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Thomas Fox - Compliance Evangelist

Daily Compliance News: January 14, 2025 The RTO Compliance Edition

Welcome to the Daily Compliance News. Each day, Tom Fox, the Voice of Compliance brings to you compliance related stories to start your day. Sit back, enjoy a cup of morning coffee and listen in to the Daily Compliance News....more

Freiberger Haber LLP

Giving Two Contract Provisions Their Intended Meaning

Freiberger Haber LLP on

Under New York law, written agreements are construed in accordance with the parties’ intent. “The best evidence of what parties to a written agreement intend is what they say in their writing.” As such, “a written agreement...more

DarrowEverett LLP

Post-Closing Incentive Structures for Key Management in Private Equity

DarrowEverett LLP on

If you own or manage a company that a private equity firm is looking to acquire, and you plan to stay on after the closing, you’ll likely need to negotiate two key points: rolling over some or all of your equity and...more

Thomas Fox - Compliance Evangelist

31 Days to a More Effective Compliance Program: Day 14 – Internal Controls

Welcome to a special podcast series on the Compliance Podcast Network, 31 Days to a More Effective Compliance Program. Over these 31 days series in January 2025, I will post a key part a best practices compliance program each...more

Thomas Fox - Compliance Evangelist

Innovation in Compliance: Todd Haugh on Ethical Decision Making in the Workplace - Beyond Financial Incentives

Innovation comes in many areas and compliance professionals need to not only be ready for it but embrace it. Join Tom Fox, the Voice of Compliance as he visits with top innovative minds, thinkers and creators in the...more

Dentons

Ep. 44 – Three Ways to Reenergize Your Compliance Programming for 2025

Dentons on

As we start a new year, January is a great time to plan ways to refresh your compliance programming for the upcoming year. Compliance training and activities can become stale. They often take a backseat to the day-to-day...more

Skadden, Arps, Slate, Meagher & Flom LLP

UK Public M&A – Outlook for 2025

In 2024, in line with our predictions from last year, the UK public takeover market saw a sharp increase in the number of megadeals, i.e., those valued in excess of £1 billion. Seventeen such transactions were announced in...more

Cadwalader, Wickersham & Taft LLP

FTC Announces 2025 Thresholds for Merger Control Filings under HSR Act and Interlocking Directorates under the Clayton Act

The Federal Trade Commission (“FTC”) has increased the dollar jurisdictional thresholds necessary to trigger the reporting requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”), and...more

Akerman LLP

FTC Imposes Record “Gun Jumping” Penalty for Illegal Pre-Merger Conduct

Akerman LLP on

Key Takeaways - The involved companies violated the HSR Act by assuming operational control prior to the expiration of the mandated 30-day waiting period....more

Vinson & Elkins LLP

Whistleblowers Wanted: Proliferation of DOJ Whistleblower Policies Invites Harmonization by the Trump Administration

Vinson & Elkins LLP on

As Donald J. Trump prepares to begin his second presidential administration on January 20, 2025, many Department of Justice (“DOJ”) priorities and policies are likely to change. One new Biden administration initiative that is...more

Fenwick & West LLP

2024 Corporate Governance Practices and Trends in Silicon Valley and at Large Companies Nationwide

Fenwick & West LLP on

Corporate governance practices vary significantly among public companies. This reflects many factors, including: ƒ ..Differences in their stage of development, including the relative importance placed on various business...more

Farrell Fritz, P.C.

Can a Shareholder Be Oppressed After Ceding Control? Oppression, Reasonable Expectations, and Contractual Formalism

Farrell Fritz, P.C. on

One of the first business divorce cases that I participated in as a young litigator was a lengthy arbitration over whether a minority shareholder was oppressed under BCL 1104-a.  With those fond memories, evolution of the...more

Ogletree, Deakins, Nash, Smoak & Stewart,...

