers Act), that are expected to have a wide-ranging impact on…more

Advisors Act, Anti-Fraud Provisions, Bad Faith, Best Interest Standard, Breach of Duty

See all updates »

The USPTO’s Transition to Electronic Patent Grants

In its ongoing efforts to modernize patent examination practices, the United States Patent and Trademark Office (USPTO) has announced it will transition to electronic patent grants (eGrants) and discontinue mailing traditional…more

Electronic Filing, Patent Applications, Patent Filings, Patents, USPTO

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Corporate Governance Takeaways Following Rescission of Elon Musk’s $55.8 Billion Equity Compensation Package

“Was the richest person in the world overpaid?” That’s how the Delaware Court of Chancery (the Court) began the 200-page opinion in Tornetta v. Musk to rescind Elon Musk’s entire $55.8 billion 10-year equity compensation package…more

Board of Directors, Breach of Duty, CEOs, Controlling Stockholders, Corporate Governance

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About Time: FinCEN Extends Deadline for New Companies Reporting Beneficial Ownership Information

On November 29, 2023, the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a final rule (RIN 1506-AB62)1, extending the deadline for companies created or registered in 2024 to file beneficial owner…more

Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, Financial Institutions, FinCEN

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Investment Organizations Continue to Find Value in Alternative Data, Despite Challenges and Cost

Findings from a survey by Lowenstein Sandler LLP suggest increased use and a maturing landscape when it comes to alternative data. Ninety-two percent of investment organizations—including hedge funds, private equity, and…more

Data Collection, Hedge Funds, Investment Funds, Online Platforms, Portfolio Managers

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Sign on the Dotted Line: Negotiating an Effective Employment Agreement

James Gregory, Batool T. Banker, and Taryn E. Cannataro of Lowenstein’s Employee Benefits & Executive Compensation practice lay out tips for negotiating a fulsome executive employment agreement for both new hires and existing…more

Contract Negotiations, Contract Terms, Employment Contract, Employment Terms, Hiring & Firing

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SVB Financial Group Files for Chapter 11 Bankruptcy

Early Friday morning, March 17, 2023, SVB Financial, the former holding company of SVB, filed a voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court for the Southern District of New York, citing the…more

Bank Holding Company, Bankruptcy Code, Bankruptcy Court, Banks, Bridge Banks

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The Secret Child

Wills: An estate planner and a Shakespearean scholar talk about the right way—and the many wrong ways—to design your will. Speakers: Warren Racusin, Chair, Trusts & Estates Bridget Harris, Counsel, Trusts & Estates Mary Bly,…more

Beneficiaries, Beneficiary Designations, Estate Planning, Heirs, Inheritance

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New Year, (Likely) New Remediation Standards–NJDEP Kicks Off 2024 With Proposed Ground Water Quality Standards

On Jan. 2, the New Jersey Department of Environmental Protection (NJDEP) rang in the new year by publishing a Proposed Rule updating the Ground Water Quality Standards (GWQS) for 65 of the 73 constituents currently regulated for…more

Brownfield Properties, Contamination, Environmental Policies, Groundwater, New Jersey

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Virginia Approves New Data Privacy Law: States Take The Lead As U.S. Trends Closer To Europe’s GDPR

On March 2, the Virginia Consumer Data Protection Act (VCDPA) was signed into law, becoming the second comprehensive state privacy law in the United States. The VCDPA reflects core principles from the California Consumer Privacy…more

California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA), Consumer Privacy Rights, Data Privacy, General Data Protection Regulation (GDPR)

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Congressional Leaders Cross the Aisle in Support of Data Privacy Legislation

U.S. Senate and House committee chairs took a decisive step toward enacting national data privacy legislation with the release (in draft) of the American Privacy Rights Act (APRA) on March 31. Sen. Maria Cantwell, D-Wash., and…more

Biometric Information Privacy Act, California Consumer Privacy Act (CCPA), California Privacy Protection Agency (CPPA), Consumer Privacy Rights, Data Breach

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Trends in White Collar Crime Enforcement: Looking Back on 2021 and Ahead to 2022

Theranos, Trump Organization, Operation Varsity Blues, DEI, ESG and More: Experts Expect SEC and DOJ Actions to Ramp Up in 2022- 2022 will likely be a lot like 2021, only more so. With most key federal positions filled, the…more

Anti-Money Laundering, Bank Secrecy Act, Civil Rights Act, Coronavirus/COVID-19, Cryptocurrency

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USPTO To Issue Trademark Electronic Registration Certificates and Shorten Office Action Response Timelines

In its ongoing efforts to modernize its practices and increase the efficiency of examination, the United States Patent and Trademark Office (USPTO) is implementing two changes to issuance of trademark registration certificates…more

Electronic Filing, Registration, Trademark Registration, Trademarks, USPTO

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SEC Adopts Amendments to Form PF for Registered Investment Advisers to Private Funds

On May 3, 2023, the U.S. Securities and Exchange Commission (“SEC”) adopted amendments to Form PF, the confidential form by which certain SEC-registered investment advisers report information pertaining to the private funds they…more

Annual Reports, Brokers, Clawbacks, FSOC, Hedge Funds

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When Financial Stress Turns to Distress–Restructuring Tools to Avoid Disaster Parts 1 and 2: Chapter 11 Checklist and What Else Is in the Toolbox

In this Client Alert series, Lowenstein’s Bankruptcy, Financial Reorganization & Creditors’ Rights Department will introduce the various restructuring tools available to help businesses avoid financial catastrophe in the current…more

Chapter 11, Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Restructuring, Debt Restructuring

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2023 Pro Bono Report

Lowenstein Sandler is celebrating the 15th anniversary of its Center for the Public Interest with the publication of its latest Pro Bono Report, detailing the firm’s pro bono efforts throughout 2023, which included serving more…more

Client Services, Community Service, Domestic Violence, Environmental Policies, Family Law Courts

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New York Designates COVID-19 An Airborne Infectious Disease, Triggering HERO Act Safety Plan Requirements

On September 6, 2021, New York state’s commissioner of health designated COVID-19 a highly contagious communicable disease that presents a serious risk of harm to the public health under New York state’s HERO Act (the Act). This…more

Coronavirus/COVID-19, Health and Essential Rights (HERO) Act, Infectious Diseases, Masks, NYDOL

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New Jersey’s New Police Use Of Force Policy Is Another Step In The Right Direction

The use of force policy issued this week by Attorney General Gurbir Grewal and a coalition of law enforcement and community leaders will serve as a national model and represents another groundbreaking step forward for New…more

Attorney General, Law Enforcement, New Jersey, Police, Policies and Procedures

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Feds Reach Into Real Estate Deals Extended In Name Of National Security

Could your upcoming commercial real estate transaction or investment raise national security concerns? Under recently developed federal law, the Committee on Foreign Investment in the United States (CFIUS), a long-standing…more

CFIUS, Commercial Real Estate Market, Department of Defense (DOD), FBI, Foreign Investment

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U.S. Treasury Issues Notice of Anti-Money Laundering Regulations for Residential Real Estate Transfers

On Feb. 7, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a notice of proposed rulemaking (NPRM)1 in response to illicit finance risks identified in the U.S. residential real estate…more

Anti-Money Laundering, Bank Secrecy Act, FinCEN, NPRM, Popular

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USPTO To Issue Trademark Electronic Registration Certificates and Shorten Office Action Response Timelines

In its ongoing efforts to modernize its practices and increase the efficiency of examination, the United States Patent and Trademark Office (USPTO) is implementing two changes to issuance of trademark registration certificates…more

Electronic Filing, Registration, Trademark Registration, Trademarks, USPTO

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Preparing Your Company for FinCEN’s Beneficial Ownership Reporting Requirements

On September 29, 2022, the U.S. Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a final rule implementing the Corporate Transparency Act’s (CTA) beneficial ownership information (BOI) reporting requirements…more

Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, Corruption, Exemptions

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Material Investment Management Developments and Template Annual Compliance Checklists for Registered Investment Advisers, Exempt Reporting Advisers, Commodity Pool Operators, Commodity Trading Advisors, and Private Fund Managers

Lowenstein Sandler’s Investment Management Group is pleased to provide you with the summaries and checklists described below. Summaries of recent legal developments with respect to: •SEC’s 2023 Examination Priorities-…more

CFTC, Commodity Pool, Commodity Trading Advisors (CTAs), Custody Rule, Cybersecurity

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SVB FALLOUT: How VC-backed Startups May Extend Payroll & Avoid Furloughs

In light of the FDIC takeover of Silicon Valley Bank (SVB), many of our startup, growth company, and fund clients have asked about how to manage their obligations to pay their team members during a period when the company’s bank…more

Criminal Liability, Emerging Growth Companies, Fair Labor Standards Act (FLSA), FDIC, Financial Institutions

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Antitrust Agencies’ Health Care RFI Signals Increased Scrutiny of PE Deals

On March 5, the Federal Trade Commission (FTC), U.S. Department of Justice’s Antitrust Division (DOJ), and Department of Health and Human Services (HHS) jointly issued a Request for Information on Consolidation in Health Care…more

Anticompetitive Behavior, Antitrust Division, Competition, Department of Health and Human Services (HHS), Department of Justice (DOJ)

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D&O Insurance Myths (Part 2)

Eric Jesse from Lowenstein Sandler's Insurance Recovery Group punctures a few more D&O insurance myths, including “all insurers are alike” and “D&O policies are non-negotiable.” Speakers: Eric Jesse, Partner, Insurance…more

Commercial General Liability Policies, Commercial Insurance Policies, Insurance Industry, Policy Exclusions, Policy Terms

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New Jersey Adopts a Comprehensive Data Protection Law: What You Need to Know and Do Now

On January 8, 2024, after multiple amendments, the New Jersey Legislature passed a comprehensive data protection bill (SB 332). Gov. Philip Murphy has 45 days to execute SB 332, making New Jersey the 13th state to adopt…more

California Consumer Privacy Act (CCPA), Consumer Privacy Rights, Data Controller, Data Deletion, Data Protection

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Don’t pop the champagne; the CTA isn’t dead ... yet.

