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...more
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...more
The Federal Trade Commission (FTC) has announced new, higher premerger notification thresholds. The new minimum size-of-transaction threshold will be $111.4 million.
The FTC simultaneously announced implementation of the...more
Requirements under the proposed rules would include the disclosure of:
•Climate-related risks and their actual or likely material impacts on the registrant’s business, financial statements, strategy, and outlook ...more
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
3/22/2022
/ Corporate Governance ,
Cyber Incident Reporting ,
Cybersecurity ,
Data Breach ,
Disclosure Requirements ,
Policies and Procedures ,
Popular ,
Proposed Rules ,
Regulation S-K ,
Risk Management ,
Securities and Exchange Commission (SEC)
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
What You Need To Know:
•The new rules require the use of universal proxy cards in all contested elections.
•The new rules will take effect on September 1, 2022...more
What You Need To Know:
•New Jersey corporations may now hold fully remote shareholder meetings even absent a state of emergency.
•Boards of directors must still adopt guidelines and procedures governing remote...more
The Federal Trade Commission has announced new, slightly lower premerger notification thresholds that will take effect March 4, 2021, and thus apply to transactions closing on or after that date. The new minimum...more
The Federal Trade Commission, by a 3-2 vote along party lines, has proposed for public comment two major changes to its Hart-Scott-Rodino (HSR) Act premerger notification rules. These changes would exempt from HSR filing some...more
On April 14, 2020, Sections 15A:5-1 and 15A:5-4 of the New Jersey Nonprofit Corporation Act were amended to permit New Jersey nonprofit corporations to hold member meetings by means of remote communication. During a state of...more
The Federal Trade Commission (FTC) Bureau of Competition issued a reminder yesterday, April 6, that it “must continue to analyze carefully the potential effects of proposed transactions and business conduct” and that it “will...more
COVID-19 has impacted nearly every aspect of American life right now, and there are myriad legal issues companies are facing from the pandemic’s fallout. These include antitrust considerations, ranging from potentially...more
3/25/2020
/ Acquisitions ,
Coronavirus/COVID-19 ,
Department of Justice (DOJ) ,
Electronic Filing ,
Federal Trade Commission (FTC) ,
Filing Requirements ,
Government Lockdown ,
Hart-Scott-Rodino Act ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
State of Emergency
What You Need to Know:
- New Jersey corporations are permitted to hold shareholder meetings solely by remote participation during a state of emergency declared by the Governor.
- A board of directors must approve remote...more