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Thomas Fox - Compliance Evangelist

Sunday Book Review: January 19, 2025, The Business Ethics from the Ancient Greeks Edition

In the Sunday Book Review, Tom Fox considers books that would interest the compliance professional, the business executive, or anyone who might be curious. These could be books about business, compliance, history, leadership,...more

Cooley LLP

SEC charges Celsius Holdings with improper accounting for stock awards and disclosure control failures

Cooley LLP on

In this settled action—part of a slew of SEC Enforcement cases reported out in the last days before the change in Administration—the SEC alleged that Celsius Holdings, Inc. engaged in improper accounting for stock-based...more

Allen Barron, Inc.

Foreign Corporate Ownership and Investments

Allen Barron, Inc. on

Are you involved in offshore or foreign corporate ownership and investments? Do you have real property, assets, or foreign bank or investment accounts? U.S. taxpayers with offshore business interests, holdings, investments,...more

Cooley LLP

Early Lock-Up Releases: Overview and Trends

Cooley LLP on

Lock-up agreements prohibit company insiders (founders, directors, executive officers and major stockholders) and other pre-IPO stockholders from selling their shares for a period of time after an offering. Lock-ups are...more

Spilman Thomas & Battle, PLLC

New Annual Report Requirement for Pennsylvania Business Entities

On November 3, 2022, Governor Wolf signed into law Act 122 of 2022. Among the many changes made by this legislation, Act 122 created an annual reporting requirement (like that imposed by most states) for most Pennsylvania...more

White & Case LLP

FTC Announces Annual Changes to U.S. HSR Thresholds with Highest Filing Fees Now $2.39 Million

White & Case LLP on

The Federal Trade Commission (FTC) announced the annual changes to the Hart-Scott-Rodino (HSR) Act notification and filing fee thresholds, expected to go into effect in February 2025. The FTC is required by law to revise...more

Cole Schotz

U.S. Supreme Court Issues Key Decision on FLSA Burden of Proof

Cole Schotz on

On January 15, 2025, the United States Supreme Court ruled in E.M.D. Sales, Inc., et al. v. Carrera et al., that the Fair Labor Standards Act’s (the “FLSA”) exemptions do not require a heightened burden of proof. The decision...more

Dunlap Bennett & Ludwig PLLC

The Upsides and Downsides: Online Form Contracts

Many business owners provide routine services to their customers, or deal with the same vendors over and over. Instead of writing a new contract for every transaction, many businesses use a standard form contract (or purchase...more

Lowenstein Sandler LLP

Virginia Hospital Indicted for Allegedly Turning a Blind Eye to Doctor’s Crimes

Lowenstein Sandler LLP on

In an unusual criminal prosecution, the Chesapeake Regional Medical Center (CRMC), a hospital in Chesapeake, Virginia, was indicted last week by a federal grand jury in Virginia for conspiring to defraud the United States and...more

Katten Muchin Rosenman LLP

Reminder for Public Companies Granting Stock Options and Stock Appreciation Rights: Don't Forget New Item 402(x) Disclosure

As public company issuers prepare for the 2025 reporting season, issuers should be reminded (or made aware) of the new executive compensation-related disclosure requirements. On December 14, 2022, the Securities and Exchange...more

Allen Matkins

Can Reincorporation And Share Increase Proposals Be Bundled?

Allen Matkins on

In this earlier post, I commented on the preliminary proxy materials filed by P.A.M. Transportation Services, Inc. (nka PAMT Corp)  At the time, my interest was the company's proposal to reincorporate in Nevada from...more

Skadden, Arps, Slate, Meagher & Flom LLP

Approach to Corporate Enforcement May Become More Business-Friendly

Key Points - - The incoming Trump administration is expected to take a more lenient approach to prosecuting entities, reducing emphasis on bringing actions based on what may be viewed as novel theories. - Prescriptive...more

Proskauer - California Employment Law

Business Groups’ Lawsuit Slams California Ban on “Captive Audience” Meetings

As we reported here, California’s Senate Bill (S.B.) 399, took effect on January 1, 2025. This law prohibits employers from requiring employees to attend meetings about the company’s opinions on political or religious...more

Thomas Fox - Compliance Evangelist

31 Days to a More Effective Compliance Program: Day 21-Managing 3rd Parties

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

SBR – Author’s Podcast: Exploring the Future of Work, Ethics, and Compliance with Kelly Monahan, Part 2

Welcome to the Sunday Book Review, The Authors Podcast! Host Tom Fox visits with authors in the compliance arena and beyond in this Podcast Series. Today, Tom is joined by his good friend and colleague, Earnie Broughton...more

Thomas Fox - Compliance Evangelist

Innovation in Compliance: Navigating Accounting and Compliance with Mike Whitmire

Innovation comes in many areas, and compliance professionals must be ready to embrace it. Join Tom Fox, the Voice of Compliance, as he visits with top innovative minds, thinkers, and creators in the award-winning Innovation...more

Thomas Fox - Compliance Evangelist

Daily Compliance News: January 21, 2025, The Not Real Work Edition

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

Polsinelli

A Wait Until the Deal Closes: The Antitrust Agencies Send a Strong Message About the Dangers of Gun-Jumping

Polsinelli on

One of the most common questions clients have after a merger or acquisition has been signed is, “When can we start on combining the operations and doing business?” And one of the most challenging pieces of counseling is to...more

K&L Gates LLP

“Oops, I was a Broker!?” SEC Cracks Down on Investment Adviser Representatives Acting as Unregistered Brokers

K&L Gates LLP on

On 14 January 2025, the Securities and Exchange Commission (SEC) announced settled charges against three investment adviser representatives for acting as unregistered brokers in the sale of membership interests in certain...more

Littler

A Littler Report: Operating Through Emergencies & Natural Disasters

Littler on

No matter how much advance warning is provided or experience garnered, employers and employees are often caught off guard by the devastation and uncertainty natural disasters create. Whether wildfires, hurricanes, tornadoes,...more

Farrell Fritz, P.C.

When Trying to Discover Tax Returns in Business Divorce Litigation, Bring Your A Game

Farrell Fritz, P.C. on

In many, perhaps most New York business divorce lawsuits, tax documents play a key role. Equity holder status is essential for standing to sue – including to dissolve, to sue derivatively on behalf of the entity, to sue...more

Stikeman Elliott LLP

Increased Investment Canada Act Review Thresholds Announced for 2025

Stikeman Elliott LLP on

The Canadian government has increased the monetary thresholds to determine whether a net benefit review of a foreign investment in Canada is required under the Investment Canada Act for 2025....more

White & Case LLP

Key Considerations for the 2025 Annual Reporting Season: Your Upcoming Form 20-F and other FPI-Specific Considerations

White & Case LLP on

With the inauguration of US President Trump on January 20, 2025, public companies await the impact of the new administration on the US Securities and Exchange Commission ("SEC"). President Trump's pick for the next SEC Chair,...more

Skadden, Arps, Slate, Meagher & Flom LLP

Form 20-F for Fiscal Year 2024: What Foreign Private Issuers Should Keep in Mind

There have been a number of notable recent developments in SEC regulation of foreign private issuers (FPIs), including disclosure trends and rule changes that impact the annual report on Form 20-F for fiscal year 2024. In...more

Fenwick & West LLP

The Start of the Deal? What Antitrust Enforcement and M&A Will Look Like Under Trump’s Second Presidency

Fenwick & West LLP on

When President Biden appointed Lina Khan to lead the Federal Trade Commission, and Jonathan Kanter to lead the Antitrust Division of the Department of Justice, he staked out an energetic new approach to antitrust enforcement...more

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