The National Labor Relations Board (NLRB) issued a recent decision that impacts the use of non-disparagement and confidentiality clauses in employee agreements. In the McLaren Macomb decision, the NLRB concluded that...more
3/16/2023
/ Confidentiality Agreements ,
Employees ,
Employer Liability Issues ,
Employment Litigation ,
Employment Policies ,
Former Employee ,
Hiring & Firing ,
Human Resources Professionals ,
NLRB ,
Non-Disparagement Provisions ,
Severance Agreements
On January 13, the US Supreme Court reinstated the stay of the Occupational Safety and Health Administration's (OSHA) Emergency Temporary Standard mandating that employers with 100+ employees require COVID-19 vaccination...more
1/17/2022
/ Biden Administration ,
Centers for Medicare & Medicaid Services (CMS) ,
Constitutional Challenges ,
Coronavirus/COVID-19 ,
Department of Labor (DOL) ,
Employer Liability Issues ,
Employer Mandates ,
Healthcare Workers ,
Infectious Diseases ,
Lack of Authority ,
National Federation of Independent Business v Department of Labor and OSHA ,
OSHA ,
SCOTUS ,
Stays ,
Vaccinations ,
Virus Testing ,
Workplace Safety
On December 17, the United States Court of Appeals for the Sixth Circuit, which was tasked with adjudicating nationwide lawsuits challenging the Occupational Safety and Health Administration's (OSHA) rule mandating employers...more
As stated in the Employment Litigation and Counseling Advisory, Q&A – A Closer Look at OSHA’s Vaccination Requirement for Employers With 100+ Employees, on November 6, the United States Court of Appeals for the Fifth Circuit...more
11/23/2021
/ Biden Administration ,
Coronavirus/COVID-19 ,
Employees ,
Employer Liability Issues ,
Employer Mandates ,
Health and Safety ,
Human Resources Professionals ,
OSHA ,
Vaccinations ,
Virus Testing ,
Workplace Safety
On November 4, the US Department of Labor’s (DOL) Occupational Safety and Health Administration (OSHA) released an emergency rule (the OSHA Rule) that will obligate all employers with 100 or more employees to require their...more
11/9/2021
/ Biden Administration ,
Coronavirus/COVID-19 ,
Department of Labor (DOL) ,
Employer Liability Issues ,
Employer Mandates ,
Health and Safety ,
Human Resources Professionals ,
Infectious Diseases ,
OSHA ,
Vaccinations ,
Virus Testing ,
Workplace Safety
Key Points -
- Several courts have concluded that government-mandated shutdown orders during COVID-19 do not constitute "direct physical loss," a pre-requisite for insurance coverage that is outlined in insurance...more
Under the newly enacted law Int. No. 1932-A, the New York City Administrative Code was amended to render unenforceable, in certain instances, the personal liability of guarantors of payment obligations contained in commercial...more
6/1/2020
/ Commercial Leases ,
Commercial Property Owners ,
Commercial Tenants ,
Coronavirus/COVID-19 ,
Eviction ,
Landlords ,
Moratorium ,
Relief Measures ,
Rent ,
Rental Property ,
State and Local Government ,
Tenants
In a letter dated June 2, 2015, Senator Elizabeth Warren described several “promises” that Mary Jo White, chair of the Securities and Exchange Commission, had allegedly broken. Senator Warren focused on (1) the SEC’s failure...more
The US Court of Appeals for the Tenth Circuit recently upheld the grant of summary judgment for the receiver of a business that was alleged to have participated in a Ponzi scheme, finding that the clawback of funds was...more
6/12/2015
/ Alter Ego ,
Appeals ,
CFTC ,
Clawbacks ,
Commodity Exchange Act (CEA) ,
Enforcement Actions ,
Fraudulent Transfers ,
Legal Fees ,
Ponzi Scheme ,
Standing ,
Statute of Limitations ,
Summary Judgment
In This Issue:
- SEC Staff Releases Analysis Related to Pay Ratio Disclosure Rules
- States Challenge Blue Sky Preemption Under Regulation A+
- FINRA Proposes Revised BrokerCheck Hyperlink Rule
-...more
6/8/2015
/ Blue Sky Laws ,
BrokerCheck ,
Capital Markets ,
CFTC ,
Clawbacks ,
Disclosure Requirements ,
EU ,
European Commission ,
Executive Compensation ,
Financial Conduct Authority (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
Hedge Funds ,
Investment Adviser ,
National Futures Association ,
NFA ,
Preemption ,
Public Comment ,
Regulation A ,
Securities and Exchange Commission (SEC) ,
Total Shareholder Return (TSR)
The Delaware Court of Chancery recently upheld a non-exclusive forum selection clause and denied a motion to dismiss despite a prior-filed action pending in a different state based on largely the same claims. In 2013,...more
