Skadden, Arps, Slate, Meagher & Flom LLP

"Recent Shareholder Activism in Asia Could Signal Changing Attitudes"

Levels of shareholder activism are reaching record highs in the United States, and such activity has become increasingly prevalent in Europe. But with the exception of Japan, Asia often is seen as a relative backwater in this…more

Asia, Controlling Stockholders, Corporate Governance, Hong Kong, Hyundai

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2015 SEC Filing Deadlines for Companies With December 31, 2014 Fiscal Year End

As the end of the year approaches, reporting companies should be aware of the various SEC filing deadlines for 2015. Companies also should be mindful of the 2015 financial statement "staleness" dates (when financial statements…more

Compliance, Deadlines, Filing Requirements, SEC

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"FCA Listing Rule Changes Applicable to Premium Listed Companies"

On 2 October 2012, the Financial Conduct Authority (FCA) published a wide-ranging consultation paper (CP12/25) on the effectiveness of the listing regime which proposed a number of changes to the Listing Rules, including in…more

Board of Directors, Controlling Stockholders, Corporate Governance, Financial Conduct Authority (FCA), Financial Regulatory Reform

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"US Tax Court Issues Key Section 199 Decision for Contract Manufacturing Arrangements"

In a case of first impression, the United States Tax Court has applied the Section 199 domestic production rules in a contract manufacturing context. In Advo, Inc. & Subsidiaries v. Commissioner, the court rejected the view…more

Manufacturers, Section 199

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The Class Action Chronicle - Summer 2015

In This Issue: - The Fairness in Class Action Litigation Act of 2015 - Class Certification Decisions: ..Decisions Granting Motions to Strike/Dismiss Class Claims ..Decisions Denying Motions to…more

Breach of Contract, CAFA, Chamber of Commerce, Class Action, Class Certification

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"Important FIRPTA and REIT Reforms Enacted"

The newly signed Protecting Americans from Tax Hikes Act of 2015 (the Act) includes several reforms to the Foreign Investment in Real Property Tax Act of 1980 (FIRPTA) and the taxation of real estate investment trusts (REITs)…more

FIRPTA, Foreign Investment, Pension Funds, Protecting Americans from Tax Hikes (PATH) Act, REIT

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"Revised HSR Thresholds Announced"

On January 21, 2016, the Federal Trade Commission (FTC) announced the revised thresholds for determining whether companies are required to notify federal antitrust authorities about a transaction under the Hart-Scott-Rodino…more

DOJ, FTC, Hart-Scott-Rodino Act, Mergers, The Clayton Act

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"Shareholder Activism in the US Banking Industry"

Although the 2012 and 2013 proxy seasons saw increased (and highly publicized) shareholder activism across a range of industries, that trend has not yet made its way to the U.S. banking industry. Over the last two proxy seasons,…more

Executive Compensation, ISS, Say-on-Pay, Shareholder Activism, Shareholder Litigation

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"First Circuit Holds That a Private Equity Fund May be Liable for Portfolio Company Pension Obligations"

On July 24, 2013, the U.S. Court of Appeals for the First Circuit held that a private equity fund sponsored by Sun Capital Advisors constituted a “trade or business” for purposes of ERISA multiemployer pension withdrawal…more

Controlled Groups, ERISA, Multi-Employer Pensions, Pensions, Private Equity

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Insights: The Delaware Edition - October 2015

We are pleased to share with you the inaugural issue of Insights: The Delaware Edition, a periodic publication addressing significant Delaware deal litigation and corporation law developments. In This Issue: - Q&A With…more

Aiding and Abetting, Appeals, Appraisal Rights, Board of Directors, Breach of Duty

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"Executive Compensation and Benefits Alert: ISS Releases FAQs Regarding Peer Group Selection — Deadline Fast Approaching for Companies to Update Peer Group Information"

New ISS Peer Group Methodology - One of the most controversial issues during the 2012 proxy season was the degree to which the peer groups chosen by Institutional Shareholder Services (ISS) varied from the peer groups…more

Executive Compensation, ISS, Proxy Season

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Privacy & Cybersecurity Update - October 2015

In this edition of our Privacy & Cybersecurity Update, we discuss what companies need to know in the wake of the EU Court of Justice's rejection of the U.S.-EU Safe Harbor framework and take a look at the following important…more

CISA, Cybersecurity, Data Protection, Data Protection Authority, ECPA

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"No Gains, Just Pain: Increasingly Uncomfortable Taxation Environment for Private Equity Executives’ Compensation"