On Friday, March 1, 2024, U.S. District Court Judge Liles Burke ruled that the Corporate Transparency Act (CTA) is unconstitutional because Congress exceeded its powers to regulate interstate commerce, oversee foreign affairs…more

Article I, Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN

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Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

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Fake It till You Break It: Insurance Coverage Implications for ChatGPT Mishaps

ChatGPT, an Artificial Intelligence (AI) chatbot created by OpenAI, has taken the legal world by storm since it first launched in November 2022. The chatbot gained notoriety for its cutting-edge ability to answer questions and…more

Artificial Intelligence, Bad Faith, Damages, False Statements, Fines

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Leveraging the Clerkship Experience When Transitioning to Private Practice

In this episode of “Real Talk,” Nicole Fulfree and Amanda Cipriano talk with Lowenstein associates Mikayla Berliner and Markiana Julceus about judicial clerkships, including the benefits they gained from their respective…more

Career Development, Law Clerks, Law Firm Associates, Law Firm Partners, Professional Development

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Risk of Personal Liability Despite Incorporation

One of the fundamental principles of corporate law is that the owners, directors and officers of a corporate entity generally are not personally responsible for the entity’s debts. Without this insulation from personal…more

Creditors, Employee Retirement Income Security Act (ERISA), Family Businesses, Fiduciary Duty, Financial Statements

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SEC Settlement Highlights Continued Scrutiny of Off-Channel Communications

On April 3, 2024, the U.S. Securities and Exchange Commission (SEC) announced yet another settlement regarding “off-channel communications.” As we have previously written about, settlements of this type have become increasingly…more

Advisors Act, Broker-Dealer, Electronic Communications, Investment Adviser, Policies and Procedures

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SEC Pay-to-Play Rule Rears Its Head Again in Time for Election Season

On April 15, 2024, the U.S. Securities and Exchange Commission (SEC) settled with a registered investment adviser (Adviser), whereby the Adviser paid a $60,0000 civil money penalty of in addition to being censured for violations…more

Campaign Contributions, Investment Adviser, Pay-To-Play, Registered Investment Advisors, Securities and Exchange Commission (SEC)

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Mass Arbitrations: Who Pays? Part II

Host Lynda A. Bennett, Chair of the Insurance Recovery practice at Lowenstein Sandler, welcomes back Freda L. Wolfson, Michael A. Kaplan, and Ruth Fong Zimmerman to continue their discussion on mass arbitration and mediation,…more

Arbitration, Arbitrators, Dispute Resolution, Insurance Industry, Insurance Litigation

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Antitrust Agencies’ Health Care RFI Signals Increased Scrutiny of PE Deals

On March 5, the Federal Trade Commission (FTC), U.S. Department of Justice’s Antitrust Division (DOJ), and Department of Health and Human Services (HHS) jointly issued a Request for Information on Consolidation in Health Care…more

Anticompetitive Behavior, Antitrust Division, Competition, Department of Health and Human Services (HHS), Department of Justice (DOJ)

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Has the SPAC Bubble Burst? Part 2: The SEC’s New Rules

Lynda A. Bennett continues her conversation with Capital Markets & Securities partner Jared Kelly and Yelena Dunaevsky, Esq., Vice President, Transactional Insurance at Woodruff Sawyer, about SPACs, deSPACs, the SEC’s new rules…more

Banking Sector, Initial Public Offering (IPO), Insurance Industry, New Rules, Securities and Exchange Commission (SEC)

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The FTC Actively Enforcing Truthful Review and Endorsement Practices

Third-Party Review Services are a Focus- On January 25, the Federal Trade Commission announced that Fashion Nova LLC will be prohibited from suppressing customer reviews of its products and required to pay $4.2 million to…more

Civil Monetary Penalty, Consumer Review Fairness Act (CRFA), Federal Trade Commission (FTC), FTC Act, Online Reviews

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The Role of a Creditors’ Committee to Investigate, Preserve, and Pursue Causes of Action in Crypto Bankruptcies

Lowenstein Sandler’s previous articles on crypto bankruptcies discussed the role of a creditors’ committee in protecting the rights of customers and confirmation issues arising in crypto cases. This article will delve deeper…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Chapter 11, Creditors

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SEC Highlights Need For Improvements In Investment Adviser And Private Fund ESG Policies, Procedures, And Practices

On April 9, 2021, the U.S. Securities and Exchange Commission (the SEC) released results from its recent examinations of particular investment advisers, registered investment companies, and private funds (the firms) that purport…more

Environmental Social & Governance (ESG), Investment Adviser, Investment Advisers Act of 1940, Policies and Procedures, Portfolio Managers

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NIST Releases Cybersecurity Framework 2.0

The National Institute of Science and Technology (NIST) has released NIST Cybersecurity Framework (2.0) (Framework 2.0). NIST released two earlier versions of the Framework for Improving Critical Infrastructure Cybersecurity in…more

Critical Infrastructure Sectors, Cybersecurity, Cybersecurity Framework, Federal Trade Commission (FTC), NIST

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BREAKING: Federal Trade Commission Imposes Broad Non-Compete Ban and U.S. Department of Labor Increases Overtime Salary Threshold

April 23, 2024, has been a very busy day on the employment front, with significant, far-reaching moves at the federal level. Non-Compete Ban- First, in a watershed vote during an open commission meeting today, the Federal…more

Department of Labor (DOL), Employment Contract, Executive Compensation, Fair Labor Standards Act (FLSA), Federal Trade Commission (FTC)

See all updates »

Trade Matters - Lowenstein Sandler's Global Trade & National Security Newsletter - April 2024

Ford Motor Company Agrees to $365M Settlement for Attempted Tariff Engineering Ford has agreed to settle the long-standing dispute over the tariff classification of vans imported from 2009 to 2013. At the time, Customs and…more

Antiboycott Requirements, Bribery, Bureau of Industry and Security (BIS), CFIUS, Connected Cars

See all updates »

Investment Organizations Continue to Find Value in Alternative Data, Despite Challenges and Cost

Findings from a survey by Lowenstein Sandler LLP suggest increased use and a maturing landscape when it comes to alternative data. Ninety-two percent of investment organizations—including hedge funds, private equity, and…more

Data Collection, Hedge Funds, Investment Funds, Online Platforms, Portfolio Managers

See all updates »

2023 Pro Bono Report

Lowenstein Sandler is celebrating the 15th anniversary of its Center for the Public Interest with the publication of its latest Pro Bono Report, detailing the firm’s pro bono efforts throughout 2023, which included serving more…more

Client Services, Community Service, Domestic Violence, Environmental Policies, Family Law Courts

See all updates »

Updates on Tax Deadlines and Key Tax Provisions of the CARES Act

Over recent days, the Internal Revenue Service has extended certain tax filing and payment deadlines and issued guidance on some provisions of the recently-enacted Coronavirus Aid, Relief, and Economic Security Act (the CARES…more

CARES Act, Corporate Taxes, Employee Retention, Filing Deadlines, Income Taxes

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Corporate Governance Takeaways Following Rescission of Elon Musk’s $55.8 Billion Equity Compensation Package

“Was the richest person in the world overpaid?” That’s how the Delaware Court of Chancery (the Court) began the 200-page opinion in Tornetta v. Musk to rescind Elon Musk’s entire $55.8 billion 10-year equity compensation package…more

Board of Directors, Breach of Duty, CEOs, Controlling Stockholders, Corporate Governance

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SEC Raises The Dollar Threshold For Qualified Clients

What You Need To Know: Effective August 16, 2021, the Assets-Under-Management Test will increase to $1.1 million, and the Net Worth Test will increase to $2.2 million. On June 17, 2021, the U.S. Securities and Exchange…more

Investment Adviser, Investment Advisers Act of 1940, Investors, Private Funds, Registered Investment Advisors

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Emergency Relief Legislation for Businesses and Individuals: CARES Act-Loan Programs

On March 27, 2020, President Trump signed in to law an unprecedented economic relief package (the “CARES Act”) designed to help businesses and their employees ride out the economic turmoil caused by COVID-19. We have reviewed…more

CARES Act, Coronavirus/COVID-19, Covered Employer, Paycheck Protection Program (PPP), Relief Measures

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Don’t pop the champagne; the CTA isn’t dead ... yet.

On Friday, March 1, 2024, U.S. District Court Judge Liles Burke ruled that the Corporate Transparency Act (CTA) is unconstitutional because Congress exceeded its powers to regulate interstate commerce, oversee foreign affairs…more

Article I, Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN

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USPTO Issues Inventorship Guidance for AI-Assisted Inventions - AI-Assisted Inventions are Not Categorically Unpatentable

On February 13, the United States Patent and Trademark Office (USPTO) issued inventorship guidance, effective immediately, for inventions created with the assistance of artificial intelligence (AI). The guidance addresses…more

Artificial Intelligence, Disclosure Requirements, Innovative Technology, Inventions, Inventors

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Main Street Lending Program–Launch Update

Effective July 6, 2020, the Federal Reserve Bank of Boston announced that the “Main Street Lending Program” is now fully operational and ready to begin purchasing commitments from eligible lenders. After months of periodic…more

CARES Act, Coronavirus/COVID-19, EBITDA, Federal Reserve, Main Street Expanded Loan Facility

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Minimizing Director Liability: Best Practices for PPP Recipients

Congratulations–you have successfully received an SBA PPP loan! While you are likely thinking that the hard work is over, you are, unfortunately, wrong. The responsibilities of a PPP loan recipient extend beyond the four corners…more

Best Practices, CARES Act, Coronavirus/COVID-19, Crisis Management, Federal Loans

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Governor Signs New York LLC Transparency Act into Law

On Dec. 22, New York Governor Kathy Hochul signed the New York Limited Liability Company Transparency Act (“NY LLC Transparency Act”) into law. The NY LLC Transparency Act is modeled on the Corporate Transparency Act (“CTA”), a…more

Broker-Dealer, Corporate Transparency Act, Financial Crimes, Limited Liability Company (LLC), New York

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Proactive Planning For Website Accessibility Today Can Avoid Disruption Later

Website accessibility lawsuits are on the rise. This article examines the reasons for these suits, explains the state of the law, and provides some advice about how businesses can protect themselves from potential claims and…more

Americans with Disabilities Act (ADA), Department of Justice (DOJ), Public Accommodation, Title III, Web Content Accessibility Guidelines (WCAG)

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Funding Life Sciences: Where The Opportunities And Resources Are In 2021 And Beyond

Early-stage and small to midsize private and public companies in the life sciences sector began 2020 on a high note. Funding, particularly in the biotechnology sector, was pouring into the industry. Even several months into the…more

Biotechnology, C-Suite Executives, Clinical Trials, Coronavirus/COVID-19, Funding

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Fiscal Year 2022 Hart-Scott-Rodino Annual Report Provides Data on Antitrust Merger Enforcement for First Full Fiscal Year of Biden Administration

The Federal Trade Commission (FTC) and the Department of Justice Antitrust Division (DOJ) on December 21, 2023, released the FY 2022 HSR Annual Report (the Report). The Report covers the period October 1, 2021, through September…more

Annual Reports, Antitrust Violations, Department of Justice (DOJ), Federal Trade Commission (FTC), Government Investigations

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Meta v. Bright Data Ruling Has Important Implications for Webscraping Activities by Investment Advisers

On January 23, 2024, Judge Edward M. Chen of the United States District Court for the Northern District of California ruled in META PLATFORMS, INC. v. BRIGHT DATA LTD. (Meta v. Bright Data), granting Bright Data’s motion for…more

