Due Diligence

News & Analysis as of

EU and UK Sanctions Update: July 2016

Below is a summary of developments since our previous update in May, relating to European Union (“EU”) sanctions on Russia, Iran and other jurisdictions, the impact of Brexit on EU sanctions and recent changes with respect to...more

Security Interest v. License Agreement: Low Tech Precautions for the High Tech Investment

In this exciting age of startups, the market is brimming with opportunities for individuals and entities alike to invest in emerging companies. Today’s rapid rate of technology development justifies investors’ eagerness to...more

It's Good to be King: Time to File a Lawsuit Does Not Run Against the Pennsylvania Government

In the recent case of Township of Salem v. Miller Penn Development, LLC, the Pennsylvania Commonwealth Court invoked the often overlooked doctrine of nullum tempus occurrit regi. Read literally as “time does not run against...more

Patent Due Diligence and Evaluation After the AIA

Many factors must be considered for due diligence and valuation of a patent portfolio. The patent owner’s desire to have broad claims that capture a large number of infringements must be tempered against its need for claims...more

Revised listings due diligence guidelines issued by the Association of Banks in Singapore

The Association of Banks in Singapore (ABS) introduced its revised due diligence guidelines (Enhanced Guidelines) in respect of listings on the Singapore Exchange Securities Trading Limited (SGX-ST) on 13 May 2016. These...more

Blog: EIOPA publishes technical advice on the identification & calibration of infrastructure corporates

The European Insurance and Occupational Pensions Authority (EIOPA) has published the final version of its Technical Advice to the European Commission on the identification and calibration of infrastructure corporates. Our...more

"Insights Conversations: Employment Factors to Consider in Carve-Out Transactions"

Carve-out transactions can quickly become complicated by employment considerations — who stays, who goes and what practices govern the transitions. At the April 18, 2016, "Skadden Cross-Border M&A Conference 2016:...more

Global Trends and Business Ethics

The following is part one of a two-part guest post by Alison Taylor and James Cohen. 2016 is only half-complete, but it’s already been a pivotal year in ethics and compliance. The Panama Papers and Unaoil data leaks...more

Financial Services Quarterly Report - Second Quarter 2016: OECD Common Reporting Standard: The Next Steps

The Common Reporting Standard (CRS) of the Organisation of Economic Co-operation and Development (OECD) came into effect on 1 January 2016 in “early adopter” jurisdictions, including the UK and popular fund jurisdictions such...more

Lessons from LinkedIn: Privacy and Data Security Representations in the M&A Context

Microsoft’s blockbuster acquisition of LinkedIn earlier this month—a deal where concerns for privacy and data security loomed large—provides a glimpse into the growing trend of including separate privacy and data security...more

EU Agreement on Trade Rules for Conflict Minerals

The European Union (EU) institutions have reached broad agreement on trade rules for so-called "conflict minerals". While the technical details still need to be established, we summarize the expected new EU rules below....more

The Only Thing You Have to Fear . . . Is No Documentation

Compliance is a profession that requires multi-tasking – another profound grasp of the obvious. But in the multi-tasking world, some principles and strategies are more important than others. My colleague and...more

Upcoming FATCA Deadlines

As noted in the Foley Adviser dated April 14, 2016, there are several upcoming FATCA-related deadlines, two of which are right around the corner: ..June 30, 2016: Foreign Financial Institution Due Diligence for...more

Out-of-State, Non-Bank Financing Becomes Available for Washington State Licensed Marijuana Businesses

Monday, June 20, 2016, was summer solstice. But in Washington, there were two other things to celebrate: a day to recover after the Fremont Solstice weekend, and, for legal marijuana businesses, the first day for the...more

What You Need to Know About Mergers and Acquisitions Involving Government Contractors and Their Suppliers

Volume VI —Organizational Conflicts of Interest: When the Whole Is Less Than the Sum of Its Parts - An organizational conflict of interest (“OCI”) arises when the performance of one contract undermines a contractor’s...more

Is The Most Frightening Cyber Trend Numbness Leading to Complacency?

Today’s new cyber world necessitates protection of what is most important to you. The cyber landscape continues to change on a near daily basis and shows no signs of slowing. K2 Intelligence’s Jeremy Kroll and Austin...more

Five Key Points about the New European Union Conflict Minerals Agreement

On June 15, the European Union announced that it had reached a “political understanding” on many of the substantive components of a new conflict minerals regulation. The regulation, once drafted, will be submitted to the...more

[Webinar] How do I Demonstrate the Advantages of an Automated Third Party Due Diligence System to Senior Leadership? - July 8th,...

Join NAVEX Global and a group of your peers for a short session where we’ll answer your questions and share solutions about third party due diligence and risk management software....more

Blog: CDX Holdings Decision Spotlights the Treatment of Stock Options in a Merger

The treatment of outstanding stock options and other equity compensation awards is often a key element of a sale transaction. Because stock options can represent considerable value, how they are treated can have a...more

Legal Vendor Due Diligence: Staging a Successful Sale

As anyone who has sold a house knows, the housing market can be an incredibly competitive one. Home sellers take such steps to maximize the value of their properties as home staging, hosting open houses and providing...more

Hong Kong Securities Laws Violations: SFC’s Case Against Moody’s – Part 2

On March 31, 2016, the Securities and Futures Appeals Tribunal (“SFAT”) upheld the disciplinary action of the SFC against Moody’s. This landmark decision is the first of its kind, as a disciplinary action brought by the...more

Top Takeaways from DWT’s Cloud & Big Data Conference

Davis Wright Tremaine hosted its fourth conference on the legal, regulatory, and commercial landscapes surrounding these rapidly emerging fields. What are the big lessons for your business? Cloud computing and big data...more

Summary Judgment Denied in Monoline Insurer Lawsuit Against J.P. Morgan

On June 6, 2016, Justice Alan D. Scheinkman of the New York Supreme Court for Westchester County denied J.P. Morgan’s motion for summary judgment on MBIA’s fraudulent concealment claim. The court had previously granted...more

Third Party Risk Management: Balancing Due Diligence Screening and Monitoring

In response to aggressive FCPA enforcement and recurring problems with third parties, companies have spent substantial resources and time to design and implement comprehensive ethics and compliance programs. A key part of...more

The Panama Papers and Shell Games, Part I

One of the more prescient authors I know is Ryan C. Hubbs, a senior manager of fraud investigation and dispute services at Ernst & Young LLP (EY), who, in 2014, wrote an article for Fraud Magazine entitled “Shell Games”. In...more

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