Arguing that their compensation should count as capital gains — since it derives from the appreciation in value of portfolio companies — private equity executives in Europe generally have been taxed under the more favorable…more

Capital Gains, Carried Interest, EU, Executive Compensation, France

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"Recent Case Highlights Opportunity for Distressed Exploration and Production Companies"

On March 8, 2016, a bankruptcy court in the Southern District of New York issued a much-anticipated decision, In re Sabine Oil & Gas Corporation, that will undoubtedly influence the reorganization strategies of certain…more

Bankruptcy Court, Commercial Bankruptcy, Covenants that Run With the Land, Debtors, Exploration and Production Sharing Contract

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"Insights Conversations: M&A"

Skadden M&A partners Steve Arcano, Tom Kennedy (moderator), Jeremy London, Amr Razzak and Rodd Schreiber discussed their perspectives on M&A activity in 2015 and the outlook for 2016. The conversation covered the current…more

Acquisitions, Antitrust Investigations, Board of Directors, Institutional Investors, Mergers

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"Brazil: Recent Corruption Scandals Offer First Test of Brazilian Anti-Corruption Act"

As in China, in 2014, authorities in Brazil significantly increased investigations and enforcement actions. Brazilian headlines recently have been dominated by the corruption scandal involving Petrobras (Brazil’s state-run,…more

Anti-Corruption, Brazil, Energy Sector, Enforcement Actions, Government Investigations

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"Interpretation of Antitrust Exemption at Heart of DOJ Action Against ValueAct"

On April 4, 2016, the U.S. Department of Justice, Antitrust Division (DOJ) filed a complaint against activist investor ValueAct Capital in California federal court, requesting a $19 million fine for violations of the…more

Antitrust Violations, Civil Monetary Penalty, Corporate Counsel, DOJ, FTC

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"Key Takeaways - Energy M&A Webinar Series: Utility M&A Update"

On January 28, 2016, Skadden hosted a webinar titled “Utility M&A Update,” the first installment of a three-part Energy M&A Webinar Series focused on transactional trends in the energy industry. The program, which drew 140…more

Energy Sector, Foreign Investment, Industry Consolidation, Merger Agreements, Natural Gas

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"Cutting-Edge Analysis Can Help Companies Leverage Patent Opportunities, Avoid Risks"

There is no shortage of new developments involving patents these days — from legislative initiatives in Congress to a host of recent U.S. Supreme Court decisions — and making sense of these changes and their impact on patent…more

Analytics, Business Opportunities, Patent Infringement, Patent Portfolios, Patents

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"Fee-Shifting Bylaws: The Current State of Play"

As previously reported, on May 8, 2014, the Delaware Supreme Court issued an opinion in ATP Tour, Inc. v. Deutscher Tennis Bund (German Tennis Federation), No. 534,2013 (Del. May 8, 2014), holding that fee-shifting provisions…more

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"The Newfound Attractiveness of European M&A"

In 2014, Europe registered its highest levels of M&A deal activity since the financial crisis. Compared to 2013, overall European M&A activity climbed 40.5 percent to $901.4 billion (the highest value since 2008). Inbound M&A,…more

Corporate Sales Transactions, EU, Foreign Investment, Merger Agreements

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"2015-16 Supreme Court Update"

In its current term, the U.S. Supreme Court is once again poised to address a range of disputes relevant to businesses. These include significant constitutional issues, class action practice and other procedural matters, and…more

Affirmative Action, Class Action, Class Certification, Corporate Counsel, Extraterritoriality Rules

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The E-Discovery Digest - February 2016

This is the third edition of The E-Discovery Digest, a periodic publication on notable decisions relating to key discovery topics. It is designed to keep clients up to date on the evolving state of the law regarding discovery…more

Adverse Inference Instructions, Attorney-Client Privilege, Bad Faith, Cost-Shifting, Disclosure

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Skadden Energy Law Handbook - 2014

We are pleased to announce the publication of the 2014 Skadden Energy Law Handbook, available as a PDF or via our web page. This updated edition of our 2006 Handbook addresses a broad range of energy regulation topics, including…more

Energy Sector, Handbooks

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The Class Action Chronicle - Fall 2014

This is the fifth edition of The Class Action Chronicle, a quarterly publication that provides an analysis of recent class action trends, along with a summary of class certification and Class Action Fairness Act rulings issued…more

Antitrust Litigation, CAFA, Class Action, Class Certification, Fraud

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Skadden Energy Law Handbook - 2014