FAQs Provide Details on Workforce Demographic Reporting for Massachusetts Employers

Massachusetts just released frequently asked questions (FAQs) to help employers comply with the wage data reporting aspect of the state’s new pay transparency law....more

Holland & Knight LLP

Antitrust Under Trump 2.0: No More "Hipster Antitrust," But Scrutiny Will Remain

Holland & Knight LLP on

With President Joe Biden's departure, aggressive antitrust enforcers at the U.S. Department of Justice's (DOJ) Antitrust Division and the Federal Trade Commission (FTC) will hand over the reins to incoming Trump...more

Mandelbaum Barrett PC

New Jersey CRC to Open Applications for Cannabis Consumption Areas: Key Details You Need to Know

Mandelbaum Barrett PC on

Applications for cannabis consumption area endorsements are set to open on January 2, 2025, creating regulated spaces for adults aged 21 and older to consume cannabis products purchased at licensed dispensaries. The New...more

Holland & Knight LLP

Outbound Investment Screening Rule Goes into Effect

Holland & Knight LLP on

The U.S. Department of the Treasury's Final Rule on outbound investment screening went into effect on Jan. 2, 2025. The Final Rule establishes a much-awaited outbound investment screening regime, implementing Executive Order...more

Cooley LLP

McMahon takes a bump

Cooley LLP on

On Friday, the SEC announced settled charges against Vince McMahon, founder, controlling shareholder and former Executive Chair and CEO of World Wrestling Entertainment, for “knowingly circumventing WWE’s internal accounting...more

Morgan Lewis

FTC Raises Hart-­Scott-­Rodino Thresholds and Filing Fees for 2025

Morgan Lewis on

The Federal Trade Commission (FTC) announced on January 10, 2025 that it will raise the Hart­-Scott­-Rodino Act (HSR Act) jurisdictional and filing fee thresholds. The increased thresholds will go into effect 30 days after...more

Ary Rosenbaum - The Rosenbaum Law Firm P.C.

Change is inevitable

The local baseball card show promoter sold its two biggest shows to a memorabilia dealer who took over a show in Boston. As I told my son, change is inevitable—for the show, for the vendors, and for the people who work the...more

Wilson Sonsini Goodrich & Rosati

Eligibility of Life Sciences Companies for Qualified Small Business Stock

The “qualified small business stock” (QSBS) tax exemption under Section 1202 of the Internal Revenue Code allows non-corporate founders and investors in certain emerging growth companies organized as corporations to...more

Orrick, Herrington & Sutcliffe LLP

Startup e Innovazione: le novità per il 2025

La legge 16 dicembre 2024, n.193 introduce significative modifiche normative che riguardano le startup innovative, gli incubatori certificati e gli investimenti nel settore delle nuove imprese tecnologiche. Queste...more

Allen Matkins

Several More Companies Propose Move From Delaware To Nevada

Allen Matkins on

As 2024 closed and 2025 began, four additional publicly traded companies proposed reincorporating from Delaware into the "sweet promised land"* of Nevada.  These companies include...more

Mintz

Federal Court Rules ESG-Guided Investing of 401(k) Plan Is a Breach of Fiduciary Duty

Mintz on

Following a bench trial, Judge O'Connor (N.D. Tex.) held that “that Defendants breached their fiduciary duty by failing to loyally act solely in the retirement plan's best financial interests by allowing their corporate...more

Foley & Lardner LLP

Tax Court Reaffirms Soroban Holding that “Active” Limited Partners are Subject to Self-Employment Tax

Foley & Lardner LLP on

On December 23, 2024, the Tax Court ruled in Denham Capital Management LP v. Commissioner (T.C. Memo. 2024-114), that limited partners that actively participated in the activities of a fund manager formed as a state law...more

Kohrman Jackson & Krantz LLP

Breach of Trust? Baker Mayfield Sues Father in $12 Million Business Dispute

On November 22, 2024, NFL star Baker Mayfield, his wife Emily Mayfield, and their business entity Team BRM, LLC (collectively, “Plaintiffs”), filed a lawsuit in the United States District Court, Western District of Texas,...more

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