Breach of Contract, Data Sellers, Facebook, Instagram, Investment Adviser

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Inflation Reduction Act Tax Implications

The President is expected to imminently sign the Inflation Reduction Act of 2022 (the “Act”), which was passed by both the Senate and House of Representatives. This Client Alert addresses two main tax provisions in the Act:..…more

Alternative Minimum Tax, Corporate Net Income, Corporate Taxes, Excise Tax, Foreign Corporations

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Leading National Trend, California Enacts Sweeping Climate-Disclosure Laws

On Oct. 7, California Gov. Gavin Newsom signed into law two bills—Senate Bill 253 and Senate Bill 261—that will require thousands of public and private companies doing business in California to make broad disclosures of…more

California, CARB, Disclosure Requirements, Governor Newsom, Greenhouse Gas Emissions

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Slew of Recent SEC Enforcement Actions: Guidance for Registered Investment Advisers

On September 5, the U.S. Securities and Exchange Commission (SEC) announced enforcement actions against five investment advisers for violating Rule 206(4)-2 (the Custody Rule) and Rule 204-1(a) (the ADV Reporting Rule) of the…more

Audited Financial Statements, Client Funds, Custodians, Custody Rule, Enforcement Actions

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Seven Tips for Mediating Complex Insurance Coverage Disputes

Mediation can be a viable way to reach a satisfactory settlement on an insurance dispute. When successful, mediation offers a less costly and time-consuming alternative to litigation and often allows for more candor and…more

Bad Faith, Dispute Resolution, Insurance Claims, Insurance Industry, Insurance Litigation

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Real Estate Financing in Today’s Economy: The Advantages of Starting Negotiations Early

Today on Terra Firma: Conversations on Commercial Real Estate, hosts Stacey Tyler and Stephen Tanico speak with Kim Lomot, partner in Lowenstein’s Real Estate practice, about the current environment for real estate financing,…more

Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Commercial Tenants, Real Estate Financing

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Delaware’s New Universal Demand-Futility Test

On Sept. 23, the Delaware Supreme Court endorsed a new universal three-part demand-futility test in United Food and Commercial Workers Union and Participating Food Industry Employers Tri-State Pension Fund v. Zuckerberg, et al…more

Board of Directors, Business Judgment Rule, Class Action, DE Supreme Court, Demand Futility

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Delaware Supreme Court Clarifies Limited Partner Rights To Books And Records: The Decision Will Have A Meaningful Impact On All Hedge, Private Equity, And Venture Funds

What You Need To Know:- •For managers preparing documents for their first Delaware fund, the limited partnership agreement of the fund should expressly require that any materials requested in connection with a books and…more

DE Supreme Court, Hedge Funds, Limited Partnerships, Private Equity, Trusts

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Ninth Circuit ‘Excess Insurer’ Ruling A Positive Step In Insurance Law For Policyholders

Policyholders purchase excess coverage with the reasonable expectation that they will not face a series of different coverage positions from multiple layers of insurers when seeking payment for claims, but that is not always the…more

AIG, Department of Labor (DOL), Excess Policies, Insurance Claims, Insurance Industry

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SDNY Announces Criminal Enforcement Priorities for 2024, Whistleblower Pilot Program

Damian Williams, the U.S. Attorney for the Southern District of New York, announced an expansion of his office’s priorities for 2024, adding fights against the fentanyl epidemic and public corruption to its previously stated…more

Drug Trafficking, New York, Pilot Programs, Public Corruption, Whistleblowers

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Loan Forgiveness As Basis For Fraudulent Transfer Claims

Fraudulent transfer litigation is a valuable weapon in the bankruptcy code arsenal that is commonly used to target assets that were transferred or otherwise disposed of prior to the bankruptcy. These assets, if successfully…more

Bankruptcy Code, Chapter 11, Corporate Restructuring, Fraudulent Transfers, Loan Forgiveness

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The Intersection of Emerging Trends in M&A/ Private Equity and Reps & Warranty Insurance: The Road Remains Bumpy For Dealmakers

In today’s episode of Don’t Take No For An Answer, hosts Lynda Bennett and Eric Jesse are joined by Marita Makinen, Partner and Chair of Lowenstein’s Mergers & Acquisitions group and Co-chair of its Transactions & Advisory…more

Acquisitions, Business Valuations, Due Diligence, Investment Opportunities, Mergers

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Main Street Lending Program–Launch Update

Effective July 6, 2020, the Federal Reserve Bank of Boston announced that the “Main Street Lending Program” is now fully operational and ready to begin purchasing commitments from eligible lenders. After months of periodic…more

CARES Act, Coronavirus/COVID-19, EBITDA, Federal Reserve, Main Street Expanded Loan Facility

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Recent Tenth Circuit Decision in John Q Hammons Fall Following SCOTUS’ Decision in Siegel v. Fitzgerald Could Result in Significant Refunds for Certain Chapter 11 Debtors

In this episode of the Lowenstein Bankruptcy Lowdown, Michael Savetsky and Erica G. Mannix discuss the recent Tenth Circuit decision in In re John Q Hammons Fall 2006 LLC determining the appropriate remedy for a debtor’s…more

Bankruptcy Court, Bankruptcy Trustees, Chapter 11, Constitutional Challenges, Debtors

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Anti-Bribery Expansion: The Foreign Extortion Prevention Act

On December 22, 2023, President Biden signed into law the 2024 National Defense Authorization Act. This bipartisan legislation included the Foreign Extortion Prevention Act (FEPA), which enables criminal prosecution of foreign…more

Anti-Bribery, Anti-Corruption, Compliance, Department of Justice (DOJ), Extortion

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Anti-Bribery Expansion: The Foreign Extortion Prevention Act

On December 22, 2023, President Biden signed into law the 2024 National Defense Authorization Act. This bipartisan legislation included the Foreign Extortion Prevention Act (FEPA), which enables criminal prosecution of foreign…more

Anti-Bribery, Anti-Corruption, Compliance, Department of Justice (DOJ), Extortion

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New Jersey Flood Risk Disclosure

In response to growing flood risks due to the effects of climate change, the New Jersey Flood Risk Notification Law was enacted on July 3, 2023, requiring landlords and sellers of both commercial and residential real property to…more

Climate Change, Disclosure Requirements, FEMA, Flood Zones, Flooding

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Venture Coalition Commitments Encourage Responsible AI Development in Absence of Regulatory Guidance

In November 2023, Responsible Innovation Labs (RIL), a coalition of technology industry founders and investors focused on responsible innovation, published a set of guidelines for AI development and investment titled “Voluntary…more

Artificial Intelligence, Due Diligence, Governance Standards, Investors, Machine Learning

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When Chapter 11 Hits, D&O Claims Can Take the Unsecured Director Down

Actions Against Directors, Officers Common After Chapter 11 Bulk-Asset Sales Leave Nothing to Recover- In the event of Chapter 11 Bankruptcy, creditors often look to recover funds by individually targeting directors or…more

Board of Directors, CEOs, Chapter 11, Creditors, D&O Insurance

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“Shadow Trading” is Insider Trading: Jury Establishes Liability in Historic Shadow Trading Case

On April 5, 2024, a jury found Matthew Panuwat civilly liable for insider trading in violation of federal securities laws in a first-of-its-kind “shadow trading” case (also referred to as “sympathy trading”), which was commenced…more

Insider Trading, Investment Firms, Misappropriation, MNPI, Publicly-Traded Companies

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Recent Cyber Event Places Many Entities’ Data At Risk

As reported by Bloomberg and other news outlets, a major cyber security intrusion attributed to Russian state hackers, known by the nicknames APT29 or Cozy Bear, has sent cybersecurity experts into emergency mode as they work to…more

Cyber Attacks, Cyber Insurance, Cybersecurity, Hackers, Information Technology

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The Treasury Wants Its PPP Money Back By May 7. How Do We Level The Playing Field For Small Businesses?

Scant and inconsistent instruction from the Treasury Department has wrought havoc among small business owners seeking emergency funding under the Paycheck Protection Program. It's time for Congress to step in with…more

CARES Act, Certificate of Need, Coronavirus/COVID-19, Paycheck Protection Program (PPP), Safe Harbors

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Get Ready: Mandatory Vaccination Is Here for Large Employers

At long last, the United States Department of Labor’s Occupational Safety and Health Administration (OSHA) has released its emergency temporary standard (ETS) requiring employers with 100 or more employees to take certain…more

Americans with Disabilities Act (ADA), Department of Labor (DOL), Documentation, Masks, OSHA

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Sympathy Trading–SEC Seeks To Expand Insider Trading Liability

On August 17, 2021, the U.S. Securities and Exchange Commission (SEC) filed a first-of-its-kind complaint, alleging insider trading against a former employee of Medivation Inc. (Medivation), a California-based biopharmaceutical…more

Confidential Information, Corporate Counsel, Insider Trading, Securities and Exchange Commission (SEC), Securities Exchange Act

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Key Updates To First Draw PPP Loans

Introduction •The First Draw Consolidated IFR also applies to loan forgiveness applications submitted under the Paycheck Protection Program before enactment of the Economic Aid Act where SBA has not remitted the forgiveness…more

CARES Act, Coronavirus/COVID-19, Economic Aid Act, Loan Forgiveness, Paycheck Protection Program (PPP)

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The ABCs of LLC Equity Compensation

On this episode of “Just Compensation,” Darren Goodman, Sophia Mokotoff, and Taryn E. Cannataro discuss equity compensation that can be issued by partnerships, with a special focus on profits interests. Profits interests are…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Equity Compensation, Executive Compensation

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Mastering Management and Emotional Intelligence for Women Attorneys

Today on “Real Talk,” Nicole Fulfree, Megan Monson, and Sarah Cole address the dos and don’ts for women attorneys seeking to develop effective management skills, emphasizing the critical role of emotional intelligence in legal…more

Best Management Practices, Career Development, Corporate Management, Diversity and Inclusion Standards (D&I), Firm Leadership

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Regulators Crack Down on the Use of Messaging Apps as Wall Street Banks and Investment Advisers Hit With $1.8 Billion in Fines

On September 27, 2022, regulators from the Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) handed out over $1.8 billion in fines to financial institutions in connection with…more

Books & Records, Broker-Dealer, CFTC, Commercial Electronic Messages, Electronic Communications

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Fiscal Year 2022 Hart-Scott-Rodino Annual Report Provides Data on Antitrust Merger Enforcement for First Full Fiscal Year of Biden Administration

The Federal Trade Commission (FTC) and the Department of Justice Antitrust Division (DOJ) on December 21, 2023, released the FY 2022 HSR Annual Report (the Report). The Report covers the period October 1, 2021, through September…more

Annual Reports, Antitrust Violations, Department of Justice (DOJ), Federal Trade Commission (FTC), Government Investigations

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Introducing Gen Z: Understanding the New Generation of Lawyers and How Their Perspective Could Shift Workplace Norms

