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Business Organization Securities

Read Business Organization updates, alerts, news, and legal analysis from leading lawyers and law firms:
Holland & Knight LLP

One Big Beautiful Bill Act Increases Tax Benefits for Qualified Small Business Stock

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President Donald Trump on July 4, 2025, signed into law H.R. 1, commonly referred to as the One Big Beautiful Bill Act (OBBB). (For a detailed analysis of the bill, see Holland & Knight's previous alert, "Trump Signs the One...more

Goodwin

Convergence and Flexibility: LP Clawback Provisions in Private Funds

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A majority of private fund managers set the clawback limit at 25%, but they calculate the clawback differently depending on fund type. Limited partner (LP) clawback provisions enable fund managers to call back previously...more

McDermott Will & Emery

One Big Beautiful Bill Act brings major changes to Section 1202 capital gains exclusion

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The recently passed One Big Beautiful Bill Act (OBBBA) makes significant and immediate changes to the tax rules surrounding qualified small business stock (QSBS) under Section 1202 of the Internal Revenue Code. These rules...more

Sheppard Mullin Richter & Hampton LLP

Plain Speaking Wins the Day with D.C. Court of Appeals: Proxy Advisors Are Not Subject to SEC Rule 14(A) Solicitation Prohibition

The United States Court of Appeals for the District of Columbia Circuit recently held that the Securities and Exchange Commission (“SEC”) and the securities industry were effectively “separated by a common language.” Giving...more

Foley Hoag LLP - Public Companies & the Law

SEC Signals Potential Shift in Disclosure Requirements

Recent developments at the SEC highlight the Commission’s focus on reducing disclosure burdens for companies and encouraging public capital formation. SEC Executive Compensation Roundtable - Executive compensation...more

Saul Ewing LLP

2025 Amendments to the Delaware General Corporation Law and Alternative Entity Statutes

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On June 30, 2025, Delaware Governor Matt Meyer signed into law the 2025 amendments to the General Corporation Law of the State of Delaware (the “DGCL”), the Delaware Limited Liability Company Act (the “LLC Act”), Delaware...more

Wiley Rein LLP

SEC Tolling Request Not a Securities Claim Against Insured Company Under D&O Policy

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A Delaware Superior Court, applying Delaware law, has held that the United States Securities and Exchange Commission’s (“SEC”) request to toll the statute of limitations did not constitute a “Securities Claim” under a D&O...more

Williams Mullen

Implications of the One Big Beautiful Bill Act on Tax Deductions for Businesses

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President Trump signed the One Big Beautiful Bill Act (OBBB Act) into law on Friday July 4, 2025. Among other changes to existing federal tax laws (many of which are discussed by other alerts from this firm), the OBBB Act...more

Hogan Lovells

Investments in German soccer clubs – attractive for investors and clubs despite the 50+1 rule

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Investments in clubs in German soccer are attractive for investors and clubs even under the 50+1 rule; the investor and the soccer club should be a suitable match; there are a number of legal structuring options for...more

Hogan Lovells

Sudden breach of a contract and liability: key takeaways from the Altarea’s court decision (TAE Feb. 4, 2025, no. J2024000206)

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A out of the ordinary case: a breach of contract for the sale of a business (rather than the breakdown of negotiations), and more specifically for the transfer of control of the Primonial Group. Back in March 2022, the...more

Husch Blackwell LLP

OCM Guidance Regarding Ownership Transfers Provides Pathway for Funding Social Equity Licensees

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The Minnesota Office of Cannabis Management (“OCM”) conducted its license lottery for social equity applicants on June 5, 2025. Lottery winners received preliminary approval and must secure a business location and, in many...more

Woodruff Sawyer

Insuring Fund Liability Risks: A Guide to GPL Coverage for Venture Capital and Private Equity Firms - 2025 Edition

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Woodruff Sawyer has been a leader in the fund-level General Partnership Liability (GPL) space since the creation of this insurance product over 30 years ago. In today’s environment, it’s essential that venture capital,...more

