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Business Organization Securities Elections & Politics

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

Investment Services Regulatory Update - November 2017

by Vedder Price on

New Rules, Proposed Rules, Guidance and Alerts - SEC STAFF GUIDANCE AND ALERTS - SEC Staff Issues No-Action Letters to Facilitate Cross-Border Compliance with the Research “Unbundling” Provisions of the European...more

ISS Issues 2018 Voting Policies Update

by King & Spalding on

On November 16, 2017, Institutional Shareholder Services (“ISS”) issued its updated proxy voting guidelines for the upcoming 2018 proxy season. Notable updates applicable to U.S. companies include new or revised policies:...more

Summary of ISS 2018 Americas Proxy Voting Guidelines Specific to US Public Companies

by Morgan Lewis on

The updated ISS guidelines are effective for meetings on or after February 1, 2018. On November 16, 2017, Institutional Shareholder Services (ISS) published its 2018 Americas Proxy Voting Guidelines Updates. The following...more

SEC Provides Greater Deference to Public Company Boards

On Nov. 1, 2017, the Securities and Exchange Commission (SEC) issued Staff Legal Bulletin No. 14I(CF), which articulates important interpretive guidance relating to shareholder proposals submitted to public companies for...more

Changes Possibly Coming to CFIUS

by Bryan Cave on

Change may be coming to the Committee on Foreign Investment in the United States (CFIUS), but any changes to the jurisdiction or process used by the multi-agency committee that reviews foreign investments in U.S. business for...more

U.S. Congress Introduces Legislation to Change Foreign Direct Investment Review

by Jones Day on

Congress recently introduced two pieces of legislation that could significantly change foreign direct investment review in the United States. The Foreign Investment Risk Review Modernization Act of 2017 ("FIRRMA") seeks to...more

The Impact of the Tax Cuts and Jobs Act on Executive Compensation

by Bracewell LLP on

On November 9, 2017, the House Ways and Means Committee approved the House’s version of the tax reform bill (the “House Bill”) and voted to report it to the House floor for a full House vote. On the same day, the Senate...more

Congress Introduces Bill to Expand CFIUS’s Review Authority

by Ropes & Gray LLP on

A bipartisan group of U.S. lawmakers introduced identical bills in the House and Senate on Wednesday to broaden the authority of the Committee on Foreign Investment in the United States (“CFIUS” or the “Committee”), an...more

Tax Receivable Agreements and Tax Reform Proposals

by Ropes & Gray LLP on

Last week the House Republicans introduced the Tax Cuts and Jobs Act, their long-awaited first draft of tax reform legislation, bringing Congress one step closer to achieving tax reform. Earlier this year, the House of...more

Tax Cuts and Jobs Act

On November 2, 2017, the Committee on Ways and Means of the U.S. House of Representatives released its tax reform bill titled the Tax Cuts and Jobs Act (the “House Bill”). On November 6, 2017, Kevin Brady, Chairman of the...more

House Bill Proposes Major Modifications To Employee Compensation And Benefits-Related Laws; Initial Amendments Provide Limited...

by Katten Muchin Rosenman LLP on

The Tax Cuts and Jobs Act proposed by the US House of Representatives on November 2 (House Bill) proposes major modifications to employee and partner compensation and benefits-related provisions of the Internal Revenue Code,...more

Washington Seeks New Regulation of Technology Investments: What You Need to Know Now About the Proposed CFIUS Legislation

On November 8, 2017, a bipartisan coalition in Congress introduced the Foreign Investment Risk Review Modernization Act (FIRRMA), which would greatly expand the reach and consequence of the Committee on Foreign Investment in...more

Update: House's Proposed Tax Reform Bill Revised, Walking Back Taxation of Stock Options at Vesting

On November 9, 2017, in what many employers will view as a positive development, the House Ways and Means Committee voted to send to the full House of Representatives a version of the Tax Cuts and Jobs Act (the "Proposed...more

Executive Compensation Ramifications of Proposed Tax Cuts and Jobs Act

by Latham & Watkins LLP on

In its current form, the proposed legislation would drastically change the tax treatment of executive compensation in several areas. The Tax Cuts and Jobs Act, as proposed by the Ways and Means Committee of the US House of...more

Tax Reform: Hedge Funds/Commodity Funds/Fund Managers

House Republicans released their draft tax bill on November 2, representing their opening bid in the drive to reach agreement on a comprehensive tax reform bill that can be presented to the House for a vote before the...more

U.S. House Bill Aims to Curtail SEC Staff’s Ability to Obtain Algorithmic Trading Source Code

On October 4, 2017, U.S. Representative Sean P. Duffy [R-WI-7] introduced U.S. House of Representatives Bill H.R.3948 entitled the “Protection of Source Code Act.” If enacted, the Bill would amend the Securities Act, the...more

President Trump Blocks Sale of U.S. Company to Chinese Buyers Under CFIUS

by Williams Mullen on

On September 13, 2017 President Trump ordered that the acquisition of Lattice Semiconductor Corporation by Chinese purchasers be “prohibited” under CFIUS. While this is the first publically announced blocking of an...more

EU to Establish a Framework for Screening Foreign Direct Investment

by WilmerHale on

On September 13, 2017, the European Commission issued a proposal for a Regulation establishing a framework for screening foreign direct investment (“FDI”) in the European Union (the “Proposal” or “Proposed Regulation”). The...more

President Trump Signs Bill Directing SEC to Expand Safe Harbor for Certain Investment Fund Research Reports

by Dechert LLP on

President Trump signed into law on October 6, 2017 the Fair Access to Investment Research Act of 2017. The Act directs the U.S. Securities and Exchange Commission (SEC) to amend Rule 139 under the Securities Act of 1933 (1933...more

Amendments to the Real Estate Specified Joint Enterprise Act of Japan

by DLA Piper on

The Real Estate Specified Joint Enterprise Act of Japan (Act No. 77 of 1994, as amended, the Act) regulates fund investments in real estate using partnerships and other vehicles. If a person or entity (i) receives investments...more

Bipartisan Congressional Legislation Introduced Aimed at Increasing IPO Activity

On October 2, 2017, Congressmen Ted Budd (R-NC) and Gregory Meeks (D-NY) introduced a bipartisan bill, H.R. 3903, in the U.S. House of Representatives....more

Lawmakers May Not Spend Political Capital on Stand-Alone EB-5 Bill

The chances of a stand-alone EB-5 bill gaining consensus with lawmakers on Capitol Hill are low. With the GOP failing to repeal the Affordable Care Act, lawmakers may be spending time readjusting priorities in unexpected ways...more

CFIUS Continues to Present an Obstacle to Chinese Acquisitions

by Ropes & Gray LLP on

On September 13, 2017, President Donald Trump issued an Executive Order blocking investment firm, Canyon Bridge Capital Partners Inc. (“Canyon”), from acquiring Lattice Semiconductor Corporation (“Lattice”). President Trump’s...more

President Prohibits Chinese Investment in U.S. Semiconductor Company Following Recommendation from CFIUS

by Bryan Cave on

On September 13, 2017, President Trump issued an Executive Order citing unresolved national security concerns in prohibiting the $1.3 billion acquisition of a publicly traded semiconductor manufacturer by a group of investors...more

Nevada Precedes Delaware In Blockchain Legislation

by Allen Matkins on

On July 21, 2017, Delaware’s 74th Governor, John Carney, signed SB 69 into law. This legislation amended various provisions of Delaware’s General Corporation Law (Title 8, Delaware Code) ostensibly to establish express...more

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