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51 Louisiana Avenue, N.W.
Washington, D.C. 20001-2113, United States
Phone: 202.879.3939
Fax: 202.626.1700
Areas Of Practice
  • Alternative Dispute Resolution (ADR)
  • Antitrust & Trade Regulation
  • Appellate Practice
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  • Securities Law
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Other U.S. Locations
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  • D.C.
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Other Countries
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Number of Attorneys
1,000+ Attorneys

U.S. Department of Energy Conditionally Commits Up to $1.5 Billion to Finance Nuclear Plant in Michigan

Holtec Palisades is the first project to receive a conditional funding commitment from the U.S. government through the Inflation Reduction Act's Energy Infrastructure Reinvestment ("EIR") program…more

Clean Energy, Department of Energy (DOE), Energy Policy, Energy Projects, Federal Funding

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Biodiversity Net Gain: A New Requirement for Developments in England to Positively Impact the Environment

The Situation: On January 17, 2024, mandatory biodiversity net gain ("BNG") regulations took effect, impacting most new developments in England. …more

Biodiversity, Climate Action Plan, Climate Change, Construction Project, Environmental Litigation

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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Ninth Circuit Dismisses Major Climate Change Lawsuit Against the Federal Government - Court rejects request for extraordinary relief in opinion that could prove useful in other climate change litigation.

The private sector is increasingly the target of climate change litigation. These lawsuits seek to hold private companies liable for climate change under state public and private nuisance law. Although the most recent wave of…more

Article III, Carbon Emissions, Causation, Climate Change, Due Process

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Japan's Amended Payment Services Act Could Prompt More Nonbank Entries Into Traditional Banking Services

The Situation: The amendment to the Payment Services Act ("PSA") of Japan took effect in May 2021, removing the current numerical transfer cap placed on fund transfer services by nonbank institutions. The Result: This…more

Financial Services Agency, Financial Services Industry, Japan, Money Transmitter, Nonbank Firms

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UK Supreme Court Rejects Amazon's Trademark Infringement Appeal

In a stark alert to providers of global e-commerce services, the UK's most senior court has upheld an earlier decision that Amazon "targeted" UK customers for sales of U.S. goods on its U.S. website, amounting to trademark…more

Amazon Marketplace, Corporate Counsel, E-Commerce, EU, Geo-Blocking

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Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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Saudi Council of Ministers Approves 100% Foreign Ownership of Engineering Consultancies

Currently, Saudi Arabian law permits foreign direct investment in engineering consultancies operating in the private sector only through a professional company licensed by the Ministry of Commerce and Industry ("MOCI")…more

Engineering, Foreign Corporations, Foreign Direct Investment, Foreign Investment, Foreign Subsidiaries

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JONES DAY PRESENTS®: EU Mandatory Disclosure Rules (DAC 6)

DAC6, the European Union's new disclosure regime, imposes the reporting of cross-border tax arrangements for multinational enterprises in 28 European countries. Jones Day partners Florian Lechner (Frankfurt) and Carlos Albiñana…more

Cross-Border Transactions, DAC6, Disclosure Requirements, EU, Member State

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Supreme Court Holds Proof of Retaliatory Intent Not Required for Sarbanes-Oxley Whistleblower Claims

The Background: In August 2022, the United States Court of Appeals for the Second Circuit held in Murray v. UBS Securities, LLC., et al. ("Murray") that an employee suing his employer under the anti-retaliation provisions of the…more

Adverse Employment Action, Anti-Retaliation Provisions, Burden of Proof, Certiorari, Employees

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Delaware Bankruptcy Court: No Implied Assumption of Executory Contracts in Bankruptcy

The ability of a bankruptcy trustee or chapter 11 debtor-in-possession ("DIP") to assume, assume and assign, or reject executory contracts and unexpired leases is an important tool designed to promote a "fresh start" for debtors…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Debtors-in-Possession

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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District of Columbia Expands False Claims Act to Include Qui Tam Tax Fraud Actions

The enforcement of the District's tax laws had previously been left exclusively to government agencies; a newly enacted bill will make the District one of a few jurisdictions to allow relators to bring qui tam suits alleging tax…more

Enforcement Actions, False Claims Act (FCA), Income Taxes, IRS, Proposed Amendments

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Jones Day Cross-Border Investigations Series 2023 - Issue 1 : Whistleblowing

While there are a number of ways in which organizations may become aware of potential wrongdoing internally, perhaps the most significant for its legal and compliance teams is internal reporting, or “whistleblowing,” by…more

Cross-Border, Cross-Border Transactions, Employment Rights Act, EU, Financial Conduct Authority (FCA)

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Global Merger Control Update | Fall 2022

This Jones Day Global Merger Control Update highlights significant recent developments and changes in merger control regimes. In this Update, we review: (i) key changes to merger regimes in Austria, Belgium, Bulgaria, Cambodia,…more

Acquisitions, Anti-Monopoly, Antitrust Provisions, Competition, Competition Authorities

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China Increases Its Merger Control Thresholds

China doubled its merger notification thresholds effective on January 26, 2024. China's State Council recently published new merger control notification thresholds doubling the previous China revenue thresholds in an amended…more

Anti-Monopoly, Antitrust Provisions, China, Competition, Corporate Sales Transactions

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The EPO Adopts a Patentee-Friendly Approach on Assessing Formal Priority Entitlement

The Background: There has been a growing trend to invalidate European patents by challenging their formal priority and using intervening prior art. The Technical Boards of Appeal of the European Patent Office ("EPO") referred…more

EU, European Patent Office, Intellectual Property Protection, Patent Applications, Patent Cooperation Treaty

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U.S. Treasury and OECD Lay Groundwork for Selling Clean Energy Tax Credits

In Short - The Situation: With the Inflation Reduction Act of 2022 (the "IRA"), Congress created new tax credits and expanded several others to encourage U.S. taxpayers to invest in clean energy and carbon reduction projects…more

Clean Energy, Inflation Reduction Act (IRA), Internal Revenue Code (IRC), IRS, OECD

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Policyholders Should Not Overlook Traditional Policies in Evaluating Coverage for Cryptocurrency-Related Risks

Introduction - Cryptocurrency, such as Bitcoin, is a decentralized and exclusively virtual currency that is secured through cryptography. Companies using or investing in cryptocurrency face various risks, such as market…more

Bitcoin, Consumer Insurance Products, Cryptocurrency, Cyber Crimes, Data Breach

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Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

The Second Circuit recently revived a securities class action against the crypto exchange Binance Holdings Ltd., holding that plaintiffs plausibly alleged their transactions on the exchange were "domestic," as required by the…more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets, Financial Transactions

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U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

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Latin America M&A—the Year Ahead: Activity and Trends

The Situation: M&A activity in Latin America is poised for a comeback following a difficult 2020, during which the COVID-19 pandemic heavily impacted a region already burdened with political and social unrest and deep structural…more

Acquisitions, Capital Markets, Cross-Border Transactions, Economic Development, Environmental Social & Governance (ESG)

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Capital Relief for Software Assets: European Commission Amends Own Fund Requirements

The Development: New Regulation (EU) 2020/2176 (the "Regulation") provides regulatory capital relief, allowing certain software assets to be considered when calculating Common Equity Tier 1 ("CET1") capital. It entered into…more

Capital Requirements, Credit Institutions, European Commission, Financial Institutions, Financial Services Industry

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The CFTC Proposes "Guidance" for Derivatives Markets on Listing Voluntary Carbon Credit Derivatives

In Short - The Background: As voluntary carbon credits ("VCCs") have grown in popularity, questions about their integrity and quality have arisen for investors and among regulators and lawmakers. For this reason, many have…more

Carbon Emissions, Carbon Pricing, CFTC, Derivatives, Designated Contract Markets (DCMs)

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Volcker Rule Covered Fund Amendments: What They Will and Will Not Do for CLOs

The Situation: The regulatory agencies responsible for administering the Volcker Rule have amended the covered fund provisions of the rule. The Result: Modifications to the definitions of "ownership interest" and "loan…more

Collateralized Debt Obligations, Collateralized Loan Obligations, Covered Funds, Financial Instruments, Financial Regulatory Reform

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U.S. Supreme Court Clarifies TCPA's Definition of "Autodialer"

The ruling should limit the FCC's ability to rewrite the statute through administrative action. In Facebook, Inc. v. Duguid, the Supreme Court resolved the interpretive question at the heart of the swarm of litigation under…more

ATDS, Auto-Dialed Calls, Facebook, Facebook Inc v Duguid, FCC

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French Court Rules on Safe Harbor of Netting Agreements in Insolvency

For the first time ever, a court in France has examined the compatibility of the statutory netting safe harbor with the French Constitution. The French High Court of Justice (Cour de cassation) addressed the preliminary question…more

Commercial Bankruptcy, Constitutional Challenges, Derivatives, Financial Instruments, Financial Transactions

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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Spanish Fund and Venture Capital Regulation Adapts to European Regulations

In Short - The Situation: Spain's new Law 18/2022 regarding the creation and growth of companies (the so-called "Create and Grow Law") will facilitate investment in start-ups and includes improvements in foreign financing…more

Investment, Investment Funds, Investors, Private Equity, Startups

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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Report Details Success of Japan's New Patent Opposition System

In Short - The Situation: Japan's new patent opposition system was introduced in 2015, and it runs concurrently with the country's previously existing patent invalidation system. The Result: According to a recently…more

Japan, Japan Patent Office, Patent Invalidity, Patent Litigation, Patent Oppositions

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French Anticorruption Agency Publishes 2022 Annual Activity Report

On July 18, 2023, the French Anticorruption Agency ("FAA") published its 2022 annual activity report. The report detailed key figures related to the inspections carried out by the agency, as well as the lessons to be learned…more

Anti-Corruption, Corruption, France, Whistleblowers

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The Climate Report | Second Quarter 2023

"Green Day" in the UK - As part of its "Powering Up Britain" strategy, the UK government has published a series of documents setting out its vision for the UK's transition to net zero and the strengthening of UK energy…more

Biden Administration, Climate Action Plan, Climate Change, Energy Policy, Energy Reform

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Evolution of EU Carbon Legislation

On December 13, 2022, the European Parliament and the Council of the EU reached a provisional agreement on the implementation of the EU Carbon Adjustment Mechanism ("CBAM"), the mechanism designed to complement the European…more

Carbon Emissions, Carbon Pricing, EU, Greenhouse Gas Emissions

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CJEU Makes First Judgment Interpreting EU Blocking Regulation

An Eagerly Awaited Decision - The Grand Chamber of the Court of Justice of the European Union ("CJEU") has recently— and for the first time—given its opinion on the interpretation and application of the controversial Council…more

Blocking Statutes, Corporate Counsel, Court of Justice of the European Union (CJEU), Economic Sanctions, EU

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Who Needs Customers, Anyway? New SEC Rules Turn Traders Into Dealers

The Securities and Exchange Commission (the "SEC" or "Commission") has adopted new rules that further define the phrase "part of a regular business" for purposes of determining whether a person is a "dealer" or "government…more

Dealers, Financial Industry Regulatory Authority (FINRA), Investment Adviser, New Rules, Registration Requirement

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Fed. Circ. Affirms PTAB Decisions Over Microphone IP

On June 1, 2022, the U.S. Court of Appeals for the Federal Circuit (“CAFC”) affirmed the Patent Trial and Appeal Board’s (“PTAB”) decisions in ClearOne, Inc. v. Shure Acquisition Holdings, Inc. regarding classification of the…more

CAFC, Intellectual Property Protection, Patent Litigation, Patent Trial and Appeal Board, Patents

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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Brazilian Sustainability Initiatives

With an abundance of natural resources and a diverse population, Brazil is well-placed to lead ESG initiatives and could be uniquely positioned to propel sustainable practices in the region. As an increasing—though still…more

Brazil, Economic Growth, Environmental Social & Governance (ESG), Green Bonds, Green Infrastructure

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California and FTC Announce Enforcement Actions Involving the Sale of Personal Information

In two back-to-back announcements, California and the FTC reemphasized their enforcement efforts related to the sale of personal information…more

California, California Consumer Privacy Act (CCPA), CalOPPA, Data Privacy, Data Selling

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PTAB Does Not Provide a Supplemental Discovery Venue

Following the grant of institution of a recent IPR petition in the matter of Satco Products, Inc. v. The Regents of the University of California, IPR2021-00662, Paper 26 (PTAB Feb. 11, 2022) concerning U.S. Patent No. 10,644,213…more

Discovery, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, International Trade Commission (ITC), Patent Infringement

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Key Considerations for Internal Investigations in India Following Recent Regulatory Circular to Indian Auditors

In Short - The Situation: On June 26, 2023, the National Financial Reporting Authority of India ("NFRA") issued a circular reminding statutory auditors in India of their obligation under Indian law to report to the Indian…more

Audit Committee, Auditors, Doing Business, Financial Reporting, Fraud

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Third Circuit Confirms Government Knowledge Can Defeat Scienter and Materiality Requirements for False Claims Act Liability

The Situation: In Spay v. CVS Caremark Corp., the Third Circuit became the latest court of appeals to hold that, in False Claims Act litigation, scienter can be lacking when the government has knowledge of "the facts underlying…more

Acquiescence, Centers for Medicare & Medicaid Services (CMS), False Claims Act (FCA), False Statements, Government Knowledge Defense

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Corporate Real Estate Transactions in the UK: Beware Remediation Contribution Orders

Remediation Contribution Orders require developers, landlords, or their associated entities to contribute to the cost of remediating building safety risks in England and Wales. Since the jurisdiction to make this order was…more

Beneficial Owner, Landlords, Real Estate Transactions, Remediation, Statutory Requirements

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California Governor Issues Executive Order Requiring Transition to 100% Zero-Emission Vehicle Sales

On September 23, 2020, California Governor Gavin Newsom issued Executive Order N-79-20 (the "Order"), setting new statewide goals for phasing out gasoline-powered cars and trucks in California. Under the Order, 100% of in-state…more

CARB, Clean Air Act, Climate Change, Environmental Protection Agency (EPA), Executive Orders

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Florida Supreme Court Adopts Federal Summary Judgment Standard

The Situation: The Florida Supreme Court considered whether and how to amend Florida's summary judgment rule to comport with the federal summary judgment standard, which is easier to satisfy. The Result: The Florida Supreme…more

Evidence, Federal Rules of Civil Procedure, FL Supreme Court, FRCP 56, Summary Judgment

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UK Draft Bill Addresses Criminal Money Laundering Through Overseas Entities

The Situation: The purchase of property in the United Kingdom has, for various reasons, become an attractive mechanism by which to launder criminal proceeds through overseas entities. The Solution: A draft bill is currently…more

Anti-Money Laundering, Beneficial Owner, Criminal Prosecution, Enforcement Actions, Foreign Entities

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Italian Data Protection Authority Issues Guidelines on Data Processing Relating to Employees' COVID-19 Vaccinations at the Workplace

The Italian Data Protection Authority ("DPA") has issued guidelines on data protection rules applying to COVID-19 vaccinations at the workplace. On May 13, 2021, the Italian DPA issued guidelines on data protection rules…more

Coronavirus/COVID-19, Cybersecurity, Data Processing Rules, Data Protection, Data Protection Authority

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FCPA 2023 Year in Review

Foreign Corrupt Practices Act (“FCPA”) enforcement continues to slowly rebound from pre-pandemic levels. In 2023, the Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) resolved 13 corporate FCPA…more

Anti-Bribery, Anti-Corruption, Corruption, Criminal Penalties, Department of Justice (DOJ)

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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California and FTC Announce Enforcement Actions Involving the Sale of Personal Information

In two back-to-back announcements, California and the FTC reemphasized their enforcement efforts related to the sale of personal information…more

California, California Consumer Privacy Act (CCPA), CalOPPA, Data Privacy, Data Selling

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EPA Finalizes Methane Emission Regulations

The Situation: The Environmental Protection Agency ("EPA") finalized regulations designed to reduce methane emissions from the oil and gas industry by 80% in coming years at both new and existing facilities. The regulations…more

Clean Air Act, Congressional Review Act, Energy Policy, Environmental Policies, Environmental Protection Agency (EPA)

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Repositioning UK Office Assets—Risks and Opportunities: Best-in-Class vs. Out-of-Date

Over recent years, we have seen an office sector where occupiers are taking less space and using it in a different way in the United Kingdom, even when compared to five years ago. That trend, which was accelerated by the…more

Construction Project, Office Space, Private Equity, Real Estate Development, Real Estate Investments

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Playing by New Rules: Ten Considerations for Universities Implementing NIL Policies

On July 1, 2021, the NCAA's interim policy on NIL activities took effect, opening the door for student-athletes at universities across the country to earn income from endorsements, personal appearances, camps and clinics, and a…more

Colleges, Compensation, Name and Likeness, NCAA, Right of Publicity

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English Supreme Court Confirms Broad Application of Business Interruption Policies to COVID-19 Losses

The latest ruling by the UK's Supreme Court is a victory for policyholders. Following the High Court's September 2020 Judgment in the COVID-19 Business Interruption Test Case ("Test Case") brought by the UK Financial Conduct…more

Business Interruption, Coronavirus/COVID-19, Corporate Counsel, Financial Conduct Authority (FCA), Insurance Industry

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NYDFS Expands Cybersecurity Regulations: Extortion Payment Reporting, Corporate Governance, and Technical Requirements

A major amendment to the New York State Department of Financial Services' cybersecurity regulations establishes affirmative cybersecurity oversight duties and requires companies to report extortion payments to the agency…more

Chief Information Security Officer (CISO), Cybersecurity, Cybersecurity Framework, Data Protection, Extortion

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ECJ Antitrust Ruling Not Likely to Jump-Start EC Deal Challenges in "Gap Cases"

In Short - The Development: The Court of Justice of the European Union ("ECJ") annulled a General Court ("GC") ruling that had adopted a high standard of proof for the European Commission ("EC") to block transactions in…more

Antitrust Provisions, Competition, Corporate Counsel, EU, EU Merger Directive

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Corporate Real Estate Transactions in the UK: Beware Remediation Contribution Orders

Remediation Contribution Orders require developers, landlords, or their associated entities to contribute to the cost of remediating building safety risks in England and Wales. Since the jurisdiction to make this order was…more

Beneficial Owner, Landlords, Real Estate Transactions, Remediation, Statutory Requirements

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Mexico's Supreme Court Declares Main Amendments to Electricity Industry Law Affecting the Private Sector Unconstitutional

The Situation: Mexican President Andrés Manuel López Obrador ("AMLO") sponsored a bill aimed at modifying Mexico's Electric Industry Law (the "EIL Reform Bill") in order to strengthen Mexico's state-owned utility (Comisión…more

Clean Energy, Constitutional Challenges, Electricity, Energy Market, Energy Policy

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The European Parliament Adopts New Sustainability Reporting Rules

The European Parliament has adopted the near-final version of the Corporate Sustainability Reporting Directive under which European Union ("EU") companies (including non-EU companies with substantial business activity in the EU)…more

European Parliament, Reporting Requirements, Small and Medium-Sized Enterprises (SMEs), Sustainability

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Dutch Limited Partnerships Attractive Alternative to Luxembourg and Irish Fund Structuring

Proposed changes to Dutch tax law will make Dutch limited partnerships attractive private equity and venture capital fund and feeder fund alternatives to Irish and Luxembourg equivalents. A Dutch limited partnership…more

Business Entities, Business Taxes, Corporate Taxes, International Tax Issues, Limited Partnership Agreements

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The French Ministry of Economy Releases Guidelines on Foreign Direct Investments

On September 9, 2022, the French Ministry of Economy released its guidelines ("Guidelines") on the regulation of foreign direct investments ("FDI"). These Guidelines come a few months after the French Ministry of Economy made…more

Foreign Direct Investment, Foreign Investment, France, Investors

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U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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UK Court of Appeal Diverges From EU Trademark Law

The UK Court of Appeal has for the first time chosen to diverge from a decision of the Court of Justice of the European Union ("CJEU"), making use of the powers given to it following the UK's exit from the European Union…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, European Union Intellectual Property Office (EUIPO), Intellectual Property Protection

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PTAB Grants Discovery of ITC Documents

In Apple Inc. v. Masimo Corp., the PTAB granted Masimo, the owner of patent 10,687,745 (“the ’745 patent”), their request for production directed to “specific documents identified in regard to [a prior] ITC Investigation,…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents

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Existence != Access – Public Accessibility Must be Clear

In a recent decision, the Patent Trial and Appeals Board denied institution of inter partes review after holding that Petitioner Microsoft’s key obviousness reference did not qualify as a printed publication. Microsoft Corp. v…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Microsoft, Obviousness, Patent Infringement

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Beyond Masks: German Works Councils Play Key Role in Employee Safety

The Situation: The right of German works councils to co-determine matters relating to employee health and safety takes on added significance during the COVID-19 pandemic. The Result: The works council's right of…more

Coronavirus/COVID-19, Germany, Health and Safety, Infectious Diseases, Masks

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Department of Justice Fraud Section Provides Guidance on Evaluating Corporate Compliance Programs

On February 8, 2017, the United States Department of Justice ("DOJ") Fraud Section published a blueprint for assessing corporate compliance efforts, titled "Evaluation of Corporate Compliance Programs" ("Guidance"). It contains…more

Anti-Corruption, Board of Directors, Compliance, Confidential Communications, Criminal Prosecution

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Singapore Passes Significant Investments Review Bill in Relation to Transactions Involving National Security Assets

In recent years, the world has witnessed heightened sensitivity surrounding foreign investments, leading to increased regulatory scrutiny of foreign direct investments ("FDI") on the basis of national security concerns. The…more

Foreign Direct Investment, Foreign Investment, Investors, National Security, Private Equity

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Delaware Court Holds That Delaware "Should Be a Pro-Sandbagging Jurisdiction"

On March 9, 2022, the Delaware Court of Chancery issued a post-trial decision in Arwood v. AW Site Services, LLC, subsequently amended on March 24, 2022. The plaintiff, John Arwood, had spent decades building a waste management…more

Breach of Contract, Buyers, Contract Negotiations, Contract Terms, Corporate Sales Transactions

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FERC Affirms Expansion of its Affiliate Rules, Reflecting Greater Scrutiny Over Investments in Public Utilities

The Federal Energy Regulatory Commission ("Commission" or "FERC"), sustaining a previous order, holds that the appointment of a non-independent director by an investor to a utility's board creates a per se affiliate relationship…more

Affiliates, Board of Directors, Federal Power Act, FERC, Investment

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When Might a PTAB Rehearing Be Granted?

Recently, the Patent Trial and Appeals Board (“PTAB”) granted a request for rehearing of a decision that denied an institution of inter partes review and then instituted a trial on all the challenged claims on all the grounds…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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An Update on Insolvency in the Australian Construction Industry

The construction sector in Australia has long been affected by insolvency and broader liquidity issues. In the last year, construction companies accounted for 26% of businesses that entered into insolvency, and insolvencies in…more

Australia, Construction Contracts, Construction Industry, Contractors, Insolvency

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What's Old Is New Again: Anticipating and Defeating Insurer Coverage "Defenses" for Climate Change Litigation

In Short - The Situation: Commercial policyholders are increasingly being targeted by climate change lawsuits alleging that greenhouse gas emissions from their normal operations—and the alleged failure to take preventative…more

Climate Change, Commercial General Liability Policies, Environmental Litigation, Environmental Policies, Fossil Fuel

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Error Apparent? Federal Circuit Tackles Obvious Errors in Prior Art

In LG Electronics v. Immervision, the Federal Circuit clarified the standard for evaluating whether a prior art reference includes an obvious typographical error. See 39 F.4th 1364, 1365 (Fed. Cir. 2022). Under this standard,…more

Corporate Counsel, Patent Invalidity, Patent Litigation, Patent Trial and Appeal Board, Patents

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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Court Rules That Initial Transfer Need Not Be Avoided Before Recovery From Subsequent Transferee

The United States Bankruptcy Court for the Southern District of New York has ruled that a creditor or trustee seeking to recover a subsequent transfer under Section 550(a) of the Bankruptcy Code need not obtain a judgment of…more

Bankrtupcy Code Section 550, Bankruptcy Code, Ponzi Scheme, SIPA

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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FDA's Final Device Manufacturing Rule—Not Quite Harmonious With Status Quo

Amending prior requirements, medical device manufacturers and importers have two years to comply with FDA's Quality Management System Regulation final rule, a similar approach to prior good manufacturing practices but with…more

Final Rules, Food and Drug Administration (FDA), Healthcare, Life Sciences, Manufacturers

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Directors' Duties—A European Overview: Financial Distress and COVID-19 - November 2020

A company or group's financial distress causes significant turmoil for its owners, directors, managers, employees and often its suppliers and other creditors. For directors in particular, there are significant responsibilities…more

Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Governance, Corporate Restructuring, Debt Restructuring

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Personal Jurisdiction: A New Battlefront in Corporate Criminal Cases

The U.S. Supreme Court in recent years has been steadfast in cabining the authority of state courts to assert personal jurisdiction over corporate defendants in civil cases. In 2017, the Court has continued this trend on…more

Amended Rules, BNSF Railway Co v Tyrrell, Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, Corporate Crimes, Due Process

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Court Ruling May Shift the Contours of Shareholder Proposal Litigation Under Rule 14a-8

The Situation: Late last year, a shareholder sued NorthWestern Corporation ("NWE") to compel the company to include a climate-change related proposal in its 2020 proxy materials after NWE had notified the staff of the Securities…more

Corporate Counsel, Corporate Governance, New Guidance, No-Action Letters, No-Action Relief

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The Unshell Draft Directive: Only a Few Months Left to Comply?

A draft European Union ("EU") Directive tackling the use of shell entities for tax purposes is currently being negotiated, with potential corrective measures to be considered…more

EU, EU Directive, European Commission, Shell Corporations, Tax Authority

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OCC Proposal and Policy Statement on Bank Mergers Could Freeze the Banking Industry in Place

The Situation: On January 29, 2024, the Office of the Comptroller of the Currency ("OCC") requested comment on a proposed rule updating its bank merger rules and incorporating a policy statement (the "Proposal") on agency review…more

Bank Merger Act, Banks, BSA/AML, Community Reinvestment Act, Department of Justice (DOJ)

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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Business Restructuring Review | March–April 2021

In This Issue: Tenant's Election to Retain Possession of Rejected Lease Premises Preserves Obligations Under Related Agreements - Section 365(h) of the Bankruptcy Code provides special protection for tenants if a trustee…more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Corporate Restructuring, Creditors

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FDA Proposes Updated Definition of "Healthy" Claim for Food; Seeks Comment

In Short - The Situation: To conform with current nutrition science and federal dietary guidance, the U.S. Food and Drug Administration ("FDA") has proposed updated criteria for when food labels can bear what the FDA refers…more

Food and Drug Administration (FDA), Food Labeling, Food Manufacturers, Food Marketing, Health Claims

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Spain Issues New Royal Decree Governing Remote Work Arrangements

Spain's new law introduces relevant regulations for employers and employees. Some of its rules will take effect on October 13, 2020. While the pandemic has highlighted various advantages and disadvantages of remote work in…more

Contract Terms, Employment Contract, International Labor Laws, New Legislation, Remote Working

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The Rise of US-Style Class Actions in the UK and Europe

Class actions have been a feature of the litigation landscape in the USA for decades. Claimant-friendly procedures combined with an aggressive and well-funded plaintiffs’ bar have created fertile ground for these large,…more

Antitrust Violations, Class Action, Consumer Privacy Rights, Data Breach, Environmental Social & Governance (ESG)

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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Directors' Duties—A European Overview: Financial Distress and COVID-19 - November 2020

A company or group's financial distress causes significant turmoil for its owners, directors, managers, employees and often its suppliers and other creditors. For directors in particular, there are significant responsibilities…more

Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Governance, Corporate Restructuring, Debt Restructuring

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Generative AI End-User License Agreements: What Users Need to Know

In Short - The Background: The prevalence of generative artificial intelligence ("GenAI") is rapidly expanding, providing vast opportunities for efficiency and innovation, while also creating new risks…more

Algorithms, Artificial Intelligence, Confidentiality Agreements, Data Privacy, End-Users

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Vaccination FAQs for European Employers

The Situation: With COVID-19 vaccination campaigns underway throughout Europe, employers are eager for a return to pre-pandemic activities. However, given the pace of the vaccine roll-out and ongoing workplace restrictions and…more

Coronavirus/COVID-19, Employer Liability Issues, Employment Policies, EU, Infectious Diseases

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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New Year, New Mass Arbitration Rules From the AAA

On January 15, 2024, the American Arbitration Association ("AAA") published updates to its Mass Arbitration Supplementary Rules and Fee Schedule, aimed at streamlining the mass arbitration process and reducing costs…more

American Arbitration Association, Arbitration, Arbitration Agreements, Arbitrators, Business Disputes

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Proposed IRS Regulations on Tax Credits for Renewable-Energy Investments Include Wage and Apprenticeship Requirements

In Short - The Background: The Inflation Reduction Act provides for robust tax incentives on qualifying renewable-energy construction projects. In order to claim the full amount of such tax credits on qualifying projects,…more

Apprenticeships, Clean Energy, Comment Period, Construction Workers, Davis-Bacon Act

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Business Restructuring Review | May–June 2021

In This Issue: First Impressions: Third Circuit Scuttles Triangular Setoff in Bankruptcy - In In re Orexigen Therapeutics, Inc., 990 F.3d 748 (3d Cir. 2021), the U.S. Court of Appeals for the Third Circuit ruled as a…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 7, Commercial Bankruptcy

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Fifteenth Anniversary Update: Annotated Local Patent Rules for the Northern District of Illinois

Almost 15 years ago, in an effort to create greater predictability for patent litigation in the Northern District of Illinois, the District enacted Local Patent Rules (“LPR”).1 This annotated version of the LPRs is released in…more

Intellectual Property Protection, Local Patent Rules, Patent Infringement, Patent Litigation, Patents

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2023 U.S. Real Estate Round-Up: Effects of State ESG Laws on Commercial and Residential Building Owners

This 2023 U.S. Real Estate Round-Up provides key insights to commercial and residential building owners facing a flock of new state environmental, social, and governance ("ESG") laws proposed or taken effect in 2023, including…more

Climate Change, Commercial Property Owners, Energy Policy, Environmental Social & Governance (ESG), Greenhouse Gas Emissions

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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New State Health Privacy Laws—Moving Beyond HIPAA and Recasting Consumer Health Data Rights?