On today’s episode, Rachel Moseson Dikovics, Amanda K. Cipriano, Claire Dronzek, and Lauren Russell discuss Gen Z’s perspective of young lawyers on issues such as work-life balance, organizational values, and mentorship. They…more

Career Development, Corporate Culture, Diversity, Generation Z, Law Firm Associates

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Venture Coalition Commitments Encourage Responsible AI Development in Absence of Regulatory Guidance

In November 2023, Responsible Innovation Labs (RIL), a coalition of technology industry founders and investors focused on responsible innovation, published a set of guidelines for AI development and investment titled “Voluntary…more

Artificial Intelligence, Due Diligence, Governance Standards, Investors, Machine Learning

See all updates »

SEC Pay-to-Play Rule Rears Its Head Again in Time for Election Season

On April 15, 2024, the U.S. Securities and Exchange Commission (SEC) settled with a registered investment adviser (Adviser), whereby the Adviser paid a $60,0000 civil money penalty of in addition to being censured for violations…more

Campaign Contributions, Investment Adviser, Pay-To-Play, Registered Investment Advisors, Securities and Exchange Commission (SEC)

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NIST Releases Cybersecurity Framework 2.0

The National Institute of Science and Technology (NIST) has released NIST Cybersecurity Framework (2.0) (Framework 2.0). NIST released two earlier versions of the Framework for Improving Critical Infrastructure Cybersecurity in…more

Critical Infrastructure Sectors, Cybersecurity, Cybersecurity Framework, Federal Trade Commission (FTC), NIST

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Must See TV Azteca! Bankruptcy Court Dismisses Involuntary Petition Based on Partially Diputed Claims

One of the requirements for an involuntary filing is that the creditors seeking relief (referred to as “petitioning creditors”) must each have a claim that is not subject to a “bona fide dispute as to liability or amount.” This…more

Bankruptcy Code, Bankruptcy Court, Creditors, Debtors, Involuntary Bankruptcy

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Fifth Circuit Reviews Private Fund Advisers Rule

A “private fund” is an investment vehicle that is not required to be registered or regulated as an investment company under the Investment Company Act of 1940 (the ICA). Private funds are typically accessible only to accredited…more

Investment Adviser, Investment Company Act of 1940, Investors, Private Funds, Registered Funds

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Ginnie Mae Pass-Through Assistance Program All Participants Memorandum

On April 10, Ginnie Mae issued a new All Participants Memorandum (APM) officially implementing its Pass-Through Assistance Program (PTAP/C19) for issuers under Ginnie Mae’s Single-Family program for which the COVID-19 national…more

Coronavirus/COVID-19, Ginnie Mae, Mortgage Lenders, Mortgage-Backed Securities, Relief Measures

See all updates »

SEC Modernizes Investment Adviser And Solicitor Marketing Rules

On December 22, 2020, the U.S. Securities and Exchange Commission (SEC) announced a modernized rule (the New Marketing Rule) governing (i) investment adviser advertisements and (ii) payments to solicitors. Under the Investment…more

Advertising, Advisors Act, Books & Records, Cash Solicitation Rule, Endorsements

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Drafter Beware: Recent New York Decision Reaffirms the Continuing Vitality of Public Policy in Enforcing Choice-of-Law Provisions

Every day, attorneys act as advisors to parties negotiating and drafting contracts. Among those terms often left to the lawyers are choice-of-law provisions. Which state’s law governs a dispute, in theory, should not matter…more

Choice-of-Law, Contract Drafting, Intent, Interest Rate Caps, Interest Rates

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Key Updates To First Draw PPP Loans

Introduction •The First Draw Consolidated IFR also applies to loan forgiveness applications submitted under the Paycheck Protection Program before enactment of the Economic Aid Act where SBA has not remitted the forgiveness…more

CARES Act, Coronavirus/COVID-19, Economic Aid Act, Loan Forgiveness, Paycheck Protection Program (PPP)

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USPTO Issues Inventorship Guidance for AI-Assisted Inventions - AI-Assisted Inventions are Not Categorically Unpatentable

On February 13, the United States Patent and Trademark Office (USPTO) issued inventorship guidance, effective immediately, for inventions created with the assistance of artificial intelligence (AI). The guidance addresses…more

Artificial Intelligence, Disclosure Requirements, Innovative Technology, Inventions, Inventors

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SEC Says Language in J.P. Morgan-Affiliate Release Agreements Violates Whistleblower Protections

On January 16, the Securities and Exchange Commission (SEC) announced an $18 million settlement order (Order) with J.P. Morgan Securities LLC (JPMS) that finds that the language of release agreements JPMS entered into with…more

Broker-Dealer, Confidentiality Agreements, Investment Adviser, Release Agreements, Securities and Exchange Commission (SEC)

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Clawbacks and Incentive-Based Compensation: How to Prepare for the New NASDAQ and NYSE Requirements

In today’s episode of “Just Compensation,” Kate Basmagian, partner in Lowenstein’s Capital Markets & Securities group and chair of the firm's ESG group; Christine Osvald-Mruz, partner in the Employee Benefits & Executive…more

Clawbacks, Compensation & Benefits, Executive Compensation, Incentive Compensation, Listing Standards

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SEC Raises The Dollar Threshold For Qualified Clients

What You Need To Know: Effective August 16, 2021, the Assets-Under-Management Test will increase to $1.1 million, and the Net Worth Test will increase to $2.2 million. On June 17, 2021, the U.S. Securities and Exchange…more

Investment Adviser, Investment Advisers Act of 1940, Investors, Private Funds, Registered Investment Advisors

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Must See TV Azteca! Bankruptcy Court Dismisses Involuntary Petition Based on Partially Diputed Claims

One of the requirements for an involuntary filing is that the creditors seeking relief (referred to as “petitioning creditors”) must each have a claim that is not subject to a “bona fide dispute as to liability or amount.” This…more

Bankruptcy Code, Bankruptcy Court, Creditors, Debtors, Involuntary Bankruptcy

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The Brave New Frontier of Securing D&O Insurance for SPACs and deSPACs

Picking up from our last episode, Lowenstein Corporate Partner Valeska Pederson Hintz joins the conversation about securing D&O insurance coverage for SPACs and deSPACs. Valeska, Lynda Bennett, and Rob Crocitto from ARC Excess &…more

D&O Insurance, Initial Public Offering (IPO), Insurance Industry, Investors, Special Purpose Acquisition Companies (SPACs)

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Virginia Approves New Data Privacy Law: States Take The Lead As U.S. Trends Closer To Europe’s GDPR

On March 2, the Virginia Consumer Data Protection Act (VCDPA) was signed into law, becoming the second comprehensive state privacy law in the United States. The VCDPA reflects core principles from the California Consumer Privacy…more

California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA), Consumer Privacy Rights, Data Privacy, General Data Protection Regulation (GDPR)

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Latest Update on the Paycheck Protection Program Flexibility Act of 2020

On June 5, 2020, certain key provisions of the CARES ACT regarding the Paycheck Protection Program (PPP) were amended by passage of that certain Paycheck Protection Program Flexibility Act of 2020, as supplemented by those…more

CARES Act, Coronavirus/COVID-19, Federal Loans, Final Rules, Financial Stimulus

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SVB Financial Group Files for Chapter 11 Bankruptcy

Early Friday morning, March 17, 2023, SVB Financial, the former holding company of SVB, filed a voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court for the Southern District of New York, citing the…more

Bank Holding Company, Bankruptcy Code, Bankruptcy Court, Banks, Bridge Banks

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Surprise! New Jersey Health Care Providers Face Compliance With New Federal Out-Of-Network Law

In addition to providing funding for the federal government and for COVID-19 relief, the recently enacted Consolidated Appropriations Act, 2021, also includes legislation to safeguard patients from unexpected or “surprise”…more

Consolidated Appropriations Act (CAA), Dispute Resolution, Health Care Providers, Medical Bills, Out of Network Provider

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A Haystack in a Hurricane: The Legal Risks of Depicting Real People in Your NFT

As Quentin Tarantino and Miramax prepare to head to court on February 24th over Tarantino’s Pulp Fiction NFT series, attorneys Matthew Savare and Brianne Polito from law firm Lowenstein Sandler explore the important legal issues…more

Blockchain, Cryptocurrency, Digital Currency, First Amendment, Name and Likeness

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The BIOSECURE Act: Proposed New Legislation Could Affect U.S. Companies’ Plans to Contract With Chinese Biotechnology Companies

The U.S. Senate and the U.S. House of Representatives are both considering legislation that could have a serious impact on the ability of U.S. biotechnology, drug, and medical device companies to do business with biotechnology…more

Artificial Intelligence, Biosimilars, Biotechnology, China, Department of Homeland Security (DHS)

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Bail Reform: New York’s mistakes must not jeopardize New Jersey’s success

After years of steady declines in violent and other criminal activity in New Jersey, the COVID-19 pandemic has coincided with increases in crime both here in New Jersey and around the country. While New Jersey still has much…more

American Civil Liberties Union (ACLU), Bail, Crime Statistics, Criminal Justice Act, Criminal Justice Reform

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High Court Should Maintain Insurer Neutrality In Bankruptcy

A recent Expert Analysis article penned by Frank Perch, "High Court Should Endorse Insurer Standing In Bankruptcy," advocates for the U.S. Supreme Court, in Truck Insurance Exchange v. Kaiser Gypsum Company Inc., to adopt a…more

Bankruptcy Code, Chapter 11, Creditors, Debtors, Duty to Defend

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Estate Planning for Real Estate Portfolios: Protecting Your Assets

Today on Terra Firma: Conversations on Commercial Real Estate, hosts Stacey Tyler and Stephen Tanico are joined by Lowenstein Trusts & Estates partner and fellow podcaster Warren Racusin to discuss real estate in the context of…more

Asset Protection, Commercial Property Owners, Commercial Real Estate Market, Commercial Tenants, Estate Planning

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Startups: Beneficial Ownership Filings May Be Required After January 1, 2024

Founders and operators, is your company prepared to report its Beneficial Ownership Information (BOI)? Unless an exemption applies, you may be required under the Corporate Transparency Act (CTA) to identify and report the…more

Beneficial Owner, Business Entities, Corporate Transparency Act, Early Stage Companies, Employer Identification Number (EIN)

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Fifth Circuit Reviews Private Fund Advisers Rule

A “private fund” is an investment vehicle that is not required to be registered or regulated as an investment company under the Investment Company Act of 1940 (the ICA). Private funds are typically accessible only to accredited…more

Investment Adviser, Investment Company Act of 1940, Investors, Private Funds, Registered Funds

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D&O Insurance: Better to Have it And Not Need it Than Need it And Not Have it

Michael D. Lichtenstein and Andrew Reidy of Lowenstein’s Insurance Recovery Group speak with partner Mark Schamel and associate Christopher Schafbuch, of the firm’s White Collar Criminal Defense practice, about what…more

