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Business Organization Securities

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

Corporate Investigations and White Collar Defense - October 2017

Supreme Court to Hear Important Whistleblower Case - Why it matters: Must an employee “whistleblower” specifically provide information about alleged corporate misconduct to the Securities and Exchange Commission (SEC) in...more

SEC Proposes Modernization and Simplification of Regulation S-K

by Jones Day on

The Situation: In an effort to reduce compliance and cost burdens, the SEC has proposed amendments to some of the rules and forms associated with Regulation S-K. The Result: The proposed modifications relate to property...more

Is a Series LLC Right for Your Business?

by Mintz Levin on

The Series limited liability company (the “Series LLC”) is more nuanced than an ordinary limited liability company, and for the right user, it provides flexibility that will streamline administration better than other...more

Break Fees Can Cause Broken M&A Deals

by Latham & Watkins LLP on

Given ongoing competition between buyers in a strong sellers’ market, the resilience of seller break fees as a feature of the European M&A market is surprising. According to the Latham & Watkins 2017 European Private M&A...more

This Week in FCPA-Episode 73

by Thomas Fox on

Jay and I return for a wide-ranging discussion on some of the top compliance and ethics related stories, including:   1. We discuss our highlights from the recently concluded SCCE 2017 Compliance and Ethics Institute. 2....more

Tax planning for private corporations and their shareholders - converting income into capital gains

by Dentons on

On October 19, 2017, the Department of Finance Canada issued a news release advising that it will not move ahead with proposed measures intended to target the conversion of income into capital gains. The announcement is the...more

The Alberta Securities Commission’s Credit for Exemplary Cooperation Program

by Bennett Jones LLP on

The Alberta Securities Commission (ASC) announced its new Credit for Exemplary Cooperation in Enforcement Matters Policy (ASC Policy) on October 16, 2017. The ASC Policy sets out the benefits of cooperating with the ASC and...more

SEC Proposes Modernization and Simplification of Regulation S-K

On October 11, 2017, the Securities and Exchange Commission (SEC) voted unanimously to propose amendments to modernize and simplify certain disclosure requirements in Regulation S-K applicable to public companies, investment...more

CEO Pay Ratio Disclosure Rule – Implementation Considerations

by King & Spalding on

Despite attempts to delay or eliminate the CEO pay ratio disclosure rule, most U.S. public companies will be required to comply with the rule beginning with their 2018 proxy statement. The CEO pay ratio disclosure rule will...more

UK national security and infrastructure – tougher merger control ahead?

by Dentons on

On 17 October, the UK Government published a Green Paper reviewing national security implications of foreign ownership or control, as indicated in this year's Queen's Speech....more

This Week In Securities Litigation

by Dorsey & Whitney LLP on

The Supreme Court removed Leidos from its argument document this week. The case, which focused on a question regarding the scope of Section 10(b) in a securities class action, was scheduled for argument next month. The...more

SEC Proposes Disclosure Changes

by Bryan Cave on

The SEC issued a proposing release on October 11, 2017 to amend a wide variety of disclosure rules, primarily under Regulation S-K, in an effort to modernize and in some cases simplify disclosure requirements for public...more

Day 15 of One Month to More Effective Compliance for Business Ventures- Tying It All Together for Joint Ventures

by Thomas Fox on

As I conclude this section on joint ventures, I want to emphasize again the risk they pose under the FCPA. Mike Volkov has stated, “A joint venture requires the integration of disparate company cultures. It can be successful,...more

SEC Proposes Amendments to Modernize and Simplify Disclosure Requirements in Regulation S-K

by White & Case LLP on

On October 11, 2017, the Securities and Exchange Commission (the "SEC") proposed technical amendments to modernize and simplify certain public company disclosure requirements in Regulation S-K and related rules and forms (the...more

The Acquisition and Leveraged Finance Review – US

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

[Event] 1st Annual FinTech Update - November 9th, Chicago, IL

by Vedder Price on

Chicago is at the center of a new and growing industry. This complimentary program is designed as a concise briefing on the latest developments in the FinTech industry for C-Suite executives....more

The Acquisition and Leveraged Finance Review – Russia

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

The Acquisition and Leveraged Finance Review – Spain

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

The Acquisition and Leveraged Finance Review – Germany

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

Agriculture Biologicals Company NewLeaf Symbiotics Announces Second Close to Complete its $30MM C Round Financing

by Bryan Cave on

NewLeaf Symbiotics announced that it has completed the second close of its $30MM series C financing, accelerating plans to convert proven applications of its unique biologicals platform into products for large-scale...more

The Acquisition and Leveraged Finance Review – England and Wales

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

SEC Issues Guidance on Non-GAAP Financial Measures in Business Combination Projections

by Ropes & Gray LLP on

On October 17, 2017, the SEC’s Division of Corporation Finance issued new guidance clarifying the circumstances under which financial forecasts included in registration statements, proxy statements or tender offer statements...more

SEC Proposes Streamlining Disclosure Requirements

by Shearman & Sterling LLP on

On October 11, 2017, the Securities and Exchange Commission (SEC) proposed amendments to Regulation S-K designed to simplify and streamline disclosures made by public companies and reduce compliance costs while continuing to...more

California And Virtual Annual Meetings

by Allen Matkins on

Seventeen years ago, Delaware amended Section 211 of the Delaware General Corporation Law to permit corporations to hold electronic meetings of stockholders. 72 Del. Laws, c. 343, §§ 7, 8. In the ensuing years, an...more

CEO, Attorney Plead Guilty to Market Manipulation

by Dorsey & Whitney LLP on

Microcap fraud has long been a focus of the Commission. The U.S. Attorney’s Office has also brought a series of criminal cases centered on market manipulation charges involving these entities....more

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