New, first-of-their-kind consumer health data privacy laws in Washington and Nevada are designed to provide state-level protections for personal health data not covered by the Health Insurance Portability and Accountability Act…more

Data Privacy, Data Protection, Gramm-Leach-Blilely Act, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA)

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Prevailing Wages and More: Developer and Contractor Obligations in CHIPS Act-Funded Construction Projects

In Short - The Situation: The CHIPS Act provides over $50 billion in the form of grants, loans, loan guarantees, and other programs to incentivize semiconductor manufacturing in the United States. The U.S. Department of…more

Construction Industry, Construction Workers, Employer Liability Issues, Prevailing Wages, U.S. Commerce Department

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Court Opts Not To Stay Without Trial Instituted On All Asserted Patents

Congress implemented the Leahy-Smith America Invents Act (“AIA”) to “establish a more efficient and streamlined patent system that [would] improve patent quality and limit unnecessary and counterproductive litigation costs.” 77…more

America Invents Act, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Motion To Stay, Patent Trial and Appeal Board

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Protecting Your Identity After a Data Breach

In light of recent high-profile breaches of highly sensitive data, this is a good time to remind individuals of how to protect their identity and credit information…more

Bank Accounts, Consumer Financial Protection Bureau (CFPB), Credit Cards, Credit Monitoring, Credit Reports

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French Anticorruption Agency and French National Financial Prosecutor's Office Publish Updated Guide on Internal Anticorruption Investigations

On March 14, 2023, the French Anticorruption Agency ("AFA") and the Parquet National Financier ("PNF") jointly published a new version of their guide relating to internal anticorruption investigations (the "Guide")…more

Anti-Corruption, Bribery, Corruption, France, Internal Investigations

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UK Corporates at Risk Again? UK Government Announces Plans to Adopt New Offence of Failure to Prevent Economic Crime

In Short  - The Situation: Following years of lobbying by senior prosecutors and other commentators, the UK government seems set to introduce an offence of a corporate failing to prevent economic crime…more

Bribery, Corporate Crimes, Criminal Liability, Tax Evasion, UK

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2022 Annual M&A/PE Review and 2023 Forecast

After a record-breaking 2021, deal activity in 2022 dropped by 37%, its largest year-over-year decline since 2001. Facing all the 2022 headwinds, including a difficult and uncertain financing market, the Ukraine war, inflation,…more

Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Popular, Securities and Exchange Commission (SEC)

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France Releases Legal Framework for Renewable and Low-carbon Hydrogen

France has published an ordinance setting out the legal regime for hydrogen, aimed at fostering renewable and low-carbon hydrogen. Under ordinance n° 2021-167, dated February 17, 2021, three different types of hydrogen are…more

Electricity, Energy Sector, EU, France, Hydrogen Power

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"To Be or Not to Be": Determining When a European Bond is a PRIIP

On October 24, 2019, the European Supervisory Authorities ("ESAs"), consisting of the European Securities and Markets Authority, the European Banking Authority, and the European Insurance and Occupational Pensions Authority,…more

Bond Markets, Comment Period, Consultation Papers, EU, European Commission

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Employee Stock Plans: International Reporting Requirements (UPDATED)

This White Paper highlights some of the principal annual or quarterly reporting requirements for employee stock plans that multinational companies most commonly encounter when offering these programs to their employees in…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Multinationals, Regulatory Requirements

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CFPB's Expansion Efforts Draw Criticism From Lawmakers

In Short - The Situation: Since being confirmed as Director of the Consumer Financial Protection Bureau ("CFPB") last year, Rohit Chopra has urged state attorneys general to work with his agency to enforce federal consumer…more

Consumer Financial Products, Consumer Financial Protection Act (CFPA), Consumer Financial Protection Bureau (CFPB), Financial Services Industry

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High Court Dismisses ClientEarth's Application to Initiate Proceedings Against Shell's Directors

Introduction - On July 24, 2023, the High Court dismissed ClientEarth's application for permission to bring a shareholder derivative claim against Shell's directors (the "Board") for breach of directors' duties under the UK…more

Breach of Duty, Climate Action Plan, Derivative Suit, Environmental Social & Governance (ESG), Institutional Investors

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DOJ's Immigration-Employment Program Faces Headwinds Amidst Milestone Settlement

Two recent developments involving the U.S. Department of Justice's Civil Rights Division ("DOJ") highlight potential risks and opportunities for companies facing immigration-related employment matters…more

Administrative Law Judge (ALJ), Appointments Clause, Class Action, Constitutional Challenges, Department of Justice (DOJ)

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FWDs Issue in the Nick of Time to Suspend ITC Orders

After finding that Apple infringed certain AliveCor patents related to wearable devices capable of monitoring a user’s cardiac activity, the International Trade Commission (“ITC”) entered a limited exclusion order and a cease…more

Final Written Decisions, Intellectual Property Litigation, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, International Trade Commission (ITC)

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Insider Trading Enforcement in 2022

Each year, the Department of Justice ("DOJ"), the Securities and Exchange Commission ("SEC"), and in recent years, the Commodity Futures Trading Commission ("CFTC") dedicate substantial resources to investigating and prosecuting…more

10b5-1 Plans, Enforcement Actions, Insider Trading, Material Nonpublic Information, Securities and Exchange Commission (SEC)

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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The EU Green Bonds Regulation Is (Almost) Live

In a watershed moment for green and sustainability-linked bonds, on November 30, 2023, the Regulation on European Green Bonds ("EuGB Regulation") was published in the Official Journal of the European Union ("EU")…more

Climate Change, Environmental Social & Governance (ESG), EU, Green Bonds, Sustainability

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DOL Steadies Fluctuating Workweek Rule

A Department of Labor rule provides that payments other than fixed salary are compatible with the fluctuating workweek method of calculating overtime pay under the FLSA. The Department of Labor's Final Rule, which took effect…more

Department of Labor (DOL), Fair Labor Standards Act (FLSA), Final Rules, Fluctuating Workweek, Minimum Salary

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Michigan Senate Votes to Repeal Pharmaceutical Immunity From Product Liability Suits

The Michigan Senate recently passed a bill to repeal a long-standing state law immunizing pharmaceutical manufacturers and sellers from product liability suits where the pharmaceutical products were approved by the U.S. Food and…more

Design Defects, Failure To Warn, FDA Approval, Implied Warranties, Manufacturing Defects

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Luxembourg Adopts New Foreign Direct Investment Screening Regime

In Short - The Background: Luxembourg has introduced a new foreign direct investment regime with a suspensory mandatory notification requirement in relation to investments in a broad range of sectors…more

EU, European Economic Area (EEA), Foreign Direct Investment, Foreign Investment, Luxembourg

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Undated Screenshot Insufficient to Prove Public Accessibility of GitHub Repository

In AO Kaspersky Lab v. Open Text Inc., the PTAB denied inter partes review after determining that a screenshot of a GitHub repository was insufficient to establish that a whitepaper posted to that repository qualified as a…more

Evidence, Evidentiary Standards, Inter Partes Review (IPR) Proceeding, Patent Trial and Appeal Board, Patents

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United Kingdom's CMA Reminds Businesses That Teamwork Must Stay on the Field

To minimize antitrust risk, dual distribution requires caution in coordination between a supplier and retailers. The UK's Competition and Markets Authority ("CMA") will fine Leicester City Football Club ("LCFC") up to £880k…more

Anti-Competitive, Antitrust Provisions, Competition, EU, UK

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European Commission Unveils Plan Aimed at Strengthening Economic Security

The Development: On January 24, 2024, the European Commission ("EC") unveiled a package of five fresh initiatives aimed at strengthening the European Union's ("EU") economic security (the "Package"). This will likely increase…more

EU, European Commission, Export Controls, Foreign Direct Investment, Foreign Investment

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President Biden Issues Executive Order on "Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence"

On October 30, 2023, President Biden signed a first-of-its-kind executive order entitled, "Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence" ("AI")…more

Algorithms, Artificial Intelligence, Biden Administration, Cybersecurity, Data Privacy

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Singapore Passes Significant Investments Review Bill in Relation to Transactions Involving National Security Assets

In recent years, the world has witnessed heightened sensitivity surrounding foreign investments, leading to increased regulatory scrutiny of foreign direct investments ("FDI") on the basis of national security concerns. The…more

Foreign Direct Investment, Foreign Investment, Investors, National Security, Private Equity

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PTAB Holds Mock Oral Arguments for LEAP Attorneys

Holding its first mock oral arguments, the PTAB provided LEAP eligible participants with a unique opportunity to argue in front of PTAB judges. On August 7, 2020, mock oral PTAB hearings were held virtually with 40 LEAP…more

Bar Associations, Inter Partes Review (IPR) Proceeding, LEAP, Litigation Strategies, Mock Trials

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SEC Adopts FAST Act Amendments to Modernize and Simplify Disclosure Requirements

The Situation: The U.S. Securities and Exchange Commission ("SEC") adopted amendments to modernize and simplify disclosure requirements in Regulation S-K and certain related rules and forms. The Result: The amendments seek to…more

Corporate Governance, Deregulation, Disclosure Requirements, Financial Regulatory Reform, Financial Statements

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The Economic Crime and Corporate Transparency Act: A New Era for Corporate Prosecutions?

The Situation: After a year of debate, the Economic Crime and Corporate Transparency Act (the "Act") was passed into law on 26 October 2023…more

Corporate Crimes, Corporate Entities, Corporate Governance, Corporate Transparency Act, Criminal Liability

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SEC Adopts Updates to Proxy Voting Advice Regime

The Situation: On July 22, 2020, the U.S. Securities and Exchange Commission ("SEC") adopted final rule amendments to regulate proxy voting advice as part of its emphasis on modernizing the proxy process. The final SEC…more

Anti-Fraud Provisions, Conflicts of Interest, Corporate Governance, Disclosure Requirements, Final Rules

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Pennsylvania Supreme Court Endorses Rule of Capture for Hydraulic Fracturing - Opinion in Briggs v. Southwestern Energy Co. left open the question of whether subsurface fractures across property lines constitute trespass.

The oil and gas industry in Pennsylvania attained a narrow victory after the Supreme Court of Pennsylvania endorsed the application of the rule of capture, the century-old legal principle shielding drillers from trespassing…more

Fracking, Liability, Oil & Gas, PA Supreme Court, Popular

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Relief for Multifamily Borrowers and Tenants in the CARES Act

The Situation: The COVID-19 outbreak has caused reverberating effects in multiple sectors of the economy, including multifamily real estate. With unemployment numbers rising, many multifamily tenants and building owners will…more

CARES Act, Coronavirus/COVID-19, FHFA, Forbearance Agreements, Relief Measures

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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FinCEN Issues Final Rule Extending Beneficial Ownership Information Reporting Deadline for New Entities

The Financial Crimes Enforcement Network ("FinCEN") has issued a final rule ("Final Rule") extending the initial reporting deadline for new entities required to file beneficial ownership information ("BOI") with FinCEN to 90…more

Beneficial Owner, Corporate Transparency Act, Final Rules, Financial Crimes, FinCEN

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Directors' Duties—A European Overview: Financial Distress and COVID-19 - November 2020

A company or group's financial distress causes significant turmoil for its owners, directors, managers, employees and often its suppliers and other creditors. For directors in particular, there are significant responsibilities…more

Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Governance, Corporate Restructuring, Debt Restructuring

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Earnout Provisions: When Litigation Arises and How to Avoid It

The use of earnout provisions, which buyers and sellers often use to bridge differing views of value, is on the rise, especially in the private equity and corporate venture capital markets. This White Paper examines how courts…more

Acquisition Agreements, Buyers, Earn-Outs, Federal Arbitration Act, Merger Agreements

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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Business Restructuring Review July-August 2019

In This Issue: Washington District Court Overturns Approval of Third-Party Releases in a Settlement Agreement and Related Free-and-Clear Sale - In In re Fraser’s Boiler Serv., Inc., 2019 WL 1099713 (D. Wash. Mar. 18,…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Discharge Order, Chapter 11, Chapter 15

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Australia Significantly Increases Competition and Consumer Law Penalties; Expands "Unfair Contract Terms" Regime

Australia has significantly increased penalties for competition and consumer law breaches and also expanded the scope of the law that prohibits unfair contract terms ("UCT")…more

Australia, Consumer Contracts, Contract Terms, Unfair Contract Terms

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Florida Supreme Court Adopts Federal Summary Judgment Standard

The Situation: The Florida Supreme Court considered whether and how to amend Florida's summary judgment rule to comport with the federal summary judgment standard, which is easier to satisfy. The Result: The Florida Supreme…more

Evidence, Federal Rules of Civil Procedure, FL Supreme Court, FRCP 56, Summary Judgment

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CFTC Staff Advisory Warns That SEF Prime Brokerage Arrangements Might Require DCO Registration

This advisory is the latest Commodity Futures Trading Commission ("Commission" or "CFTC") staff action conveying a Commission or staff view that CFTC registrants conducting business in nontraditional ways may need to register…more

CFTC, Commodities, Derivatives Clearing Organizations, Investment Adviser, SEFs

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New York Legislators Consider Sweeping Bill Banning PFAS

With Assembly Bill A3556C, New York joins a growing list of states considering or enacting broad bans on the sale and distribution of products containing per- and polyfluoroalkyl substances ("PFAS")…more

Environmental Policies, Importers, Industrial Products, Legislative Agendas, Manufacturers

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More Pay Reporting and Disclosure Obligations on the Horizon for Employers

In Short - The Situation: The national trend toward pay equity is gaining momentum, leading to transformative changes for employers. A growing list of states and local jurisdictions are enacting pay transparency laws,…more

Employer Liability Issues, Pay Data, Pay Transparency, Reporting Requirements, Wage and Hour

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Business Restructuring Review Vol. 23 No. 1 | January-February 2024

One year ago, we wrote that 2022 would be remembered in the corporate bankruptcy world for the “crypto winter” that descended in November 2022 with the spectacular collapse of FTX Trading Ltd., Alameda Research, and…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 7, Commercial Bankruptcy

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Another 401(k) Plan Sponsor Faces Novel Suit Regarding its Use of Forfeiture Funds

The Employee Retirement Income Security Act ("ERISA") plaintiffs' bar has found a new way to allege that 401(k) plan sponsors have breached their fiduciary duty…more

401k, Breach of Duty, Department of Labor (DOL), Employee Benefits, Employee Retirement Income Security Act (ERISA)

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It's Time for a Fresh Look at DEI Metrics in Executive Compensation

The Background: It is estimated that over 84 percent of companies in the S&P 1500 use some form of "social" metric when determining their executives' incentive compensation. Many of these social metrics set forth diversity,…more

Anti-Discrimination Policies, Civil Rights Act, Diversity and Inclusion Standards (D&I), Environmental Social & Governance (ESG), Equal Protection

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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Return to Sender: PTAB Denies Government Contractor IPRs

After the Supreme Court’s 2019 decision in Return Mail, Inc. v. United States Postal Service, 139 S. Ct. 1853 (2019), held that federal agencies are not “persons” eligible to challenge a patent at the PTAB, the government was…more

Administrative Agencies, America Invents Act, Covered Business Method Proceedings, Government Entities, Intellectual Property Protection

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New York State Limits Remedies for Breach of Nondisclosure Provisions in Settlement Agreements

On November 17, 2023, New York Governor Kathy Hochul signed a law—which is effective immediately—banning clauses in agreements settling discrimination, retaliation, or harassment claims from requiring a complainant to pay…more

Breach of Contract, Confidentiality Agreements, Confidentiality Policies, Employees, Employer Responsibilities

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Business Restructuring Review Vol. 23 No. 1 | January-February 2024

One year ago, we wrote that 2022 would be remembered in the corporate bankruptcy world for the “crypto winter” that descended in November 2022 with the spectacular collapse of FTX Trading Ltd., Alameda Research, and…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 7, Commercial Bankruptcy

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French Court Rules on Safe Harbor of Netting Agreements in Insolvency

For the first time ever, a court in France has examined the compatibility of the statutory netting safe harbor with the French Constitution. The French High Court of Justice (Cour de cassation) addressed the preliminary question…more

Commercial Bankruptcy, Constitutional Challenges, Derivatives, Financial Instruments, Financial Transactions

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Italian Data Protection Authority Issues Guidelines on Data Processing Relating to Employees' COVID-19 Vaccinations at the Workplace

The Italian Data Protection Authority ("DPA") has issued guidelines on data protection rules applying to COVID-19 vaccinations at the workplace. On May 13, 2021, the Italian DPA issued guidelines on data protection rules…more

Coronavirus/COVID-19, Cybersecurity, Data Processing Rules, Data Protection, Data Protection Authority

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Ninth Circuit Clarifies Import of Escobar in False Claims Act Litigation

The Situation: Courts have disagreed over whether Universal Health Services, Inc. v. Escobar, 136 S. Ct. 1989 (2016), announced a mandatory test for implied certification liability under the False Claims Act ("FCA"). The…more

En Banc Review, False Claims Act (FCA), False Implied Certification Theory, Implied Certification, Material Misrepresentation

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Generative AI-Assisted Patent Inventorship Questions Remain

The Situation: The U.S. Supreme Court recently denied certiorari in Thaler v. Vidal, leaving intact the Federal Circuit's ruling that only human beings, and not artificial intelligence ("AI") systems, can be inventors under U.S…more

Algorithms, Artificial Intelligence, Denial of Certiorari, Intellectual Property Owner’s Association (IPO), Intellectual Property Protection

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Can EU Operators of Online Marketplaces be Held Liable for Trademark Infringement?

In Short - The Situation: The Court of Justice of the European Union ("CJEU") recently ruled that operators of online marketplaces may be held directly liable for trademark infringement in a context where third-party sellers…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, Intellectual Property Protection, Online Marketplace

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Amendments to Australia's Modern Slavery Act Anticipated Following Statutory Review

In Short - The Situation: In 2018, the Australian federal government obligated Australian corporates to engage with modern slavery risks in their supply chain by enacting the Modern Slavery Act 2018 (Cth) ("the Act")…more

Australia, Forced Labor, Human Rights, Modern Slavery Act, Slavery

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Italian Non-possessory Pledge Now Available to Italian Businesses

On 23 January 2023, the technical standards issued by the Italian Tax Authority relating to the form and the procedure to be adopted for the statutory registration of the Italian non-possessory pledge were published in the…more

Italy, Moveable Assets, Tax Authority

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Federal Circuit Confirms PTAB Standard of Review

The Federal Circuit in Sisvel International S.A. v. Sierra Wireless, Inc. (Fed. Cir. Sept. 1, 2023) (Prost, Reyna, and Stark) affirmed a PTAB decision finding anticipated and/or obvious certain claims of two patents directed to…more

Claim Construction, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Litigation Strategies, Patent Infringement

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U.S. Treasury Department Releases Proposed Carried Interest Regulations

The regulations are proposed to be effective when finalized, but taxpayers may generally rely on them if applied fully and consistently. What Is (and Is Not) Covered? The three-year restriction applies with respect to…more

Capital Gains, Carried Interest, Economic Substance Doctrine, Holding Periods, Income Taxes

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PTAB Denies Parallel IPR Petition

The PTAB recently denied Intel’s (Petitioner) parallel IPR petition (IPR2023-01140) against AX Wireless (Patent Owner) challenging certain claims of U.S. Pat. No. 10,917,272. The denial came after Intel filed a separate petition…more

Intel, Intellectual Property Litigation, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement

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Telehealth Awareness Week: Insights on Telehealth

In support of the American Telemedicine Association's Telehealth Awareness Week (September 19-25, 2021), Jones Day's Digital Health team shared key insights on various legal topics applicable to telehealth. Jones Day's…more

Coronavirus/COVID-19, Digital Health, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA), Infectious Diseases

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Litigation and Regulatory Considerations and Risks for Financial Market Participants in a Post-Pandemic Society

More than a year ago the world fell victim to a global pandemic that would change life in ways that could never have been predicted. In the early stages of the pandemic, we published a White Paper directed at financial markets…more

Coronavirus/COVID-19, Corporate Governance, Cybersecurity, Environmental Social & Governance (ESG), Financial Markets

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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UK Housebuilders Avoid Immediate Regulatory Intervention, but Sector Now Faces Fresh Scrutiny on Information Exchanges

The UK Competition and Markets Authority ("CMA") has identified "fundamental concerns" in the housebuilding sector and has made a series of recommendations for the UK, Scottish, and Welsh governments to consider, rather than…more

Antitrust Provisions, Competition, Housing Developers, Housing Market, Information Sharing

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Fifth Circuit Rules that the CFPB's Funding Scheme Violates the Appropriations Clause

Fifth Circuit decision vacates a Consumer Financial Protection Bureau ("CFPB" or "Bureau") Payday Lending Rule because the Bureau's funding mechanism violates the Constitution's Appropriations Clause…more

Appropriation, Constitutional Challenges, Consumer Financial Protection Bureau (CFPB), Funding, Payday Lending Rule

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Mapping Out Rental Controls Across Europe

The term "Rent Controls" refers to measures designed to restrict the amount of rent that a landlord can charge a tenant for residential premises. Rent control measures appear in various forms across Europe, ranging from strict…more

Affordable Housing, Coronavirus/COVID-19, Eviction, Landlords, Rent

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Repositioning UK Office Assets—Risks and Opportunities: Best-in-Class vs. Out-of-Date

Over recent years, we have seen an office sector where occupiers are taking less space and using it in a different way in the United Kingdom, even when compared to five years ago. That trend, which was accelerated by the…more

Construction Project, Office Space, Private Equity, Real Estate Development, Real Estate Investments

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When Trademarks and Design Patents Intersect: Making Waves in Columbia v. Seirus

For nearly 30 years, the inclusion of a trademark in the design of a defendant's product did not mean much in the design patent infringement analysis. That changed on August 6, 2021, in Columbia Sportswear North America, Inc. v…more

Corporate Counsel, Design Patent, Fashion Design, Intellectual Property Protection, Patent Infringement

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California Health Care Providers to Face Greater Headwinds as State Implements Health Care Cost Targets

Pursuant to California's Health Care Quality and Affordability Act (the "HCQA"), the newly created Office of Health Care Affordability ("OHCA") recently proposed statewide health care cost targets and standards and goals for the…more

Alternative Payment Models (APM), California, Health Care Providers, Health Insurance, Healthcare

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Belgium Enacts Historic Corporate Law Reform

The Background: On February 28, 2019, the Belgian Parliament approved a historic company law reform. The Result: The new Belgian Code of Companies and Associations ("BCCA") becomes applicable on May 1, 2019, with staggered…more

Belgium, Board of Directors, Corporate Counsel, Corporate Governance, Equity Financing

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Florida Governor Signs Sweeping Tort Reform Bill Into Law

On March 24, 2023, Florida Governor Ron DeSantis signed into law HB 837/SB 236, which is now in effect and will significantly impact tort cases…more

Governor DeSantis, Insurance Claims, Insurance Industry, Property Insurance, Tort Reform

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Playing by New Rules: Ten Considerations for Universities Implementing NIL Policies

On July 1, 2021, the NCAA's interim policy on NIL activities took effect, opening the door for student-athletes at universities across the country to earn income from endorsements, personal appearances, camps and clinics, and a…more

Colleges, Compensation, Name and Likeness, NCAA, Right of Publicity

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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Australian Reforms Tackle Psychosocial Hazards, Including Sexual Harassment, in the Workplace

In the wake of recent government inquiries into alleged bullying and harassment, including sexual harassment, in Australian workplaces, Australian legislatures and work health and safety regulators have become increasingly…more

Australia, Employer Liability Issues, Harassment, Sexual Harassment, Workplace Safety

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Construction Projects and Disputes: A Look Beyond the Lockdown, Part III

[co-author: Juan Huertas] Even as the world gradually eases out of lockdown, deals are rekindled and services are remobilized, no one doubts that the impact of the pandemic will continue to be felt for months and, some say,…more

Construction Contracts, Construction Industry, Construction Project, Contract Disputes, Contract Terms

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California Attorney General Signals CCPA Enforcement Priorities in $1.2 Million Sephora Settlement

On August 24, 2022, California Attorney General Rob Bonta announced his office's first privacy enforcement action and settlement against a publicly disclosed entity, Sephora, Inc., for violations of the CCPA, including the…more

California Consumer Privacy Act (CCPA), Consumer Privacy Rights, Cybersecurity, Data Privacy, Data Protection

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U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Saudi Antitrust Authority Blocks First Vertical Transaction Under New Competition Law

Recent actions by the Saudi Arabia competition authority confirm that the agency is adopting a more aggressive enforcement approach, particularly involving consumer-facing companies. The Saudi Arabian General Authority for…more

Acquisition Agreements, Anticompetitive Behavior, Antitrust Provisions, Competition, Enforcement Actions

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Chile’s New Mining Royalty Law: What It Means for Foreign Investors

Since the 1990s, Latin American states have sought to attract large-scale foreign investment by implementing specific policies and regulatory regimes aimed at attracting investors from abroad. This trend has, however, recently…more

Chile, Foreign Investment, International Tax Issues, Mineral Exploration, Mineral Extraction

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2020 Anti-Money Laundering Year in Review

2020 witnessed a flurry of anti-money laundering activity, with the issues and developments continuing to be global in scope. In the United States, suspicious activity reports, outlining transactions involving terrorism finance…more

Anti-Money Laundering, Banking Sector, Beneficial Owner, Cross-Border Transactions, Financial Institutions

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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Patent Linkage and Article 76 Proceedings in China: A Litigator's Perspective

China has recently unveiled its own version of a patent linkage system that has been highly watched by stakeholders and industry observers.  This new system will also create a new form of pharmaceutical patent litigation in…more

Biotechnology, China, CNIPA, Corporate Counsel, Generic Drugs

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Federal Agencies Highlight Benefits of Self-Disclosure, Emphasize Enforcement of Trade Violations in Tri-Seal Compliance Note

In a coordinated announcement, federal agencies stress the benefits of voluntarily disclosing potential trade violations while emphasizing increased enforcement…more

Anti-Money Laundering, Bank Secrecy Act, Bureau of Industry and Security (BIS), CFIUS, Economic Sanctions

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France Releases Legal Framework for Renewable and Low-carbon Hydrogen

France has published an ordinance setting out the legal regime for hydrogen, aimed at fostering renewable and low-carbon hydrogen. Under ordinance n° 2021-167, dated February 17, 2021, three different types of hydrogen are…more

Electricity, Energy Sector, EU, France, Hydrogen Power

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Federal Circuit Denies Petition for Rehearing En Banc Filed By Cellect, LLC

The Federal Circuit denied Cellect, LLC's petition for rehearing en banc of the In re Cellect case, which held that the expiration of a patent for obviousness-type double patenting ("ODP") purposes is the expiration date after…more

En Banc Review, Intellectual Property Protection, Obviousness, Obviousness-Type Double Patenting (ODP), Patent Infringement

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Supreme Court Holds Proof of Retaliatory Intent Not Required for Sarbanes-Oxley Whistleblower Claims

The Background: In August 2022, the United States Court of Appeals for the Second Circuit held in Murray v. UBS Securities, LLC., et al. ("Murray") that an employee suing his employer under the anti-retaliation provisions of the…more

Adverse Employment Action, Anti-Retaliation Provisions, Burden of Proof, Certiorari, Employees

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What's Old Is New Again: Anticipating and Defeating Insurer Coverage "Defenses" for Climate Change Litigation

In Short - The Situation: Commercial policyholders are increasingly being targeted by climate change lawsuits alleging that greenhouse gas emissions from their normal operations—and the alleged failure to take preventative…more

Climate Change, Commercial General Liability Policies, Environmental Litigation, Environmental Policies, Fossil Fuel

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French Court Rules on Safe Harbor of Netting Agreements in Insolvency

For the first time ever, a court in France has examined the compatibility of the statutory netting safe harbor with the French Constitution. The French High Court of Justice (Cour de cassation) addressed the preliminary question…more

Commercial Bankruptcy, Constitutional Challenges, Derivatives, Financial Instruments, Financial Transactions

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Vital Signs: Digital Health Law Update | Winter 2024

Welcome to Vital Signs, a curated compilation of the latest legal and regulatory developments in digital health. Our lead article reports on HHS' recent final rule on the confidentiality of substance use disorder patient…more

Consent, Data Privacy, Data Security, DEA, Department of Health and Human Services (HHS)

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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Multiple Dependent Claims are Treated as Multiple Claims

On February 24, 2023, Director Kathi Vidal issued a decision under director review granting rehearing and modifying the final written decision for Nested Bean, Inc. v. Big Beings USA Pty. Ltd. Nested Bean, Inc. (“Nested Bean”)…more

America Invents Act, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board

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DOJ's Antitrust Division and the FTC Announce New Guidance on Preservation for Collaboration Tools and Ephemeral Messaging

The Antitrust Division of the U.S. Department of Justice ("DOJ") and the Federal Trade Commission ("FTC") are updating language in document requests and compulsory process to address companies' increased use of collaboration and…more

Antitrust Division, Broker-Dealer, CFTC, Compliance Management Systems, Data Preservation

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USPTO Issues New Guidance on Practitioners' Use of AI

The USPTO's April 11, 2024, guidance clarifies how existing USPTO rules apply to the use of AI by practitioners when interacting with the USPTO…more

Algorithms, Artificial Intelligence, Machine Learning, New Guidance, Patents

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Maximizing Insurance Recoveries for Hurricane Ian Losses and the Remainder of the 2022 Hurricane Season

In Short - The Situation: On September 28, 2022, Hurricane Ian made landfall on Florida and tied for the fifth-strongest hurricane ever to hit the continental United States, with total insured losses estimated in the tens…more

Hurricane Season, Insurance Industry, Natural Disasters, Property Damage, Property Insurance

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Spain Approves New Foreign Direct Investment Regulation

In Short - The Development: The Spanish government adopted a new foreign direct investment ("FDI") implementing regulation ("Regulation") that clarifies key concepts of the existing law, such as investment, investors, and…more

EU, Foreign Direct Investment, Foreign Investment, New Regulations, Spain

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Battling Boredom While Building Virtual Cities: PTAB Denies Claims as Patent-Ineligible

Video game companies occasionally will take to the PTAB, seeking to invalidate each other’s patents. Mobile game developer Supercell Oy (petitioner) filed a Post Grant Review (“PGR) after learning that the USPTO issued U.S…more

Abstract Ideas, Claim Limitations, Computer-Related Inventions, Inventive Concept Test, Patent-Eligible Subject Matter

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FTC Proposes to Impose Sweeping Restrictions on Tech Company's Ability to Profit From Youth Data