Commercial General Liability Policies, Commercial Insurance Policies, D&O Insurance, Insurance Industry

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Updated: A Survey of Health Care Anti-Kickback Law at the State Level - UPDATED June 2023

The federal health care Anti-Kickback Statute (Federal AKS) targets bribery and corruption in the health care industry. There are two core provisions of the Federal AKS: one targeting the bribe recipient and one targeting the…more

Anti-Bribery, Anti-Kickback Statute, Antitrust Division, Corruption, Health Care Providers

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Consensual Third-Party Releases

Jordana L. Renert and Eric Chafetz, partners in the firm’s Bankruptcy & Restructuring Department, discuss consensual third-party releases and a recently adopted alternative framework for approval of such releases under Section…more

Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy, Third-Party Release Agrements

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Senate’s Bankruptcy Threshold Adjustment and Technical Corrections Act Retains $7.5 Million Eligibility for Subchapter V Small Business Debtors

The Small Business Reorganization Act (SBRA) went into effect on Feb. 19, 2020, creating Subchapter V of the Bankruptcy Code. Acknowledging that a bankruptcy proceeding is not “one size fits all” and that a Chapter 11 proceeding…more

Bankruptcy Trustees, CARES Act, Chapter 11, Commercial Bankruptcy, Coronavirus/COVID-19

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The Critical Importance of an Effective Investment Policy Statement

Introduction- An IPS is an integral policy document for any organization to reduce corporate cash management and investment risks. It outlines an entity's cash management processes and strategies, and its investment goals…more

Board of Directors, Capital Investments, Corporate Management, Economic Growth, Financial Adviser

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NJDEP’s Groundbreaking Environmental Justice Regulations Published for Public Comment

On June 6, 2022, the New Jersey Department of Environmental Protection (NJDEP or Department) published its long-anticipated Environmental Justice rule proposal (EJ Rule Proposal)—the nation’s first proposed environmental justice…more

Administrative Review, Environmental Justice, Environmental Policies, NJDEP, Public Comment

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CARES Act: Direct Grants to Institutions of Higher Education Under the Emergency Relief Fund

While much of the CARES Act media focus is on the Small Business Administration’s Paycheck Protection Program and the distribution of stimulus payments, the act also provides for tens of billions of dollars in other relief. For…more

CARES Act, Coronavirus/COVID-19, Education Stabilization Fund (ESF), Financial Stimulus, Relief Measures

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The Case of the Disappearing Trust

Lowenstein Sandler lawyer Joseph Romano and investment advisor Julie Jackson discuss creating, managing, and investing trusts, plus how to keep a child with a trust from turning into a trust fund baby. Speakers: Warren…more

Beneficiaries, Estate Planning, Trust Administration, Trust Distributions, Trustees

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Dealing With Fiduciary Duties to a Business Partner Upon Exit

It is an old saw that partners, co-venturers, and insiders to closely held businesses owe fiduciary duties of loyalty and due care when dealing with one another. Importantly, these fiduciary duties modify the common law of fraud…more

Breach of Duty, Business Divorce, Business Ownership, Closely Held Businesses, Corporate Dissolution

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Do Not Take Consignments Lightly

While things worked out for vendors who did not file a UCC-1 in the Sports Authority Chapter 11, you may not be so lucky. Never assume that it is not necessary to properly perfect a consignment arrangement by filing a…more

Article 9, Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Creditors

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Why The Federal Government Should Act To Create A New Action Insurance Program

In the midst of the COVID-19 pandemic and public health crisis, landlords and tenants alike found themselves in a most precarious position: state and municipal governments across the country restricted access to offices and…more

Business Interruption, Commercial Leases, Coronavirus/COVID-19, FEMA, Hospitality Industry

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Data Protection Demands Complicate CTA Compliance

On Jan. 1, the Corporate Transparency Act (CTA) went into effect, premised on the belief that illicit actors use corporate structures like shell companies and fronts to hide their identities and launder criminal proceeds through…more

Anti-Money Laundering, Beneficial Owner, Corporate Transparency Act, Cybersecurity, Data Protection

See all updates »

Introducing Gen Z: Understanding the New Generation of Lawyers and How Their Perspective Could Shift Workplace Norms

On today’s episode, Rachel Moseson Dikovics, Amanda K. Cipriano, Claire Dronzek, and Lauren Russell discuss Gen Z’s perspective of young lawyers on issues such as work-life balance, organizational values, and mentorship. They…more

Career Development, Corporate Culture, Diversity, Generation Z, Law Firm Associates

See all updates »

DOJ Revamps Incentives for Companies to ‘Come Forward, Cooperate, and Remediate’

On January 17, 2023, the Department of Justice (DOJ), Criminal Division, announced it has reassessed and strengthened its Corporate Enforcement Policy, which applies to all corporate criminal matters (including Foreign Corrupt…more

Compliance, Corporate Crimes, Corporate Governance, Corporate Misconduct, Department of Justice (DOJ)

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Insurance Renewals: Know When to Hold ‘ Em, Know When to Walk Away

Every company must go through the annual ritual of assessing their insurance renewals: when should you start these discussions, and when should you consider changing carriers? Host Lynda A. Bennett talks with Joseph Saka, Senior…more

Contract Negotiations, Contract Renewal, Insurance Brokers, Insurance Claims, Insurance Contracts

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Navigating the New York City Retail Landscape: Trends, Tactics, and Tenacity

In this episode of “Terra Firma: Conversations on Commercial Real Estate,” hosts Stacey C. Tyler and Stephen Tanico discuss the evolution of New York City retail leasing with their guest Julia E. Sanabria, partner in the firm’s…more

City of New York, Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Commercial Tenants

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Immutable Holdings: The Preeminent Blockchain Conglomerate

Eric Swartz, Senior Counsel and Vice Chair of Lowenstein Crypto, and Leah Satlin, Counsel in Lowenstein’s Tech Group, speak with Don Thibeau, Chief Product Officer at Immutable Holdings, about his company’s mission to create the…more

Blockchain, Cryptocurrency, Digital Assets, Digital Currency, Non-Fungible Tokens (NFTs)

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Right of Publicity Laws: New Jersey

A Q&A guide to New Jersey right of publicity laws. This Q&A addresses the types of persons and aspects of identity protected by the right of publicity, remedies for violations of the right, defenses to right of publicity claims,…more

Celebrities, Copyright, Deceased, Exploitation, Name and Likeness

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Recent Tenth Circuit Decision in John Q Hammons Fall Following SCOTUS’ Decision in Siegel v. Fitzgerald Could Result in Significant Refunds for Certain Chapter 11 Debtors

In this episode of the Lowenstein Bankruptcy Lowdown, Michael Savetsky and Erica G. Mannix discuss the recent Tenth Circuit decision in In re John Q Hammons Fall 2006 LLC determining the appropriate remedy for a debtor’s…more

Bankruptcy Court, Bankruptcy Trustees, Chapter 11, Constitutional Challenges, Debtors

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SEC Releases 2023 Examination Priorities for Registered Investment Advisers and Broker-Dealers

On February 7, 2023, the U.S. Securities and Exchange Commission (“SEC”) Division of Examinations (the “Division”) released its annual Priorities Report1 for upcoming examinations of registered investment advisers (“Advisers”)…more

Anti-Money Laundering, Broker-Dealer, Conflicts of Interest, Cryptoassets, Customer Protection Rule

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SEC and CFTC Adopt Another Round of Amendments to Form PF for Private Fund Advisers

On February 8, 2024, the U.S. Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC) (together, the Commissions) jointly adopted additional amendments to Form PF, the confidential form by which…more

Amended Regulation, CFTC, Commodity Trading Advisors (CTAs), CPOs, Financial Adviser

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Deputy Attorney General Lisa O. Monaco Doubles Down on Prior Commitment to Aggressively Prosecute Corporate Crime

On September 15, 2022, the Department of Justice (“DOJ”) announced several important changes to its policies for prosecuting corporate crime. Deputy Attorney General Lisa O. Monaco, who made the announcement in a speech at New…more

Attorney General, Corporate Crimes, Corporate Governance, Corporate Misconduct, Criminal Prosecution

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D&O Insurance: Better to Have it And Not Need it Than Need it And Not Have it

Michael D. Lichtenstein and Andrew Reidy of Lowenstein’s Insurance Recovery Group speak with partner Mark Schamel and associate Christopher Schafbuch, of the firm’s White Collar Criminal Defense practice, about what…more

Commercial General Liability Policies, Commercial Insurance Policies, D&O Insurance, Insurance Industry

See all updates »

Updated: A Survey of Health Care Anti-Kickback Law at the State Level - UPDATED June 2023

The federal health care Anti-Kickback Statute (Federal AKS) targets bribery and corruption in the health care industry. There are two core provisions of the Federal AKS: one targeting the bribe recipient and one targeting the…more

Anti-Bribery, Anti-Kickback Statute, Antitrust Division, Corruption, Health Care Providers

See all updates »

Finding Good Real Estate Deals Among The Ruins

As we enter year two of the COVID-19 pandemic, the number of new Chapter 11 cases being commenced has slowed to a trickle. But the cycle will turn again. There are always companies that lose a major customer, fail to adapt to…more

Bids, Chapter 11, Coronavirus/COVID-19, Creditors, Debtors

See all updates »

Form BE-180 Deadline Is Fast Approaching For Electronic Filers, Including Private Fund Managers

The Bureau of Economic Analysis’ (BEA) 2019 benchmark survey1 of financial services transactions between U.S. financial services providers and foreign persons is due on October 30, 2020, for respondents who submit their form…more

BEA, Brokers, Electronic Filing, Financial Services Industry, International Finance

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BREAKING: Federal Trade Commission Imposes Broad Non-Compete Ban and U.S. Department of Labor Increases Overtime Salary Threshold

April 23, 2024, has been a very busy day on the employment front, with significant, far-reaching moves at the federal level. Non-Compete Ban- First, in a watershed vote during an open commission meeting today, the Federal…more

Department of Labor (DOL), Employment Contract, Executive Compensation, Fair Labor Standards Act (FLSA), Federal Trade Commission (FTC)

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Finding Good Real Estate Deals Among The Ruins

As we enter year two of the COVID-19 pandemic, the number of new Chapter 11 cases being commenced has slowed to a trickle. But the cycle will turn again. There are always companies that lose a major customer, fail to adapt to…more

Bids, Chapter 11, Coronavirus/COVID-19, Creditors, Debtors

See all updates »

Fiscal Year 2022 Hart-Scott-Rodino Annual Report Provides Data on Antitrust Merger Enforcement for First Full Fiscal Year of Biden Administration

The Federal Trade Commission (FTC) and the Department of Justice Antitrust Division (DOJ) on December 21, 2023, released the FY 2022 HSR Annual Report (the Report). The Report covers the period October 1, 2021, through September…more

Annual Reports, Antitrust Violations, Department of Justice (DOJ), Federal Trade Commission (FTC), Government Investigations

See all updates »

The BIOSECURE Act: Proposed New Legislation Could Affect U.S. Companies’ Plans to Contract With Chinese Biotechnology Companies

The U.S. Senate and the U.S. House of Representatives are both considering legislation that could have a serious impact on the ability of U.S. biotechnology, drug, and medical device companies to do business with biotechnology…more

Artificial Intelligence, Biosimilars, Biotechnology, China, Department of Homeland Security (DHS)

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Secrets to Success as a Junior Associate in Big Law

In this episode of “Real Talk,” the hosts share their experiences as junior associates and what they wish they had known before starting their careers in Big Law. They offer tips on jumpstarting your career as a summer…more

Big Law, Career Development, Law Firm Associates, Women in the Law, Young Lawyers

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U.S. Treasury Renews Push to Make Investment Advisers Subject to the BSA

The United States Department of the Treasury (U.S. Treasury) announced that it aims to publish a proposed rule in early 2024 (the 2024 NPRM) that would subject investment advisers to the anti-money laundering (AML) requirements…more

Anti-Money Laundering, Bank Secrecy Act, Best Practices, BSA/AML, FinCEN

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Application for PPP Loan Forgiveness … Now What?