The US Court of Appeals for the Ninth Circuit recently affirmed dismissal of a counterclaim for breach of fiduciary duty brought under Section 242 of the Alberta Business Corporations Act (ABCA), finding that only an Alberta...more
In this issue:
- SEC Proposes New Pay-for-Performance Rules
- NASAA Launches a Streamlined Filing Process for Form D
- CFTC Proposal Eases Trade Option Obligations for Non-SD/MSP Counterparties
-...more
5/4/2015
/ Canada ,
CFTC ,
Exclusive Remedy ,
Executive Compensation ,
Form D Filing ,
Forum Selection ,
Major Swap Participants ,
NASAA ,
Pay-for-Performance ,
Securities and Exchange Commission (SEC) ,
Swap Dealers
A recent academic paper found that whistleblower involvement in financial misrepresentation enforcement actions tends to increase (1) penalties against firms by an average of $77 million, (2) penalties against employees by an...more
The Delaware Court of Chancery recently held that a shareholder was not entitled to inspect records concerning alleged violations of the Foreign Corrupt Practices Act (FCPA) because the shareholder was barred from pursuing...more
In This Issue:
- NYSE Amends "Late Filer Rule"
- CFTC Responds to District Court's Remand Order on Certain Cross-Border Swaps Rules
- Delaware Chancery Court Addresses Proper Purpose for Inspection...more
3/16/2015
/ CFTC ,
Cross-Border Transactions ,
Enforcement ,
Enforcement Actions ,
EU ,
European Securities and Markets Authority (ESMA) ,
Inspection Rights ,
Late Filer Rule ,
MiFID II ,
NYSE ,
Securities and Exchange Commission (SEC) ,
Swaps ,
Whistleblowers
Preet Bharara, United States Attorney for the Southern District of New York, has petitioned the United States Court of Appeals for the Second Circuit for a rehearing en banc of last month’s landmark decision vacating multiple...more
Academics in Hong Kong have found that companies that have adopted executive compensation clawback provisions tend to substitute one type of earnings manipulation for another, and that this trend is more pronounced in...more
In this issue:
- SEC Division of Corporation Finance Issues New C&DI Related to Resales Under Regulation S
- SEC Announces Proxy Voting Roundtable
- CFTC Staff Issues No-Action Relief From Certain...more
2/2/2015
/ AIFM ,
Anti-Money Laundering ,
Brokers ,
C&DIs ,
CFTC ,
Clawbacks ,
CME NYMEX ,
EU Directive ,
Forex ,
Insider Trading ,
Major Swap Participants ,
Netherlands ,
No-Action Relief ,
Proxy Voting Guidelines ,
Regulation S ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Swap Dealers ,
UK
Deputy Treasury Secretary Sarah Raskin, who recently spoke at the Texas Bankers’ Association Executive Leadership Cybersecurity Conference, provided bank executives and boards some guidance on preventing, preparing for and...more
The US Court of Appeals for the Second Circuit recently held that, in order to convict a tippee for insider trading under Section 10(b) of the Securities Act of 1934 and Rule 10b-5, the government must prove beyond a...more
In this issue:
- Recent Developments Relating to Rights to Exclude Shareholder Proposals from Proxy Statements
- SEC Approves MSRB Best Execution Rule
- SEC Sanctions Operator of Unregistered Virtual...more
12/15/2014
/ Banks ,
Basel Committee on Banking Supervision (BCBS) ,
Bitcoin ,
Currency Exchange ,
Cybersecurity ,
EU ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Insider Trading ,
Investors ,
MiFID ,
MSRB ,
Proxy Season ,
Proxy Statements ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Shareholders ,
Virtual Currency
The Delaware Court of Chancery recently held that, for purposes of responding to a non-party subpoena, documents held by the foreign affiliate of a US corporation were not within the US corporation’s “possession, custody, or...more
The Delaware Court of Chancery recently dismissed corporate mismanagement and breach of fiduciary duty claims filed by a dissenting stockholder, but ordered that the surviving corporation in a merger was required to pay the...more
In this issue:
- Proxy Advisory Firms Release Policy Updates for 2015
- CBOE Makes Enhancements to Its Market-Maker Trade Notification System
- OTC Derivatives Regulators Group Issues Report to G20...more
11/17/2014
/ AIFM ,
Alternative Investment Fund Managers Directive (AIFMD) ,
CBOE ,
CFTC ,
Derivatives ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
G20 ,
Glass Lewis ,
Institutional Shareholder Services (ISS) ,
Market Making ,
Over The Counter Derivatives (OTC) ,
Prepaid Payment Products ,
Proxy Season ,
Proxy Voting Guidelines