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Thomas Fox - Compliance Evangelist

31 Days to a More Effective Compliance Program: Day 18 - Risk Assessments

Welcome to 31 Days to a More Effective Compliance Program. Over this 31-day series in January 2026, Tom Fox will post a key component of a best-practice compliance program each day. By the end of January, you will have enough...more

Thomas Fox - Compliance Evangelist

Sunday Book Review: January 18, 2026, The Top Books on Innovation ’26 Edition

In the Sunday Book Review, Tom Fox considers books that would interest compliance professionals, business executives, or anyone curious. It could be books about business, compliance, history, leadership, current events, or...more

Thomas Fox - Compliance Evangelist

31 Days to a More Effective Compliance Program: Day 17 - Podcasting for Compliance

Welcome to 31 Days to a More Effective Compliance Program. Over this 31-day series in January 2026, Tom Fox will post a key component of a best-practice compliance program each day. By the end of January, you will have enough...more

A&O Shearman

Central District Of California Grants In Part And Denies In Part Motion To Dismiss Proposed Securities Class Action Against...

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On December 12, 2025, Judge Sherilyn Peace Garnett of the United States District Court for the Central District of California granted in part and denied in part a motion to dismiss a proposed investor class action against a...more

A&O Shearman

Central District Of California Dismisses Putative Securities Class Action Against Multinational “Fast-Casual” Restaurant Chain

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On December 18, 2025, Judge Sherilyn Peace Garnett of the United States District Court for the Central District of California dismissed a putative securities class action against a multinational “fast-casual” restaurant chain...more

Mayer Brown

REVERSEinquiries Newsletter, Volume 7, Issue 1

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A Structured Products Primer on the Uses of Rule 424(b) and Rule 433 - Rules 424(b) and Rule 433 under the Securities Act of 1933 (“Securities Act”) are the two primary filing mechanisms for preliminary offering...more

A&O Shearman

Disqualified executives – new framework and operational impacts

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On December 19, the Luxembourg Parliament adopted a law requiring the Luxembourg Business Registers (the LBR) to refuse registration in the Luxembourg Trade and Companies Register (the RCS) and to demand the cessation of...more

Mayer Brown

OECD Pillar Two Side-by-Side System and New Safe Harbors

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On January 5, 2026, the Organisation for Economic Co-operation and Development (“OECD”) announced that the Inclusive Framework on Base Erosion and Profit Shifting agreed to a new package of administrative guidance (the...more

Mayer Brown Free Writings + Perspectives

SEC Proposes Updates to “Small Entity” Definitions for Funds and Advisers

On January 7, 2026, the Securities and Exchange Commission (“SEC”) proposed amendments to the rules that define which registered investment companies, investment advisers, and business development companies qualify as “small...more

Robinson+Cole Data Privacy + Security Insider

2026 Will Reward the Companies that Operationalize AI

After a decade of cloud migration and incremental modernization, the technology sector is approaching an inflection point. This year, 2026, is shaping up to be the year AI must move from pilots to production. The focus is...more

A&O Shearman

Draft law n°8669 on the deferred payment of the minimum share capital of S.à r.l.

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On December 16, 2025, the government filed a draft law n°8669 (the Draft Law), which aims to allow, subject to conditions, the deferred payment of the minimum share capital of private limited liability companies (S.à r.l.)...more

Alston & Bird

Maryland Appellate Court Reinforces Board Latitude in M&A Transactions

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On November 25, 2025, the Appellate Court of Maryland issued a landmark decision in Special Situations Fund III QP L.P. v. Travel Centers of America Inc., upholding the dismissal of stockholder challenges to a public company...more

Hogan Lovells

New HSR and interlocking directorate thresholds announced for 2026

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On January, 14, 2026, the Federal Trade Commission (FTC) released the annual jurisdictional adjustments for premerger notification filings made pursuant to Section 7A of the Clayton Act, known as the Hart-Scott-Rodino...more

BakerHostetler

2026 HSR Filing Thresholds and Filing Fees Announced; 2026 Interlocking Directorate Thresholds Announced

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On Jan. 14, the FTC announced the 2026 filing thresholds under the HSR Act, as well as the 2026 filing fees. ...more

DLA Piper

Supply Chains Act reporting: Canada launches 2026 reporting cycle and updates guidance

DLA Piper on

Public Safety Canada has updated its guidance for businesses subject to the Supply Chains Act and launched the online portal for the 2026 reporting cycle, with reports due by May 31, 2026....more

Jones Day

SEC Chairman Atkins Signals Regulation S-K Overhaul

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The U.S. Securities and Exchange Commission ("SEC") will accept comments suggesting specific reforms to Regulation S-K's disclosure requirements until April 13, 2026. On January 13, 2026, SEC Chairman Paul Atkins announced...more

Sheppard Mullin Richter & Hampton LLP

Things to Keep in Mind For Your Annual Report on Form 10-K and Proxy Statement (UPDATED)

Unlike past years, companies are not facing new disclosure requirements for their upcoming 10-Ks and proxy statements, but the change in the SEC administration during 2025 brought with it other changes companies will need to...more

Cooley LLP

Shareholder Proposals: What Do the Exclusion Notices Look Like So Far? (UPDATED)

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Following up on last week’s blog about the stats on this: Ahead of this proxy season, Corp Fin issued this statement saying that it wouldn’t respond to no-action requests – at least until September 30, 2026 – unless a company...more

Goodwin

Unlocking the UPREIT Structure: A Comprehensive Guide to LTIP Units as Currency for Incentive Equity Awards

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The umbrella partnership real estate investment trust (“UPREIT”) structure, a cornerstone of the modern REIT industry, provides REITs with powerful tools for both property acquisitions and executive compensation. ...more

Latham & Watkins LLP

OCC Proposes Regulation to Clarify Permissible Activities for Trust Banks

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The Proposal addresses recent comments about the scope of permissible activities for national trust banks, as applications to charter new banks continue to be filed....more

BCLP

All A-Board? Not so Fast: Private Equity and Family Offices Should Take Note of New Thresholds for Clayton Act Prohibition on...

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The Federal Trade Commission (“FTC”) recently announced revised thresholds (“2026 Thresholds”) applicable to interlocking directorates under Section 8 of the Clayton Act, 15 U.S.C. § 19. The thresholds are adjusted annually...more

Goodwin

Deadlines Approaching for Reporting 2025 ISO Exercises and ESPP Share Transfers

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The Internal Revenue Code (the Code), as amended, requires corporations to provide information statements to employees (including former employees) and information filings to the IRS regarding employees’ and former employees’...more

Dorsey & Whitney LLP

Prepare for the Worst, and Hope for the Best: Time to Begin Preparing for Section 16 Reporting by Insiders of SEC-reporting...

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As you may recall, the Holding Foreign Insiders Accountable Act (the HFIAA) was signed into law on December 18, 2025. In a nutshell, this means that directors and officers of foreign private issuers whose securities are...more

Miles & Stockbridge P.C.

FTC Announces Increased HSR Thresholds for 2026

The Federal Trade Commission (FTC) announced Jan. 14 annual revisions to the applicable thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the HSR Act). These updates will apply to all...more

Morris James LLP

Chancery Holds that Board’s Failure to Respond to Whistleblower Complaint Detailing Violations of Banking Laws Supported a Claim...

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Brewer v. Turner, C.A. No. 2023-1284-KSJM (Del. Ch. Sept. 29, 2025) - Directors and officers of Delaware corporations owe a duty of oversight under Caremark and its progeny. Relevant here, the duty of oversight requires...more

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