Certain provisions of the coronavirus/COVID-19 economic stimulus legislation are subject to the issuance of government regulations and other government action; thus, certain details regarding the legislation may be clarified or…more

Borrowers, Coronavirus/COVID-19, Financial Stimulus, Loan Forgiveness, Paycheck Protection Program (PPP)

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Antitrust Agencies’ Health Care RFI Signals Increased Scrutiny of PE Deals

On March 5, the Federal Trade Commission (FTC), U.S. Department of Justice’s Antitrust Division (DOJ), and Department of Health and Human Services (HHS) jointly issued a Request for Information on Consolidation in Health Care…more

Anticompetitive Behavior, Antitrust Division, Competition, Department of Health and Human Services (HHS), Department of Justice (DOJ)

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Don’t pop the champagne; the CTA isn’t dead ... yet.

On Friday, March 1, 2024, U.S. District Court Judge Liles Burke ruled that the Corporate Transparency Act (CTA) is unconstitutional because Congress exceeded its powers to regulate interstate commerce, oversee foreign affairs…more

Article I, Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN

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Ginnie Mae Pass-Through Assistance Program All Participants Memorandum

On April 10, Ginnie Mae issued a new All Participants Memorandum (APM) officially implementing its Pass-Through Assistance Program (PTAP/C19) for issuers under Ginnie Mae’s Single-Family program for which the COVID-19 national…more

Coronavirus/COVID-19, Ginnie Mae, Mortgage Lenders, Mortgage-Backed Securities, Relief Measures

See all updates »

Proposed Regulations Would Impose New Reporting Requirements on Transactions Involving Cryptocurrency and Other Digital Assets

In response to a provision in the 2021 Infrastructure Investment and Jobs Act, the Department of the Treasury and the Internal Revenue Service (IRS) have issued proposed regulations that would impose new tax reporting…more

Bitcoin, Brokers, Cryptocurrency, Digital Assets, Digital Currency

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SEC Says Language in J.P. Morgan-Affiliate Release Agreements Violates Whistleblower Protections

On January 16, the Securities and Exchange Commission (SEC) announced an $18 million settlement order (Order) with J.P. Morgan Securities LLC (JPMS) that finds that the language of release agreements JPMS entered into with…more

Broker-Dealer, Confidentiality Agreements, Investment Adviser, Release Agreements, Securities and Exchange Commission (SEC)

See all updates »

SDNY Chooses “Time Approach” to Calculating Lease Termination Damages Collectible Against a Bankrupt Estate

Keara Waldron and Lindsay H. Sklar discuss the decision by the Bankruptcy Court for the Southern District of New York in the case of In re Cortlandt Liquidating LLC, which parted with decades of precedent to endorse and apply…more

Appeals, Bankruptcy Code, Bankruptcy Court, Damages, Debtors

See all updates »

SEC Proposes New Rules Related to Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure By Public Companies

Requirements under the proposed rules would include the disclosure of: •Material cybersecurity incidents within four business days of the determination that a material cybersecurity incident has occurred in a Form 8-K-…more

Corporate Governance, Cyber Incident Reporting, Cybersecurity, Data Breach, Disclosure Requirements

See all updates »

Agreeing With A Competitor To Fix Employee Wages Will Get You Indicted. Agreeing Not To Solicit Each Other’s Employees Might Also.

Within the past month, the Department of Justice Antitrust Division (the Division), in two separate matters, indicted a former owner of a health care staffing company for participating in a conspiracy to fix prices by lowering…more

Federal Trade Commission (FTC), Human Resources Professionals, No-Poaching, OEM, Wage and Hour

See all updates »

It’s Not Easy Being Green: How To Comply with the Latest Cannabis Regulations

In this episode of “Regulatory Matters,” host Rachel Maimin talks to partner Peter Slocum about how businesses can navigate the heavily regulated landscape of New Jersey’s now-legalized cannabis space. Slocum discusses how his…more

Cannabis Products, Cannabis-Related Businesses (CRBs), Decriminalization of Marijuana, Dispensaries, Marijuana

See all updates »

House Tax Proposal Would Restrict Grantor Trust Planning: What You Need To Know Now

On September 13, the House Ways & Means Committee proposed new tax provisions as part of the Build Back Better Act. The proposal includes many substantial tax changes that would affect personal income tax and business tax…more

Business Taxes, Estate Tax, Gift Tax, Grantor Trusts, Income Taxes

See all updates »

Navigating the VC Highway: How Savvy Founders Take the Driver’s Seat in Investor Relationships

When it comes to securing funding for their ventures, many founders are focused on one thing: money! While obtaining financial support is undoubtedly critical, it’s not the only consideration, and in fact, it’s just the…more

Diversity, Due Diligence, Entrepreneurs, Exit Strategies, Investment

See all updates »

The Renoir Spelling Bee

On this episode of “Splitting Heirs,” Warren K. Racusin is joined by Tracy A. Snow, counsel in Lowenstein’s Trusts & Estates practice, and Richard Schmalbeck, Professor of Law at Duke University, to explain the how, what and why…more

Estate Planning, Estate Tax, Federal Taxes, Tax Liability, Tax Returns

See all updates »

Startups: Beneficial Ownership Filings May Be Required After January 1, 2024

Founders and operators, is your company prepared to report its Beneficial Ownership Information (BOI)? Unless an exemption applies, you may be required under the Corporate Transparency Act (CTA) to identify and report the…more

Beneficial Owner, Business Entities, Corporate Transparency Act, Early Stage Companies, Employer Identification Number (EIN)

See all updates »

Circuit Courts Give Climate Change Litigation New Life In State Court

For years, climate change litigation in the United States has been reduced to a series of lengthy jurisdictional battles concerning whether such litigation belongs in state or federal court. More often than not, local regulatory…more

Climate Change, Corporate Counsel, Energy Sector, Environmental Policies, Global Warming

See all updates »

House Tax Proposal Would Restrict Grantor Trust Planning: What You Need To Know Now

On September 13, the House Ways & Means Committee proposed new tax provisions as part of the Build Back Better Act. The proposal includes many substantial tax changes that would affect personal income tax and business tax…more

Business Taxes, Estate Tax, Gift Tax, Grantor Trusts, Income Taxes

See all updates »

Governor Signs New York LLC Transparency Act into Law

On Dec. 22, New York Governor Kathy Hochul signed the New York Limited Liability Company Transparency Act (“NY LLC Transparency Act”) into law. The NY LLC Transparency Act is modeled on the Corporate Transparency Act (“CTA”), a…more

Broker-Dealer, Corporate Transparency Act, Financial Crimes, Limited Liability Company (LLC), New York

See all updates »

Right of Publicity Laws: New Jersey

A Q&A guide to New Jersey right of publicity laws. This Q&A addresses the types of persons and aspects of identity protected by the right of publicity, remedies for violations of the right, defenses to right of publicity claims,…more

Celebrities, Copyright, Deceased, Exploitation, Name and Likeness

See all updates »

EPA Issues Interim Guidance for Remedial Field Work During the COVID-19 Pandemic

On April 10, the U.S. Environmental Protection Agency (EPA) issued interim guidance to determine when, and how, to suspend field work under certain EPA programs during the ongoing COVID-19 crisis. The guidance covers response…more

CERCLA, Coronavirus/COVID-19, Environmental Policies, Environmental Protection Agency (EPA), Interim Guidance

See all updates »

Waiting Out the Market: How Real Estate Buyers, Sellers, and Investors Are Managing Current Conditions

Hosts Stacey Tyler and Stephen Tanico welcome John Stolz, Chair of Lowenstein’s Real Estate practice, for a discussion about the post-COVID real estate market, including the current credit crunch, rising interest rates,…more

Commercial Leases, Commercial Real Estate Market, Joint Venture, Real Estate Investments, Real Estate Market

See all updates »

SEC Expands Definitions of ‘Dealer’ and ‘Government Securities Dealer’ to Adapt to Modern Market Practices

On Feb. 6, the Securities and Exchange Commission (SEC) announced two new rules that expanded the definition of “dealer” and “government securities dealer” under the Securities Exchange Act of 1934 (Exchange Act). These updates…more

Brokers, Dealers, Registration Requirement, Securities and Exchange Commission (SEC), Securities Dealers

See all updates »

New Jersey Flood Risk Disclosure

In response to growing flood risks due to the effects of climate change, the New Jersey Flood Risk Notification Law was enacted on July 3, 2023, requiring landlords and sellers of both commercial and residential real property to…more

Climate Change, Disclosure Requirements, FEMA, Flood Zones, Flooding

See all updates »

Quai Network – A Revolutionary Proof of Work Blockchain

Hosts Ethan Silver and Eric Swartz welcome Alan Orwick, CEO of Dominant Strategies, the developer of Quai Network, to Lowenstein Crypto Innovators podcast to discuss Quai Network's revolutionary proof-of-work 2.0. They also…more

Bitcoin, Bitcoin Mining, Blockchain, Cryptocurrency, Digital Currency

See all updates »

The New Jersey Business Corporation Act to Permit Corporate Conversions/Domestications

Effective November 4, 2023, the New Jersey Business Corporation Act (the Act) will be amended to permit conversions and domestications across all business entity types, including foreign and domestic corporations. The delay in…more

Business Corporation Act, Corporate Conversions, Department of Revenue, Foreign Entities, Limited Liability Company (LLC)

See all updates »

Navigating the New York City Retail Landscape: Trends, Tactics, and Tenacity

In this episode of “Terra Firma: Conversations on Commercial Real Estate,” hosts Stacey C. Tyler and Stephen Tanico discuss the evolution of New York City retail leasing with their guest Julia E. Sanabria, partner in the firm’s…more