On May 3, 2023, the Federal Trade Commission ("FTC") issued an Order to Show Cause against Meta for alleged violations of Meta's 2012 and 2020 privacy orders and seeks to bar the company from monetizing data related to…more

Data Collection, Data Privacy, Data Protection, Data Security, Federal Trade Commission (FTC)

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New French Incentives for Green Buildings and Green Industry

As part of the 2022 French Climate & Resilience Law, the French legislature decided to strengthen the greening and solarization requirements on certain buildings and parking lots. These obligations came into force on January 1,…more

Climate Action Plan, Climate Change, France, Green Buildings, Green Infrastructure

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UK CMA Continues Focus on Groceries with Market Study into Baby Formula

The UK Competition and Markets Authority ("CMA") launched a market study on 20 February 2024 into baby formula, the latest development in a broader focus on the food and grocery sector…more

Antitrust Investigations, Baby Products, Competition, Federal Trade Commission (FTC), Financial Services Industry

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SEC Adopts Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure

In Short - The Situation: On July 26, 2023, the U.S. Securities and Exchange Commission ("SEC") adopted final rules that significantly alter cybersecurity disclosure obligations for companies. The SEC's final rules adopt…more

Corporate Governance, Cyber Attacks, Cyber Incident Reporting, Cybersecurity, Disclosure Requirements

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D.C. District Court Vacates 60-Day Medicare Advantage Overpayment Rule

The Situation: In 2016, several Medicare Advantage ("MA") organizations challenged a 2014 final rule promulgated by the Center for Medicare Services ("CMS") that broadly subjected MA organizations to potential liability under…more

Administrative Procedure Act, Affordable Care Act, Appeals, Centers for Medicare & Medicaid Services (CMS), False Claims Act (FCA)

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Legislation: Restoring the America Invents Act

On Wednesday, September 29, 2021, Senators Patrick Leahy (D) and John Cornyn (R) introduced the Restoring the America Invents Act, a bill that would modify Patent Trial and Appeal Board (PTAB) procedures and facilitate…more

Administrative Authority, Administrative Procedure, America Invents Act, Legislative Agendas, Patent Infringement

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2022 False Claims Act Statistics Reveal More New Cases and More Settlements (But Lower Total Recoveries)

In Short: - The Situation: The United States Department of Justice ("DOJ") recently issued statistics and a related press release regarding its fiscal year ("FY") 2022 enforcement activity under the False Claims Act…more

Department of Justice (DOJ), False Claims Act (FCA), Federal Contractors, Fraud, Whistleblowers

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Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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Questions Remain as Supreme Court Restricts § 1782 Discovery in Private International Arbitrations

In Short - The Situation: Section 1782 of Title 28 of the U.S. Code authorizes U.S. district courts to order discovery "for use in a proceeding in a foreign or international tribunal." Over the last several years, U.S…more

28 U.S.C. § 1782, Arbitration, Discovery, Foreign Tribunals, International Arbitration

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China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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FDA Announces Delayed Enforcement of Looming Supply Chain Requirements for Drugs Until 2024

With a November 2023 compliance deadline fast approaching, FDA publishes guidance explaining a one-year delayed enforcement of certain obligations, including interoperable, electronic, and package-level product tracing…more

Drug Distribution, DSCSA, Food & Drug Regulations, Food and Drug Administration (FDA), Healthcare

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Proposed Guidance Clarifies "Foreign Entity of Concern" Restrictions for Clean Vehicle Credit

New proposed Treasury and Department of Energy ("DOE") guidance, issued on December 1, 2023, offers clarity on which vehicles will be disqualified from the Clean Vehicle Tax Credit due to the inclusion of minerals or components…more

Automotive Industry, Clean Car Standards, Clean Energy, Department of Energy (DOE), Electric Vehicles

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SEC Reaffirms Importance of Self-Reporting and Cooperation, but Benefits Remain Ambiguous

Recently, a senior officer from the SEC's Division of Enforcement defended the penalties the Commission has levied on firms for failing to capture and retain their employees' "off-channel" electronic communications, and, in so…more

Broker-Dealer, Electronic Communications, Recordkeeping Requirements, Securities and Exchange Commission (SEC), Securities Regulation

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FTC Seeks to Strengthen Privacy Protections of Children Online

On December 20, 2023, the Federal Trade Commission ("FTC") announced a Notice of Proposed Rulemaking ("NPRM") to revise the Children's Online Privacy Protection Act ("COPPA") Rule to reduce the amount of information collected,…more

Comment Period, COPPA, Cybersecurity, Data Privacy, Data Protection

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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Earnout Provisions: When Litigation Arises and How to Avoid It

The use of earnout provisions, which buyers and sellers often use to bridge differing views of value, is on the rise, especially in the private equity and corporate venture capital markets. This White Paper examines how courts…more

Acquisition Agreements, Buyers, Earn-Outs, Federal Arbitration Act, Merger Agreements

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New York's Recipe for Food Marketing: Next Course of Restrictive State Actions?

A New York Senate bill seeks to amend multiple state laws impacting food and beverage advertising to expand the scope of factors to be considered in determining whether an advertisement is false or misleading…more

Beverage Manufacturers, False Advertising, Food Labeling, Food Manufacturers, Food Marketing

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U.S. EPA Announces New Climate-Focused Enforcement Strategy

On September 28, 2023, the United States Environmental Protection Agency ("EPA") Office of Enforcement and Compliance Assurance ("OECA") released a memorandum announcing its new Climate Enforcement and Compliance Strategy. The…more

CERCLA, Clean Water Act, Climate Action Plan, Climate Change, Enforcement Actions

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Delaware Court Applies Traditional Entire Fairness Standard to Very Large Stockholder-Approved, Performance-Based Equity Award

The Case: A Tesla stockholder sued Tesla's board of directors to rescind a performance-based stock option grant awarded to Elon Musk, Tesla's CEO. The option award was worth a total of $56 billion and offered the opportunity to…more

Board of Directors, Compensation & Benefits, Controlling Stockholders, Corporate Counsel, DE Supreme Court

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Australia: Solicitors' Duties to Witnesses in Civil Cases Who May Be Exposed to Criminal Charges or Other Penalties

In Short  - The Situation: The Victorian Court of Appeal in Australia has delivered a decision with guidance to lawyers on their duties when dealing with witnesses in civil cases where there is a risk that the witnesses'…more

Appeals, Australia, Criminal Prosecution, Witnesses

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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Who, What, When: The Impact of the EU CSRD on Non-EU Companies

The EU’s Corporate Sustainability Reporting Directive (“CSRD”) requires the most detailed and onerous ESG reporting and disclosures anywhere in the world. All told, it is estimated that more than 50,000 companies, including at…more

Air Pollution, Biodiversity, Climate Change, Disclosure Requirements, Due Diligence

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The Climate Report | Second Quarter 2023

"Green Day" in the UK - As part of its "Powering Up Britain" strategy, the UK government has published a series of documents setting out its vision for the UK's transition to net zero and the strengthening of UK energy…more

Biden Administration, Climate Action Plan, Climate Change, Energy Policy, Energy Reform

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Delaware Court Holds Rejection Eliminates Non-Debtor's Exclusive Right to Provide Services to the Debtor

Nine Point Energy Holdings, Inc. and its affiliates (collectively, "Nine Point" or "Nine Point debtors") constituted an oil and gas production and exploration company that sought to reorganize in chapter 11 through a going…more

Bankruptcy Court, Breach of Contract, Chapter 11, Commercial Bankruptcy, Debtors

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Pleading Patent Infringement in the United States: Evolving Standards

The Situation: Federal Rule of Civil Procedure 84, which permitted U.S. patent-infringement lawsuits to proceed on very general allegations, was withdrawn three years ago. Subsequent court decisions have considered how much…more

Direct Infringement, Federal Pleading Requirements, Federal Rules of Civil Procedure, Form 18, FRCP 84

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Regional Shake-Up or More of the Same? How the USMCA Impacts North American Trade

The Situation: The United States, Canada, and Mexico recently reached an agreement in principle to revise and replace the North American Free Trade Agreement ("NAFTA") with the United States-Mexico-Canada Agreement…more

Agricultural Sector, Automotive Industry, Canada, Corporate Counsel, Cross-Border Transactions

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Industrial Decarbonization as a Key Element of French Government's Recovery Plan

On September 3, 2020, the French Prime Minister unveiled the priorities and milestones of France's Recovery Plan to address the economic effects of the COVID-19 pandemic. Based on three main pillars—ecology, competitiveness, and…more

Carbon Emissions, Climate Change, Energy Efficiency, Environmental Policies, Fossil Fuel

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Cryptocurrencies and Risk Under the Antiterrorism Act

In Short - The Situation: Terrorists may be increasingly turning to cryptocurrencies to evade sanctions and finance terrorist acts, as recent prosecutions and reports suggest. Under the Antiterrorism Act ("ATA"), as amended…more

AML/CFT, Antiterrorism Act, Cryptocurrency, Decentralized Finance (DeFi), Department of Justice (DOJ)

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FDA Submits Final Food Traceability Rule in Effort to Mitigate Foodborne Illness Outbreaks

On November 7, 2022, the U.S. Food and Drug Administration ("FDA") sent the Food Safety Modernization Act ("FSMA") Final Rule on Requirements for Additional Traceability Records for Certain Foods to the Office of the Federal…more

Final Rules, Food and Drug Administration (FDA), Food Borne Bacteria, Food Manufacturers, Food Safety

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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Proposed IRS Regulations on Tax Credits for Renewable-Energy Investments Include Wage and Apprenticeship Requirements

In Short - The Background: The Inflation Reduction Act provides for robust tax incentives on qualifying renewable-energy construction projects. In order to claim the full amount of such tax credits on qualifying projects,…more

Apprenticeships, Clean Energy, Comment Period, Construction Workers, Davis-Bacon Act

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Michigan Senate Votes to Repeal Pharmaceutical Immunity From Product Liability Suits

The Michigan Senate recently passed a bill to repeal a long-standing state law immunizing pharmaceutical manufacturers and sellers from product liability suits where the pharmaceutical products were approved by the U.S. Food and…more

Design Defects, Failure To Warn, FDA Approval, Implied Warranties, Manufacturing Defects

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Antitrust Alert: CEO Indicted for Seafood Price-Fixing

The U.S. Department of Justice indicted Bumble Bee Foods CEO Christopher Lischewski on price-fixing charges. Lischewski is the first CEO to be charged for his role in the alleged U.S. conspiracy to fix the price of packaged…more

Antitrust Investigations, Antitrust Violations, Corporate Criminal Fines, Criminal Antitrust Litigation, Department of Justice (DOJ)

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United States Leads the Way With Recent Foreign Investment Into Australia

The Australian Treasury has released its first quarterly report ("Report") for the 2023-24 financial year covering the regulation of foreign investment in Australia…more

Australia, Critical Infrastructure Sectors, FIRB, Foreign Acquisitions, Foreign Investment

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European Commission Unveils Plan Aimed at Strengthening Economic Security

The Development: On January 24, 2024, the European Commission ("EC") unveiled a package of five fresh initiatives aimed at strengthening the European Union's ("EU") economic security (the "Package"). This will likely increase…more

EU, European Commission, Export Controls, Foreign Direct Investment, Foreign Investment

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Supreme Court Rules California Cannot Force Nonprofits to Disclose Donors

The U.S. Supreme Court strikes down California law requiring charitable organizations to disclose their donors to the state. On July 1, 2021, the U.S. Supreme Court in Americans for Prosperity Foundation (AFP) v. Bonta held that…more

Americans for Prosperity Foundation (AFP) v. Bonta, Charitable Donations, Charitable Organizations, First Amendment, Freedom of Association

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Global Spotlight on Labor Trafficking in Health Care and Corporate Supply Chains

Courts and legislatures both in the United States and abroad continue to prioritize the eradication of labor trafficking in corporate supply chains, including those in the health care industry. For example, in the United States,…more

Alien Tort Statute, Child Labor, Due Diligence, Forced Labor, Human Rights

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A Review of 2022 Labor & Employment Legislation in California

The California Legislature passed a number of new and important labor and employment laws during its 2022 session. …more

Abortion, Bereavement Leave, Employer Liability Issues, Marijuana, Paid Sick Leave

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Reexamination Does not Reset the IPR Clock

In Apple v. IXI IP, the PTAB affirmed that the issuance of a reexamination certificate adding additional claims to a challenged patent does not reset the one-year time bar under § 315(b) to file a petition for inter partes…more

§ 315(b), Final Written Decisions, Inter Partes Reexamination, Inter Partes Review (IPR) Proceeding, Patent Infringement

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Corporate Real Estate Transactions in the UK: Beware Remediation Contribution Orders

Remediation Contribution Orders require developers, landlords, or their associated entities to contribute to the cost of remediating building safety risks in England and Wales. Since the jurisdiction to make this order was…more

Beneficial Owner, Landlords, Real Estate Transactions, Remediation, Statutory Requirements

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HHS-OIG Issues FAQ Guidance Related to Pharmacy Benefit Manager Arrangements

The U.S. Department of Health and Human Services, Office of Inspector General ("OIG") has provided insight into the applicability of the discount and group purchasing organization safe harbors to payments retained by pharmacy…more

Department of Health and Human Services (HHS), Group Purchasing Organizations (GPO), Healthcare, OIG, Pharmacy Benefit Manager (PBM)

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Business Restructuring Review Vol. 23 No. 1 | January-February 2024

One year ago, we wrote that 2022 would be remembered in the corporate bankruptcy world for the “crypto winter” that descended in November 2022 with the spectacular collapse of FTX Trading Ltd., Alameda Research, and…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 7, Commercial Bankruptcy

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Florida Governor Signs Sweeping Tort Reform Bill Into Law

On March 24, 2023, Florida Governor Ron DeSantis signed into law HB 837/SB 236, which is now in effect and will significantly impact tort cases…more

Governor DeSantis, Insurance Claims, Insurance Industry, Property Insurance, Tort Reform

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JONES DAY TALKS®: Corporate Venture Capital: Market Overview, Trends in Deal Terms, and Special Considerations

Corporate Venture Capital, or CVC, continues to play a major role in investment and deal activity across numerous growth industries. Jones Day partners Tim Curry and Taylor Stevens discuss who's investing, the opportunities…more

Capital Markets, Investment, Investment Funds, Investors, Mergers

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Patent Linkage and Article 76 Proceedings in China: A Litigator's Perspective

China has recently unveiled its own version of a patent linkage system that has been highly watched by stakeholders and industry observers.  This new system will also create a new form of pharmaceutical patent litigation in…more

Biotechnology, China, CNIPA, Corporate Counsel, Generic Drugs

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French Anticorruption Agency Publishes 2022 Annual Activity Report

On July 18, 2023, the French Anticorruption Agency ("FAA") published its 2022 annual activity report. The report detailed key figures related to the inspections carried out by the agency, as well as the lessons to be learned…more

Anti-Corruption, Corruption, France, Whistleblowers

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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COVID-19 and Australia's Foreign Investment Regime

The Situation: The Australian Government has temporarily reduced the monetary thresholds under the Foreign Investments and Takeovers Act 1975 (Cth) ("the Act")?which had long been in place to exempt some foreign investment…more

Australia, Coronavirus/COVID-19, FIRB, Foreign Acquisitions, Foreign Investment

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Controlling Stockholder Exercising Voting Power as Stockholder to "Change the Status Quo" Owes Fiduciary Duties

The Background: After unsuccessfully trying to convince the special committee not to implement a plan to liquidate a business line, which the controlling stockholder believed would destroy value, the controlling stockholder used…more

Board of Directors, Bylaws, Controlling Stockholders, Fiduciary Duty, Minority Shareholders

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Federal Circuit Provides Framework for Establishing Venue in Patent Cases

This past week, the U.S. Court of Appeals for the Federal Circuit issued its decision in In re Cray, providing guidance on application of the patent venue statue. In granting a writ of mandamus and transferring the case from the…more

Appeals, Patent Infringement, Patent Litigation, Patents, Personal Jurisdiction

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SEC Enforcement in Financial Reporting and Disclosure: 2023 Year-End Update

We are pleased to present our latest update on financial reporting and issuer disclosure enforcement activity. This White Paper primarily focuses on the U.S. Securities and Exchange Commission’s (“SEC”) enforcement activity…more

Disclosure Requirements, Enforcement Actions, Financial Reporting, Securities and Exchange Commission (SEC), Securities Regulation

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Impact on Banking Transactions of New Belgian Code of Companies and Associations

The Situation: The new Belgian Code of Companies and Associations ("BCCA") which enters into force on May 1, 2019, will significantly impact banking transactions involving Belgian companies. The Result: The BCCA introduces…more

Banking Sector, Belgium, Capital Requirements, EU, Lenders

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Global Merger Control Update 2020

Merger control enforcement continues to surge around the world and reaches well beyond the largest and traditionally most active enforcers (e.g., United States, European Commission, China, and Brazil). Beyond these countries,…more

Acquisitions, Anti-Competitive, Antitrust Provisions, Belgium, Chile

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Mining Reform in Mexico: Principal Amendments, Effect, and Implications for Foreign Investors

In Short - The Background: On May 8, 2023, Mexico published several amendments to laws relating to the country's mining industry. …more

Concession Agreements, Expropriation, Foreign Investment, Infrastructure, Investor Protection

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Employee Stock Plans: International Reporting Requirements (UPDATED)

This White Paper highlights some of the principal annual or quarterly reporting requirements for employee stock plans that multinational companies most commonly encounter when offering these programs to their employees in…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Multinationals, Regulatory Requirements

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Regulating Artificial Intelligence: European Commission Launches Proposals

The Development: On 21 April 2021, the European Commission ("Commission") unveiled a proposal for a "Regulation laying down harmonized rules on Artificial Intelligence" ("AI Regulation"), which sets out how AI systems and their…more

Artificial Intelligence, Cybersecurity, European Commission, General Data Protection Regulation (GDPR), Regulatory Agenda

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European Commission Unveils Plan Aimed at Strengthening Economic Security

The Development: On January 24, 2024, the European Commission ("EC") unveiled a package of five fresh initiatives aimed at strengthening the European Union's ("EU") economic security (the "Package"). This will likely increase…more

EU, European Commission, Export Controls, Foreign Direct Investment, Foreign Investment

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Towards a Less Effects-Based Approach? European Commission Takes Action to Amend EU Framework on Exclusionary Abuses of Dominance

In Short - The Situation: On 27 March 2023, the European Commission ("Commission") published a Communication amending its 2008 Guidance on enforcement priorities concerning exclusionary abuses ("amended 2008 Guidance…more

Abuse of Dominance, Anti-Competitive, Antitrust Provisions, Competition, EU

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U.S. Department of Energy Conditionally Commits Up to $1.5 Billion to Finance Nuclear Plant in Michigan

Holtec Palisades is the first project to receive a conditional funding commitment from the U.S. government through the Inflation Reduction Act's Energy Infrastructure Reinvestment ("EIR") program…more

Clean Energy, Department of Energy (DOE), Energy Policy, Energy Projects, Federal Funding

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Anti-Corruption Regulation Survey of 42 Countries 2019

Welcome to the 2019 edition of the Jones Day Anti-Corruption Regulation Survey of Select Countries. Since the 2017–2018 edition of this Survey, there has continued to be an increasing awareness among multinational companies of…more

Anti-Bribery, Anti-Corruption, Chief Compliance Officers, Compliance, Compliance Management Systems

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Federal Agencies Launch Joint Inquiry Into Private Investment in Health Care

DOJ, FTC, and HHS jointly announced the launching of a cross-government public inquiry into increasing private equity and corporate involvement in health care, the latest announcement in a string of public statements from the…more

Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC), Healthcare, Investment

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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New York Legislators Consider Sweeping Bill Banning PFAS

With Assembly Bill A3556C, New York joins a growing list of states considering or enacting broad bans on the sale and distribution of products containing per- and polyfluoroalkyl substances ("PFAS")…more

Environmental Policies, Importers, Industrial Products, Legislative Agendas, Manufacturers

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Current Trends: Discovery of Electronically Stored Information on Mobile Devices and Social Media

The rise of mobile technology and the pervasiveness of social media have introduced new questions regarding a corporation's preservation responsibilities pertaining to electronically stored information ("ESI") and to its…more

Data Preservation, Discovery, e-Discovery Professionals, Electronically Stored Information, Information Governance

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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France Adopts Reindustrialization Measures

In Short - The Situation: A new set of measures has been adopted in France which will promote "Green Industry" by streamlining environmental and industrial authorization and supporting low-carbon industrialization projects…more

Climate Action Plan, Construction Project, Environmental Policies, France, Green Buildings

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United Kingdom's CMA Reminds Businesses That Teamwork Must Stay on the Field

To minimize antitrust risk, dual distribution requires caution in coordination between a supplier and retailers. The UK's Competition and Markets Authority ("CMA") will fine Leicester City Football Club ("LCFC") up to £880k…more

Anti-Competitive, Antitrust Provisions, Competition, EU, UK

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Florida Governor Signs Sweeping Tort Reform Bill Into Law

On March 24, 2023, Florida Governor Ron DeSantis signed into law HB 837/SB 236, which is now in effect and will significantly impact tort cases…more

Governor DeSantis, Insurance Claims, Insurance Industry, Property Insurance, Tort Reform

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U.S. Supreme Court Clarifies TCPA's Definition of "Autodialer"

The ruling should limit the FCC's ability to rewrite the statute through administrative action. In Facebook, Inc. v. Duguid, the Supreme Court resolved the interpretive question at the heart of the swarm of litigation under…more

ATDS, Auto-Dialed Calls, Facebook, Facebook Inc v Duguid, FCC

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Four Ways to Protect Your Cyber Insurance in Today’s Challenging Market

In Short: The Situation: The cyber insurance market is experiencing a major retrenchment, with insurers seeking to limit their exposure in a variety of ways…more

Consumer Insurance Products, Cyber Attacks, Cyber Insurance, Cybersecurity, Data Breach

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European Institutions Reach Deal on EU Corporate Sustainability Due Diligence Directive

The Council of Europe and the European Parliament announced on December 14, 2023, that they reached a political agreement on the text of the upcoming European Union ("EU") Corporate Sustainability Due Diligence Directive…more

Climate Change, Corporate Governance, Due Diligence, Environmental Social & Governance (ESG), EU

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New York Department of Financial Services Issues Guidance on Virtual Currency Custodial Services

In Short - The Situation: Following a string of bankruptcies among virtual currency firms, the New York Department of Financial Services has issued guidance on the practices and procedures it expects from certain…more

BitLicense, Commercial Bankruptcy, Cryptocurrency, Custodians, Due Diligence

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ECJ Antitrust Ruling Not Likely to Jump-Start EC Deal Challenges in "Gap Cases"

In Short - The Development: The Court of Justice of the European Union ("ECJ") annulled a General Court ("GC") ruling that had adopted a high standard of proof for the European Commission ("EC") to block transactions in…more

Antitrust Provisions, Competition, Corporate Counsel, EU, EU Merger Directive

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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Sanctions Risk and Preserving Distressed Assets in the United Kingdom

In Short The Situation: As businesses continue to grapple with realising the value of business and assets which are potentially impacted by sanctions related to Russia's war in Ukraine, an English company recently utilised an…more

Creditors, Economic Sanctions, Insolvency, Office of Financial Sanctions Implementation (OFSI), Russia

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French PACTE Act: Provisional Patent Application and the Evolution of the Utility Certificate

The Situation: Provisions of the Action Plan for the Growth and Transformation of Enterprises Act ("PACTE Act") concerning the newly created provisional patent application and the strengthening of the utility certificate are…more

France, Intellectual Property Protection, PACTE Act, Patent Applications, Patents

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Patent Appendix That Was Referenced, But Not Incorporated, Is Not Prior Art

In Apple Inc. v. DoDots Licensing Sols. LLC, IPR2023-00939, Paper 12 (PTAB Jan. 3, 2024) (“Decision”), the PTAB clarified what is and what is not part of the prior art, and as such what can be considered by the PTAB in an IPR…more

Apple, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Applications, Patent Infringement

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Court of Chancery Applies Entire Fairness Standard to Conversion of Delaware Corporation to Nevada Corporation

TripAdvisor and its controlling corporation, both publicly traded Delaware companies, announced plans to convert to Nevada corporations. Shareholders sued to enjoin the conversions, alleging that the boards of directors had…more

Controlling Stockholders, Corporate Conversions, Delaware General Corporation Law, Entire Fairness Standard, Shareholders

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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Ex Parte Reexamination Barred Based on Earlier IPR

On November 16, 2022, the United States Patent and Trademark Office (“PTO”) vacated a reexamination proceeding because the patent challenger relied on unpatentability grounds that reasonably could have been raised in an earlier…more

Ex Partes Reexamination, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patents

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Director Issues Guidance on Use of AI for Documents Submitted to PTAB

USPTO Director Katherine K. Vidal issued guidance on February 6, 2024 regarding the use of AI in drafting materials submitted to the USPTO’s administrative boards, including the PTAB. Of biggest concern in the guidance is the…more

Artificial Intelligence, Intellectual Property Litigation, Intellectual Property Protection, Judicial Proceedings, New Guidance

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FDA's Final Device Manufacturing Rule—Not Quite Harmonious With Status Quo

Amending prior requirements, medical device manufacturers and importers have two years to comply with FDA's Quality Management System Regulation final rule, a similar approach to prior good manufacturing practices but with…more

Final Rules, Food and Drug Administration (FDA), Healthcare, Life Sciences, Manufacturers

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Federal Court Rejects CFPB's Novel Use of "Unfair, Deceptive, or Abusive Acts or Practices" Authority

Ruling concludes "unfairness" authority under the Dodd-Frank Act does not cover discrimination. On September 8, 2023, a federal district court rejected the Consumer Financial Protection Bureau's ("CFPB") interpretation that…more

Anti-Discrimination Policies, Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Dodd-Frank, ECOA

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FDA Issues Revised Off-Label Communications Guidance

The U.S. Food and Drug Administration ("FDA") has issued a revised draft guidance that seeks to address questions and provide recommendations regarding the sharing of scientific information with health care providers ("HCPs") on…more

Comment Period, Draft Guidance, Food and Drug Administration (FDA), Health Care Providers, Healthcare

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Companies to Navigate Complex and Changing Requirements Focused on Combatting Forced Labor in Supply Chains

In recent months, a wide variety of forced labor issues have caught the attention of legislators, regulators, the media, and the public. The press is also attuned to the issue of forced labor and the use of child labor in the…more

Anti-Trafficking Statutes, Child Labor, Environmental Social & Governance (ESG), Forced Labor, Human Rights

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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Reversal of Burden of Proof Under Proposal for a New EU Product Liability Directive

In Short - The Situation: The EU Product Liability Directive 85/374/EEC ("PLD") was adopted nearly 40 years ago and has remained almost unchanged since its inception…more

Burden of Proof, Damages, Distributors, EU, European Commission

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Business Restructuring Review July-August 2023 | Vol. 22 No. 4

There is longstanding controversy concerning the validity of third-party release provisions in non-asbestos trust chapter 11 plans that limit the potential exposure of various nondebtor parties involved in the process of…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Preferences, Chapter 11, Chapter 13

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Climate Change Disclosures Are Coming: Is Your Insurance Program Ready?