We are pleased to announce the publication of the 2014 Skadden Energy Law Handbook, available as a PDF or via our web page. This updated edition of our 2006 Handbook addresses a broad range of energy regulation topics, including…more

Energy Sector, Handbooks

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"Limited English Proficiency: An Emerging Compliance Risk"

How consumer financial services providers can meet the needs of a growing population of "limited English proficiency" (LEP) consumers without running afoul of laws prohibiting deceptive practices and discrimination has emerged…more

CFPB, Consumer Financial Products, English-Only Rules, Fair Lending, Financial Services Industry

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"IRS Issues Alert on Phishing Scheme to Obtain Payroll Data"

The Internal Revenue Service (IRS) recently issued an alert regarding a phishing email scheme in which cybercriminals pose as governmental officials or company executives and request employee payroll and tax data, including W-2s…more

Corporate Executives, Cyber Crimes, Email, Government Officials, IRS

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"Broker-Dealer M&A Transactions: Toward a More Accommodating Regulatory Process"

M&A transactions involving regulated broker-dealers often require Financial Industry Regulatory Authority (FINRA) approval under NASD Rule 1017. Such approval is required for any direct or indirect acquisition by a broker-dealer…more

Broker-Dealer, Change in Control, Change in Ownership, FINRA, Material Change Doctrine

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The E-Discovery Digest - February 2016

This is the third edition of The E-Discovery Digest, a periodic publication on notable decisions relating to key discovery topics. It is designed to keep clients up to date on the evolving state of the law regarding discovery…more

Adverse Inference Instructions, Attorney-Client Privilege, Bad Faith, Cost-Shifting, Disclosure

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"SEC Releases Additional Frequently Asked Questions Regarding Form PF"

The Securities and Exchange Commission (the “SEC”) has released several rounds of additional Frequently Asked Questions (“FAQs”) regarding Form PF, the private fund systemic risk reporting form promulgated by the SEC and the…more

CFTC, Form PF, Reporting Requirements, SEC

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"German Competition Regulator Investigates Facebook for Alleged Violation of Data Protection Laws"

The German Federal Cartel Office (the FCO) has announced that it has initiated proceedings against Facebook for the company’s alleged abuse of its dominant position in a market for social networks. The FCO appears to be…more

Abuse of Dominance, Antitrust Investigations, Competition Authorities, Data Collection, Data Protection

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"Global Workforces Create Compensation Challenges for Employers"

In-house legal and human resources professionals at companies of all sizes are expected to navigate the legal and cultural ramifications of employing a global workforce. Compensation programs designed for employees at a…more

Corporate Counsel, Cross-Border Transactions, Employee Relocations, Employment Contract, Equity Compensation

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"Recent Case Highlights Opportunity for Distressed Exploration and Production Companies"

On March 8, 2016, a bankruptcy court in the Southern District of New York issued a much-anticipated decision, In re Sabine Oil & Gas Corporation, that will undoubtedly influence the reorganization strategies of certain…more

Bankruptcy Court, Commercial Bankruptcy, Covenants that Run With the Land, Debtors, Exploration and Production Sharing Contract

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"CFIUS’s Annual Report to Congress Highlights Decrease in Investigations, Need for Transparency "

Key Developments - The Committee on Foreign Investment in the United States (CFIUS) is an interagency organization charged with identifying potential national security risks posed by foreign acquisitions of U.S. businesses…more

Acquisitions, Annual Reports, CFIUS, China, Critical Infrastructure Sectors

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"The Trans-Pacific Partnership and What It Means for Pre-Existing Treaties"

On November 5, 2015, after seven years of high-stakes negotiations, the Office of the United States Trade Representative released the draft Trans-Pacific Partnership (TPP), a proposed free trade agreement among the United States…more

Expropriation, Foreign Investment, International Arbitration, International Litigation, International Treaties

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The Class Action Chronicle - Summer 2015

In This Issue: - The Fairness in Class Action Litigation Act of 2015 - Class Certification Decisions: ..Decisions Granting Motions to Strike/Dismiss Class Claims ..Decisions Denying Motions to…more

Breach of Contract, CAFA, Chamber of Commerce, Class Action, Class Certification

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"Chairman Camp’s Proposals Place REITs in the Crosshairs"

On February 25, House Ways and Means Committee Chairman David Camp (R. Mich.) proposed a dramatic overhaul of the U.S. tax code (the Code). While the “Tax Reform Act of 2014,” (the Proposals) contains a number of previously…more