City of New York, Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Commercial Tenants

See all updates »

Proposed Regulations Would Impose New Reporting Requirements on Transactions Involving Cryptocurrency and Other Digital Assets

In response to a provision in the 2021 Infrastructure Investment and Jobs Act, the Department of the Treasury and the Internal Revenue Service (IRS) have issued proposed regulations that would impose new tax reporting…more

Bitcoin, Brokers, Cryptocurrency, Digital Assets, Digital Currency

See all updates »

Updated: A Survey of Health Care Anti-Kickback Law at the State Level - UPDATED June 2023

The federal health care Anti-Kickback Statute (Federal AKS) targets bribery and corruption in the health care industry. There are two core provisions of the Federal AKS: one targeting the bribe recipient and one targeting the…more

Anti-Bribery, Anti-Kickback Statute, Antitrust Division, Corruption, Health Care Providers

See all updates »

Paycheck Protection Program Flexibility Act of 2020

Certain provisions of the coronavirus/COVID-19 economic stimulus legislation are subject to the issuance of government regulations, government guidance and other government action; thus, certain details regarding the legislation…more

CARES Act, Coronavirus/COVID-19, Loan Forgiveness, Loan Repayment Issues, Paycheck Protection Program (PPP)

See all updates »

SEC Says Language in J.P. Morgan-Affiliate Release Agreements Violates Whistleblower Protections

On January 16, the Securities and Exchange Commission (SEC) announced an $18 million settlement order (Order) with J.P. Morgan Securities LLC (JPMS) that finds that the language of release agreements JPMS entered into with…more

Broker-Dealer, Confidentiality Agreements, Investment Adviser, Release Agreements, Securities and Exchange Commission (SEC)

See all updates »

The USPTO’s Transition to Electronic Patent Grants

In its ongoing efforts to modernize patent examination practices, the United States Patent and Trademark Office (USPTO) has announced it will transition to electronic patent grants (eGrants) and discontinue mailing traditional…more

Electronic Filing, Patent Applications, Patent Filings, Patents, USPTO

See all updates »

Right of Publicity Laws: New Jersey

A Q&A guide to New Jersey right of publicity laws. This Q&A addresses the types of persons and aspects of identity protected by the right of publicity, remedies for violations of the right, defenses to right of publicity claims,…more

Celebrities, Copyright, Deceased, Exploitation, Name and Likeness

See all updates »

Getting Acquainted with the FDIC Claims Process Now to Protect Your Deposits in the Future

A little over a week has passed since the Federal Deposit Insurance Corp. (FDIC) became receiver of Silicon Valley Bank (SVB) and Signature Bank (Signature), and since the issuance of the joint statement by the FDIC, the U.S…more

Deposit Insurance, Depository Institutions, FDIC, Federal Reserve, Financial Institutions

See all updates »

Navigating the New York City Retail Landscape: Trends, Tactics, and Tenacity

In this episode of “Terra Firma: Conversations on Commercial Real Estate,” hosts Stacey C. Tyler and Stephen Tanico discuss the evolution of New York City retail leasing with their guest Julia E. Sanabria, partner in the firm’s…more

City of New York, Commercial Leases, Commercial Property Owners, Commercial Real Estate Market, Commercial Tenants

See all updates »

Silicon Valley Bank: A Timeline and Summary of Events

On Friday, March 10, the Federal Deposit Insurance Corporation (FDIC) shuttered Silicon Valley Bank (SVB) and seized its deposits in the second-largest bank collapse in U.S. history. In this alert, we’ve mapped out the events…more

Banking Sector, FDIC, Federal Reserve, Financial Institutions, Popular

See all updates »

DOJ Announces New Safe Harbor Policy for Reporting of Misconduct in Connection With M&A Transactions

On Oct. 4, Deputy Attorney General Lisa Monaco (DAG Monaco) announced a new safe harbor policy for voluntary self-disclosures made in connection with mergers and acquisitions (the Safe Harbor Policy). At the outset of her…more

Anti-Corruption, Antitrust Division, Compliance, Corporate Governance, Corporate Misconduct

See all updates »

SEC’s 2024 Examination Priorities for Broker-Dealers

On October 16, 2023, the U.S. Securities and Exchange Commission (“SEC”) Division of Examinations (the “Division”) released its annual Examination Priorities for fiscal year 2024 (the (“Report”), marking the first time the SEC…more

Anti-Money Laundering, Artificial Intelligence, Broker-Dealer, Conflicts of Interest, Cryptoassets

See all updates »

Agreeing With A Competitor To Fix Employee Wages Will Get You Indicted. Agreeing Not To Solicit Each Other’s Employees Might Also.

Within the past month, the Department of Justice Antitrust Division (the Division), in two separate matters, indicted a former owner of a health care staffing company for participating in a conspiracy to fix prices by lowering…more

Federal Trade Commission (FTC), Human Resources Professionals, No-Poaching, OEM, Wage and Hour

See all updates »

The Case of the Laughing Heirs

Estate administration: A discussion with a religious leader and an experienced attorney in estate administration about the legal, emotional, and spiritual rituals and processes surrounding the death of a loved…more

Estate Planning, Heirs, Inheritance, Wills

See all updates »

SDNY Chooses “Time Approach” to Calculating Lease Termination Damages Collectible Against a Bankrupt Estate

Keara Waldron and Lindsay H. Sklar discuss the decision by the Bankruptcy Court for the Southern District of New York in the case of In re Cortlandt Liquidating LLC, which parted with decades of precedent to endorse and apply…more

Appeals, Bankruptcy Code, Bankruptcy Court, Damages, Debtors

See all updates »

Inflation Reduction Act Tax Implications

The President is expected to imminently sign the Inflation Reduction Act of 2022 (the “Act”), which was passed by both the Senate and House of Representatives. This Client Alert addresses two main tax provisions in the Act:..…more

Alternative Minimum Tax, Corporate Net Income, Corporate Taxes, Excise Tax, Foreign Corporations

See all updates »

FAQs On Pandemic-Related Issues for Small Businesses and Nonprofits-UPDATE August 2020

1.PAYCHECK PROTECTION PROGRAM- The Paycheck Protection Program closed on August 8. The SBA is no longer accepting new applications from participating lenders. The federal government created several forms of financial relief…more

CARES Act, Coronavirus/COVID-19, Department of Labor (DOL), Fair Labor Standards Act (FLSA), Hiring & Firing

See all updates »

Policyholders Beware: Maximizing Commercial Property & Casualty Insurance in a Steadily Hardening Market

Today, Eric Jesse and Heather Weaver of Lowenstein Sandler's Insurance Recovery Group sit down with executives from two major insurance brokerage firms: Josh Weisberg, Chief Risk Officer at SterlingRisk, and Brad Barron, partner…more

Climate Change, Commercial General Liability Policies, Commercial Property Owners, Insurance Industry, Insurance Litigation

See all updates »

What Every Start Up Should Know About Stock Options

Every private startup company that grants stock options or is considering granting stock options needs to consider major issues that could have long ranging impacts: proper documentation and approval of all stock option grants;…more

Compensation & Benefits, Startups, Stock Options

See all updates »

The $6 Million Wedding

Prenuptial agreements: A trusts and estates lawyer and a divorce attorney discuss prenuptial agreements to explain why estate planning deals with all parts of your life—not just the end of it. Speakers: Warren Racusin, Chair,…more

Divorce, Estate Planning, Marital Assets, Marriage, Prenuptial Agreements

See all updates »

High Court Should Maintain Insurer Neutrality In Bankruptcy

A recent Expert Analysis article penned by Frank Perch, "High Court Should Endorse Insurer Standing In Bankruptcy," advocates for the U.S. Supreme Court, in Truck Insurance Exchange v. Kaiser Gypsum Company Inc., to adopt a…more

Bankruptcy Code, Chapter 11, Creditors, Debtors, Duty to Defend

See all updates »

2023 Pro Bono Report

Lowenstein Sandler is celebrating the 15th anniversary of its Center for the Public Interest with the publication of its latest Pro Bono Report, detailing the firm’s pro bono efforts throughout 2023, which included serving more…more

Client Services, Community Service, Domestic Violence, Environmental Policies, Family Law Courts

See all updates »

BREAKING: Federal Trade Commission Imposes Broad Non-Compete Ban and U.S. Department of Labor Increases Overtime Salary Threshold

April 23, 2024, has been a very busy day on the employment front, with significant, far-reaching moves at the federal level. Non-Compete Ban- First, in a watershed vote during an open commission meeting today, the Federal…more

Department of Labor (DOL), Employment Contract, Executive Compensation, Fair Labor Standards Act (FLSA), Federal Trade Commission (FTC)

See all updates »

Home Is Where the Heart Is (and where the IRS will try to find you): Thinking of Living Abroad? Even ExPats May Have to Pay U.S. Taxes

Unlike most countries in the world, if you are a citizen or resident of the United States, the government gets to tax all of your worldwide income, regardless of where it's earned or where you live. And if the IRS decides that…more

Estate Planning, Estate Tax, Foreign Trusts, Heirs, Income Taxes

See all updates »

Whose Cello Is It Anyway? Or, a Lawyer, a Judge, and a Professional Athlete Talk About Family Litigation

In this episode of “Splitting Heirs” host Warren K. Racusin of Lowenstein’s Trusts & Estates practice is joined by Jeffrey J. Wild, Lowenstein partner and litigator whose practice focuses on fiduciary issues; the Honorable Paul…more

Beneficiaries, Estate Claims, Estate Planning, Family Members, Inheritance

See all updates »

Don’t pop the champagne; the CTA isn’t dead ... yet.

