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Business Organization Finance & Banking

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Akin Gump Strauss Hauer & Feld LLP

ISS Indefinitely Halts Consideration of Diversity Factors When Making Proxy Voting Recommendations

On February 11, 2025, Institutional Shareholder Services (ISS) announced that it is suspending the consideration of diversity factors when making voting recommendations for directors at U.S. public companies. ISS’s press...more

Holland & Knight LLP

En Colombia se declara inexequible artículo que permitía a las SAS ser emisores de valores

Holland & Knight LLP on

La Corte Constitucional de Colombia, mediante Sentencia C-038 de 2025, declaró inexequible el Artículo 261 de la Ley 2294 de 2023, por medio de la cual se expidió el Plan Nacional de Desarrollo 2022-2026 (PND). El artículo...more

Sheppard Mullin Richter & Hampton LLP

Operating Social Casino-Style Applications Continues to be Costly in Washington State

In the latest string of gambling cases involving social casino-style apps out of Washington state, a federal jury has awarded a class of players nearly $25 million for injuries arising from the use of two of High 5 Game’s...more

Sheppard Mullin Richter & Hampton LLP

Delaware Supreme Court Holds Business Judgment Governs Decision to Reincorporate Outside of Delaware For Purpose of Reducing...

In Maffei v. Palkon, No. 125, 2024, 2025 Del. LEXIS 51 (Del. Feb. 4, 2025) (Valihura, J.), the Delaware Supreme Court held that a corporation’s decision to reincorporate in another state purportedly to reduce exposure to...more

McDermott Will & Emery

CLOs and Material Nonpublic Information: Key Takeaways from the SEC’s Settlement with Sound Point

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In this alert, we present the key lessons to be learned from the U.S. Securities and Exchange Commission’s (the SEC) settlement with Sound Point Capital Management, LP (Sound Point), and discuss whether a similar enforcement...more

Porter Hedges LLP

Breaking Alert: New Executive Order Temporarily Pauses FCPA Enforcement

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On February 10, 2025, President Trump signed an executive order (EO) directing the Department of Justice (DOJ) to pause enforcement of the Foreign Corrupt Practices Act (FCPA) for 180 days. During this period, Attorney...more

Knobbe Martens

BD Announces Restructuring to Focus on Medical Technology

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On February 5, 2025, Becton, Dickinson and Company (BD) announced plans to separate its Biosciences and Diagnostic Solutions business into an independent entity. The Biosciences and Diagnostic Solutions business is reportedly...more

Fox Rothschild LLP

DC ABCA Licensure Deadline

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The grace period during which DC’s unlicensed cannabis establishments must obtain proper licensure without facing enforcement actions is soon ending. By March 31, unlicensed cannabis establishments that have applied for a...more

Tonkon Torp LLP

Oregon HOAs Should Continue to Prepare for Compliance with Corporate Transparency Act

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The Corporate Transparency Act (CTA), enacted to combat financial crimes, requires certain entities to report beneficial ownership information (BOI) to the Financial Crimes Enforcement Network (FinCEN). While legal challenges...more

Latham & Watkins LLP

Top Tips for Global Companies Preparing for the UK’s New “Failure to Prevent Fraud” Offence

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Companies in the US and around the world should consider their potential for UK exposure and assess their compliance programmes in light of that risk. On 1 September 2025, the UK will implement a new corporate criminal...more

Lewitt Hackman

NASAA Guidance for Franchise Non-Competes

Lewitt Hackman on

Last May, the Federal Trade Commission looked to ban non-compete agreements in most employment contracts aside from franchise agreements. Although scheduled to become effective in September, a federal court vacated the ruling...more

Smith Anderson

GDPR Enforcement is Alive and Well - Key Considerations in 2025

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As 2025 progresses, one thing is clear—GDPR enforcement is not slowing down. In fact, regulators across Europe are intensifying their scrutiny, handing out significant fines and even warning executives of potential personal...more