Almost daily there are reports of new environmental, social, and governance ("ESG") claims being brought against public companies with no end in sight. Within the arena of ESG issues, climate change disclosures are an emerging…more

Climate Change, Commercial Insurance Policies, Corporate Governance, D&O Insurance, Disclosure Requirements

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Singapore Passes Significant Investments Review Bill in Relation to Transactions Involving National Security Assets

In recent years, the world has witnessed heightened sensitivity surrounding foreign investments, leading to increased regulatory scrutiny of foreign direct investments ("FDI") on the basis of national security concerns. The…more

Foreign Direct Investment, Foreign Investment, Investors, National Security, Private Equity

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Generative Artificial Intelligence and the Requirements of Open Source Software Licenses

Recently filed litigation against Microsoft Corporation, GitHub, Inc., and various OpenAI entities ("Defendants") highlights new challenges that generative artificial intelligence ("AI") presents and risks associated with open…more

Artificial Intelligence, Compliance, DMCA, GitHub, Machine Learning

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Singapore Court Issues Landmark Decision Recognizing Indonesian Restructuring Plan

The Singapore International Commercial Court ("SICC") has handed down its first insolvency-related ruling. The court granted recognition and full force and effect to Indonesia's flagship airline's restructuring plan. That plan…more

Airlines, Aviation Industry, Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy

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New NYDFS Unit Signals Focus on Fair Lending and Financial Inclusion

The Situation: The New York Department of Financial Services ("NYDFS") has established a Statewide Office of Financial Inclusion and Empowerment, providing yet another example of state and federal regulators prioritizing fair…more

Banking Sector, Fair Lending, Financial Institutions, Financial Regulatory Reform, Financial Services Industry

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ESG and Moves to the Lone Star State

Business relocations to Texas are accelerating along with increased focus from ESG investors. Companies from across the United States continue to look to Texas as a new home for their headquarters and operations. According to…more

Business Plans, Business Strategies, Capital Investments, Corporate Governance, Corporate Social Responsibility

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France Adopts Reindustrialization Measures

In Short - The Situation: A new set of measures has been adopted in France which will promote "Green Industry" by streamlining environmental and industrial authorization and supporting low-carbon industrialization projects…more

Climate Action Plan, Construction Project, Environmental Policies, France, Green Buildings

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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Supreme Court Makes Civil RICO Available Against Fraudulent Domestic Efforts to Avoid International Arbitration Award Enforcement

The U.S. Supreme Court held that a foreign plaintiff can sue a domestic U.S. judgment-debtor under the Racketeer Influenced and Corrupt Organizations Act ("RICO") for the debtor's fraudulent domestic efforts to avoid collection…more

Foreign Arbitral Awards, Foreign Jurisdictions, International Arbitration, Racketeering, RICO

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USPTO Issues New Guidance for Inventions Assisted by Artificial Intelligence: Human Contribution Is Key

The Background: In response to the Biden administration's "Executive Order on the Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence" on October 30, 2023, the U.S. Patent and Trademark Office ("USPTO")…more

Artificial Intelligence, Biden Administration, Executive Orders, Intellectual Property Protection, Inventions

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Inflation Reduction Act of 2022: Corporate Minimum Tax

In Short - The Situation: On August 16, 2022, President Biden signed the Inflation Reduction Act of 2022 into law. The Act establishes a new 15% corporate minimum tax (the "CMT") on large U.S. corporations (generally those…more

Corporate Taxes, GILTI tax, Inflation Reduction Act (IRA), Tax Credits

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SEC Enforcement in Financial Reporting and Disclosure: 2023 Year-End Update

We are pleased to present our latest update on financial reporting and issuer disclosure enforcement activity. This White Paper primarily focuses on the U.S. Securities and Exchange Commission’s (“SEC”) enforcement activity…more

Disclosure Requirements, Enforcement Actions, Financial Reporting, Securities and Exchange Commission (SEC), Securities Regulation

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Business Restructuring Review September-October 2023 | Vol. 22 No. 5

Section 546(e) of the Bankruptcy Code’s “safe harbor” preventing avoidance in bankruptcy of certain securities, commodity, or forward-contract payments has long been a magnet for controversy. Several noteworthy court rulings…more

Article III, Bankruptcy Code, Chapter 11, Chapter 7, Commercial Bankruptcy

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New CFTC Enforcement on Carbon Markets Misconduct

Introduction - On June 20, 2023, the United States Commodity Futures Trading Commission ("CFTC") Whistleblower Office, a unit of the agency's Division of Enforcement ("DOE"), issued a rare alert, soliciting tips about…more

Anti-Fraud Provisions, Anti-Manipulation Rule, Carbon Emissions, CFTC, Financial Markets

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U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

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Climate Change Litigation Bombshell: Dutch Lower Court Orders Royal Dutch Shell to Reduce CO2 Emissions

The Ruling: On May 26, 2021, the Hague District Court ("Court") issued a ruling ordering Royal Dutch Shell Plc ("RDS"), the parent company of the Shell group with its registered office in the Netherlands, to ensure that the…more

Carbon Emissions, Climate Change, Corporate Counsel, Energy Sector, Netherlands

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FERC Revises Return on Equity Methodology for Electric Utilities, Yet Again

The Decision: The Federal Energy Regulatory Commission ("FERC") issued Opinion No. 569-A, refining the methodology it established in Opinion No. 569 for setting the return on equity ("ROE") that electric utilities earn on…more

Capital Assets, Electricity, Energy Sector, Federal Power Act, FERC

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Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

The Second Circuit recently revived a securities class action against the crypto exchange Binance Holdings Ltd., holding that plaintiffs plausibly alleged their transactions on the exchange were "domestic," as required by the…more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets, Financial Transactions

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The EU Green Bonds Regulation Is (Almost) Live

In a watershed moment for green and sustainability-linked bonds, on November 30, 2023, the Regulation on European Green Bonds ("EuGB Regulation") was published in the Official Journal of the European Union ("EU")…more

Climate Change, Environmental Social & Governance (ESG), EU, Green Bonds, Sustainability

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SEC Enforcement in Financial Reporting and Disclosure—2017 Year-End Update

2017 will most likely be remembered as a year of transition, as the Securities and Exchange Commission’s enforcement actions indicate, at least in the near term, an emphasis on specific initiatives and retail investor…more

Annual Reports, Anti-Retaliation Provisions, Audit Committee, Cybersecurity, Disclosure Requirements

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Federal Agencies Launch Joint Inquiry Into Private Investment in Health Care

DOJ, FTC, and HHS jointly announced the launching of a cross-government public inquiry into increasing private equity and corporate involvement in health care, the latest announcement in a string of public statements from the…more

Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC), Healthcare, Investment

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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Recent Changes to the Anti-Kickback Statute’s Personal Services Safe Harbor

The Situation: The Office of Inspector General ("OIG") recently modified the personal services and management contracts safe harbor of the federal Anti-Kickback Statute ("AKS"). These modifications expand protections to…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), Final Rules, Health Care Providers, Management Contracts

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Australian Financial Services Regulatory Update | Q3–Q4 2022

This edition of the Update covers: Recent legal and regulatory developments, including guidance to APRA-regulated entities following the cyber attacks on Medibank and Optus, the release of the inaugural Climate Vulnerability…more

ASIC, Australia, Banking Sector, Banks, Financial Institutions

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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Pay Now, Argue Later—Even if the Contractor is Going Bust: The NSW Security of Payment Regime and Distressed Contractors

In Short - The Situation: Security of payment ("SOP") legislation across Australia provides a "pay now, argue later" regime for payment claims by contractors in the construction industry. The legislation expressly provides…more

Australia, Construction Contracts, Construction Industry, Contractors, Security of Payment Act

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Another 401(k) Plan Sponsor Faces Novel Suit Regarding its Use of Forfeiture Funds

The Employee Retirement Income Security Act ("ERISA") plaintiffs' bar has found a new way to allege that 401(k) plan sponsors have breached their fiduciary duty…more

401k, Breach of Duty, Department of Labor (DOL), Employee Benefits, Employee Retirement Income Security Act (ERISA)

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Pay Now, Argue Later—Even if the Contractor is Going Bust: The NSW Security of Payment Regime and Distressed Contractors

In Short - The Situation: Security of payment ("SOP") legislation across Australia provides a "pay now, argue later" regime for payment claims by contractors in the construction industry. The legislation expressly provides…more

Australia, Construction Contracts, Construction Industry, Contractors, Security of Payment Act

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EPA Proposes New Set of Rules to Regulate PFAS Under RCRA

On February 8, 2024, the Environmental Protection Agency ("EPA") proposed two regulations that would add nine per- and polyfluoroalkyl substances ("PFAS") to the list of Resource Conservation and Recovery Act ("RCRA") "hazardous…more

CERCLA, Contamination, Environmental Policies, Environmental Protection Agency (EPA), Hazardous Substances

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Florida Governor Signs Sweeping Tort Reform Bill Into Law

On March 24, 2023, Florida Governor Ron DeSantis signed into law HB 837/SB 236, which is now in effect and will significantly impact tort cases…more

Governor DeSantis, Insurance Claims, Insurance Industry, Property Insurance, Tort Reform

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Dutch Limited Partnerships Attractive Alternative to Luxembourg and Irish Fund Structuring

Proposed changes to Dutch tax law will make Dutch limited partnerships attractive private equity and venture capital fund and feeder fund alternatives to Irish and Luxembourg equivalents. A Dutch limited partnership…more

Business Entities, Business Taxes, Corporate Taxes, International Tax Issues, Limited Partnership Agreements

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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California’s Efforts to Regulate ACOs Hit a Speedbump

The Situation: On October 8, 2018, California's Office of Administrative Law ("OAL") rejected a regulation that the Department of Managed Health Care ("DMHC") proposed. The regulation would require accountable care organizations…more

ACOs, Administrative Procedure Act, Comment Period, Health Care Providers, Medicare Shared Savings Program

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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IRS Updates Fast-Track Program for Certain Corporate Tax Rulings

A new program offers rulings in 12 weeks, even absent a showing of business need. Revenue Procedure 2023-26, issued July 26, 2023, in replacement of a popular 18-month pilot program under Revenue Procedure 2022-10, continues…more

Annual Filings, Corporate Taxes, Fast Track Process, Federal Taxes, Filing Deadlines

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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Ninth Circuit Rejects Insurer's Attempt to Apply D&O Policy's "Insured vs. Insured" Exclusion to Defeat Coverage

The Ninth Circuit recently affirmed a lower court's ruling that a Directors and Officers Liability ("D&O") insurer had a duty to defend against a lawsuit brought by investors in an insured's commercial development project. In a…more

D&O Insurance, Denial of Insurance Coverage, Insurance Claims, Insurance Industry, Policy Exclusions

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Taxpayers Cannot Sue Out-of-State Taxing Authorities in Local Courts

The Supreme Court ruling will prevent taxpayers from challenging assessments from out-of-state taxing authorities in local courts. On May 13, 2019, the U.S. Supreme Court ruled that states retain sovereign immunity from…more

Internet Retailers, Interstate Commerce, Out-of-State Companies, Physical Presence Test, Sales & Use Tax

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Fifth Circuit Suggests Claims for Make-Whole Amounts Should Be Disallowed

The Situation On January 17, 2019, the Fifth Circuit strongly suggested that claims for make-whole damages be characterized as "unmatured interest" and that claims for postpetition interest on unsecured debt be limited in…more

Absolute Priority Rule, Bankruptcy Code, Best Interest Standard, Cramdown, Creditors

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Global Spotlight on Labor Trafficking in Health Care and Corporate Supply Chains

Courts and legislatures both in the United States and abroad continue to prioritize the eradication of labor trafficking in corporate supply chains, including those in the health care industry. For example, in the United States,…more

Alien Tort Statute, Child Labor, Due Diligence, Forced Labor, Human Rights

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Ripple and Terraform Labs: Two New York District Courts Address the Status of Certain Crypto Assets as Securities

In Short - The Situation: Recently, two judges in Southern District of New York were required to apply the Howey test in separate cases to decide whether sales of certain crypto assets were investment contracts, and thus…more

Administrative Procedure Act, Cryptoassets, Cryptocurrency, Digital Assets, Due Process

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Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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DOJ Obtains First Divestitures in a Criminal Antitrust Case

The U.S. Department of Justice Antitrust Division ("DOJ") recently resolved a criminal case with Teva Pharmaceuticals and Glenmark Pharmaceuticals via deferred prosecution agreements ("DPAs"), which include a novel remedy for a…more

Anti-Competitive, Antitrust Violations, Bid Rigging, Competition, Corporate Counsel

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Business Restructuring Review | May–June 2023 | Vol. 22 No. 3

Section 363(m) of the Bankruptcy Code provides that the reversal or modification of an order approving a sale or lease of assets in bankruptcy does not affect the validity of the sale or lease to a good-faith purchaser or lessee…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Preferences, Chapter 11, Chapter 13

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DOJ Updates Corporate Compliance Program Guidance and Announces New Policy Initiatives and Enforcement Resources

In Short - The Situation: As a follow-up to the deputy attorney general's September 2022 memorandum, the U.S. Department of Justice ("DOJ" or "Department") announced in March 2023 significant updates to its corporate…more

Compliance, Corporate Crimes, Corporate Misconduct, Criminal Prosecution, Department of Justice (DOJ)

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SEC Adopts Final Dodd-Frank Act Clawback Rules: An A-to-Z Explanation

As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act in 2010, on October 26, 2022, the Securities and Exchange Commission adopted final rules directing the national securities exchanges and national…more

Clawbacks, Disclosure Requirements, Dodd-Frank, Final Rules, Incentive Compensation

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OCC Fintech Charter Headed to the Second Circuit

The Situation: The Office of the Comptroller of the Currency ("OCC") has appealed a decision from the Southern District of New York that concluded that the OCC lacks the authority to grant "Fintech Charters" to nondepository…more

Consumer Financial Products, Depository Institutions, FDIC, Financial Services Industry, FinTech

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En Banc Federal Circuit Questions Standard for Design Patent Obviousness

Changes to design patent validity law may be coming thanks to LKQ v. GM, a case that we’ve been tracking since April 2021. On February 5, 2024, in a rare en banc hearing, the Court of Appeals for the Federal Circuit asked tough…more

Corporate Counsel, Design Patent, En Banc Review, Intellectual Property Litigation, Intellectual Property Protection

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Additional Changes in German Foreign Direct Investment Control

The 17th amendment to the German Foreign Trade and Payment Ordinance ("AWV") adopted by the federal government on April 27, 2021, included—compared to the original draft—a number of changes relevant to M&A transactions with a…more

Acquisitions, Foreign Direct Investment, Foreign Investment, Germany, Mergers

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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UK Court of Appeal Diverges From EU Trademark Law

The UK Court of Appeal has for the first time chosen to diverge from a decision of the Court of Justice of the European Union ("CJEU"), making use of the powers given to it following the UK's exit from the European Union…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, European Union Intellectual Property Office (EUIPO), Intellectual Property Protection

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Federal Circuit Finds Deuterated Analogs Of Small Molecule Drug Obvious

On August 22, 2023, the Federal Circuit issued a nonprecedential decision holding that claims directed to deuterated analogs of ruxolitinib were unpatentable as obvious. Sun Pharm. Indus., Inc. v. Incyte Corp., No. 2019-2011,…more

Healthcare, Intellectual Property Protection, Life Sciences, Obviousness, Patent Infringement

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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FDA's Final Device Manufacturing Rule—Not Quite Harmonious With Status Quo

Amending prior requirements, medical device manufacturers and importers have two years to comply with FDA's Quality Management System Regulation final rule, a similar approach to prior good manufacturing practices but with…more

Final Rules, Food and Drug Administration (FDA), Healthcare, Life Sciences, Manufacturers

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Dubai's Digital Assets Aspirations

In Short - The Situation: On 11 March 2022, Dubai Law No. 4 of 2022 Regulating Virtual Assets in the Emirate of Dubai (the "Law") came into effect. The Law establishes the foundation of a regulatory regime for virtual assets in…more

Blockchain, Cryptocurrency, Digital Assets, Dubai, Popular

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COVID-19 and Merger Litigation: Takeaways After Two Years

Before the pandemic, it was generally accepted that establishing an MAE was very difficult—indeed, only one case in Delaware, 2018's Akorn v. Fresenius Kabi, had ever found that an MAE occurred. Following the pandemic, this…more

Acquisition Agreements, Breach of Contract, Coronavirus/COVID-19, Corporate Sales Transactions, Material Adverse Effects

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U.S. Supreme Court Allows Personal Jurisdiction Based on Corporate Registration

The decision risks opening the door to increased forum shopping in states with consent-by-registration systems, but significant questions remain about the extent of those risks…more

Due Process, Forum Shopping, Mallory v Norfolk Southern Railway Co, Personal Jurisdiction, SCOTUS

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Double-Dip Financings: The Next Wave in European Liability Management?

A “double-dip” structure is considered a way to allow some creditors to have multiple claims against key obligors arising out of the same underlying transactions. These additional claims could improve their position relative to…more

Commercial Bankruptcy, Corporate Restructuring, Creditors, Debt, Debtors

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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The European Commission's "Connectivity Package" Set to Reshuffle the Telecom Sector

In Short - The Situation: The European Commission has presented three initiatives to transform the connectivity sector on 23 February 2023 (the "Connectivity Package")…more

Broadband, European Commission, Infrastructure, Telecommunications

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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Amendments to the Hong Kong Codes on Takeovers and Mergers and Share Buybacks

In Short - The Situation: Certain provisions of the current Codes on Takeovers and Mergers and Share Buybacks of Hong Kong (the "Codes") may cause confusion to companies and relevant stakeholders in complying with the Codes…more

Consultation Papers, Hong Kong, Hong Kong Securities and Futures Commission (HKSFC), Merger Agreements, Proposed Amendments

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French Anticorruption Agency and French National Financial Prosecutor's Office Publish Updated Guide on Internal Anticorruption Investigations

On March 14, 2023, the French Anticorruption Agency ("AFA") and the Parquet National Financier ("PNF") jointly published a new version of their guide relating to internal anticorruption investigations (the "Guide")…more

Anti-Corruption, Bribery, Corruption, France, Internal Investigations

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Italy: 110% Tax Deduction Enacted for Certain Energy and Anti-Seismic Works on Existing Buildings

The Situation: For years, the Italian tax system has provided for certain tax deductions from income taxes in case of building restoration works. The Result: The tax deduction from income taxes has now been increased to 110%…more

Energy-Efficiency Tax Credits, Financial Institutions, Income Taxes, International Tax Issues, Italy

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Directors' Duties—A European Overview: Financial Distress and COVID-19 - November 2020

A company or group's financial distress causes significant turmoil for its owners, directors, managers, employees and often its suppliers and other creditors. For directors in particular, there are significant responsibilities…more

Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Governance, Corporate Restructuring, Debt Restructuring

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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Executive Order on Promoting Competition in the American Economy: A Focus on Patent and Drug Law to Reduce Health Care Spending

Each year, Americans spend more than $1,500 per person on prescription drugs. Critics calling for measures to lower prescription drug costs often cast blame on alleged abuses of patent and competition laws. To address these…more

Anti-Competitive, Biden Administration, Biosimilars, Biotechnology, Competition

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CFPB Seeks to Expand Regulatory Powers Over Consumer Payment Tech Entities

On November 7, 2023, the Consumer Financial Protection Bureau ("CFPB") issued a proposed rule that would grant it supervisory authority over major nonbank technology companies in the consumer digital payments space…more

Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Credit Cards, Credit Reports, Digital Wallets

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Courts Are Closely Following Amended Rule 37(e)’s Limits on Sanctions for Lost Electronically Stored Information

Within two years of its implementation, several cases show that amended Rule 37(e) is having its intended impact, as judges are carefully applying the criteria articulated in the Rule prior to ordering curative measures or…more

Adverse Inference Instructions, Attorney's Fees, Burden of Proof, Data Retention, Discovery

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Who, What, When: The Impact of the EU CSRD on Non-EU Companies

The EU’s Corporate Sustainability Reporting Directive (“CSRD”) requires the most detailed and onerous ESG reporting and disclosures anywhere in the world. All told, it is estimated that more than 50,000 companies, including at…more

Air Pollution, Biodiversity, Climate Change, Disclosure Requirements, Due Diligence

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The Climate Report | Third Quarter 2022

REGULATORY ISSUES & UPDATES - European Taxonomy Regulation Extended to Natural Gas and Nuclear Energy - The regulation is likely to create new opportunities for natural gas and nuclear energy in the European Union, though…more

Carbon Emissions, Climate Change, Energy Sector, Environmental Policies, Greenhouse Gas Emissions

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FAQs for Recent FTC Actions Against Employer/Employee Non-Compete Clauses

In early January 2023, the Federal Trade Commission ("FTC") proposed an unprecedented rule banning most employer/employee non-compete clauses. As detailed below, the rule is not likely to take effect for at least eight months,…more

Comment Period, Contract Terms, Employment Contract, Federal Trade Commission (FTC), FTC Act

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The Australian Parliament Enacts Magnitsky-style Laws

Australia's Existing Autonomous Sanctions Regime - Australia's existing autonomous sanctions regime is set out in the Autonomous Sanctions Act 2011 (Cth) ("Act")…more

Anti-Corruption, Australia, Corruption, Economic Sanctions, Financial Transactions

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Second Circuit Concludes Commodity Exchange Act Claims Accrue When Plaintiffs Learn Of Their Injuries

Under the "discovery accrual rule" discovery of the injury starts the clock for statute of limitations purposes. On February 28, 2019, the Second Circuit issued an important decision regarding the statute of limitations for…more

Class Action, Commodity Exchange Act (CEA), Enforcement Actions, Financial Markets, Motion to Dismiss

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Connecticut Appellate Court Issues Mixed Ruling on Coverage for Asbestos Liabilities

Manufacturers with asbestos liabilities should pay attention to the March 7, 2017, ruling in R.T. Vanderbilt Company v. Hartford Accident and Indemnity Company by the Connecticut Appellate Court. While the court issued…more

Asbestos, Asbestos Litigation, Civil Liability, Continuous Trigger Theory, Indemnity Insurance

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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New York Governor Proposes Stringent Cybersecurity Regulations for Hospitals

New York is the first state to propose cybersecurity requirements for all hospitals operating in the state to address patient safety and other cybersecurity related issues…more

Chief Information Security Officer (CISO), Cyber Threats, Cybersecurity, Data Protection, Health Insurance Portability and Accountability Act (HIPAA)

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The Climate Report | Second Quarter 2023

"Green Day" in the UK - As part of its "Powering Up Britain" strategy, the UK government has published a series of documents setting out its vision for the UK's transition to net zero and the strengthening of UK energy…more

Biden Administration, Climate Action Plan, Climate Change, Energy Policy, Energy Reform

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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New Guidance for Dutch Prosecutor on the Investigation and Prosecution of Foreign Corruption

On October 1, 2020, the new Instruction on the Investigation and Prosecution of Foreign Corruption for the Dutch Public Prosecution Service ("DPPS") entered into force, indicating certain factors that play a role in determining…more

Anti-Bribery, Anti-Corruption, Bribery, Compliance, Corruption

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UK Court of Appeal Diverges From EU Trademark Law

The UK Court of Appeal has for the first time chosen to diverge from a decision of the Court of Justice of the European Union ("CJEU"), making use of the powers given to it following the UK's exit from the European Union…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, European Union Intellectual Property Office (EUIPO), Intellectual Property Protection

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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Adoption of Final Version of European Green Bond Standard: A New Landmark Tool for Sustainable Finance

The Situation: On October 5, 2023, the European Parliament and the Council of the European Union adopted the European Green Bond Regulation ("EuGB Regulation"), establishing a voluntary harmonized standard open to both EU and…more

EU, European Commission, European Securities and Markets Authority (ESMA), Financial Markets, Green Bonds

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The Back-and-Forth Continues: NLRB Once Again Seeks to Broaden Its Joint-Employer Standard

In Short - The Situation: The National Labor Relations Board ("NLRB" or "Board") recently issued a Notice of Proposed Rulemaking to articulate the standard for determining joint-employer relationships under the National Labor…more

Comment Period, Employer Liability Issues, Joint Employers, NLRA, NLRB

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Navigating Indemnity Disputes in an Ever-Changing Legal Environment

In Short - The Background: Indemnity clauses are often included in contracts and can be extremely valuable, but they also raise many potential challenges to enforcing them, including state statutes, common law limitations,…more

Commercial General Liability Policies, Construction Contracts, Construction Project, Contract Disputes, Contract Terms

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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SEC Adopts Final Rules Regarding Share Repurchases and Related Disclosures

On May 3, 2023, the Securities and Exchange Commission adopted final rules regarding public company issuers' share repurchases and Rule 10b5-1 trading plans. Although the final rules are not as burdensome as the proposed rules,…more

10b5-1 Plans, Disclosure Requirements, Form 10-K, Regulation S-K, Securities and Exchange Commission (SEC)

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Fifth Circuit Requires "Rigorous Scrutiny" Before District Courts Authorize Notice in FLSA Collective Actions

The Situation: A district court in the Fifth Circuit granted conditional certification under the Fair Labor Standards Act ("FLSA") to a class of allegedly misclassified truck drivers, analyzing certification using the widely…more

ADEA, Collective Actions, Commercial Truck Drivers, Discovery, Fair Labor Standards Act (FLSA)

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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SCOTUS Holds Whiskey-Themed Dog Toy Not Entitled to First Amendment Protection

In a closely watched trademark infringement case, the Supreme Court of the United States held that when an alleged infringer uses a trademark as a source identifier for the infringer's own products, the First Amendment does not…more

Dilution, First Amendment, Free Speech, Intellectual Property Protection, Jack Daniels Properties Inc v VIP Products LLC

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Texas Legislature Passes Law Creating New Business Courts

On May 12, 2023, the Texas Senate passed House Bill 19. Once signed by Governor Greg Abbott, Texas will create a new specialized court that will alter how high-stakes business disputes are resolved…more

Business Court, State and Local Government, State Legislatures

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FDA's Final Device Manufacturing Rule—Not Quite Harmonious With Status Quo

Amending prior requirements, medical device manufacturers and importers have two years to comply with FDA's Quality Management System Regulation final rule, a similar approach to prior good manufacturing practices but with…more

Final Rules, Food and Drug Administration (FDA), Healthcare, Life Sciences, Manufacturers

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Availability of Document on Government Website Insufficient for Institution

In denying inter partes review in OBM, Inc. & Cholla Energy LLC v. Lancium LLC, the PTAB again made clear that “technical availability” of a reference is not enough to establish it is a printed publication. Here, the PTAB held…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Obviousness, Patent Infringement, Patent Litigation

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

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EPA Issues the First-Ever National Drinking Water Standard for PFAS

On April 10, 2024, the U.S. Environmental Protection Agency ("EPA") announced its highly anticipated final National Drinking Water Regulation ("NPDWR") for six per-and polyfluoroalkyl substances ("PFAS"), which establishes…more

Drinking Water, Environmental Policies, Environmental Protection Agency (EPA), Final Rules, PFAS

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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Vaccination FAQs for European Employers

The Situation: With COVID-19 vaccination campaigns underway throughout Europe, employers are eager for a return to pre-pandemic activities. However, given the pace of the vaccine roll-out and ongoing workplace restrictions and…more

Coronavirus/COVID-19, Employer Liability Issues, Employment Policies, EU, Infectious Diseases

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SEC Brings Its First Enforcement Action Against Non-Fungible Token Sellers

Two SEC commissioners dissented and urged the Commission to provide further guidance on non-fungible tokens ("NFTs")…more

Cryptoassets, Cryptocurrency, Digital Assets, Enforcement Actions, Howey

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Texas Legislature Passes Law Creating New Business Courts

On May 12, 2023, the Texas Senate passed House Bill 19. Once signed by Governor Greg Abbott, Texas will create a new specialized court that will alter how high-stakes business disputes are resolved…more

Business Court, State and Local Government, State Legislatures

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Delaware Chancery Court Strikes 5% Poison Pill With "Extreme" Features

The Background: The Delaware Chancery Court held that a board of directors breached its fiduciary duties in adopting a shareholder rights plan, or "poison pill," with an unprecedented combination of "extreme" features, including…more

Board of Directors, Breach of Duty, Fiduciary Duty, Poison Pill, Shareholder Activism

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Earnout Provisions: When Litigation Arises and How to Avoid It

The use of earnout provisions, which buyers and sellers often use to bridge differing views of value, is on the rise, especially in the private equity and corporate venture capital markets. This White Paper examines how courts…more

Acquisition Agreements, Buyers, Earn-Outs, Federal Arbitration Act, Merger Agreements

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Vital Signs: Digital Health Law Update | Winter 2024

Welcome to Vital Signs, a curated compilation of the latest legal and regulatory developments in digital health. Our lead article reports on HHS' recent final rule on the confidentiality of substance use disorder patient…more

Consent, Data Privacy, Data Security, DEA, Department of Health and Human Services (HHS)

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Cryptocurrencies and Risk Under the Antiterrorism Act

In Short - The Situation: Terrorists may be increasingly turning to cryptocurrencies to evade sanctions and finance terrorist acts, as recent prosecutions and reports suggest. Under the Antiterrorism Act ("ATA"), as amended…more

AML/CFT, Antiterrorism Act, Cryptocurrency, Decentralized Finance (DeFi), Department of Justice (DOJ)

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Enacting President Biden's Infrastructure Bill: Opportunities in The Infrastructure Investment and Jobs Act

The Road Towards Better Infrastructure On November 15  2021, President Biden signed into the law the long-awaited Bipartisan Infrastructure Framework, The Infrastructure Investment and Jobs Act ("IIJA")…more

Biden Administration, Broadband, Carbon Capture and Sequestration, Clean Energy, Electric Vehicles

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PTAB Rejects Double-Dose of Prior Art

In Sandoz Inc. v. Acerta Pharma B.V. (IPR2023-00478), a Patent Trial and Appeal Board (“PTAB”) panel denied IPR institution where the asserted prior art was cumulative of that considered during prosecution. This denial included…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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Amended New York WARN Regulations Now in Effect

The New York State Department of Labor has published amended WARN regulations that provide guidance on a number of topics, including treatment of remote workers, applicability of exemptions, pay in lieu of notice, calculating…more

Amended Regulation, Employees, Hiring & Firing, Layoff Notices, Layoffs

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Federal Circuit Denies Petition for Rehearing En Banc Filed By Cellect, LLC

The Federal Circuit denied Cellect, LLC's petition for rehearing en banc of the In re Cellect case, which held that the expiration of a patent for obviousness-type double patenting ("ODP") purposes is the expiration date after…more

En Banc Review, Intellectual Property Protection, Obviousness, Obviousness-Type Double Patenting (ODP), Patent Infringement

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California Recognizes First Exception to Mandatory Preference Statute for Coordinated Proceedings

On March 23, 2022, the California Supreme Court denied review of the Court of Appeal's decision in Isaak et al. v. Superior Court of Contra Costa County. In Isaak, the Court of Appeal held that the provisions governing…more

Appeals, CA Supreme Court, Cal Code of Civil Procedure, Judicial Proceedings, Standards & Procedures

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Belgian and French Courts Ruled on New Climate Lawsuits Against Governments

On May 26, 2021, the Hague District Court ordered, in a groundbreaking decision, Royal Dutch Shell Plc to ensure that the aggregate annual volume of all carbon dioxide emissions of the Shell group, its suppliers, and customers…more

Air Pollution, Belgium, Carbon Emissions, Climate Change, Duty of Care

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DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

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“Known” Claim Elements Alone Insufficient for Motivation to Combine

In a precedential opinion, the Federal Circuit reversed a Patent Trial and Appeal Board (“PTAB”) decision in holding that certain claims of the Virtek patent (U.S. Patent No. 10,052,734) were unpatentable as obvious. See Virtek…more

Appeals, Cross-Appeals, Inter Partes Review (IPR) Proceeding, Obviousness, Patent Infringement

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Second Circuit Precludes Foreign Proceedings Discovery From U.S. Counsel

This is a significant decision, given how often non-U.S. clients entrust U.S. law firms with their documents. On July 10, 2018, the U.S. Court of Appeals for the Second Circuit ruled that law firm Cravath need not divulge…more

28 U.S.C. § 1782, Attorney Communications, Attorney-Client Privilege, Discovery, Document Productions

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California Becomes the First State to Ban Four Common Food Additives

With the swipe of a pen, California Governor Gavin Newsom starts the California Food Safety Act countdown to a 2027 statewide ban on four popular food additives. Starting January 1, 2027, companies manufacturing, selling,…more

Additive Manufacturing, California, Dietary Supplements, Food & Drug Regulations, Food and Drug Administration (FDA)

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New Fast-Track Liquidation Procedures in the Netherlands

The Background: On November 15, 2023, the Temporary Fast-Track Liquidation Transparency Act (Tijdelijke Wet Transparantie Turboliquidatie) (the "Act") came into force in the Netherlands, temporarily changing certain statutory…more

Bankruptcy Code, Commercial Bankruptcy, Disclosure Requirements, Fast Track Process, Legal Entities

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The Climate Report | First Quarter 2022

The delegated regulation includes a new comprehensive and unified reporting methodology to direct investments toward environmentally sustainable economic activities…more

Climate Action Plan, Climate Change, Environmental Policies, Environmental Protection Agency (EPA), Environmental Social & Governance (ESG)

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The EU Green Bonds Regulation Is (Almost) Live

In a watershed moment for green and sustainability-linked bonds, on November 30, 2023, the Regulation on European Green Bonds ("EuGB Regulation") was published in the Official Journal of the European Union ("EU")…more

Climate Change, Environmental Social & Governance (ESG), EU, Green Bonds, Sustainability

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Saudi Council of Ministers Approves 100% Foreign Ownership of Engineering Consultancies

Currently, Saudi Arabian law permits foreign direct investment in engineering consultancies operating in the private sector only through a professional company licensed by the Ministry of Commerce and Industry ("MOCI")…more

Engineering, Foreign Corporations, Foreign Direct Investment, Foreign Investment, Foreign Subsidiaries

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JONES DAY TALKS®: Court Grants Stay on SEC’s Climate Disclosure Rule, but Companies Should Continue Preparations

On Friday, March 15, the U.S. Court of Appeals for the Fifth Circuit granted an administrative stay of the SEC’s final Climate Disclosure Rules, adopted just over a week earlier. All of the challenges to the Rules filed in…more

Administrative Stay, Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements

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New State Health Privacy Laws—Moving Beyond HIPAA and Recasting Consumer Health Data Rights?