On Friday, March 1, 2024, U.S. District Court Judge Liles Burke ruled that the Corporate Transparency Act (CTA) is unconstitutional because Congress exceeded its powers to regulate interstate commerce, oversee foreign affairs…more

Article I, Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN

See all updates »

Silicon Valley Bank Fallout: Navigating and Managing the Account Opening Processes at Other Financial Institutions

Silicon Valley Bank, Santa Clara, California, was closed on March 10 by the California Department of Financial Protection and Innovation (CDFPI). On March 12, the New York State Department of Financial Services (NYSDFS)…more

Anti-Money Laundering, Banks, Deposit Accounts, FDIC, Financial Institutions

See all updates »

Secrets to Success as a Junior Associate in Big Law

In this episode of “Real Talk,” the hosts share their experiences as junior associates and what they wish they had known before starting their careers in Big Law. They offer tips on jumpstarting your career as a summer…more

Big Law, Career Development, Law Firm Associates, Women in the Law, Young Lawyers

See all updates »

New Year, (Likely) New Remediation Standards–NJDEP Kicks Off 2024 With Proposed Ground Water Quality Standards

On Jan. 2, the New Jersey Department of Environmental Protection (NJDEP) rang in the new year by publishing a Proposed Rule updating the Ground Water Quality Standards (GWQS) for 65 of the 73 constituents currently regulated for…more

Brownfield Properties, Contamination, Environmental Policies, Groundwater, New Jersey

See all updates »

Lowenstein Sandler 2021 Year in Review

An ongoing pandemic, a volatile economy, booming capital, private investment funds and M&A markets, and the early emergence of crypto and NFTs as institutional asset classes all presented unprecedented opportunities and novel…more

Business Development, Client Services, Law Practice Management

See all updates »

A Lawyer’s Approach to Real Estate Investment

Jonathan Wishnia, Chair of the Mortgage & Structured Finance practice at Lowenstein Sandler, and real estate investor, talks with Lowenstein commercial real estate lawyers Stacey Tyler and Stephen Tanico on today’s episode of…more

Commercial Real Estate Market, Interest Rates, Investment Funds, Investment Opportunities, Real Estate Development

See all updates »

Mass Arbitrations: Who Pays? Part II

Host Lynda A. Bennett, Chair of the Insurance Recovery practice at Lowenstein Sandler, welcomes back Freda L. Wolfson, Michael A. Kaplan, and Ruth Fong Zimmerman to continue their discussion on mass arbitration and mediation,…more

Arbitration, Arbitrators, Dispute Resolution, Insurance Industry, Insurance Litigation

See all updates »

Key Tax and Employee Benefits Provisions of the CARES Act

On March 27, the United States House of Representatives passed the Coronavirus Aid, Relief, and Economic Security (CARES) Act (the “Act”), and the President signed it into law. This alert summarizes key tax and employee benefits…more

CARES Act, Coronavirus/COVID-19, Employee Benefits, Relief Measures, Tax Relief

See all updates »

SEC Issues Additional Guidance on Investment Adviser Examinations and Compliance With the Marketing Rule

The Securities and Exchange Commission (SEC) routinely prepares Risk Alerts to provide helpful information to federally registered investment advisors (advisers). On June 8, the SEC released a Risk Alert that described…more

Disclosure Requirements, Investment Adviser, Investment Advisers Act of 1940, Private Funds, Risk Alert

See all updates »

A Mortgage Loan Documentation Pitfall

A consequence of the COVID-19 pandemic is that many companies are unable to operate their businesses partially or completely. As a result, they have been compelled to seek relief from their landlords, vendors and…more

Business Closures, Business Interruption, Chapter 11, Coronavirus/COVID-19, Loan Documentation

See all updates »

SEC and CFTC Adopt Another Round of Amendments to Form PF for Private Fund Advisers

On February 8, 2024, the U.S. Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC) (together, the Commissions) jointly adopted additional amendments to Form PF, the confidential form by which…more

Amended Regulation, CFTC, Commodity Trading Advisors (CTAs), CPOs, Financial Adviser

See all updates »

SVB Financial Group Files for Chapter 11 Bankruptcy

Early Friday morning, March 17, 2023, SVB Financial, the former holding company of SVB, filed a voluntary Chapter 11 bankruptcy petition in the United States Bankruptcy Court for the Southern District of New York, citing the…more

Bank Holding Company, Bankruptcy Code, Bankruptcy Court, Banks, Bridge Banks

See all updates »

Mass Arbitrations: Who Pays? Part II

Host Lynda A. Bennett, Chair of the Insurance Recovery practice at Lowenstein Sandler, welcomes back Freda L. Wolfson, Michael A. Kaplan, and Ruth Fong Zimmerman to continue their discussion on mass arbitration and mediation,…more

Arbitration, Arbitrators, Dispute Resolution, Insurance Industry, Insurance Litigation

See all updates »

FINRA: An Unnecessary, Unqualified Digital Asset Regulator

The Financial Industry Regulatory Authority’s new request for digital assets activities adds more confusion to the regulatory environment. The United States Financial Industry Regulatory Authority, or FINRA, has once again…more

Bitcoin, Broker-Dealer, Cryptocurrency, Digital Assets, Financial Industry Regulatory Authority (FINRA)

See all updates »

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JD Supra Privacy Policy

Updated: Dec 28, 2021:

JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.

This Privacy Policy describes how JD Supra, LLC ("JD Supra" or "we," "us," or "our") collects, uses and shares personal data collected from visitors to our website (located at www.jdsupra.com) (our "Website") who view only publicly-available content as well as subscribers to our services (such as our email digests or author tools)(our "Services"). By using our Website and registering for one of our Services, you are agreeing to the terms of this Privacy Policy.

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We will make all practical efforts to respect your wishes. There may be times, however, where we are not able to fulfill your request, for example, if applicable law prohibits our compliance. Please note that JD Supra does not use "automatic decision making" or "profiling" as those terms are defined in the GDPR.

  • Timeframe for retaining your personal information: We will retain your personal information in a form that identifies you only for as long as it serves the purpose(s) for which it was initially collected as stated in this Privacy Policy, or subsequently authorized. We may continue processing your personal information for longer periods, but only for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research and statistical analysis, and subject to the protection of this Privacy Policy. For example, if you are an author, your personal information may continue to be published in connection with your article indefinitely. When we have no ongoing legitimate business need to process your personal information, we will either delete or anonymize it, or, if this is not possible (for example, because your personal information has been stored in backup archives), then we will securely store your personal information and isolate it from any further processing until deletion is possible.
  • Onward Transfer to Third Parties: As noted in the "How We Share Your Data" Section above, JD Supra may share your information with third parties. When JD Supra discloses your personal information to third parties, we have ensured that such third parties have either certified under the EU-U.S. or Swiss Privacy Shield Framework and will process all personal data received from EU member states/Switzerland in reliance on the applicable Privacy Shield Framework or that they have been subjected to strict contractual provisions in their contract with us to guarantee an adequate level of data protection for your data.

California Privacy Rights

Pursuant to Section 1798.83 of the California Civil Code, our customers who are California residents have the right to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes.

You can make a request for this information by emailing us at privacy@jdsupra.com or by writing to us at:

Privacy Officer
JD Supra, LLC
150 Harbor Drive, #2760
Sausalito, CA 94965

Some browsers have incorporated a Do Not Track (DNT) feature. These features, when turned on, send a signal that you prefer that the website you are visiting not collect and use data regarding your online searching and browsing activities. As there is not yet a common understanding on how to interpret the DNT signal, we currently do not respond to DNT signals on our site.

Access/Correct/Update/Delete Personal Information

For non-EU/Swiss residents, if you would like to know what personal information we have about you, you can send an e-mail to privacy@jdsupra.com. We will be in contact with you (by mail or otherwise) to verify your identity and provide you the information you request. We will respond within 30 days to your request for access to your personal information. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. If you would like to correct or update your personal information, you can manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard. If you would like to delete your account or remove your information from our Website and Services, send an e-mail to privacy@jdsupra.com.

Changes in Our Privacy Policy

We reserve the right to change this Privacy Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our Privacy Policy will become effective upon posting of the revised policy on the Website. By continuing to use our Website and Services following such changes, you will be deemed to have agreed to such changes.

Contacting JD Supra

If you have any questions about this Privacy Policy, the practices of this site, your dealings with our Website or Services, or if you would like to change any of the information you have provided to us, please contact us at: privacy@jdsupra.com.

JD Supra Cookie Guide

As with many websites, JD Supra's website (located at www.jdsupra.com) (our "Website") and our services (such as our email article digests)(our "Services") use a standard technology called a "cookie" and other similar technologies (such as, pixels and web beacons), which are small data files that are transferred to your computer when you use our Website and Services. These technologies automatically identify your browser whenever you interact with our Website and Services.

How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

  1. Improve the user experience on our Website and Services;
  2. Store the authorization token that users receive when they login to the private areas of our Website. This token is specific to a user's login session and requires a valid username and password to obtain. It is required to access the user's profile information, subscriptions, and analytics;
  3. Track anonymous site usage; and
  4. Permit connectivity with social media networks to permit content sharing.

There are different types of cookies and other technologies used our Website, notably:

  • "Session cookies" - These cookies only last as long as your online session, and disappear from your computer or device when you close your browser (like Internet Explorer, Google Chrome or Safari).
  • "Persistent cookies" - These cookies stay on your computer or device after your browser has been closed and last for a time specified in the cookie. We use persistent cookies when we need to know who you are for more than one browsing session. For example, we use them to remember your preferences for the next time you visit.
  • "Web Beacons/Pixels" - Some of our web pages and emails may also contain small electronic images known as web beacons, clear GIFs or single-pixel GIFs. These images are placed on a web page or email and typically work in conjunction with cookies to collect data. We use these images to identify our users and user behavior, such as counting the number of users who have visited a web page or acted upon one of our email digests.

JD Supra Cookies. We place our own cookies on your computer to track certain information about you while you are using our Website and Services. For example, we place a session cookie on your computer each time you visit our Website. We use these cookies to allow you to log-in to your subscriber account. In addition, through these cookies we are able to collect information about how you use the Website, including what browser you may be using, your IP address, and the URL address you came from upon visiting our Website and the URL you next visit (even if those URLs are not on our Website). We also utilize email web beacons to monitor whether our emails are being delivered and read. We also use these tools to help deliver reader analytics to our authors to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

Analytics/Performance Cookies. JD Supra also uses the following analytic tools to help us analyze the performance of our Website and Services as well as how visitors use our Website and Services:

  • HubSpot - For more information about HubSpot cookies, please visit legal.hubspot.com/privacy-policy.
  • New Relic - For more information on New Relic cookies, please visit www.newrelic.com/privacy.
  • Google Analytics - For more information on Google Analytics cookies, visit www.google.com/policies. To opt-out of being tracked by Google Analytics across all websites visit http://tools.google.com/dlpage/gaoptout. This will allow you to download and install a Google Analytics cookie-free web browser.

Facebook, Twitter and other Social Network Cookies. Our content pages allow you to share content appearing on our Website and Services to your social media accounts through the "Like," "Tweet," or similar buttons displayed on such pages. To accomplish this Service, we embed code that such third party social networks provide and that we do not control. These buttons know that you are logged in to your social network account and therefore such social networks could also know that you are viewing the JD Supra Website.

Controlling and Deleting Cookies

If you would like to change how a browser uses cookies, including blocking or deleting cookies from the JD Supra Website and Services you can do so by changing the settings in your web browser. To control cookies, most browsers allow you to either accept or reject all cookies, only accept certain types of cookies, or prompt you every time a site wishes to save a cookie. It's also easy to delete cookies that are already saved on your device by a browser.

The processes for controlling and deleting cookies vary depending on which browser you use. To find out how to do so with a particular browser, you can use your browser's "Help" function or alternatively, you can visit http://www.aboutcookies.org which explains, step-by-step, how to control and delete cookies in most browsers.

Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at: privacy@jdsupra.com.

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