C-Corporation, IRS, REIT, Tax Reform

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"Mass Tort and Consumer Class Action Outlook: Opportunities and Challenges"

In 2016, the U.S. Supreme Court is expected to hand down several decisions addressing overbroad or “no-injury” class actions, and a number of important issues are percolating in the lower courts as well. Below are some issues…more

Article III, Ascertainable Class, Class Action, Class Certification, Corporate Counsel

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"Revised HSR Thresholds Announced"

On January 21, 2016, the Federal Trade Commission (FTC) announced the revised thresholds for determining whether companies are required to notify federal antitrust authorities about a transaction under the Hart-Scott-Rodino…more

DOJ, FTC, Hart-Scott-Rodino Act, Mergers, The Clayton Act

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"New HHS OIG Criteria to Guide Resolution of Health Care Investigations"

The Office of Inspector General of the Department of Health and Human Services (OIG) has issued updated guidance on the use of its so-called permissive exclusion authority under Section 1128(b)(7) of the Social Security Act (42…more

Administrative Authority, CMS, DOJ, Exclusion Orders, False Claims Act (FCA)

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"Labor Department Redefines ‘Fiduciary’ for ERISA and Internal Revenue Code Purposes"

On April 6, 2016, the Department of Labor (DOL) issued a widely anticipated final regulation that redefines who is a “fiduciary” of certain employee benefit and other plans for purposes of the Employee Retirement Income Security…more

401k, Administrative Exemption, Best Interest Contract Exemptions, Broker-Dealer, DOL

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"Will 2014 Be the ‘Year of the Foreign Private Issuer’?"

Experience in 2013 has shown that U.S. securities exchanges are once again becoming increasingly popular venues for listings by non-U.S. companies. The number of non-U.S. companies that conducted initial listings in the U.S. in…more

Compliance, Disclosure Requirements, Dodd-Frank, Emerging Growth Companies, Foreign Exchanges

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The Class Action Chronicle - Summer 2015

In This Issue: - The Fairness in Class Action Litigation Act of 2015 - Class Certification Decisions: ..Decisions Granting Motions to Strike/Dismiss Class Claims ..Decisions Denying Motions to…more

Breach of Contract, CAFA, Chamber of Commerce, Class Action, Class Certification

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"Recent Regulatory and FASB Actions Impacting Auditors"

In one of several recent actions impacting auditors, the Securities and Exchange Commission (SEC) and the Public Company Accounting Oversight Board (PCAOB) have devoted heightened attention to related-party transactions,…more

Auditors, Audits, FASB, PCAOB, Regulatory Standards

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The E-Discovery Digest - February 2016

This is the third edition of The E-Discovery Digest, a periodic publication on notable decisions relating to key discovery topics. It is designed to keep clients up to date on the evolving state of the law regarding discovery…more

Adverse Inference Instructions, Attorney-Client Privilege, Bad Faith, Cost-Shifting, Disclosure

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"2015-16 Supreme Court Update"

In its current term, the U.S. Supreme Court is once again poised to address a range of disputes relevant to businesses. These include significant constitutional issues, class action practice and other procedural matters, and…more

Affirmative Action, Class Action, Class Certification, Corporate Counsel, Extraterritoriality Rules

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Privacy & Cybersecurity Update - March 2016

In this edition of our Privacy & Cybersecurity Update, we examine the FCC's proposed privacy rules for broadband providers; new developments relating to the Privacy Shield, which was created to replace the U.S.-EU Safe Harbor…more

CFPB, Cyber Insurance, Cybersecurity, Data Protection Authority, Data Security

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Hong Kong Regulatory Update - March 2015

This Hong Kong regulatory update provides a brief overview of the principal Hong Kong regulatory developments in the preceding three months relevant to companies listed or proposed to be listed on The Stock Exchange of Hong Kong…more

Annual Reports, Enforcement Actions, HKEx, Hong Kong, Hong Kong Securities and Futures Commission (HKSFC)

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"FIRPTA Reform Opens Door to Increased Foreign Investment in US Real Estate"

This afternoon, Reps. Kevin Brady (R-Texas) and Joseph Crowley (D-N.Y.) re-introduced in the House of Representatives a bill to significantly reform the Foreign Investment in Real Property Tax Act (FIRPTA). Introduced as H.R…more