New, first-of-their-kind consumer health data privacy laws in Washington and Nevada are designed to provide state-level protections for personal health data not covered by the Health Insurance Portability and Accountability Act…more

Data Privacy, Data Protection, Gramm-Leach-Blilely Act, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA)

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How to Conduct a Product Recall in Australia: A Guide

Product recalls are becoming increasingly common. The Australian Competition and Consumer Commission ("ACCC") and industry-specific regulators are very active in both overseeing product recalls and prosecuting non-compliance…more

Australia, Australian Competition and Consumer Commission (ACCC), Food Recalls, Manufacturers, Product Defects

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Connecticut Appellate Court Issues Mixed Ruling on Coverage for Asbestos Liabilities

Manufacturers with asbestos liabilities should pay attention to the March 7, 2017, ruling in R.T. Vanderbilt Company v. Hartford Accident and Indemnity Company by the Connecticut Appellate Court. While the court issued…more

Asbestos, Asbestos Litigation, Civil Liability, Continuous Trigger Theory, Indemnity Insurance

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CFPB Seeks to Expand Regulatory Powers Over Consumer Payment Tech Entities

On November 7, 2023, the Consumer Financial Protection Bureau ("CFPB") issued a proposed rule that would grant it supervisory authority over major nonbank technology companies in the consumer digital payments space…more

Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Credit Cards, Credit Reports, Digital Wallets

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2022 Anti-Money Laundering and Sanctions Year in Review

In 2022, anti-money laundering ("AML") and sanctions controls were at the center of regulatory and enforcement activities in the United States and abroad. Globally, governments have continued to recognize the impact of AML…more

Anti-Money Laundering, Bank Secrecy Act, Financial Crimes, Financial Institutions, Financial Transactions

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Ohio Grants Broad Immunity From COVID-19 Lawsuits; Includes Health Care Providers

Ohio House Bill 606 grants temporary immunity from civil actions related to the transmission of COVID-19 and limited immunity to health care providers related to civil actions and professional disciplinary actions. On…more

Coronavirus/COVID-19, Governor DeWine, Gross Negligence, Health Care Providers, Immunity

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DOJ/FTC Propose Massive Changes to HSR Premerger Filings: What You Need to Know

The Federal Trade Commission (“FTC”) and U.S. Department of Justice Antitrust Division (“DOJ”) have proposed to expand dramatically the scope and burden of preparing a merger filing in the United States. The proposed changes to…more

Acquisition Agreements, Antitrust Division, Antitrust Provisions, Corporate Sales Transactions, Department of Justice (DOJ)

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European Aviation Arbitration Court Takes Flight

In Short - The Situation: In July 2022, the Netherlands Arbitration Institute launched the Hague Court of Arbitration for Aviation ("Hague CAA"), an aviation arbitration court and mediation center seated in The Hague,…more

Arbitration, Arbitration Agreements, Aviation Industry, Dispute Resolution

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Court Finds AI-Generated Work Not Copyrightable for Failure to Meet "Human Authorship" Requirement—But Questions Remain

In Short - The Background: Generative artificial intelligence ("GenAI") tools allow individuals to readily generate content, including works that traditionally would be copyrightable if authored by a human being, such as…more

Artificial Intelligence, Authorship, Copyright, Copyright Infringement, Copyright Litigation

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California Emissions Bills: What Your Company Needs to Know

In Short - The Situation: The California legislature passed landmark climate bills that surpass emissions disclosure requirements of any other existing state law. The bills are branded as the nation's first comprehensive…more

California, CARB, Climate Action Plan, Climate Change, Disclosure Requirements

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Much-Anticipated Tax Reporting Regulations on Digital Asset Transactions Issued

Proposed regulations addressing new tax reporting requirements for cryptocurrencies and other digital assets have been issued by the IRS and Treasury…more

Digital Assets, IRS, Proposed Regulation, Reporting Requirements, U.S. Treasury

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Pay Now, Argue Later—Even if the Contractor is Going Bust: The NSW Security of Payment Regime and Distressed Contractors

In Short - The Situation: Security of payment ("SOP") legislation across Australia provides a "pay now, argue later" regime for payment claims by contractors in the construction industry. The legislation expressly provides…more

Australia, Construction Contracts, Construction Industry, Contractors, Security of Payment Act

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HHS-OIG Issues FAQ Guidance Related to Pharmacy Benefit Manager Arrangements

The U.S. Department of Health and Human Services, Office of Inspector General ("OIG") has provided insight into the applicability of the discount and group purchasing organization safe harbors to payments retained by pharmacy…more

Department of Health and Human Services (HHS), Group Purchasing Organizations (GPO), Healthcare, OIG, Pharmacy Benefit Manager (PBM)

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Mexico Moves Forward With Bill to Regulate Outsourcing

On April 20, 2021, the Senate approved the bill sent by the president of Mexico that contains several provisions regulating outsourcing arrangements (the "Bill"). The Bill seeks to amend the Federal Labor Law, the Social…more

Federal Labor Laws, Income Taxes, International Tax Issues, Mexico, Outsourcing

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The Climate Report | Second Quarter 2022

REGULATORY ISSUES & UPDATES - UK Introduces New Climate-Related Disclosure Regulations for UK Companies and LLPs - The Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 2022 ("the…more

Biden Administration, Climate Action Plan, Climate Change, Corporate Governance, Corporate Social Responsibility

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Companies to Navigate Complex and Changing Requirements Focused on Combatting Forced Labor in Supply Chains

In recent months, a wide variety of forced labor issues have caught the attention of legislators, regulators, the media, and the public. The press is also attuned to the issue of forced labor and the use of child labor in the…more

Anti-Trafficking Statutes, Child Labor, Environmental Social & Governance (ESG), Forced Labor, Human Rights

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Business Restructuring Review Vol. 21, No. 5 | September–October 2022

Bankruptcy and appellate courts disagree over the standard that should apply to a request for payment of a break-up fee or expense reimbursement to the losing bidder in a sale of the debtor’s assets outside the ordinary course…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors

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Who Needs Customers, Anyway? New SEC Rules Turn Traders Into Dealers

The Securities and Exchange Commission (the "SEC" or "Commission") has adopted new rules that further define the phrase "part of a regular business" for purposes of determining whether a person is a "dealer" or "government…more

Dealers, Financial Industry Regulatory Authority (FINRA), Investment Adviser, New Rules, Registration Requirement

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Supreme Court Rules California Cannot Force Nonprofits to Disclose Donors

The U.S. Supreme Court strikes down California law requiring charitable organizations to disclose their donors to the state. On July 1, 2021, the U.S. Supreme Court in Americans for Prosperity Foundation (AFP) v. Bonta held that…more

Americans for Prosperity Foundation (AFP) v. Bonta, Charitable Donations, Charitable Organizations, First Amendment, Freedom of Association

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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Honest Application Mistakes Do Not Invalidate Copyright Registration

The Supreme Court holds that the Copyright Act's safe harbor provision preserves the validity of a copyright registration notwithstanding an inaccuracy in the underlying application based on a good-faith mistake—regardless of…more

Copyright, Copyright Applications, Copyright Registration, Intellectual Property Protection, Plain Error

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In Keeping With Global Trend, Youths Continue to Advance Climate Litigation in the United States in 2023

On August 14, 2023, a Montana state court issued a first-of-its-kind judgment in the United States in favor of young plaintiffs in climate litigation. The action Held v. Montana featured 16 youth plaintiffs alleging that state…more

Climate Action Plan, Climate Change, Due Process, Environmental Justice, Environmental Policies

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FinCEN Issues Final Rule Extending Beneficial Ownership Information Reporting Deadline for New Entities

The Financial Crimes Enforcement Network ("FinCEN") has issued a final rule ("Final Rule") extending the initial reporting deadline for new entities required to file beneficial ownership information ("BOI") with FinCEN to 90…more

Beneficial Owner, Corporate Transparency Act, Final Rules, Financial Crimes, FinCEN

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Monthly Update—Australian Labour & Employment - February 2017

MESSAGE FROM THE EDITOR - In this edition of the Update, we discuss two significant developments that are likely to have far-reaching impacts for employers and employees across Australia. First, we discuss the proposed…more

Australia, Corporate Counsel, Fair Work Act, Fair Work Commission, Fast-Food Industry

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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New Year, New Mass Arbitration Rules From the AAA

On January 15, 2024, the American Arbitration Association ("AAA") published updates to its Mass Arbitration Supplementary Rules and Fee Schedule, aimed at streamlining the mass arbitration process and reducing costs…more

American Arbitration Association, Arbitration, Arbitration Agreements, Arbitrators, Business Disputes

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Dutch Limited Partnerships Attractive Alternative to Luxembourg and Irish Fund Structuring

Proposed changes to Dutch tax law will make Dutch limited partnerships attractive private equity and venture capital fund and feeder fund alternatives to Irish and Luxembourg equivalents. A Dutch limited partnership…more

Business Entities, Business Taxes, Corporate Taxes, International Tax Issues, Limited Partnership Agreements

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Expectation of Success Analysis Need Not Be Separate

In Elekta Limited v. Zap Surgical Systems, Inc., the Federal Circuit recently affirmed a PTAB decision finding certain claims of a patent owned by Elekta Limited (“Elekta”) to be unpatentable, even though the PTAB decision had…more

Evidentiary Standards, Final Written Decisions, Intellectual Property Litigation, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding

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U.S. Supreme Court Limits Affirmative Action

In a 6–3 decision likely to have immediate impacts beyond the world of higher education, on June 29, 2023, the U.S. Supreme Court held that Harvard's and the University of North Carolina's admissions programs violate the Equal…more

Affirmative Action, Civil Rights Act, College Admissions, Diversity, Educational Institutions

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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Capital Relief for Software Assets: European Commission Amends Own Fund Requirements

The Development: New Regulation (EU) 2020/2176 (the "Regulation") provides regulatory capital relief, allowing certain software assets to be considered when calculating Common Equity Tier 1 ("CET1") capital. It entered into…more

Capital Requirements, Credit Institutions, European Commission, Financial Institutions, Financial Services Industry

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California 2020 Ballot Initiatives Pose Risk of Major Changes to Commercial Real Estate

The Situation: With the changes proposed to taxation of commercial real estate and residential rent control on the 2020 ballot, the real estate landscape may be changing in California. The Result: Propositions 15 and 21, if…more

Ballot Measures, Commercial Property Owners, Commercial Real Estate Market, Investors, Local Ordinance

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The District of Delaware Announces New Procedures for Assigning Civil Cases

On May 26, 2017, the United States District Court for the District of Delaware announced new procedures for assigning cases and handling case-dispositive issues…more

Courthouses, Judge Stark, Judges, Patents, State of Incorporation

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U.S. FAA Publishes Airplane Fuel Efficiency Final Rule

On February 16, 2024, the U.S. Federal Aviation Administration ("FAA") issued an airplane fuel efficiency final rule, which implements reduced CO2 emissions standards into the FAA's aircraft certification rules. See 89 Fed. Reg…more

Aircraft, Aviation Industry, Environmental Protection Agency (EPA), Federal Aviation Administration (FAA), Final Rules

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Telehealth Awareness Week: Insights on Telehealth

In support of the American Telemedicine Association's Telehealth Awareness Week (September 19-25, 2021), Jones Day's Digital Health team shared key insights on various legal topics applicable to telehealth. Jones Day's…more

Coronavirus/COVID-19, Digital Health, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA), Infectious Diseases

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Double-Dip Financings: The Next Wave in European Liability Management?

A “double-dip” structure is considered a way to allow some creditors to have multiple claims against key obligors arising out of the same underlying transactions. These additional claims could improve their position relative to…more

Commercial Bankruptcy, Corporate Restructuring, Creditors, Debt, Debtors

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UK Court of Appeal Diverges From EU Trademark Law

The UK Court of Appeal has for the first time chosen to diverge from a decision of the Court of Justice of the European Union ("CJEU"), making use of the powers given to it following the UK's exit from the European Union…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, European Union Intellectual Property Office (EUIPO), Intellectual Property Protection

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Germany Adopts New Competition Rules for Tech Platforms

The Development: The Bundestag, the German legislature, amended Germany's antitrust laws to include special competition rules for digital platform "companies with overwhelming importance for competition across multiple markets."…more

Acquisitions, Antitrust Provisions, Antitrust Violations, Competition, Digital Service Providers

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French Blocking Statute: A Renewed Interest?

Recent laws—such as the 2016 Sapin 2 Law and the new EU General Data Protection Regulation—provide for rules that are intended to ensure compliance with the French Blocking Statute, which prohibits any French party from…more

Blocking Statutes, Cross-Border, Data Protection, Discovery, Document Productions

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New York Proposes Exemption From Bar to Contribution Claims for PFAS Cleanup

The proposed amendment to NY law establishes a right to contribution for cost-recovery claims for settling parties in tort actions who clean up PFAS contamination. Per- and polyfluoroalkyl substances ("PFAS") are synthetic…more

CERCLA, Contamination, Hazardous Substances, PFAS, Toxic Chemicals

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Court of Chancery Applies Entire Fairness Standard to Conversion of Delaware Corporation to Nevada Corporation

TripAdvisor and its controlling corporation, both publicly traded Delaware companies, announced plans to convert to Nevada corporations. Shareholders sued to enjoin the conversions, alleging that the boards of directors had…more

Controlling Stockholders, Corporate Conversions, Delaware General Corporation Law, Entire Fairness Standard, Shareholders

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UK Court of Appeal Diverges From EU Trademark Law

The UK Court of Appeal has for the first time chosen to diverge from a decision of the Court of Justice of the European Union ("CJEU"), making use of the powers given to it following the UK's exit from the European Union…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, European Union Intellectual Property Office (EUIPO), Intellectual Property Protection

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BIS Releases Rules to Revise and Expand Controls Relating to Semiconductors and Advanced Computing

The U.S. Department of Commerce's Bureau of Industry and Security ("BIS") recently released two rules to update export controls on advanced semiconductors, semiconductor development and production, and items that support…more

Bureau of Industry and Security (BIS), China, Export Administration Regulations (EAR), Export Controls, Exports

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Federal Circuit Slices PTAB’s Printed Publication Finding

Recently, the Court of Appeals for the Federal Circuit reversed one and vacated another Patent Trial and Appeal Board (“PTAB”) final written decision in which the PTAB determined that Weber Inc. (“Weber”) failed to demonstrate…more

Appeals, Final Written Decisions, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Inventions

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Are Employers Obliged to Maintain a Daily Register of Working Hours in Spain?

In March and April 2017, the Supreme Court's Employment Chamber resolved (through Judgments 246/2017 and 338/2017) that, as a general rule, there is no legal obligation for companies to maintain a daily record of the employee's…more

Employer Liability Issues, Over-Time, Payroll Records, Salary/Wage History, Spain

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Pennsylvania Court Strikes Down Participation in the Regional Greenhouse Gas Initiative

On November 1, 2023, the Pennsylvania Commonwealth Court held that the rulemaking entering Pennsylvania into the Regional Greenhouse Gas Initiative ("RGGI") violated the state constitution. The decision upends regulatory efforts…more

Cap-and-Trade, Energy Policy, Environmental Policies, Fees, Greenhouse Gas Emissions

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The U.S. Supreme Court Clarifies the Scienter Standard for False Claims Act Cases

The U.S. Supreme Court clarified the standard for a defendant's state of mind in False Claims Act ("FCA") cases, holding that a defendant acts "knowingly"—which the FCA defines also to include deliberate ignorance and reckless…more

False Claims Act (FCA), Healthcare, Pharmaceutical Industry, Pharmacies, Prescription Drugs

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EU Releases Data Act to Facilitate Access and Use of Data

On 22 December 2023, the Regulation on harmonized rules on fair access to and use of data ("Data Act") was published in the EU's Official Journal. The Data Act lays down rules on fair access to and use of personal and…more

DATA Act, Data Management, Data Protection, EU, EU Data Protection Laws

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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France Adopts Reindustrialization Measures

In Short - The Situation: A new set of measures has been adopted in France which will promote "Green Industry" by streamlining environmental and industrial authorization and supporting low-carbon industrialization projects…more

Climate Action Plan, Construction Project, Environmental Policies, France, Green Buildings

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SEC Settlement with Company, Ex-CEO Signals Continued Focus on Executive Perks

The recent SEC settlement with Gulfport Energy and its former CEO suggests a hard line approach to executive perks and compensation disclosures, even where expenses relate to business activities. On February 24, 2021, the…more

Compensation & Benefits, Corporate Counsel, Corporate Governance, Executive Compensation, Internal Controls

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New York State Prohibits Retaliation Against Employees Who Use Legally Protected Leave

Under legislation signed into law last week, New York employers cannot assess points, deduct time from a time bank, or otherwise penalize an employee for using a legally protected absence. The law takes effect February 20, 2023…more

Employer Liability Issues, Retaliation, State Labor Laws, Wage and Hour

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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The Long Arm of the CFTC: What Stakeholders in Brazil and Latin America Should Know

Established in 1974 in Washington, D.C., the CFTC was originally responsible for overseeing and regulating the commodity futures and options markets in the United States. Initially, its primary focus was to regulate trading of…more

Brazil, CFTC, Commodity Exchange Act (CEA), Derivatives, Enforcement Actions

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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No Surprises Act Update: Rule Governing Dispute Resolution Process Set Aside

In a win for health care providers across the nation, the U.S. District Court for the Eastern District of Texas has vacated a key regulation regarding the process for resolving payment disputes between insurers and…more

Billing, Dispute Resolution, Health Care Providers, Health Insurance, Healthcare Reform

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FERC's Climate Review in Flux

The United States Federal Energy Regulatory Commission's ("FERC") approach to the way it assesses climate impacts in natural gas pipeline and LNG facility proceedings looks to remain uncertain in 2023. FERC's climate review has…more

Energy Sector, FERC, Greenhouse Gas Emissions, Natural Gas, Oil & Gas

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U.S. Treasury and OECD Lay Groundwork for Selling Clean Energy Tax Credits

In Short - The Situation: With the Inflation Reduction Act of 2022 (the "IRA"), Congress created new tax credits and expanded several others to encourage U.S. taxpayers to invest in clean energy and carbon reduction projects…more

Clean Energy, Inflation Reduction Act (IRA), Internal Revenue Code (IRC), IRS, OECD

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Governor Kemp Issues Executive Order Permitting Virtual Shareholder Meetings for Georgia Corporations

The Situation: In light of the public health and safety concerns associated with the spread of the novel coronavirus disease ("COVID-19"), public companies across the country are taking steps to hold virtual meetings or allow…more

Coronavirus/COVID-19, Corporate Governance, Governor Kemp, Publicly-Traded Companies, Shareholder Meetings

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Federal Court Applies Charitable Organization Exemption in Telephone Consumer Protection Act Case

The Situation: A federal court recently weighed in on some of the considerations involved in applying the Telephone Consumer Protection Act's ("TCPA") exemption for charities and the third-party services that conduct fundraising…more

Do Not Call List, First Amendment, Fundraisers, Nonprofits, Solicitation

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UAE Ministry of Justice Encourages Dubai Courts to Find Reciprocity When Considering Enforcement of English Court Judgments

In Short - The Situation: On September 13, 2022, the United Arab Emirates ("UAE") Ministry of Justice ("MoJ") sent a letter to the Dubai courts stating that the MoJ considers the recent UK High Court decision in Lenkor…more

Enforcement of Foreign Judgments, Foreign Judgments, International Litigation, Reciprocity Rules, United Arab Emirates (UAE)

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Prioritizing Emerging Technologies: DOT Seeks Comments on NETT Council's Future Work

On March 9, 2022, DOT published a request for public comment, due April 8, 2022, to shape the NETT Council's future direction. Created in April 2019, the NETT Council is an internal DOT body providing a specific avenue for…more

Automation Systems, Connected Cars, Department of Transportation (DOT), Driverless Cars, Emerging Technologies

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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The U.S. Supreme Court Clarifies the Scienter Standard for False Claims Act Cases

The U.S. Supreme Court clarified the standard for a defendant's state of mind in False Claims Act ("FCA") cases, holding that a defendant acts "knowingly"—which the FCA defines also to include deliberate ignorance and reckless…more

False Claims Act (FCA), Healthcare, Pharmaceutical Industry, Pharmacies, Prescription Drugs

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Commerce Publishes Proposed Rule Setting Conditions for Use of CHIPS Funding

In Short - The Situation: The U.S. Department of Commerce ("Commerce") recently published a proposed rule to implement the Creating Helpful Incentives to Produce Semiconductors ("CHIPS") Act, a domestic manufacturing…more

Manufacturers, National Security, Proposed Rules, Semiconductors, U.S. Commerce Department

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Texas Supreme Court to Further Examine Disclaimer of Reliance Clauses

The Texas Supreme Court is scheduled to review reliance disclaimer clauses and their enforceability in December 2018 and may provide further guidance on these issues. The Texas Supreme Court recently granted review in…more

Anti-Reliance Clauses, Contract Disputes, Contract Terms, Fraudulent Inducement, Oral Argument

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OCC Proposal and Policy Statement on Bank Mergers Could Freeze the Banking Industry in Place

The Situation: On January 29, 2024, the Office of the Comptroller of the Currency ("OCC") requested comment on a proposed rule updating its bank merger rules and incorporating a policy statement (the "Proposal") on agency review…more

Bank Merger Act, Banks, BSA/AML, Community Reinvestment Act, Department of Justice (DOJ)

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PTAB Denies Discovery of Draft Declaration

On November 18, 2022, a panel of three PTAB administrative patent judges denied a Patent Owner’s Request for Additional Discovery in Twitter, Inc. v. Palo Alto Research Center Inc., IPR2021-01398. The PTAB found that additional…more

Additional Discovery, Discovery, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Litigation

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France Adopts a New Decree Reinforcing the Effectiveness of the French Blocking Statute

Pursuant to Decree No. 2022-207 dated February 18, 2022, companies receiving discovery demands or requests for information from foreign authorities now must turn to the Strategic Information and Economic Security Department…more

Blocking Statutes, Discovery, Document Requests, EU, Foreign Entities

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Greenwashing Landscape: Existing and Forthcoming Legislation in the United Kingdom and European Union

In Short - The Situation: Both the United Kingdom and European Union have recently announced proposals to introduce new legal instruments which address alleged greenwashing. When implemented, such legislation would…more

Climate Change, Environmental Social & Governance (ESG), EU, Greenhouse Gas Emissions, Greenwashing

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Australian High Court: Compulsory Examination of Employee not Tantamount to Compulsion of Corporate Accused

The Situation: In 2016, a helicopter pilot died after he fell into a hidden ice crevasse in Antarctica. At the Coronial inquest, the coroner issued a subpoena requiring the chief pilot of the helicopter company to give evidence…more

Criminal Prosecution, Employer Liability Issues, Evidence, Workplace Injury, Workplace Safety

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China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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Second Circuit—Once Again—Overturns on Comity Grounds Multi-Million Dollar Price-Fixing Judgment

The U.S. Court of Appeals for the Second Circuit recently issued a decision in In re Vitamin C Antitrust Litigation, reversing a $148 million price-fixing judgment against two Chinese exporters of vitamin C, remanding the case…more

Anti-Competitive, Antitrust Litigation, Antitrust Violations, Application of Foreign Laws, China

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CFTC Goes Beyond the Law to Pursue Nonexistent "Markets"

In Short - The Situation: The Commodity Futures Trading Commission ("CFTC") staff have issued—and the Commission is now enforcing—a new interpretation of "swap execution facility" that expands the Commodity Exchange Act's…more

CFTC, Commodities, Swap Execution Facilities, Swaps

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American Airlines Successfully Defends Helms-Burton Act Win

In the first published appellate opinion addressing a lawsuit under the Helms-Burton Act, the United States Court of Appeals for the Fifth Circuit held that the plaintiff failed to satisfy a statutory precondition because he…more

American Airlines, Confiscated Property, Cuba, Helms-Burton Act, Inheritance

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EU Consumer Rights Enforcement—Penalties Ahead

The Situation: The recent EU Commission proposal for a tightening of consumer protection regulations envisages, in one of its pillars, to step up government enforcement of EU consumer rules, including by introducing a harmonized…more

Consumer Protection Laws, Consumer Rights Directive, Contract Terms, Cross-Border, Enforcement

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SEC Finalizes Climate Disclosure Rules

The SEC has adopted the much-anticipated climate-related disclosure rules, which are more than 900 pages long, two years after they were first proposed. Although the rules will almost certainly face challenges in court that…more

Climate Action Plan, Climate Change, Corporate Governance, Disclosure Requirements, Final Rules

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FDA's Final Device Manufacturing Rule—Not Quite Harmonious With Status Quo

Amending prior requirements, medical device manufacturers and importers have two years to comply with FDA's Quality Management System Regulation final rule, a similar approach to prior good manufacturing practices but with…more

Final Rules, Food and Drug Administration (FDA), Healthcare, Life Sciences, Manufacturers

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UAE Ministry of Justice Encourages Dubai Courts to Find Reciprocity When Considering Enforcement of English Court Judgments

In Short - The Situation: On September 13, 2022, the United Arab Emirates ("UAE") Ministry of Justice ("MoJ") sent a letter to the Dubai courts stating that the MoJ considers the recent UK High Court decision in Lenkor…more

Enforcement of Foreign Judgments, Foreign Judgments, International Litigation, Reciprocity Rules, United Arab Emirates (UAE)

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Much-Anticipated Tax Reporting Regulations on Digital Asset Transactions Issued

Proposed regulations addressing new tax reporting requirements for cryptocurrencies and other digital assets have been issued by the IRS and Treasury…more

Digital Assets, IRS, Proposed Regulation, Reporting Requirements, U.S. Treasury

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USPTO Issues New Guidance for Inventions Assisted by Artificial Intelligence: Human Contribution Is Key

The Background: In response to the Biden administration's "Executive Order on the Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence" on October 30, 2023, the U.S. Patent and Trademark Office ("USPTO")…more

Artificial Intelligence, Biden Administration, Executive Orders, Intellectual Property Protection, Inventions

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DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

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The Climate Report | Second Quarter 2022

REGULATORY ISSUES & UPDATES - UK Introduces New Climate-Related Disclosure Regulations for UK Companies and LLPs - The Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 2022 ("the…more

Biden Administration, Climate Action Plan, Climate Change, Corporate Governance, Corporate Social Responsibility

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California Attorney General Initiates Novel Investigation Into Potential Health Care Algorithm Bias

On August 31, 2022, the California Attorney General delivered letters to 30 hospitals and health systems across California requesting information regarding commercial decision-making technology tools and their potential…more

Algorithms, Hospitals, Investigations, State Attorneys General

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REPowerEU: A New Energy Landscape for Europe

In March 2022, the European Commission published "REPowerEU," a blueprint of its planned changes to the regulation of European Union energy markets in direct response to the Russian invasion of Ukraine in February 2022. At its…more

Energy Sector, EU, Liquid Natural Gas, Natural Gas, Oil & Gas

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DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

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PTAB Panel Excuses Late Filings

On May 10, 2023, a PTAB Panel excused the late filings of the Patent Owner and allowed over thirty exhibits and a Corrected Patent Owner Response (“CPOR”) to be submitted into the record in Samsung Electronics Co., Ltd. v…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Filings, Patent Infringement, Patent Litigation

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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USPTO Seeks Public Input on Improving Patent "Robustness and Reliability"

In Short: - The Situation: President Biden and members of Congress have called for reform of certain patenting practices at the United States Patent and Trademark Office ("USPTO") under the premise that changes to the patent…more

Food and Drug Administration (FDA), Intellectual Property Protection, Patents, Pharmaceutical Patents, USPTO

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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PTAB Reconciles Its Prior §101 Ruling With CBM Institution

Following guidance from the Federal Circuit, the PTAB has vacated a previous Board decision granting Covered Business Method review in Apple, Inc. v. Universal Secure Registry LLC (P.T.A.B. Dec. 3, 2018). The PTAB’s decision…more

Abstract Ideas, Apple, Covered Business Method Patents, Covered Business Method Proceedings, Inventions

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With a Focus on Intellectual Property, NDCA Launches Its Own Whistleblower Pilot Program

On March 14, 2024, the United States Attorney's Office for the Northern District of California ("NDCA") revealed details of its new whistleblower pilot program ("NDCA Program")…more

Criminal Investigations, Department of Justice (DOJ), Intellectual Property Protection, Non-Prosecution Agreements, Pilot Programs

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California Mandates Representation of Underrepresented Communities on Boards of Public Corporations

The Situation: California's governor recently signed into effect a new law requiring public corporations whose principal executive offices are located in California to have a certain minimum number of individuals from…more

Board of Directors, Corporate Governance, Diversity, Form 10-K, Fourteenth Amendment

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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Australian Federal Court Adopts Novel Approach in Dealing with Competing Class Actions

The Situation: Competing class actions, particularly in relation to shareholder claims, have increased in Australia and imposed unnecessary costs on respondents. In Perera v GetSwift Limited [2018] FCA 732, Lee J of the Federal…more

Abuse of Process, Australia, Case Consolidation, Class Action, Class Members

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No Exceptions to Procedural Requirements Under Australia's Security of Payments Legislation

The Situation: For over a decade, all Australian jurisdictions have had in place security of payment ("SOP") legislation—statutory regimes providing for the submission and payment of progress claims, and resolution of payment…more

Australia, Construction Contracts, Construction Industry, Contractors, Security of Payment Act

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Singapore Court Issues Landmark Decision Recognizing Indonesian Restructuring Plan

The Singapore International Commercial Court ("SICC") has handed down its first insolvency-related ruling. The court granted recognition and full force and effect to Indonesia's flagship airline's restructuring plan. That plan…more

Airlines, Aviation Industry, Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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CJEU Clarifies the Right to Compensation for GDPR Infringements Causing Non-Material Damage

In Short - The Situation: There has been uncertainty over the circumstances in which data subjects can claim compensation for "mere" infringement of their rights without specific evidence of harm. On May 4, 2023, the Court of…more

Corporate Counsel, Court of Justice of the European Union (CJEU), Cybersecurity, Data Protection, General Data Protection Regulation (GDPR)

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Telepharma Disconnect: Federal Circuit Reverses PTAB on Obviousness

On May 28, the Federal Circuit reversed a PTAB inter partes review (“IPR”) decision that held Baxter Corporation Englewood’s (“Baxter’s”) claims were not invalid under 35 U.S.C. § 103(a) obviousness based on three prior art…more

Inter Partes Review (IPR) Proceeding, Obviousness, Patent Litigation, Patent Trial and Appeal Board, Patents

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New York Legislators Consider Sweeping Bill Banning PFAS

With Assembly Bill A3556C, New York joins a growing list of states considering or enacting broad bans on the sale and distribution of products containing per- and polyfluoroalkyl substances ("PFAS")…more

Environmental Policies, Importers, Industrial Products, Legislative Agendas, Manufacturers

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IRS Increases Enforcement Efforts on Large Businesses

The IRS continues to expand its enforcement activities, announcing a new compliance campaign to examine large businesses with issues arising out of the TCJA and CARES Act. The IRS Large Business and International ("LB&I")…more

CARES Act, Compliance, International Tax Issues, IRS, Large Business & International Division (LB&I)

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FDA Announces Proposed Rule Regarding Laboratory Developed Tests

The highly anticipated rule, which would make explicit that LDTs are medical devices subject to FDA oversight, proposes to end the agency's general enforcement discretion approach to such devices…more

Comment Period, FDA Approval, Food and Drug Act, Food and Drug Administration (FDA), Healthcare

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The "Great Rebuilding of America's Crumbling Infrastructure"

From the start of his presidential campaign, President Donald J. Trump made America's "crumbling infrastructure" one of his top priorities, promising a $1 trillion investment in the infrastructure sector over a ten-year period…more

Appropriations Bill, Federal Funding, Infrastructure, Infrastructure Financing, Legislative Agendas

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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U.S. Department of Energy Conditionally Commits Up to $1.5 Billion to Finance Nuclear Plant in Michigan

Holtec Palisades is the first project to receive a conditional funding commitment from the U.S. government through the Inflation Reduction Act's Energy Infrastructure Reinvestment ("EIR") program…more

Clean Energy, Department of Energy (DOE), Energy Policy, Energy Projects, Federal Funding

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

See all updates »

Statutory Protections vs. Freedom of Contract: A Shift in the Balance?