Nilan Johnson Lewis PA

FAQs: No Tax On Tips

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On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (“OBBBA”) into law. Among other things, the OBBBA includes a new deduction for tipped workers, referred to as “no tax on tips.” One Big Beautiful Bill...more

Foley & Lardner LLP

One Big Beautiful Bill Act – Tax Considerations for Investment Funds

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On July 4, 2025, President Donald Trump signed into law extensive tax legislation as part of the One Big Beautiful Bill Act (OBBBA) that will impact the investment fund industry.  Perhaps one of the most important aspects...more

Kohrman Jackson & Krantz LLP

Still Default to Delaware for the State of Formation? Ohio May Offer Attractive Alternatives

Forming a new business requires addressing a number of principal issues and logistics, many of which draw on structure, liability, policy, tax, and related considerations. After picking the best entity form, the first...more

Mitratech Holdings, Inc

Reporting to the C-suite: A Practical Guide for GRC Leaders

Risk and compliance leaders face increasing demands to elevate board conversations beyond compliance checkboxes. Boards expect clear insight into how risks affect strategic execution, financial performance, and enterprise...more

Walkers

Helping Guernsey holding companies navigate the HM Land Registry

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If you're selling UK property owned by a Guernsey company, HM Land Registry will likely require a legal opinion, commonly known as a TR1 legal opinion, from Guernsey lawyers before registering the conveyance. This briefing...more

Jaburg Wilk

Follow Your Curiosity

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We all struggle in business and life, trying to carve a path and do our best. A lot of us feel guilty about taking time for ourselves and following our interests. Spending time “just reading” articles that seemed tangentially...more

IR Global

Increase In Fraudulent Business Filings

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How Can You Protect Yourself and Your Business? What Is A Fraudulent Business Filing? The phrase is relatively self-explanatory: any business filing obtained, changed, or filed without authorization and/or involving...more

Fleurinord Law PLLC

From the Sidelines to Six Figures: Smart Tax Planning for NIL-Earning Student Athletes

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Just a few years ago, if you were a student-athlete, you had two options: maintain eligibility or get paid. You couldn’t have both. That all changed on July 1, 2021, thanks to a landmark shift that rocked the college sports...more

Thomas Fox - Compliance Evangelist

Because that's what heroes Do: Deep Space 9 – Episode 29: Character Dynamics and Ethical Tensions in When it Rains

Get ready for an exciting new season of Because That’s What Heroes Do. This season, they take a deep dive into their favorite episodes of Deep Space 9. In this exploration, Tom and Megan are joined by Star Trek maven Alex...more

Winthrop & Weinstine, P.A.

Sweeping Budgetary and Tax Legislation Enacted, Impacting All Sectors

On July 3, 2025, the U.S. House of Representatives passed H.R.1, referred to as the “One Big Beautiful Bill Act” (“OBBBA”). The following day, President Trump signed the bill into law, marking a key milestone in his...more

Mayer Brown

UK Regulatory Update Asset Management Sector - Quarterly Newsletter Q2 - 2025

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FCA finalises rules for PISCES – new secondary private stock market – On 10 June 2025, the FCA issued its final rules for the Private Intermittent Securities and Capital Exchange ("PISCES"). PISCES is a new type of private...more

Alston & Bird

Breaking Down the Tax Provisions of the One Big Beautiful Bill Act

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The One Big Beautiful Bill Act is a massive bill that overhauls much of the U.S. tax system. Our Federal & International Tax and State & Local Tax teams cover the Act’s key tax provisions for individuals and businesses....more

Herbert Smith Freehills Kramer

Delaware Supreme Court reverses acquirer’s aiding and abetting liability, setting high bar, following precedent set by its recent...

On June 17, 2025, the Delaware Supreme Court (Court), sitting en banc, reversed a Court of Chancery ruling that had held a bidder liable for aiding and abetting fiduciary breaches of the target’s management....more

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