Capital Gains, FIRPTA, Foreign Investment, Pension Funds, Property Tax

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"Executive Compensation and Benefits Report: Proposed Regulations Highlight the Complexity of the $500,000 Deduction Limit for Compensation Paid by Health Insurance Providers"

On April 1, 2013, the Internal Revenue Service issued proposed regulations providing guidance on the $500,000 deduction limit for compensation paid by certain health insurance companies to their employees. Because of the…more

CHIP, Deduction Limitations, Executive Compensation, Health Insurance, IRS

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"French Government Extends Its Veto Rights on Foreign Investments in Country’s Strategic Sectors"

On May 15, 2014, the French government published a decree extending its veto rights over foreign investments in French strategic sectors (the New Decree). The New Decree has been dubbed the “Alstom Decree” by the media, as it…more

Critical Infrastructure Sectors, EU, Foreign Investment, Veto Rights

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"IRS Guidance Clarifies Renewable Energy Tax Credit"

The Internal Revenue Service (IRS) has released welcome new guidance on renewable electricity production and energy investment tax credits. A notice issued on August 8, 2014, addresses when a facility or equipment maintains its…more

Energy, IRS, Renewable Energy, Tax Credits, Tax Incentives

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"Aggressive SEC Enforcement Approach Creates New Challenges for Resolving Investigations"

The U.S. Securities and Exchange Commission (SEC) pursued aggressive enforcement of the securities laws in the past year. Several trends related to the SEC's vigorous approach are likely to continue in 2015…more

Administrative Hearings, Dodd-Frank, Personal Liability, Popular, SEC

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"Reminder: New Jersey Pay-to-Play Form BE Due on March 30, 2016"

This memorandum is to remind you that the annual filing for state and local contractors required under New Jersey Chapter 271 (Form BE) is due March 30, 2016. In particular, as we have described in previous mailings, this report…more

Annual Filings, Disclosure Requirements, Pay-To-Play, Political Contributions, State and Local Government

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"US Further Eases Sanctions Ahead of President’s Historic Trip to Cuba"

On March 15, 2016, the Department of the Treasury’s Office of Foreign Assets Control (OFAC) and the Department of Commerce’s Bureau of Industry and Security (BIS) announced regulatory amendments that further eased U.S. sanctions…more

BIS, Cuba, Economic Sanctions, Export Controls, Exports

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"Delaware Supreme Court Reaffirms Important Protections for Corporate Directors"

A trio of opinions from the Delaware Supreme Court, each authored by Chief Justice Leo E. Strine, Jr., has reaffirmed Delaware’s deference to the business judgment of disinterested corporate decision-makers and restored…more

Appeals, Board of Directors, Breach of Duty, Business Judgment Rule, DE Supreme Court

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"SEC Judge Issues Initial Decision Regarding Chinese Affiliates of the Big Four Accounting Firms"

On January 22, 2014, U.S. Securities and Exchange Commission Administrative Law Judge Cameron Elliot (the ALJ) issued an initial decision censuring the Chinese accounting firms affiliated with Ernst & Young LLP, KPMG LLP…more

Auditors, Audits, China, CSRC, Deloitte

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"UK Establishes New HM Treasury Office to Implement Financial Sanctions"

On March 31, 2016, the U.K. launched the new Office of Financial Sanctions Implementation (OFSI) within HM Treasury. OFSI, which assumes the financial sanctions responsibilities previously carried out by HM Treasury’s Asset…more

Compliance, Economic Sanctions, HM Treasury, Law Enforcement, Office of Financial Sanctions Implementation (OFSI)

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Privacy & Cybersecurity - May 2014

In This Issue: - EU Court of Justice Creates Broad Interpretation of the ‘Right to be Forgotten’ - White House Publishes Report on Risks and Opportunities Posed by ‘Big Data’ Practices - California AG…more

Attorney Generals, Big Data, Cybersecurity, Do Not Track, ECPA

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"Challenging the IRS Anti-Inversion Notice: A Hollow Threat"

On September 22, 2014, Treasury and the IRS issued Notice 2014-52, 2014-42 I.R.B. 712 (the Notice), announcing their intention to issue regulations aimed at blunting certain of the benefits from so-called inversion transactions…more

Administrative Procedure Act, Anti-Injunction Act, Declaratory Judgment Act, Internal Revenue Code (IRC), Inversion

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"SEC Staff Issues Statement on Conflict Minerals Ruling"

The U.S. Securities and Exchange Commission’s Division of Corporation Finance issued a statement on the effect of a recent circuit court decision on the SEC’s conflict minerals rules. In an April 14 ruling, the U.S. Court of…more