The Situation: Australian courts have struggled with balancing the broad statutory protections afforded to consumers and businesses whilst giving effect to the contractual bargains of well-advised, sophisticated commercial…more

Australia, Australian Consumer Law, Cause of Action Accrual, Construction Contracts, Damage Caps

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Recent SEC Enforcement Action Stresses Importance of Not Impeding Whistleblower Communications with Regulators

The Situation: The SEC has brought another in a growing list of whistleblower cases critical of entities for potentially attempting to impede an individual from communicating with the agency. In July 2010, the Dodd-Frank Wall…more

Corporate Counsel, Dodd-Frank, Enforcement Actions, Rule 21F-17, Securities and Exchange Commission (SEC)

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SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

The U.S. Securities and Exchange Commission ("SEC") adopted multiple rules that will impact private funds, governing documents, and side letters…more

Financial Services Industry, Investment Adviser, New Rules, Private Equity, Private Funds

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Biden Infrastructure Plans Could Spur Clean Energy Deals

On March 31, 2021, President Biden proposed the American Jobs Plan ("Biden’s Plan I"), a $2.3 trillion infrastructure plan to invest in roads, transportation, water, broadband, and clean energy. In response, on April 22, 2021,…more

Acquisitions, Biden Administration, Clean Energy, Energy Sector, Environmental Policies

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SEC Adopts Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure

In Short - The Situation: On July 26, 2023, the U.S. Securities and Exchange Commission ("SEC") adopted final rules that significantly alter cybersecurity disclosure obligations for companies. The SEC's final rules adopt…more

Corporate Governance, Cyber Attacks, Cyber Incident Reporting, Cybersecurity, Disclosure Requirements

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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Federal Court Rejects CFPB's Novel Use of "Unfair, Deceptive, or Abusive Acts or Practices" Authority

Ruling concludes "unfairness" authority under the Dodd-Frank Act does not cover discrimination. On September 8, 2023, a federal district court rejected the Consumer Financial Protection Bureau's ("CFPB") interpretation that…more

Anti-Discrimination Policies, Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Dodd-Frank, ECOA

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French Court Rules on Safe Harbor of Netting Agreements in Insolvency

For the first time ever, a court in France has examined the compatibility of the statutory netting safe harbor with the French Constitution. The French High Court of Justice (Cour de cassation) addressed the preliminary question…more

Commercial Bankruptcy, Constitutional Challenges, Derivatives, Financial Instruments, Financial Transactions

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BIS Releases Rules to Revise and Expand Controls Relating to Semiconductors and Advanced Computing

The U.S. Department of Commerce's Bureau of Industry and Security ("BIS") recently released two rules to update export controls on advanced semiconductors, semiconductor development and production, and items that support…more

Bureau of Industry and Security (BIS), China, Export Administration Regulations (EAR), Export Controls, Exports

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China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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Undated Screenshot Insufficient to Prove Public Accessibility of GitHub Repository

In AO Kaspersky Lab v. Open Text Inc., the PTAB denied inter partes review after determining that a screenshot of a GitHub repository was insufficient to establish that a whitepaper posted to that repository qualified as a…more

Evidence, Evidentiary Standards, Inter Partes Review (IPR) Proceeding, Patent Trial and Appeal Board, Patents

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California Becomes the First State to Ban Four Common Food Additives

With the swipe of a pen, California Governor Gavin Newsom starts the California Food Safety Act countdown to a 2027 statewide ban on four popular food additives. Starting January 1, 2027, companies manufacturing, selling,…more

Additive Manufacturing, California, Dietary Supplements, Food & Drug Regulations, Food and Drug Administration (FDA)

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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European Commission Unveils Plan Aimed at Strengthening Economic Security

The Development: On January 24, 2024, the European Commission ("EC") unveiled a package of five fresh initiatives aimed at strengthening the European Union's ("EU") economic security (the "Package"). This will likely increase…more

EU, European Commission, Export Controls, Foreign Direct Investment, Foreign Investment

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Another 401(k) Plan Sponsor Faces Novel Suit Regarding its Use of Forfeiture Funds

The Employee Retirement Income Security Act ("ERISA") plaintiffs' bar has found a new way to allege that 401(k) plan sponsors have breached their fiduciary duty…more

401k, Breach of Duty, Department of Labor (DOL), Employee Benefits, Employee Retirement Income Security Act (ERISA)

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Existence != Access – Public Accessibility Must be Clear

In a recent decision, the Patent Trial and Appeals Board denied institution of inter partes review after holding that Petitioner Microsoft’s key obviousness reference did not qualify as a printed publication. Microsoft Corp. v…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Microsoft, Obviousness, Patent Infringement

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Employee Stock Plans: International Reporting Requirements (UPDATED)

This White Paper highlights some of the principal annual or quarterly reporting requirements for employee stock plans that multinational companies most commonly encounter when offering these programs to their employees in…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Multinationals, Regulatory Requirements

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USPTO Issues New Guidance on Practitioners' Use of AI

The USPTO's April 11, 2024, guidance clarifies how existing USPTO rules apply to the use of AI by practitioners when interacting with the USPTO…more

Algorithms, Artificial Intelligence, Machine Learning, New Guidance, Patents

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Additional Policyholder Allies Emerge in the Fight for COVID-19 Business Interruption Coverage

The Situation: In an ongoing effort to discourage commercial policyholders from pursuing COVID-19-related business interruption claims, the insurance industry continues to issue sweeping pronouncements of alleged "no coverage"…more

Business Interruption, Commercial Insurance Policies, Coronavirus/COVID-19, Insurance Claims, Insurance Industry

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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Snap Removal After Texas Brine: Considerations for Forum Defendants in the Fifth Circuit

The Situation: Defendants sued in state court are making use of a procedural technique known as "snap removal" to get otherwise non-removable cases into federal court. Snap removal takes advantage of the plain language of the…more

Congressional Intent, Forum Defendant Rule, Fraudulent Joinder, Removal, Statutory Interpretation

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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Japan Legal Update Vol. 53 | Autumn 2020

Technology - Japan Ministries Support Expansion of E-Signature Use - On September 4, 2020, the Japanese Ministry of Internal Affairs and Communications, the Ministry of Justice, and the Ministry of Economy, Trade and…more

Anti-Monopoly, Authentication, Competition, Digital Signature Standards, E-Signatures

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OCC Proposal and Policy Statement on Bank Mergers Could Freeze the Banking Industry in Place

The Situation: On January 29, 2024, the Office of the Comptroller of the Currency ("OCC") requested comment on a proposed rule updating its bank merger rules and incorporating a policy statement (the "Proposal") on agency review…more

Bank Merger Act, Banks, BSA/AML, Community Reinvestment Act, Department of Justice (DOJ)

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FDA Final Rule: IRB Waiver of Informed Consent for Minimal-Risk Investigations

The Food and Drug Administration ("FDA") expands informed consent exceptions with a final rule permitting institutional review board ("IRB") waiver or alteration of elements for certain FDA-regulated minimal-risk clinical…more

Clinical Trials, Final Rules, Food and Drug Administration (FDA), Informed Consent, Institutional Review Board (IRB)

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Proposed Guidance Clarifies "Foreign Entity of Concern" Restrictions for Clean Vehicle Credit

New proposed Treasury and Department of Energy ("DOE") guidance, issued on December 1, 2023, offers clarity on which vehicles will be disqualified from the Clean Vehicle Tax Credit due to the inclusion of minerals or components…more

Automotive Industry, Clean Car Standards, Clean Energy, Department of Energy (DOE), Electric Vehicles

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IRS Targeting Noncompliant Qualified Opportunity Funds and Their Investors

On April 12, 2022, the Internal Revenue Service announced that starting this month, it will send letters to taxpayers requesting that they take corrective actions related to the reporting of investments in qualified opportunity…more

Capital Gains, Corrective Actions, Enforcement Priorities, Income Taxes, IRS

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Trump Administration Proposes Tax Reductions

On April 26, 2017, the Trump Administration officially announced the President's tax reform plan in a one-page proposal calling for substantial business and individual tax cuts and the elimination of the AMT and many deductions…more

Alternative Minimum Tax, Corporate Taxes, Income Taxes, Tax Deductions, Tax Reform

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U.S. EPA's New Methane Emissions Charge – My Wallet or Yours?

On January 12, 2024, the EPA announced a proposed new rule entitled Waste Emissions Charge for Petroleum and Natural Gas Systems (the "Proposed Rule"). As required by Congress pursuant to the Inflation Reduction Act ("IRA"), EPA…more

Environmental Policies, Environmental Protection Agency (EPA), Greenhouse Gas Emissions, Inflation Reduction Act (IRA), Infrastructure

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EuroResource—Deals & Debt - March 2017

For the benefit of our clients and friends investing in European distressed opportunities, our European Network is sharing some current developments..…more

Anti-Corruption, Avoidance, BaFin, Corporate Taxes, Creditors

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Federal Circuit Denies Petition for Rehearing En Banc Filed By Cellect, LLC

The Federal Circuit denied Cellect, LLC's petition for rehearing en banc of the In re Cellect case, which held that the expiration of a patent for obviousness-type double patenting ("ODP") purposes is the expiration date after…more

En Banc Review, Intellectual Property Protection, Obviousness, Obviousness-Type Double Patenting (ODP), Patent Infringement

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Financial Government Support Measures Related to COVID-19 for European Corporates

The economic crisis caused by the spread of the coronavirus triggered an unprecedented response from European governments to support their economies with various measures of support. This overview summarizes the various…more

Business Interruption, Coronavirus Large Business Interruption Loan Scheme (the CLBILS), Coronavirus/COVID-19, EU, European Commission

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Singapore Passes Significant Investments Review Bill in Relation to Transactions Involving National Security Assets

In recent years, the world has witnessed heightened sensitivity surrounding foreign investments, leading to increased regulatory scrutiny of foreign direct investments ("FDI") on the basis of national security concerns. The…more

Foreign Direct Investment, Foreign Investment, Investors, National Security, Private Equity

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When Innovation Creates: Additional Developments in Artificial Intelligence at the U.S. Patent and Trademark Office

The Situation: Advances in artificial intelligence ("AI") are providing the ability to automatically create and design innovations without human assistance. AI's impact on patent, copyright, trademark, trade secret, and other…more

Artificial Intelligence, Authorship, Comment Period, Computer-Related Inventions, Copyright

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Trouble in Paradise: No Privilege for Stolen Documents

The Situation: In an era of sophisticated cyberattacks and data leaks, questions have been raised over whether the doctrine of legal professional privilege ("LPP") should be extended to provide clients with a legal right to seek…more

Corporate Counsel, Criminal Investigations, Cyber Attacks, Cybersecurity, Discovery

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New FCC Rule Affects Consumer Consent for Robocalls and Robotexts

A new FCC rule will require comparison shopping websites and lead generators to obtain consumer consent to receive robocalls and robotext messages one seller at a time…more

Auto-Dialed Calls, Cell Phones, Consent, Consent Agreements, FCC

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Financial Government Support Measures Related to COVID-19 for European Corporates

The economic crisis caused by the spread of the coronavirus triggered an unprecedented response from European governments to support their economies with various measures of support. This overview summarizes the various…more

Business Interruption, Coronavirus Large Business Interruption Loan Scheme (the CLBILS), Coronavirus/COVID-19, EU, European Commission

See all updates »

USPTO Issues New Guidance on Practitioners' Use of AI

The USPTO's April 11, 2024, guidance clarifies how existing USPTO rules apply to the use of AI by practitioners when interacting with the USPTO…more

Algorithms, Artificial Intelligence, Machine Learning, New Guidance, Patents

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French Blocking Statute: A Renewed Interest?

Recent laws—such as the 2016 Sapin 2 Law and the new EU General Data Protection Regulation—provide for rules that are intended to ensure compliance with the French Blocking Statute, which prohibits any French party from…more

Blocking Statutes, Cross-Border, Data Protection, Discovery, Document Productions

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U.S. Treasury and OECD Lay Groundwork for Selling Clean Energy Tax Credits

In Short - The Situation: With the Inflation Reduction Act of 2022 (the "IRA"), Congress created new tax credits and expanded several others to encourage U.S. taxpayers to invest in clean energy and carbon reduction projects…more

Clean Energy, Inflation Reduction Act (IRA), Internal Revenue Code (IRC), IRS, OECD

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Business Restructuring Review Vol. 21, No. 6 | November-December 2022

On October 14, 2022, the U.S. Court of Appeals for the Fifth Circuit issued a long-awaited ruling on whether Ultra Petroleum Corp. (“UPC”) must pay a $201 million make-whole premium to noteholders under its confirmed chapter 11…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 15, Chapter 7

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CFPB Seeks to Expand Regulatory Powers Over Consumer Payment Tech Entities

On November 7, 2023, the Consumer Financial Protection Bureau ("CFPB") issued a proposed rule that would grant it supervisory authority over major nonbank technology companies in the consumer digital payments space…more

Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Credit Cards, Credit Reports, Digital Wallets

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Another Bite? CAFC Allows Expansion of Arguments in Reply

In a recent decision, the Federal Circuit found no abuse of discretion by the Board when it allowed Apple to expand its analogous art contention in its IPR reply, finding that the Board’s decision did not run afoul of the…more

Appeals, CAFC, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement

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New York's Top Court Rules 7–0: "Private" Facebook Posts Subject to Disclosure

On February 13, 2018, the New York Court of Appeals ruled unanimously that a user's "private" Facebook messages and photos are subject to disclosure where that information is "reasonably calculated to contain evidence material…more

Corporate Counsel, Discovery, Discovery Disputes, Electronically Stored Information, Evidence

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Navigating Indemnity Disputes in an Ever-Changing Legal Environment

In Short - The Background: Indemnity clauses are often included in contracts and can be extremely valuable, but they also raise many potential challenges to enforcing them, including state statutes, common law limitations,…more

Commercial General Liability Policies, Construction Contracts, Construction Project, Contract Disputes, Contract Terms

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Singapore Passes Significant Investments Review Bill in Relation to Transactions Involving National Security Assets

In recent years, the world has witnessed heightened sensitivity surrounding foreign investments, leading to increased regulatory scrutiny of foreign direct investments ("FDI") on the basis of national security concerns. The…more

Foreign Direct Investment, Foreign Investment, Investors, National Security, Private Equity

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OFCCP Extends Deadline and Opens Door for New Objections to Disclosure of EEO-1 Data

In response to pressure from Congress, OFCCP has extended the deadline for contractors to object to disclosure of EEO-1 reports and opened the door for new objections…more

EEO-1, Federal Contractors, OFCCP, Pay Data, Reporting Requirements

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Maximizing Insurance Recoveries for Hurricane Ian Losses and the Remainder of the 2022 Hurricane Season

In Short - The Situation: On September 28, 2022, Hurricane Ian made landfall on Florida and tied for the fifth-strongest hurricane ever to hit the continental United States, with total insured losses estimated in the tens…more

Hurricane Season, Insurance Industry, Natural Disasters, Property Damage, Property Insurance

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The Hammer Falls: U.S. Antitrust Agencies Issue Final Antitrust Merger Guidelines

As expected, the final guidelines expand the types of transactions that may receive heightened scrutiny or result in a merger challenge…more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), FTC Guidelines

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SEC Enforcement in Financial Reporting and Disclosure—2017 Year-End Update

2017 will most likely be remembered as a year of transition, as the Securities and Exchange Commission’s enforcement actions indicate, at least in the near term, an emphasis on specific initiatives and retail investor…more

Annual Reports, Anti-Retaliation Provisions, Audit Committee, Cybersecurity, Disclosure Requirements

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Brazilian Tax Amnesty Program Temporarily Mitigates Unfavorable Change to Tax Proceedings

In Short - The Background: Most Brazilian companies face tax underpayment assessments in light of a complicated tax regime. The Lula government is planning to significantly expand government expenditures and thus needs to…more

Brazil, Tax Amnesty, Tax Debt, Tax Liability, Underpayment

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

See all updates »

Green Buildings: The Epicenter of Responsible Investing, ESG Disclosure Requirements and Financial Incentives

Energy-positive buildings are a hot topic in the next wave in Environmental, Social and Governance investing, in anticipation of the EU directive which will require that all new projects built are "nearly zero energy" as from…more

Asset Management, BREEAM, Climate Action Plan, Construction Industry, Disclosure Requirements

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DOJ's Antitrust Division and the FTC Announce New Guidance on Preservation for Collaboration Tools and Ephemeral Messaging

The Antitrust Division of the U.S. Department of Justice ("DOJ") and the Federal Trade Commission ("FTC") are updating language in document requests and compulsory process to address companies' increased use of collaboration and…more

Antitrust Division, Broker-Dealer, CFTC, Compliance Management Systems, Data Preservation

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Texas Legislature Passes Law Creating New Business Courts

On May 12, 2023, the Texas Senate passed House Bill 19. Once signed by Governor Greg Abbott, Texas will create a new specialized court that will alter how high-stakes business disputes are resolved…more

Business Court, State and Local Government, State Legislatures

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With a Focus on Intellectual Property, NDCA Launches Its Own Whistleblower Pilot Program

On March 14, 2024, the United States Attorney's Office for the Northern District of California ("NDCA") revealed details of its new whistleblower pilot program ("NDCA Program")…more

Criminal Investigations, Department of Justice (DOJ), Intellectual Property Protection, Non-Prosecution Agreements, Pilot Programs

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Defaulting Respondent Left Holding the Bag

A recent opinion by the Commission highlights the risk for defaulting at the ITC. The Commission reversed the ALJ’s finding of a violation as to the participating respondents but maintained that the defaulting respondent was in…more

Administrative Law Judge (ALJ), Domestic Industry Requirement, Evidentiary Standards, Imports, Initial Determination (ID)

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Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

The Second Circuit recently revived a securities class action against the crypto exchange Binance Holdings Ltd., holding that plaintiffs plausibly alleged their transactions on the exchange were "domestic," as required by the…more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets, Financial Transactions

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Will German Banks Have to Scrutinize Their Customers for ESG Compliance?

German financial institutions may need to consider a risk framework for monitoring their customers' compliance with social and environmental standards. The German Federal Government recently proposed a draft act on corporate…more

Banking Sector, Environmental Social & Governance (ESG), Financial Institutions, Financial Services Industry, Germany

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Direct Contracting 101: Collaborations Between Employers and Health Care Providers

As employers continue to encounter escalating health care costs, many are exploring the "direct contracting" option, which allows for direct service and pricing negotiations with health care providers. While the direct…more

Affordable Care Act, Employee Contributions, Employee Retirement Income Security Act (ERISA), Employer Group Health Plans, Employer Liability Issues

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HHS Releases Cybersecurity Performance Goals to Enhance Cybersecurity for Health Care and Public Health Sectors

The Department of Health and Human Services ("HHS") has released voluntary cybersecurity performance goals for the health care and public health sectors, which outline an increasingly standardized regulatory approach and preview…more

Cyber Attacks, Cybersecurity, Data Breach, Data Privacy, Data Protection

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Beyond Masks: German Works Councils Play Key Role in Employee Safety

The Situation: The right of German works councils to co-determine matters relating to employee health and safety takes on added significance during the COVID-19 pandemic. The Result: The works council's right of…more

Coronavirus/COVID-19, Germany, Health and Safety, Infectious Diseases, Masks

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Brazilian Tax Amnesty Program Temporarily Mitigates Unfavorable Change to Tax Proceedings (UPDATED)

In Short - The Background: Most Brazilian companies face tax underpayment assessments in light of a complicated tax regime. The Lula government is planning to significantly expand government expenditures and thus needs to…more

Brazil, Tax Amnesty, Tax Debt, Tax Liability, Tax Penalties

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New York State Limits Remedies for Breach of Nondisclosure Provisions in Settlement Agreements

On November 17, 2023, New York Governor Kathy Hochul signed a law—which is effective immediately—banning clauses in agreements settling discrimination, retaliation, or harassment claims from requiring a complainant to pay…more

Breach of Contract, Confidentiality Agreements, Confidentiality Policies, Employees, Employer Responsibilities

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Japan Enacts Economic Security Law

The Japanese parliament has enacted the first comprehensive economic security legislation to enhance Japan's national security from an economic activities perspective, especially focusing on sensitive industry sectors such as…more

Critical Infrastructure Sectors, Innovative Technology, Japan, National Security, New Legislation

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DOJ's Antitrust Division and the FTC Announce New Guidance on Preservation for Collaboration Tools and Ephemeral Messaging

The Antitrust Division of the U.S. Department of Justice ("DOJ") and the Federal Trade Commission ("FTC") are updating language in document requests and compulsory process to address companies' increased use of collaboration and…more

Antitrust Division, Broker-Dealer, CFTC, Compliance Management Systems, Data Preservation

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JONES DAY PRESENTS®: Cross-Border Trade Secret Litigation in the United States

The Defend Trade Secrets Act of 2016 allows for U.S. district courts to preside over matters of foreign misappropriation of U.S. technology and trade secrets. Jones Day’s Randy Kay, who chairs the Firm’s global trade secrets…more

Cross-Border, Defend Trade Secrets Act (DTSA), Intellectual Property Protection, Misappropriation, Risk Mitigation

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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SEC Finalizes Climate Disclosure Rules

The SEC has adopted the much-anticipated climate-related disclosure rules, which are more than 900 pages long, two years after they were first proposed. Although the rules will almost certainly face challenges in court that…more

Climate Action Plan, Climate Change, Corporate Governance, Disclosure Requirements, Final Rules

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Employee Stock Plans: International Reporting Requirements (UPDATED)

This White Paper highlights some of the principal annual or quarterly reporting requirements for employee stock plans that multinational companies most commonly encounter when offering these programs to their employees in…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Multinationals, Regulatory Requirements

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Better Together: U.S. and EU Enter Artificial Intelligence Collaboration Agreement

The United States and European Union recently entered into an administrative agreement to collaborate on critical research related to artificial intelligence ("AI"), focusing on five key areas of significant global concern…more

Artificial Intelligence, Data Privacy, Risk Management, Technology Sector

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JONES DAY TALKS®: Tax Credits: The Original ESG Investment?

Long before ESG caught the attention of corporate boardrooms, Wall Street, and the investing public, socially responsible investing thrived in the form of tax credit investments, often in the form of incentives implemented by…more

Environmental Social & Governance (ESG), Investment Management, Real Estate Development, Tax Credits, Tax Incentives

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Department of the Treasury Issues Report Recommending U.S. Capital Markets Regulatory Reforms

The U.S. Department of the Treasury has issued a report to the President recommending extensive regulatory and legislative reforms to the U.S. capital markets. The recommendations, in response to the White House's executive…more

Bond Markets, Capital Markets, CFTC, Derivatives, Dodd-Frank

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FDA Announces Proposed Rule Regarding Laboratory Developed Tests

The highly anticipated rule, which would make explicit that LDTs are medical devices subject to FDA oversight, proposes to end the agency's general enforcement discretion approach to such devices…more

Comment Period, FDA Approval, Food and Drug Act, Food and Drug Administration (FDA), Healthcare

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Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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Department of Justice Increasingly Challenges Class Settlements

The Situation: Under the Class Action Fairness Act, the Department of Justice may object to federal class action settlements it believes are unfair or inequitable to unnamed class members. The Result: In the past year, federal…more

Amended Rules, CAFA, Class Action, Corporate Counsel, Department of Justice (DOJ)

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IRS Targeting Noncompliant Qualified Opportunity Funds and Their Investors

On April 12, 2022, the Internal Revenue Service announced that starting this month, it will send letters to taxpayers requesting that they take corrective actions related to the reporting of investments in qualified opportunity…more

Capital Gains, Corrective Actions, Enforcement Priorities, Income Taxes, IRS

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Proposed Guidance Clarifies "Foreign Entity of Concern" Restrictions for Clean Vehicle Credit

New proposed Treasury and Department of Energy ("DOE") guidance, issued on December 1, 2023, offers clarity on which vehicles will be disqualified from the Clean Vehicle Tax Credit due to the inclusion of minerals or components…more

Automotive Industry, Clean Car Standards, Clean Energy, Department of Energy (DOE), Electric Vehicles

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Business Restructuring Review | March–April 2021

In This Issue: Tenant's Election to Retain Possession of Rejected Lease Premises Preserves Obligations Under Related Agreements - Section 365(h) of the Bankruptcy Code provides special protection for tenants if a trustee…more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Corporate Restructuring, Creditors

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Lawsuit Abuse Reduction Act Would Mandate Sanctions for Frivolous Claims

On March 10, 2017, the U.S. House of Representatives passed the Lawsuit Abuse Reduction Act of 2017 ("LARA") by a vote of 230–180. 163 Cong. Rec. H2025-03, H2025. The bill seeks to undo the 1993 amendments to Rule 11 of the…more

Amended Rules, Chilling Effect, Federal Rules of Civil Procedure, FRCP 11, Frivolous Lawsuits

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2020 Anti-Money Laundering Year in Review

2020 witnessed a flurry of anti-money laundering activity, with the issues and developments continuing to be global in scope. In the United States, suspicious activity reports, outlining transactions involving terrorism finance…more

Anti-Money Laundering, Banking Sector, Beneficial Owner, Cross-Border Transactions, Financial Institutions

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Rosen-Durling Test Back on the Table

In February, the Federal Circuit declined to modify or overrule its long-standing test for obviousness in design patents, the Rosen-Durling test, despite arguments that the Supreme Court overruled it in KSR v. Teleflex. A…more

Design Patent, Intellectual Property Protection, Obviousness, Patent Infringement, Patent Litigation

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SCOTUS Holds Whiskey-Themed Dog Toy Not Entitled to First Amendment Protection

In a closely watched trademark infringement case, the Supreme Court of the United States held that when an alleged infringer uses a trademark as a source identifier for the infringer's own products, the First Amendment does not…more

Dilution, First Amendment, Free Speech, Intellectual Property Protection, Jack Daniels Properties Inc v VIP Products LLC

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New York Legislators Consider Sweeping Bill Banning PFAS

With Assembly Bill A3556C, New York joins a growing list of states considering or enacting broad bans on the sale and distribution of products containing per- and polyfluoroalkyl substances ("PFAS")…more

Environmental Policies, Importers, Industrial Products, Legislative Agendas, Manufacturers

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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FCPA 2023 Year in Review

Foreign Corrupt Practices Act (“FCPA”) enforcement continues to slowly rebound from pre-pandemic levels. In 2023, the Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) resolved 13 corporate FCPA…more

Anti-Bribery, Anti-Corruption, Corruption, Criminal Penalties, Department of Justice (DOJ)

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U.S. Treasury Department Releases Proposed Carried Interest Regulations

The regulations are proposed to be effective when finalized, but taxpayers may generally rely on them if applied fully and consistently. What Is (and Is Not) Covered? The three-year restriction applies with respect to…more

Capital Gains, Carried Interest, Economic Substance Doctrine, Holding Periods, Income Taxes

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A Review of 2021 Labor & Employment Legislation in California

The 2021 California legislative session saw the passage of a number of new labor and employment laws. Although many relate to the COVID-19 pandemic, the Legislature adopted more nonpandemic-related statutes this term as compared…more

Cal-OSHA, California Family Rights Act (CFRA), Employer Liability Issues, Employment Litigation, Gig Economy

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Telehealth Awareness Week: Insights on Telehealth

In support of the American Telemedicine Association's Telehealth Awareness Week (September 19-25, 2021), Jones Day's Digital Health team shared key insights on various legal topics applicable to telehealth. Jones Day's…more

Coronavirus/COVID-19, Digital Health, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA), Infectious Diseases

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Biden Administration Proposes Universal EV Charging Standards

On June 9, 2022, the Biden administration released new standards for its goal of building 500,000 electric vehicle ("EV") charging stations nationwide by 2030. The U.S. Departments of Transportation ("DOT") and Energy…more

Automotive Industry, Biden Administration, Charging Stations, Department of Transportation (DOT), Electric Vehicles

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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U.S. Department of Energy Conditionally Commits Up to $1.5 Billion to Finance Nuclear Plant in Michigan