WilmerHale

2025 M&A Report

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This year’s M&A Report offers a detailed review of the M&A market and outlook, including a breakdown by various geographies and industry sectors. We examine what might be in store with antitrust and CFIUS under the Trump...more

Williams Mullen

PODCAST: Williams Mullen's Benefits Companion - Big Changes to Catch-Up Contributions in 2025

Williams Mullen on

On this episode of Williams Mullen's Benefits Companion, host Brydon DeWitt discusses big changes to contributions to retirement plans under SECURE 2.0 that begin in 2025. He covers the new “Super Catch-Up” contributions for...more

Foster Garvey PC

A Journey Through Subchapter S / A Review of The Not So Obvious & The Many Traps That Exist For The Unwary: Part XV – Being an...

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In this Part XV of my multi-part series on some of the not-so-obvious aspects of Subchapter S, I explore a potential advantage that the S corporation has over the C corporation. The Patient Protection and Affordable Care...more

Cooley LLP

Proposed Regulations Issued Under Internal Revenue Code § 162(m)

Cooley LLP on

Changes effective starting on January 1, 2027 - In the last few days preceding President Donald Trump’s inauguration, the IRS under the Biden administration proposed regulations to implement amendments to Internal Revenue...more

WilmerHale

Antitrust and M&A: Is Everything Old New Again?

WilmerHale on

With every change in administration, businesses and practitioners wonder what the new administration will mean for antitrust enforcement in the United States. Speculation was at fever pitch four years ago, after Democratic...more

Fenwick & West LLP

The Life Sciences IPO Market Is Off to a Solid Start in 2025

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Various biotech companies have completed or launched their IPOs so far in 2025. As of early February, five sizeable life sciences companies have priced their IPOs and one has filed to go public soon. ...more

Benesch

President Trump “Pauses” FCPA Enforcement: What This Means for Legal & Compliance Departments

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On February 10, 2025, President Trump issued an Executive Order entitled Pausing Foreign Corrupt Practices Act Enforcement to Further American Economic and National Security. The executive order comes just days after the...more

Dechert LLP

Delaware Supreme Court Reaffirms High Bar for Proving Control by a Minority Stockholder

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Delaware Supreme Court reaffirms that “the test for actual control by a minority stockholder is not an easy one to satisfy.” Supreme Court makes clear that control by a minority stockholder is “not presumed.” Supreme Court’s...more

WilmerHale

Purchase Price Adjustments in Financial Services M&A Transactions

WilmerHale on

In most M&A deals involving private targets (including the sales of divisions of publicly traded companies), the purchase agreement will include a baseline dollar value for the target, with several adjustments. Often, the...more

Foley & Lardner LLP

Top Tips for Companies to Prepare for an Immigration Visit

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Here are our top tips to assist companies and institutions in preparing for visits by immigration officials. The second Trump administration has set robust enforcement of the immigration laws as a top-level priority. On...more

WilmerHale

CFIUS Under Trump 2.0: Continued Scrutiny of Cross-Border Deals

WilmerHale on

In 2024, the Biden Administration substantially expanded executive branch power to monitor foreign investment into and out of the United States. First, the administration continued efforts to aggressively police compliance...more

Proskauer - Tax Talks

Final Regulations Issued on Allocation of Partnership Liabilities Under Section 752

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On December 2, 2024, the U.S. Department of the Treasury (“Treasury”) and the Internal Revenue Service (the “IRS”) published final regulations (the “Final Regulations”) on section 752 regarding the allocation of partnership...more

Goodwin

Non-financial Misconduct and Culture: A Reminder for FCA-Regulated Firms in the UK

Goodwin on

Firm culture remains a key topic on the Financial Conduct Authority’s (FCA’s) radar this year. In a previous alert, we discussed the FCA’s proposals for all FCA-authorised firms to better integrate non-financial misconduct...more

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