Conflict Mineral Rules, First Amendment, SEC

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"New HHS OIG Criteria to Guide Resolution of Health Care Investigations"

The Office of Inspector General of the Department of Health and Human Services (OIG) has issued updated guidance on the use of its so-called permissive exclusion authority under Section 1128(b)(7) of the Social Security Act (42…more

Administrative Authority, CMS, DOJ, Exclusion Orders, False Claims Act (FCA)

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"MiFID II Expected to Have Significant Impact on Investment Managers"

When implemented, revisions to the EU’s Markets in Financial Instruments Directive (MiFID II) will radically change the regulation of EU securities and derivatives markets, and significantly impact the investment management…more

AIFM, ESMA, EU, Investment Management, MiFID

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"Renewable Energy Project Warehouse Facilities Are on the Rise"

An important development in the financing of solar, wind and other renewable energy projects in 2015 was the use of a flexible investment and financing vehicle referred to as a “warehouse.” Akin to traditional warehouse…more

Construction Project, Debt Financing, Equity Financing, Popular, Power Purchase Agreements

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"New Regulations Address Outbound Transfers and Transfer Pricing"

On September 14, 2015, the Internal Revenue Service (the IRS) and Treasury Department proposed new regulations addressing the tax treatment under Section 367 of the Internal Revenue Code (the Code) of certain transfers by U.S…more

Aggregation Rules, Arms Length Transactions, Controlled Transactions, Covenant of Good Faith and Fair Dealing, Foreign Corporations

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"SEC Issues Concept Release Seeking Feedback on Business and Financial Disclosure Requirements"

On April 13, 2016, the U.S. Securities and Exchange Commission (SEC) issued a concept release seeking feedback on ways to modernize the business and financial disclosure requirements of Regulation S-K. The 341-page release…more

Audits, Disclosure Requirements, Environmental Assessments, Financial Statements, Foreign Investment

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"The Fracturing of Global FRAND Patent Licensing"

Standard essential patent (SEP) owners have long licensed their patent portfolios, including both SEPs and non-SEPs, on a global basis. But recent divergence, including in China and other jurisdictions, regarding what royalty…more

China, FRAND, IEEE, IP License, Patents

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"New IRS Tax Accounting Rule to Benefit M&A"

The IRS recently adopted a taxpayer-favorable new tax rule that alleviates one of the more significant tax risks that often complicates M&A. Historically, if a target company had been reporting something incorrectly on its tax…more

Acquisitions, Corporate Taxes, IRS, Mergers

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"The Future of Government Regulation, Enforcement of Off-Label Promotion"

Three years ago, in United States v. Caronia, the U.S. Court of Appeals for the Second Circuit held that the Federal Food, Drug and Cosmetic Act (FDCA) neither prohibits nor criminalizes truthful, nonmisleading speech that may…more

Advertising, Amarin, Caronia, Commercial Speech, Corporate Counsel

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The Class Action Chronicle - Summer 2015

In This Issue: - The Fairness in Class Action Litigation Act of 2015 - Class Certification Decisions: ..Decisions Granting Motions to Strike/Dismiss Class Claims ..Decisions Denying Motions to…more

Breach of Contract, CAFA, Chamber of Commerce, Class Action, Class Certification

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"Limited English Proficiency: An Emerging Compliance Risk"

How consumer financial services providers can meet the needs of a growing population of "limited English proficiency" (LEP) consumers without running afoul of laws prohibiting deceptive practices and discrimination has emerged…more

CFPB, Consumer Financial Products, English-Only Rules, Fair Lending, Financial Services Industry

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"Delaware Supreme Court Reaffirms Important Protections for Corporate Directors"

A trio of opinions from the Delaware Supreme Court, each authored by Chief Justice Leo E. Strine, Jr., has reaffirmed Delaware’s deference to the business judgment of disinterested corporate decision-makers and restored…more

Appeals, Board of Directors, Breach of Duty, Business Judgment Rule, DE Supreme Court

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SEC Proposes Liquidity Management Rules for Open-End and Exchange-Traded Funds

On September 22, 2015, the Securities and Exchange Commission (SEC) voted to propose a new Rule 22e-4 under the Investment Company Act of 1940 (the 1940 Act), as well as amendments to its rules and forms designed to promote…more

ETFs, Exchange-Traded Products, Investment Company Act of 1940, Liquidity Risk Management Rule, Mutual Funds

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