Holtec Palisades is the first project to receive a conditional funding commitment from the U.S. government through the Inflation Reduction Act's Energy Infrastructure Reinvestment ("EIR") program…more

Clean Energy, Department of Energy (DOE), Energy Policy, Energy Projects, Federal Funding

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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A Step Toward the Confidentiality of Legal Advice Issued by French In-House Counsel

On June 8, 2023, as part of the parliamentary debates on the so-called "Justice" bill, the French Senate voted on an amendment to the Law No. 71-1130 dated December 3, 1971, which aims to ensure confidentiality to certain legal…more

Client Services, Confidential Information, France, In-House Perspective, Legal Advice

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Class Action "Greenwashing" Bottled Water Lawsuit Survives Motion to Dismiss in New York Federal Court

On January 10, 2024, a class action lawsuit survived a motion to dismiss a complaint alleging injury due to misleading "carbon neutrality" branding on bottled water. Dorris v. Danone Waters of America, Case No. 22 Civ. 8717…more

Class Action, Environmental Policies, Express Warranty, False Advertising, Federal Trade Commission (FTC)

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New Year, New Mass Arbitration Rules From the AAA

On January 15, 2024, the American Arbitration Association ("AAA") published updates to its Mass Arbitration Supplementary Rules and Fee Schedule, aimed at streamlining the mass arbitration process and reducing costs…more

American Arbitration Association, Arbitration, Arbitration Agreements, Arbitrators, Business Disputes

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U.S. Merger Notification Threshold Increases to $119.5 Million

Annual increases in U.S. merger notification thresholds and substantially increased filing fees take effect on March 6, 2024. The Federal Trade Commission ("FTC") announced that the Hart-Scott-Rodino ("HSR") Act filing…more

Civil Monetary Penalty, Federal Trade Commission (FTC), Filing Fees, Hart-Scott-Rodino Act, Interlocking Directorate

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Germany’s "Corporate Sanctions Act": The Path to Corporate Criminal Liability

The Situation: On August 22, 2019, the German Ministry of Justice and Consumer Protection presented the draft Corporate Sanctions Act ("CSA"), a bill that would establish corporate criminal liability in Germany. The…more

Attorney-Client Privilege, Compliance Management Systems, Corporate Counsel, Corporate Crimes, Corporate Investigations

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Change Is Coming (Maybe): Reviewing the AIA Reviews and 101 “Clarity”

On April 18, 2018, the Director of the USPTO Andrei Iancu informed the U.S. Senate Judiciary Committee that he aims to propose changes to America Invents Act reviews by this summer 2018. The Director told the Committee that the…more

America Invents Act, Claim Limitations, MPEP, New Guidance, Patent Applications

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New Fast-Track Liquidation Procedures in the Netherlands

The Background: On November 15, 2023, the Temporary Fast-Track Liquidation Transparency Act (Tijdelijke Wet Transparantie Turboliquidatie) (the "Act") came into force in the Netherlands, temporarily changing certain statutory…more

Bankruptcy Code, Commercial Bankruptcy, Disclosure Requirements, Fast Track Process, Legal Entities

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Massachusetts Enacts and Implements New Student Loan Servicing Law

The Massachusetts Student Loan Borrower Bill of Rights The SL Bill of Rights came into effect on July 1, 2021, and the DOB issued its implementing regulations on the same day. Building upon and codifying earlier proposed…more

Banks, Borrowers, Consumer Bill of Rights, Consumer Financial Products, Financial Regulatory Reform

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Vital Signs: Digital Health Law Update | Summer 2021

NOTE FROM THE EDITORS - The "dog days of summer" certainly provide a welcome, if brief, break in the extremely rapid pace of statutory, regulatory, and various other policy and industry efforts applicable to digital health…more

Artificial Intelligence, Clinical Trials, Connected Items, Coronavirus/COVID-19, Cybersecurity

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Business Restructuring Review | November–December 2021

New York Bankruptcy Court Rules That Good Faith Is Not The Gatekeeper To Chapter 15 - Despite the absence of any explicit directive in the Bankruptcy Code, it is well understood that a debtor must file a chapter 11 petition…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 15, Chapter 7

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Chile’s New Mining Royalty Law: What It Means for Foreign Investors

Since the 1990s, Latin American states have sought to attract large-scale foreign investment by implementing specific policies and regulatory regimes aimed at attracting investors from abroad. This trend has, however, recently…more

Chile, Foreign Investment, International Tax Issues, Mineral Exploration, Mineral Extraction

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Global Privacy & Cybersecurity Update Vol. 13

On December 28, 2016, the New York Department of Financial Services ("DFS") released a revised version of a proposed regulation that would require banks, insurance companies, and other financial services institutions regulated…more

Actual Injuries, Advertising, Argentina, Australia, Banks

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Four Ways to Protect Your Cyber Insurance in Today’s Challenging Market

In Short: The Situation: The cyber insurance market is experiencing a major retrenchment, with insurers seeking to limit their exposure in a variety of ways…more

Consumer Insurance Products, Cyber Attacks, Cyber Insurance, Cybersecurity, Data Breach

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DOJ's Antitrust Division and the FTC Announce New Guidance on Preservation for Collaboration Tools and Ephemeral Messaging

The Antitrust Division of the U.S. Department of Justice ("DOJ") and the Federal Trade Commission ("FTC") are updating language in document requests and compulsory process to address companies' increased use of collaboration and…more

Antitrust Division, Broker-Dealer, CFTC, Compliance Management Systems, Data Preservation

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EBA Recommends Adjustments to Proposed EU Green Bond Standard to Develop Sustainable Securitisation Market in Europe

EBA Report on Developing a Framework for Sustainable Securitisation - The EBA Report examines how sustainability could be introduced in the specific context of the securitisation market in order to support its sound…more

EU, European Banking Authority (EBA), Financial Services Industry, Institutional Investment, Regulatory Standards

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Congress Authorizes Competitive Multivendor Contracts in U.S. Organ Transplant System

This new legislation supports the Health Resources and Services Administration ("HRSA") modernization initiative announced in March, including several actions to strengthen accountability and transparency in the Organ…more

Department of Health and Human Services (HHS), Health Care Providers, Healthcare, HRSA, New Legislation

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The Climate Report | Second Quarter 2023

"Green Day" in the UK - As part of its "Powering Up Britain" strategy, the UK government has published a series of documents setting out its vision for the UK's transition to net zero and the strengthening of UK energy…more

Biden Administration, Climate Action Plan, Climate Change, Energy Policy, Energy Reform

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Investor Focus on Climate Change Continues to Rise

Climate change has long been an area of focus for investors. Over the past several months, companies have come under greater scrutiny and have begun to face increased pressure from investors, regulators, activists, and the…more

Business Strategies, Capital Investments, Climate Change, Corporate Governance, Corporate Social Responsibility

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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USPTO Issues New Guidance on Practitioners' Use of AI

The USPTO's April 11, 2024, guidance clarifies how existing USPTO rules apply to the use of AI by practitioners when interacting with the USPTO…more

Algorithms, Artificial Intelligence, Machine Learning, New Guidance, Patents

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The Climate Report | Third Quarter 2022

REGULATORY ISSUES & UPDATES - European Taxonomy Regulation Extended to Natural Gas and Nuclear Energy - The regulation is likely to create new opportunities for natural gas and nuclear energy in the European Union, though…more

Carbon Emissions, Climate Change, Energy Sector, Environmental Policies, Greenhouse Gas Emissions

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Commercial Fleet Electrification: New Law, Infrastructure, and Vehicles

Electric vehicles have been in the news this quarter, and rightly so. The December 2021 Biden-Harris Electric Vehicle Charging Action Plan accelerates the conversion of internal combustion vehicles to the array of EV drive…more

Automotive Industry, Business Plans, Charging Stations, Electric Vehicles, Environmental Social & Governance (ESG)

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Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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Polymorph Patent Not Invalid as Obvious

The Federal Circuit upholds the validity of a patent covering a polymorphic form of a chemical compound. The United States Court of Appeals for the Federal Circuit recently held in Grünenthal Gmbh v. Alkem Labs. Ltd. that…more

Hatch-Waxman, Intellectual Property Protection, Obviousness, Patent Applications, Patent Litigation

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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EU Competition Enforcers Permit "Necessary and Temporary" Cooperation to Mitigate Disruption from Ukrainian Conflict

The European Competition Network ("ECN") issued a policy statement indicating that member agencies will not intervene in legitimate, cooperative efforts to address disruptions caused by the conflict in Ukraine and related…more

Business Disruption, EU, European Competition Network (ECN), Goods or Services, Military Conflict

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2022 & Beyond: Continued Challenges in the Automotive Supply Chain

While our inboxes are flooded on a daily basis with news about how the pandemic has created supply chain and commodities issues, global organizations must think about more than just near-term issues. Although the pandemic will…more

Antitrust Provisions, Automotive Industry, Environmental Social & Governance (ESG), Goods or Services, Manufacturers

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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The Climate Report | First Quarter 2022

The delegated regulation includes a new comprehensive and unified reporting methodology to direct investments toward environmentally sustainable economic activities…more

Climate Action Plan, Climate Change, Environmental Policies, Environmental Protection Agency (EPA), Environmental Social & Governance (ESG)

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The European Commission's "Connectivity Package" Set to Reshuffle the Telecom Sector

In Short - The Situation: The European Commission has presented three initiatives to transform the connectivity sector on 23 February 2023 (the "Connectivity Package")…more

Broadband, European Commission, Infrastructure, Telecommunications

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

See all updates »

New Year, New Mass Arbitration Rules From the AAA

On January 15, 2024, the American Arbitration Association ("AAA") published updates to its Mass Arbitration Supplementary Rules and Fee Schedule, aimed at streamlining the mass arbitration process and reducing costs…more

American Arbitration Association, Arbitration, Arbitration Agreements, Arbitrators, Business Disputes

See all updates »

Australia's New Register of Foreign Ownership of Australian Assets Commences on July 1, 2023

In Short - The Situation: From July 1, 2023, foreign investors in Australia will be subject to new registration requirements under Australia's foreign investment regime…more

Australia, Foreign Acquisitions and Takeovers Act 1975 (FATA), Foreign Governments, Foreign Investment, Foreign Ownership

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UK Emissions Trading Scheme Consultations

In December 2023, the United Kingdom's Department for Energy Security and Net Zero ("DESNZ") launched two consultations to garner views on the efficient operation of the UK's Emissions Trading Scheme ("ETS")…more

Carbon Emissions, Cost-Containment, Emissions Trading System, Greenhouse Gas Emissions, Net Zero

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Vital Signs: Digital Health Law Update | Winter 2024

Welcome to Vital Signs, a curated compilation of the latest legal and regulatory developments in digital health. Our lead article reports on HHS' recent final rule on the confidentiality of substance use disorder patient…more

Consent, Data Privacy, Data Security, DEA, Department of Health and Human Services (HHS)

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Massachusetts’ Highest Court Narrows In Pari Delicto Defense

The Situation: In Merrimack College v. KPMG LLP, a college sued its independent auditor for the auditor's failure to report fraud by the college's financial aid director. The Result: The Massachusetts Supreme Judicial Court…more

Auditors, Breach of Duty, Consultants, Corporate Officers, In Pari Delicto

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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Inducement Suit Proceeds Against Insurance Company for Encouraging Use of Generic Drug

The case relates to so-called "skinny labels," in which the filer of an Abbreviated New Drug Application ("ANDA") seeks FDA approval to market a generic version of a branded drug, but "carves out" from its label certain approved…more

Abbreviated New Drug Application (ANDA), Generic Drugs, Inducement, Intellectual Property Protection, Life Sciences

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The Long Arm of the CFTC: What Stakeholders in Brazil and Latin America Should Know

Established in 1974 in Washington, D.C., the CFTC was originally responsible for overseeing and regulating the commodity futures and options markets in the United States. Initially, its primary focus was to regulate trading of…more

Brazil, CFTC, Commodity Exchange Act (CEA), Derivatives, Enforcement Actions

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EPA Finalizes New Emission Standards for Heavy-Duty Vehicles

The U.S. Environmental Protection Agency ("EPA") finalized the strictest-ever emission standards for heavy-duty vehicles. On March 29, 2024, EPA announced new emission standards for heavy-duty vehicles for model years 2027…more

Air Pollution, Carbon Emissions, Clean Air Act, Environmental Policies, Environmental Protection Agency (EPA)

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United States Leads the Way With Recent Foreign Investment Into Australia

The Australian Treasury has released its first quarterly report ("Report") for the 2023-24 financial year covering the regulation of foreign investment in Australia…more

Australia, Critical Infrastructure Sectors, FIRB, Foreign Acquisitions, Foreign Investment

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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Generative AI End-User License Agreements: What Users Need to Know

In Short - The Background: The prevalence of generative artificial intelligence ("GenAI") is rapidly expanding, providing vast opportunities for efficiency and innovation, while also creating new risks…more

Algorithms, Artificial Intelligence, Confidentiality Agreements, Data Privacy, End-Users

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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No Genuine Issue of Fact Where Petitioner’s Claim Construction Is Wrong

The PTAB’s recent decision denying rehearing in United Microelectronics Corp. v. Lone Star Silicon Innovations LLC, IPR2017-01513, Paper 10 (PTAB May 22, 2018) sheds light on the Board’s practice under 37 C.F.R. 42.108(c), which…more

Administrative Procedure Act, Claim Construction, Discovery, Evidence, Expert Testimony

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CRISPR Technology in the Agricultural Industry: Patent and Regulatory Updates

The ability to edit eukaryotic DNA entails an almost limitless ability to alter the genetic makeup of the plants that become our food. Recently, scientific attention has been directed to applying a class of new gene-editing…more

CRISPR, GMO, Patent Applications, Patents

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Policyholders Receive Needed Guidance on Use of Extrinsic Evidence in Texas When Enforcing an Insurer's Duty to Defend

The U.S. Court of Appeals for the Fifth Circuit recently applied the newly adopted Texas Supreme Court decision outlining those circumstances in which extrinsic evidence may be used to determine an insurer's duty to defend…more

Appeals, Duty to Defend, Extrinsic Evidence, Insurance Claims, Insurance Litigation

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The Department of Defense Proposes the Much-Anticipated CMMC 2.0

On December 26, 2023, the Department of Defense ("DoD") published a proposed rule to implement the Cybersecurity Maturity Model Certification ("CMMC") 2.0, which will establish comprehensive cybersecurity requirements for…more

Controlled Unclassified Information (CUI), Cybersecurity, Cybersecurity Maturity Model Certification (CMMC), Department of Defense (DOD), DFARS

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PTAB Denial of Inter Partes Review under §325(d)

The Patent Trial and Appeal Board (“PTAB” or “Board”) recently denied inter partes review (IPR) of an electrocardiography monitor patent under 35 U.S.C. §325(d), finding that the same or substantially the same prior art or…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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JONES DAY PRESENTS®: The Mechanics of Multidistrict Litigation: Streamlining Complex Cases

Increasingly, to try cases that involve multiple plaintiffs across various jurisdictions more efficiently, a judicial panel will create a multidistrict litigation (MDL). Jones Day partners Bridget O'Connor and Billy Laxton…more

Discovery, Jurisdiction, Multidistrict Litigation

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France Adopts Reindustrialization Measures

In Short - The Situation: A new set of measures has been adopted in France which will promote "Green Industry" by streamlining environmental and industrial authorization and supporting low-carbon industrialization projects…more

Climate Action Plan, Construction Project, Environmental Policies, France, Green Buildings

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Florida Supreme Court Adopts Federal Summary Judgment Standard

The Situation: The Florida Supreme Court considered whether and how to amend Florida's summary judgment rule to comport with the federal summary judgment standard, which is easier to satisfy. The Result: The Florida Supreme…more

Evidence, Federal Rules of Civil Procedure, FL Supreme Court, FRCP 56, Summary Judgment

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JONES DAY PRESENTS®: EU Mandatory Disclosure Rules (DAC 6)

DAC6, the European Union's new disclosure regime, imposes the reporting of cross-border tax arrangements for multinational enterprises in 28 European countries. Jones Day partners Florian Lechner (Frankfurt) and Carlos Albiñana…more

Cross-Border Transactions, DAC6, Disclosure Requirements, EU, Member State

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German Profit and Loss Transfer Agreements Face Deadline to Protect Consolidated Tax Treatments

Existing contracts must be amended no later than December 31, 2019. Parties to certain older German profit and loss transfer agreements ("PLTA"), take note. According to the German Federal Ministry of Finance's ("BMF") April…more

Corporate Taxes, Germany, International Tax Issues, Limited Liability Company (LLC), Lost Profits

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FCPA 2023 Year in Review

Foreign Corrupt Practices Act (“FCPA”) enforcement continues to slowly rebound from pre-pandemic levels. In 2023, the Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) resolved 13 corporate FCPA…more

Anti-Bribery, Anti-Corruption, Corruption, Criminal Penalties, Department of Justice (DOJ)

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Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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France Adopts a New Decree Reinforcing the Effectiveness of the French Blocking Statute

Pursuant to Decree No. 2022-207 dated February 18, 2022, companies receiving discovery demands or requests for information from foreign authorities now must turn to the Strategic Information and Economic Security Department…more

Blocking Statutes, Discovery, Document Requests, EU, Foreign Entities

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FCPA 2023 Year in Review

Foreign Corrupt Practices Act (“FCPA”) enforcement continues to slowly rebound from pre-pandemic levels. In 2023, the Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) resolved 13 corporate FCPA…more

Anti-Bribery, Anti-Corruption, Corruption, Criminal Penalties, Department of Justice (DOJ)

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California Health Care Providers to Face Greater Headwinds as State Implements Health Care Cost Targets

Pursuant to California's Health Care Quality and Affordability Act (the "HCQA"), the newly created Office of Health Care Affordability ("OHCA") recently proposed statewide health care cost targets and standards and goals for the…more

Alternative Payment Models (APM), California, Health Care Providers, Health Insurance, Healthcare

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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BIS Releases Rules to Revise and Expand Controls Relating to Semiconductors and Advanced Computing

The U.S. Department of Commerce's Bureau of Industry and Security ("BIS") recently released two rules to update export controls on advanced semiconductors, semiconductor development and production, and items that support…more

Bureau of Industry and Security (BIS), China, Export Administration Regulations (EAR), Export Controls, Exports

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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Much-Anticipated Tax Reporting Regulations on Digital Asset Transactions Issued

Proposed regulations addressing new tax reporting requirements for cryptocurrencies and other digital assets have been issued by the IRS and Treasury…more

Digital Assets, IRS, Proposed Regulation, Reporting Requirements, U.S. Treasury

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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The Silicon Valley Bank Failure: Cash Management and Risk Oversight

In Short - The Background: The recent failure of Silicon Valley Bank, the second-largest bank failure in U.S. history, temporarily paralyzed start-ups, public companies, venture firms, private equity firms, and portfolio…more

Banking Sector, Banks, Deposit Accounts, Deposit Insurance, FDIC

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Non-German Real Estate Funds (and Trusts) as Eligible Investments for German Real Estate Funds

The Situation: Due to strict investment rules governing German open-ended real estate funds, questions remained regarding whether those funds could indirectly invest in non-German real estate, via structures or vehicles…more

Financial Services Industry, Germany, Investment Funds, Pension Funds, Private Equity Funds

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President Biden Issues Executive Order on "Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence"

On October 30, 2023, President Biden signed a first-of-its-kind executive order entitled, "Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence" ("AI")…more

Algorithms, Artificial Intelligence, Biden Administration, Cybersecurity, Data Privacy

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Motion to Amend: Much to Admire?

Motions to amend (MTA) are becoming a more frequently used tool for patent owners litigating before the Patent Trial and Appeal Board (PTAB). When a patent is being challenged in an inter partes review (IPR) or post-grant…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Motion to Amend, Patent Infringement, Patent Litigation

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Declarations as New Evidence to Overcome § 325(d)

We have published other blog postings relating to 35 U.S.C. §325(d), including a blog posting that addresses the PTAB’s October 24, 2017 notice designating three of its decisions as informative (here). Recently, the PTAB…more

Inter Partes Review (IPR) Proceeding, Patent Ownership, Patent Prosecution, Patents, Pharmaceutical Patents

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Mining Reform in Mexico: Principal Amendments, Effect, and Implications for Foreign Investors

In Short - The Background: On May 8, 2023, Mexico published several amendments to laws relating to the country's mining industry. …more

Concession Agreements, Expropriation, Foreign Investment, Infrastructure, Investor Protection

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EuroResource—Deals & Debt - March 2017

For the benefit of our clients and friends investing in European distressed opportunities, our European Network is sharing some current developments..…more

Anti-Corruption, Avoidance, BaFin, Corporate Taxes, Creditors

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Pay Now, Argue Later—Even if the Contractor is Going Bust: The NSW Security of Payment Regime and Distressed Contractors

In Short - The Situation: Security of payment ("SOP") legislation across Australia provides a "pay now, argue later" regime for payment claims by contractors in the construction industry. The legislation expressly provides…more

Australia, Construction Contracts, Construction Industry, Contractors, Security of Payment Act

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Hong Kong Cracks Down on Digital Tokens and Cryptocurrency Exchanges

The Situation: Surging interest in digital tokens has caught the attention of regulators in Hong Kong. The Development: Hong Kong's Securities and Futures Commission recently introduced additional regulatory measures, and…more

Collective Investment Schemes, Cryptocurrency, Debentures, Hong Kong, Hong Kong Securities and Futures Commission (HKSFC)

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Taiwan Imposes New Reporting Obligation on Information of Company Shareholders

The Situation: On November 1, 2018, amendments to the Taiwan Company Act ("TCA") passed by the Taiwanese legislature on July 6, 2018 came into effect. The Result: While certain regulations have been relaxed and business…more

Board of Directors, Corporate Governance, Directors, Foreign Corporations, Regulatory Standards

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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DOJ's Immigration-Employment Program Faces Headwinds Amidst Milestone Settlement

Two recent developments involving the U.S. Department of Justice's Civil Rights Division ("DOJ") highlight potential risks and opportunities for companies facing immigration-related employment matters…more

Administrative Law Judge (ALJ), Appointments Clause, Class Action, Constitutional Challenges, Department of Justice (DOJ)

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Narrow Stipulation Results in Fintiv Denial

On March 31, 2023, Zhuhai CosMX Battery Co., Ltd. (“Zhuhai”) filed a petition for inter partes review (“IPR”) of claims of U.S. Patent No. 11,329,352 (“the ’352 Patent”), assigned to Ningde Amperex Technology Ltd. (“Amperex”). …more

Claim Construction, Final Written Decisions, Intellectual Property Litigation, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding

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China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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Error! PTAB Denies Motion for Supplemental Information to Correct Inadvertent Omission

In Nanobebe US Inc. v. Mayborn (UK) Limited et al., the PTAB denied a Petitioner’s Motion to submit supplemental information, even though Petitioner argued the information had been inadvertently omitted in the original petition…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Ownership

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Playing by New Rules: Ten Considerations for Universities Implementing NIL Policies

On July 1, 2021, the NCAA's interim policy on NIL activities took effect, opening the door for student-athletes at universities across the country to earn income from endorsements, personal appearances, camps and clinics, and a…more

Colleges, Compensation, Name and Likeness, NCAA, Right of Publicity

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What's Old Is New Again: Anticipating and Defeating Insurer Coverage "Defenses" for Climate Change Litigation

In Short - The Situation: Commercial policyholders are increasingly being targeted by climate change lawsuits alleging that greenhouse gas emissions from their normal operations—and the alleged failure to take preventative…more

Climate Change, Commercial General Liability Policies, Environmental Litigation, Environmental Policies, Fossil Fuel

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Employee Stock Plans: International Reporting Requirements (UPDATED)

This White Paper highlights some of the principal annual or quarterly reporting requirements for employee stock plans that multinational companies most commonly encounter when offering these programs to their employees in…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Multinationals, Regulatory Requirements

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EU Releases Data Act to Facilitate Access and Use of Data

On 22 December 2023, the Regulation on harmonized rules on fair access to and use of data ("Data Act") was published in the EU's Official Journal. The Data Act lays down rules on fair access to and use of personal and…more

DATA Act, Data Management, Data Protection, EU, EU Data Protection Laws

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Questions Remain as Supreme Court Restricts § 1782 Discovery in Private International Arbitrations

In Short - The Situation: Section 1782 of Title 28 of the U.S. Code authorizes U.S. district courts to order discovery "for use in a proceeding in a foreign or international tribunal." Over the last several years, U.S…more

28 U.S.C. § 1782, Arbitration, Discovery, Foreign Tribunals, International Arbitration

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The Climate Report | First Quarter 2023

Incoming: Mandatory Climate Risk Disclosures in Australia - The Climate-Related Financial Disclosure Consultation Paper proposes that, commencing with the 2024/2025 financial year, large, listed entities and large financial…more

Carbon Capture and Sequestration, Carbon Emissions, Climate Change, Coal Mines, FERC

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PTAB Grants Motion to Amend Claims, Kind Of

In Amerigen Pharmaceuticals Limited v. Shire LLC, IPR2015-02009 (March 31, 2017), the PTAB granted Shire’s Motion to Amend the claims in U.S. Reissued Patent RE 42,096, listed in the FDA’s Orange Book as covering Shire’s…more

Inter Partes Review (IPR) Proceeding, Motion to Amend, Orange Book, Patent Trial and Appeal Board, Patents

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Temporary Post-Brexit Regime Applies to UK Financial Institutions Operating in Italy

In Short  The Situation: As of the close of the Brexit transition period ending on December 31, 2020 ("Withdrawal Date"), UK banks, UK investment firms, and UK electronic money institutions ("UK Financial Institutions") can no…more

EU, Financial Institutions, Financial Markets, Italy, Member State

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Business Restructuring Review September-October 2023 | Vol. 22 No. 5

Section 546(e) of the Bankruptcy Code’s “safe harbor” preventing avoidance in bankruptcy of certain securities, commodity, or forward-contract payments has long been a magnet for controversy. Several noteworthy court rulings…more

Article III, Bankruptcy Code, Chapter 11, Chapter 7, Commercial Bankruptcy

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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The Climate Report | Fourth Quarter 2022

California Enacts Sweeping Climate Measures - On September 16, 2022, California Governor Gavin Newsom signed a broad legislative package into law that aims to aggressively address climate change. The material aspects of each…more

Climate Change, Electricity, Energy Sector, Natural Gas, Nuclear Power

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EU Adopts Enhanced Legal Framework to Provide for High Common Level of Cybersecurity

The Council of the European Union ("EU") adopted a new Directive to strengthen cybersecurity and resilience across the Union. - Following the European Parliament's approval on November 10, 2022, the Council of the European…more

Cybersecurity, Data Protection, EU, Reporting Requirements, Risk Management

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U.S. Merger Notification Threshold Increases to $119.5 Million

Annual increases in U.S. merger notification thresholds and substantially increased filing fees take effect on March 6, 2024. The Federal Trade Commission ("FTC") announced that the Hart-Scott-Rodino ("HSR") Act filing…more

Civil Monetary Penalty, Federal Trade Commission (FTC), Filing Fees, Hart-Scott-Rodino Act, Interlocking Directorate

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Federal Agencies Launch Joint Inquiry Into Private Investment in Health Care

DOJ, FTC, and HHS jointly announced the launching of a cross-government public inquiry into increasing private equity and corporate involvement in health care, the latest announcement in a string of public statements from the…more

Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC), Healthcare, Investment

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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DOJ Updates Corporate Compliance Program Guidance and Announces New Policy Initiatives and Enforcement Resources

In Short - The Situation: As a follow-up to the deputy attorney general's September 2022 memorandum, the U.S. Department of Justice ("DOJ" or "Department") announced in March 2023 significant updates to its corporate…more

Compliance, Corporate Crimes, Corporate Misconduct, Criminal Prosecution, Department of Justice (DOJ)

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FTC Proposes to Impose Sweeping Restrictions on Tech Company's Ability to Profit From Youth Data

On May 3, 2023, the Federal Trade Commission ("FTC") issued an Order to Show Cause against Meta for alleged violations of Meta's 2012 and 2020 privacy orders and seeks to bar the company from monetizing data related to…more

Data Collection, Data Privacy, Data Protection, Data Security, Federal Trade Commission (FTC)

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PTAB Denies Parallel IPR Petition

The PTAB recently denied Intel’s (Petitioner) parallel IPR petition (IPR2023-01140) against AX Wireless (Patent Owner) challenging certain claims of U.S. Pat. No. 10,917,272. The denial came after Intel filed a separate petition…more

Intel, Intellectual Property Litigation, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement

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Australian Corporate Conduct Regulator Releases Guidance on Greenwashing Risks

In Short - The Situation: The Australian Securities and Investments Commission ("ASIC") has released guidance to superannuation and managed funds as to how to avoid the risk of greenwashing when promoting…more

ASIC, Australia, Australian Competition and Consumer Commission (ACCC), Greenwashing, IOSCO

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It's Time for a Fresh Look at DEI Metrics in Executive Compensation

The Background: It is estimated that over 84 percent of companies in the S&P 1500 use some form of "social" metric when determining their executives' incentive compensation. Many of these social metrics set forth diversity,…more

Anti-Discrimination Policies, Civil Rights Act, Diversity and Inclusion Standards (D&I), Environmental Social & Governance (ESG), Equal Protection

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Florida Governor Signs Sweeping Tort Reform Bill Into Law

On March 24, 2023, Florida Governor Ron DeSantis signed into law HB 837/SB 236, which is now in effect and will significantly impact tort cases…more

Governor DeSantis, Insurance Claims, Insurance Industry, Property Insurance, Tort Reform

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Food, Drugs, Cosmetics, and Devices: Federal Regulatory Focus Areas in 2023

In Short - The Situation: With the calendar officially turned to a new year several significant changes and regulatory initiatives are on the horizon at the Food and Drug Administration ("FDA")…more

Cosmetics, Federal Trade Commission (FTC), Food & Drug Regulations, Food and Drug Administration (FDA), Medical Devices

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No Search Warrant Required for Records of Bitcoin Transactions, the Fifth Circuit Holds

The Situation: While investigating a website for criminal activities, federal agents traced Bitcoin transactions and issued a subpoena to a virtual-currency exchange to identify customers of the site. Using that information, the…more

Bitcoin, Blockchain, Carpenter v US, Criminal Investigations, Cryptocurrency

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Questions Remain as Supreme Court Restricts § 1782 Discovery in Private International Arbitrations

In Short - The Situation: Section 1782 of Title 28 of the U.S. Code authorizes U.S. district courts to order discovery "for use in a proceeding in a foreign or international tribunal." Over the last several years, U.S…more

28 U.S.C. § 1782, Arbitration, Discovery, Foreign Tribunals, International Arbitration

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SEC Adopts Final Dodd-Frank Act Clawback Rules: An A-to-Z Explanation

As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act in 2010, on October 26, 2022, the Securities and Exchange Commission adopted final rules directing the national securities exchanges and national…more

Clawbacks, Disclosure Requirements, Dodd-Frank, Final Rules, Incentive Compensation

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Dutch Limited Partnerships Attractive Alternative to Luxembourg and Irish Fund Structuring

Proposed changes to Dutch tax law will make Dutch limited partnerships attractive private equity and venture capital fund and feeder fund alternatives to Irish and Luxembourg equivalents. A Dutch limited partnership…more

Business Entities, Business Taxes, Corporate Taxes, International Tax Issues, Limited Partnership Agreements

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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REPowerEU: A New Energy Landscape for Europe

In March 2022, the European Commission published "REPowerEU," a blueprint of its planned changes to the regulation of European Union energy markets in direct response to the Russian invasion of Ukraine in February 2022. At its…more

Energy Sector, EU, Liquid Natural Gas, Natural Gas, Oil & Gas

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Petition Denied for Lacking Section 112(f) Construction and Fintiv

On March 7, 2024, the PTAB denied institution in 10x Genomics, Inc. v. President and Fellows of Harvard College, IPR2023-01299, Paper 15 (PTAB Mar. 7, 2024) (“Decision”). The PTAB denied institution on two separate grounds: (1)…more

Claim Construction, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation

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New Year, New Mass Arbitration Rules From the AAA

On January 15, 2024, the American Arbitration Association ("AAA") published updates to its Mass Arbitration Supplementary Rules and Fee Schedule, aimed at streamlining the mass arbitration process and reducing costs…more

American Arbitration Association, Arbitration, Arbitration Agreements, Arbitrators, Business Disputes

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Global Merger Control Update | Fall 2022

This Jones Day Global Merger Control Update highlights significant recent developments and changes in merger control regimes. In this Update, we review: (i) key changes to merger regimes in Austria, Belgium, Bulgaria, Cambodia,…more

Acquisitions, Anti-Monopoly, Antitrust Provisions, Competition, Competition Authorities

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NYDFS Expands Cybersecurity Regulations: Extortion Payment Reporting, Corporate Governance, and Technical Requirements

A major amendment to the New York State Department of Financial Services' cybersecurity regulations establishes affirmative cybersecurity oversight duties and requires companies to report extortion payments to the agency…more

Chief Information Security Officer (CISO), Cybersecurity, Cybersecurity Framework, Data Protection, Extortion

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The UK’s Digital Services Tax: Where Are We Now?

Current Status: The UK Government is moving ahead with its implementation of the Digital Services Tax ("DST") despite concerns raised by the United States and the Organisation of Economic Co-operation and Development ("OECD")…more

Corporate Taxes, Digital Services Tax, Double Taxation, Financial Statements, HMRC

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D.C. District Court Vacates 60-Day Medicare Advantage Overpayment Rule

The Situation: In 2016, several Medicare Advantage ("MA") organizations challenged a 2014 final rule promulgated by the Center for Medicare Services ("CMS") that broadly subjected MA organizations to potential liability under…more

Administrative Procedure Act, Affordable Care Act, Appeals, Centers for Medicare & Medicaid Services (CMS), False Claims Act (FCA)

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New York's Recipe for Food Marketing: Next Course of Restrictive State Actions?

A New York Senate bill seeks to amend multiple state laws impacting food and beverage advertising to expand the scope of factors to be considered in determining whether an advertisement is false or misleading…more

Beverage Manufacturers, False Advertising, Food Labeling, Food Manufacturers, Food Marketing

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Fifteenth Anniversary Update: Annotated Local Patent Rules for the Northern District of Illinois

Almost 15 years ago, in an effort to create greater predictability for patent litigation in the Northern District of Illinois, the District enacted Local Patent Rules (“LPR”).1 This annotated version of the LPRs is released in…more

Intellectual Property Protection, Local Patent Rules, Patent Infringement, Patent Litigation, Patents

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U.S. Supreme Court Narrows Scope of Liability Under Anti-Terrorism Act

The U.S. Supreme Court unanimously decided Twitter v. Taamneh, clarifying the meaning of key provisions in the Anti-Terrorism Act ("ATA") and the pleading standard for aiding-and-abetting claims under that law…more

Antiterrorism Act, Communications Decency Act, Google, ISIS, SCOTUS

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Federal Agencies Seeking Patent Seizure Authority Through Draft NIST Guidance

The Situation: On December 8, 2023, the National Institute of Standards and Technology ("NIST") released a proposed framework for federal agencies regarding the exercise of the government's march-in rights for federally funded…more

Bayh-Dole Act, Biotechnology, Centers for Medicare & Medicaid Services (CMS), Drug Pricing, Health and Safety

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Avoid the Pitfalls of NYC Freelancer Law

New York City's Freelance Isn't Free Act ("Act") took effect on May 15, 2017, and applies to any freelance contracts or agreements entered into on or after that date. The Act requires all agreements for freelance work of a value…more

Employer Liability Issues, Employment Contract, Employment Policies, Freelance Isn't Free Act (FIFA), Freelance Workers

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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California Is First State to Adopt Age-Appropriate Design Code Law Alert

The California Age-Appropriate Design Code Act expands privacy requirements for businesses with online products, services, or features directed to or likely to be accessed by users under the age of 18…more

COPPA, Corporate Counsel, Data Protection, Governor Newsom, Online Safety for Children

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Mexico Establishes Single-Window Investor Portal and Investment Project Registry

To simplify the establishment of investments within the country and position Mexico as a destination for foreign investment considering the "nearshoring" phenomenon, the Ministry of Economy has instituted a single-window…more

Financial Markets, Foreign Investment, Mexico, Ministry of Economy, Portal

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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The Climate Report | Second Quarter 2021

Climate Change Regulatory Issues & Updates - Interim Update on Biden Administration Climate Change Initiatives - The last edition of the Climate Report discussed President Biden's signing, on his first day in office, of…more

Carbon Emissions, Climate Change, Environmental Policies, Environmental Social & Governance (ESG), FERC

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2022 Anti-Money Laundering and Sanctions Year in Review

In 2022, anti-money laundering ("AML") and sanctions controls were at the center of regulatory and enforcement activities in the United States and abroad. Globally, governments have continued to recognize the impact of AML…more

Anti-Money Laundering, Bank Secrecy Act, Financial Crimes, Financial Institutions, Financial Transactions

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New York City Releases Final Rules on Automated Employment Decision Tools

New York City regulators have finalized rules implementing the city's law requiring bias audits of automated employment decision tools, publication of audit results, notice to employees, and other requirements…more

Artificial Intelligence, Automation Systems, City of New York, Decision-Making Process, Employer Liability Issues

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DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

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Financial Government Support Measures Related to COVID-19 for European Corporates

The economic crisis caused by the spread of the coronavirus triggered an unprecedented response from European governments to support their economies with various measures of support. This overview summarizes the various…more

Business Interruption, Coronavirus Large Business Interruption Loan Scheme (the CLBILS), Coronavirus/COVID-19, EU, European Commission

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SEC Adopts Amendments to the Beneficial Ownership Rules

In Short - The Background: On October 10, 2023, the U.S. Securities and Exchange Commission (the "SEC") adopted amendments to the rules that govern beneficial ownership reporting for investors, marking the first update to the…more

Beneficial Owner, Business Ownership, Financial Markets, Internal Reporting, Investment Adviser

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EU Court Limits EU and Schengen Nations' Ability to Enforce Interpol Red Notices

The Situation: On May 12, 2021, the Court of Justice for the European Union ("CJEU") held that European Union ("EU") and Schengen Area member states cannot make an arrest pursuant to an Interpol Red Notice if the person to be…more

Court of Justice of the European Union (CJEU), Criminal Investigations, Department of Justice (DOJ), Double Jeopardy, EU

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Fifteenth Anniversary Update: Annotated Local Patent Rules for the Northern District of Illinois

Almost 15 years ago, in an effort to create greater predictability for patent litigation in the Northern District of Illinois, the District enacted Local Patent Rules (“LPR”).1 This annotated version of the LPRs is released in…more

Intellectual Property Protection, Local Patent Rules, Patent Infringement, Patent Litigation, Patents

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Executive Order on Promoting Competition in the American Economy: A Focus on Patent and Drug Law to Reduce Health Care Spending

Each year, Americans spend more than $1,500 per person on prescription drugs. Critics calling for measures to lower prescription drug costs often cast blame on alleged abuses of patent and competition laws. To address these…more

Anti-Competitive, Biden Administration, Biosimilars, Biotechnology, Competition

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Environmental Reviews Under NEPA to Include More Thorough Consideration of Climate Change Risks

Several recent proposals impacting implementation of the National Environmental Policy Act ("NEPA") demonstrate a renewed focus on considering climate change in federal decision-making. In July, the Council on Environmental…more

CEQ, Climate Change, Environmental Impact Report (EIR), Environmental Policies, Environmental Review

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EPA Proposes New Waste Combustion Emissions Limits Under the Clean Air Act

Proposed rules would increase the stringency of Clean Air Act standards applicable to facilities that burn 250 tons or more of municipal solid waste per day. Among the U.S. Environmental Protection Agency's ("EPA") latest…more

Air Pollution, Clean Air Act, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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The Climate Report | Second Quarter 2022

REGULATORY ISSUES & UPDATES - UK Introduces New Climate-Related Disclosure Regulations for UK Companies and LLPs - The Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 2022 ("the…more

Biden Administration, Climate Action Plan, Climate Change, Corporate Governance, Corporate Social Responsibility

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President Biden Selects District of Delaware Chief Judge Stark For Federal Circuit

President Biden has selected Leonard P. Stark—Chief Judge of the U.S. District Court for the District of Delaware—to be the next member of the Federal Circuit, filling the vacancy that will be left behind when Judge Kathleen M…more

Biden Administration, Federal Jurisdiction, Intellectual Property Protection, Judges, Judicial Appointments

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Four Ways to Protect Your Cyber Insurance in Today’s Challenging Market

In Short: The Situation: The cyber insurance market is experiencing a major retrenchment, with insurers seeking to limit their exposure in a variety of ways…more

Consumer Insurance Products, Cyber Attacks, Cyber Insurance, Cybersecurity, Data Breach

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

See all updates »

UK Takeover Panel's Code Committee Proposes Changes to Treatment of Offer Conditions and Offer Timetable

The Code Committee ("Code Committee") of the UK Takeover Panel ("Panel") has published a consultation paper proposing a number of amendments to the City Code on Takeovers and Mergers ("Code") which, if adopted, will mark a…more

Competition, Consultation Papers, Merger Controls, Private Equity Firms, Takeovers

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DOJ Announces Safe Harbor Policy for Voluntary Self-Disclosures in Mergers and Acquisitions

Under a new U.S. Department of Justice ("DOJ") policy related to mergers and acquisitions ("M&A"), DOJ will decline to prosecute an acquiring company for misconduct by an acquired company where the acquiring company timely and…more

Acquisition Agreements, Corporate Misconduct, Corporate Sales Transactions, Department of Justice (DOJ), Merger Agreements

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Vital Signs: Digital Health Law Update | Winter 2024

Welcome to Vital Signs, a curated compilation of the latest legal and regulatory developments in digital health. Our lead article reports on HHS' recent final rule on the confidentiality of substance use disorder patient…more

Consent, Data Privacy, Data Security, DEA, Department of Health and Human Services (HHS)

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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OFCCP Extends Deadline and Opens Door for New Objections to Disclosure of EEO-1 Data

In response to pressure from Congress, OFCCP has extended the deadline for contractors to object to disclosure of EEO-1 reports and opened the door for new objections…more

EEO-1, Federal Contractors, OFCCP, Pay Data, Reporting Requirements

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The ITC is Not Just for Patents – Brand Owners are Welcome Too

When people think of actions filed with the International Trade Commission (ITC) under section 337 of the Tariff Act of 1930, they likely think of patent infringement cases. And the majority of ITC cases do involve patents, but…more

Cease and Desist Orders, Exclusion Orders, Imports, Intellectual Property Protection, International Trade Commission (ITC)

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"MetaBirkins" Bagged: NFT Creator Found Liable for Trademark Infringement

In a closely watched trademark infringement case involving non-fungible tokens ("NFTs"), a jury found that the sale of digital images of Hermès's Birkin bags as NFTs infringed and diluted Hermès's trademarks…more

Artistic Works, Consumer Confusion, Digital Assets, Dilution, Fashion Branding

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PTAB Not Required to Decode Petitioner Arguments

In a precedential opinion, the Federal Circuit affirmed two Patent Trial and Appeal Board (“PTAB”) patentability decisions, holding that the PTAB did not abuse its discretion by not addressing arguments not clearly presented in…more

Claim Limitations, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Netflix, Patent Infringement

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SEC Enforcement in Financial Reporting and Disclosure: 2023 Year-End Update

We are pleased to present our latest update on financial reporting and issuer disclosure enforcement activity. This White Paper primarily focuses on the U.S. Securities and Exchange Commission’s (“SEC”) enforcement activity…more

Disclosure Requirements, Enforcement Actions, Financial Reporting, Securities and Exchange Commission (SEC), Securities Regulation

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Prevailing Wages and More: Developer and Contractor Obligations in CHIPS Act-Funded Construction Projects

In Short - The Situation: The CHIPS Act provides over $50 billion in the form of grants, loans, loan guarantees, and other programs to incentivize semiconductor manufacturing in the United States. The U.S. Department of…more

Construction Industry, Construction Workers, Employer Liability Issues, Prevailing Wages, U.S. Commerce Department

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Institution Denied Based On Written Description in “Alternative Embodiments”

On September 21, 2023, the PTAB denied United Services Automobile Association’s petition to institute inter partes review of Auto Telematics’s U.S. Patent No. 9,633,487.  IPR2023-00519, Paper 10…more

Automotive Industry, Denial of Institution, Innovative Technology, Inter Partes Review (IPR) Proceeding, Patent Applications

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The Consumer Financial Protection Bureau Announces Sweeping Rulemaking for Companies That Collect and Furnish Personal Data

On August 15, 2023, the Consumer Financial Protection Bureau ("CFPB") announced it was launching a rulemaking aimed at subjecting any company or entity that collects and sells consumer data to the Fair Credit Reporting Act…more

Consumer Financial Protection Bureau (CFPB), Consumer Reporting Agencies, Consumer Reports, Cybersecurity, Data Brokers

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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California Takes Significant Step Towards Reforming CEQA and Streamlining Infrastructure Projects

On May 19, 2023, California Governor Gavin Newsom unveiled a significant legislative package and signed an executive order aimed at reforming the California Environmental Quality Act ("CEQA") and streamlining infrastructure…more

CEQA, Clean Energy, Governor Newsom, Infrastructure, Renewable Energy

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

See all updates »

Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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Climate Change Disclosures Are Coming: Is Your Insurance Program Ready?

Almost daily there are reports of new environmental, social, and governance ("ESG") claims being brought against public companies with no end in sight. Within the arena of ESG issues, climate change disclosures are an emerging…more

Climate Change, Commercial Insurance Policies, Corporate Governance, D&O Insurance, Disclosure Requirements

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Statutory Disclaimer After Petition Bars Institution

In IPR2023-01058, the PTAB declined to institute IPR, finding that Patent Owner had disclaimed all challenged claims under 35 U.S.C. § 243(a), in compliance with 37 C.F.R. § 1.321(a), such that there was no basis on which to…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Ownership

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Foreign Direct Investment Screening in the Netherlands: New Regime In Force

In Short - The Development: On 1 June 2023, the Security Screening of Investment, Mergers and Acquisitions Act (Wet Veiligheidstoets investeringen, fusies en overnames) ("the FDI Act") entered into force, introducing a…more

FDI Act, Foreign Direct Investment, Foreign Investment, National Security, Netherlands

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Generative AI Generates Excitement—and Copyright Concerns

In Short - The Situation: Workforces are increasingly using generative artificial intelligence ("AI") platforms to generate diverse content ranging from marketing materials, translations, source code, and more…more

Artificial Intelligence, Authorship, Copyright, Copyright Infringement, Copyright Registration

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COVID-19-Related Disclosure Considerations for Upcoming Periodic SEC Reporting

The ongoing COVID-19 pandemic has resulted in unprecedented and rapidly evolving disruptions to public companies’ businesses, financial condition, and results of operations, as well as broad-based economic dislocation and market…more

Disclosure Requirements, Publicly-Traded Companies, Quarterly Report, Securities and Exchange Commission (SEC)

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Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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Business Restructuring Review Vol. 21, No. 6 | November-December 2022

On October 14, 2022, the U.S. Court of Appeals for the Fifth Circuit issued a long-awaited ruling on whether Ultra Petroleum Corp. (“UPC”) must pay a $201 million make-whole premium to noteholders under its confirmed chapter 11…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 15, Chapter 7

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New York Appellate Court Holds that PSLRA Discovery Stay Applies in State Actions

A recent decision by the First Department of the New York Appellate Division held that the Private Securities Litigation Reform Act's automatic stay of discovery applies in state court, but not during the pendency of an appeal…more

Appellate Courts, Automatic Stay, Motion to Dismiss, Oral Argument, PSLRA

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Reversal of Burden of Proof Under Proposal for a New EU Product Liability Directive

In Short - The Situation: The EU Product Liability Directive 85/374/EEC ("PLD") was adopted nearly 40 years ago and has remained almost unchanged since its inception…more

Burden of Proof, Damages, Distributors, EU, European Commission

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2021 Mid-Year Review: Key Global Trade Secret Developments

A trade secret is any information used in one’s business that derives independent economic value from being kept secret. Unlike patents, trade secrets are protected indefinitely for as long as they remain a secret. In the United…more

Biden Administration, Competition, Computer Fraud and Abuse Act (CFAA), Confidential Information, Defend Trade Secrets Act (DTSA)

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SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

The U.S. Securities and Exchange Commission ("SEC") adopted multiple rules that will impact private funds, governing documents, and side letters…more

Financial Services Industry, Investment Adviser, New Rules, Private Equity, Private Funds

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Tillis Urges FDA, USPTO to Investigate Potential False Narrative by Drug Critics

On January 31, 2022, Sen. Thom Tillis (R-N.C.), the Ranking Member of the Senate Judiciary Committee Subcommittee on Intellectual Property, sent a letter to Janet Woodcock, Acting Commissioner of the FDA, and Drew Hirschfield,…more

Competition, Data Management, Deceptive Intent, Drug Pricing, Food & Drug Regulations

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Delaware Supreme Court Issues Decision Emphasizing Stability of Corporate Law

The Delaware Supreme Court recently confirmed that the adoption of an exculpatory charter amendment does not require a class vote under the Delaware General Corporation Law ("DGCL")…more

Capital Structures, Charter Amendments, DE Supreme Court, Delaware General Corporation Law, Proposed Amendments

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No Fair Notice, but a Fair Outcome: Fifth Circuit Rules Against CFTC for "Rulemaking by Enforcement"

On January 9, 2024, the U.S. Court of Appeals for the Fifth Circuit reversed a 2022 jury verdict for the Commodity Futures Trading Commission ("CFTC") against EOX Holdings LLC and a former broker, Andrew Gizienski, holding "that…more

Brokers, CFTC, Enforcement Actions, Fair-Notice Standard, Investment

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Post-Order Merger Divestitures Likely to Face "Uphill" Battle with FTC

New guidance from the Federal Trade Commission's ("FTC") staff describes the FTC's views on "post-order" divestitures and highlights the difficulties in persuading the FTC to abandon its preference for upfront buyers in merger…more

Acquisitions, Competition, Corporate Counsel, Divestiture, Divestment

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EU Adopts Enhanced Legal Framework to Provide for High Common Level of Cybersecurity

The Council of the European Union ("EU") adopted a new Directive to strengthen cybersecurity and resilience across the Union. - Following the European Parliament's approval on November 10, 2022, the Council of the European…more

Cybersecurity, Data Protection, EU, Reporting Requirements, Risk Management

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Director Issues Guidance on Use of AI for Documents Submitted to PTAB

USPTO Director Katherine K. Vidal issued guidance on February 6, 2024 regarding the use of AI in drafting materials submitted to the USPTO’s administrative boards, including the PTAB. Of biggest concern in the guidance is the…more

Artificial Intelligence, Intellectual Property Litigation, Intellectual Property Protection, Judicial Proceedings, New Guidance

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Snap Removal After Texas Brine: Considerations for Forum Defendants in the Fifth Circuit

The Situation: Defendants sued in state court are making use of a procedural technique known as "snap removal" to get otherwise non-removable cases into federal court. Snap removal takes advantage of the plain language of the…more

Congressional Intent, Forum Defendant Rule, Fraudulent Joinder, Removal, Statutory Interpretation

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Supreme Court Again Reins in Scope of Claims Under the Alien Tort Statute

In Nestle, six citizens of Mali claimed they were trafficked into and enslaved on cocoa farms in the Ivory Coast. Pursuant to the ATS, these former child slaves sought to impose liability upon Nestle, Cargill, and other U.S…more

Alien Tort Statute, Cargill, Cargill Inc. v Doe I, Extraterritoriality Rules, Human Rights

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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American Airlines Successfully Defends Helms-Burton Act Win

In the first published appellate opinion addressing a lawsuit under the Helms-Burton Act, the United States Court of Appeals for the Fifth Circuit held that the plaintiff failed to satisfy a statutory precondition because he…more

American Airlines, Confiscated Property, Cuba, Helms-Burton Act, Inheritance

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PTAB Rejects Double-Dose of Prior Art

In Sandoz Inc. v. Acerta Pharma B.V. (IPR2023-00478), a Patent Trial and Appeal Board (“PTAB”) panel denied IPR institution where the asserted prior art was cumulative of that considered during prosecution. This denial included…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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Australian Unfair Contract Terms Regime Renders Foreign Class Action Waiver Clauses Void

In Short - The Situation: In 2020, a cruise ship in Australian waters, the Ruby Princess, experienced a COVID‑19 outbreak that resulted in an Australian class action. Part of the class were passengers subject to contractual…more

Australia, Australian Consumer Law, Class Action, Class Action Arbitration Waivers, Contract Disputes

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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U.S. Supreme Court Allows Personal Jurisdiction Based on Corporate Registration

The decision risks opening the door to increased forum shopping in states with consent-by-registration systems, but significant questions remain about the extent of those risks…more

Due Process, Forum Shopping, Mallory v Norfolk Southern Railway Co, Personal Jurisdiction, SCOTUS

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EPA's PFAS Reporting Rule Requires Broad Retroactive Disclosure of PFAS Data

The Situation: In 2019, Congress amended the Toxic Substances Control Act ("TSCA") to require the Environmental Protection Agency ("EPA") to promulgate a reporting rule on per- and polyfluoroalkyl substances ("PFAS"). EPA…more

Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA), Hazardous Substances

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Japan Legal Update Vol. 53 | Autumn 2020

Technology - Japan Ministries Support Expansion of E-Signature Use - On September 4, 2020, the Japanese Ministry of Internal Affairs and Communications, the Ministry of Justice, and the Ministry of Economy, Trade and…more

Anti-Monopoly, Authentication, Competition, Digital Signature Standards, E-Signatures

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Cross-Border Restructuring Case Study: syncreon

The Situation: Jones Day recently represented a group of secured term loan and revolver lenders in the global restructuring of syncreon Group B.V. ("syncreon")—a leading provider of logistics services with over 14,000 employees…more

Canada, CCAA, Commercial Bankruptcy, Corporate Restructuring, Cross-Border

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Supreme Court Holds Proof of Retaliatory Intent Not Required for Sarbanes-Oxley Whistleblower Claims

The Background: In August 2022, the United States Court of Appeals for the Second Circuit held in Murray v. UBS Securities, LLC., et al. ("Murray") that an employee suing his employer under the anti-retaliation provisions of the…more

Adverse Employment Action, Anti-Retaliation Provisions, Burden of Proof, Certiorari, Employees

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From Aspiration to Execution—ESG Legal Risks in the UK Real Estate Sector

ESG issues are front and centre in many sectors and many boardrooms. The UK real estate sector is no exception. Unsurprisingly, the principal focus has been on the “E”, with the environmental aspects of developing and operating…more

Climate Change, Disclosure Requirements, Environmental Social & Governance (ESG), Task Force on Climate-related Financial Disclosures (TCFD), UK

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California Health Care Providers to Face Greater Headwinds as State Implements Health Care Cost Targets

Pursuant to California's Health Care Quality and Affordability Act (the "HCQA"), the newly created Office of Health Care Affordability ("OHCA") recently proposed statewide health care cost targets and standards and goals for the…more

Alternative Payment Models (APM), California, Health Care Providers, Health Insurance, Healthcare

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An Update on Noncompete Legislation Following Passage of Massachusetts' Non-Compete Law

In October 2018, businesses across the country braced for the effects of a noncompete law that was enacted in Massachusetts. The "garden leave" clause in Massachusetts' noncompete law dictated that during the period in which a…more

Confidential Information, Contract Terms, Employer Liability Issues, Employment Contract, Garden Leave

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The Hammer Falls: U.S. Antitrust Agencies Issue Final Antitrust Merger Guidelines

As expected, the final guidelines expand the types of transactions that may receive heightened scrutiny or result in a merger challenge…more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), FTC Guidelines

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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Florida Governor Signs Sweeping Tort Reform Bill Into Law

On March 24, 2023, Florida Governor Ron DeSantis signed into law HB 837/SB 236, which is now in effect and will significantly impact tort cases…more

Governor DeSantis, Insurance Claims, Insurance Industry, Property Insurance, Tort Reform

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NYDFS Expands Cybersecurity Regulations: Extortion Payment Reporting, Corporate Governance, and Technical Requirements

A major amendment to the New York State Department of Financial Services' cybersecurity regulations establishes affirmative cybersecurity oversight duties and requires companies to report extortion payments to the agency…more

Chief Information Security Officer (CISO), Cybersecurity, Cybersecurity Framework, Data Protection, Extortion

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FinCEN Issues Final Rule Extending Beneficial Ownership Information Reporting Deadline for New Entities

The Financial Crimes Enforcement Network ("FinCEN") has issued a final rule ("Final Rule") extending the initial reporting deadline for new entities required to file beneficial ownership information ("BOI") with FinCEN to 90…more

Beneficial Owner, Corporate Transparency Act, Final Rules, Financial Crimes, FinCEN

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Australia's New Register of Foreign Ownership of Australian Assets Commences on July 1, 2023

In Short - The Situation: From July 1, 2023, foreign investors in Australia will be subject to new registration requirements under Australia's foreign investment regime…more

Australia, Foreign Acquisitions and Takeovers Act 1975 (FATA), Foreign Governments, Foreign Investment, Foreign Ownership

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Delaware Court Applies Traditional Entire Fairness Standard to Very Large Stockholder-Approved, Performance-Based Equity Award

The Case: A Tesla stockholder sued Tesla's board of directors to rescind a performance-based stock option grant awarded to Elon Musk, Tesla's CEO. The option award was worth a total of $56 billion and offered the opportunity to…more

Board of Directors, Compensation & Benefits, Controlling Stockholders, Corporate Counsel, DE Supreme Court

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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Generative AI-Assisted Patent Inventorship Questions Remain

The Situation: The U.S. Supreme Court recently denied certiorari in Thaler v. Vidal, leaving intact the Federal Circuit's ruling that only human beings, and not artificial intelligence ("AI") systems, can be inventors under U.S…more

Algorithms, Artificial Intelligence, Denial of Certiorari, Intellectual Property Owner’s Association (IPO), Intellectual Property Protection

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Sustainability in EU Capital Markets: New Rules for Fund and Asset Managers Ahead

Currently in the European Union, no level playing field exists for asset management and rating agency activities when it comes to ensuring sustainability. The European Securities and Market Authority ("ESMA") is proposing…more

Alternative Investment Funds, Asset Management, Capital Markets, Credit Rating Agencies, EU

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SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

The U.S. Securities and Exchange Commission ("SEC") adopted multiple rules that will impact private funds, governing documents, and side letters…more

Financial Services Industry, Investment Adviser, New Rules, Private Equity, Private Funds

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Trade Controls in the EU: COVID-19 Measures at a Glance

In response to the novel coronavirus ("COVID-19") pandemic, the European Union ("EU"), various Member States and the United Kingdom have adopted trade control measures aimed at avoiding shortages and ensuring the availability…more

Coronavirus/COVID-19, EU, European Commission, Export Controls, Exports

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PTAB Denies Authorization to Submit Exhibit For Not Following the Rules

The PTAB recently granted a joint request to expunge an exhibit and contemporaneously denied the Patent Owner’s request for authorization to file a Motion for Leave to Submit the same exhibit in Bausch & Lomb Inc. v. ZeaVision,…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents

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Clintons Puts Its Cards on the Table: Part 26A Restructuring Plan Sanctioned

On 24 August 2023, the English courts sanctioned a Part 26A Restructuring Plan for Esquire Retail Limited, trading as Clintons, with distinctive treatment of business rates…more

Borrowers, Creditors, Direct Lending, Investment Management, Liquidity

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Adoption of Final Version of European Green Bond Standard: A New Landmark Tool for Sustainable Finance

The Situation: On October 5, 2023, the European Parliament and the Council of the European Union adopted the European Green Bond Regulation ("EuGB Regulation"), establishing a voluntary harmonized standard open to both EU and…more

EU, European Commission, European Securities and Markets Authority (ESMA), Financial Markets, Green Bonds

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The Death of the National Mediation Board’s "Straw Man" Decertification Procedure?

The National Mediation Board's proposed rule would create a direct decertification procedure, eliminating its current, convoluted "straw man" decertification procedure. On January 31, 2019, the National Mediation Board…more

Comment Period, Decertification, National Mediation Board (NMB), Notice of Proposed Rulemaking (NOPR), Proposed Rules

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IRS to Begin Examination of Hundreds of High-Wealth Individuals Starting July 15

The Internal Revenue Service ("IRS") announced that as soon as it reopens its collection and examination functions on July 15, it will immediately begin the examination of hundreds of high-income individuals and private…more

Closely Held Businesses, Estate Planning, Estate Tax, High Net-Worth, IRS

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Federal Court of Australia Grants First Interlocutory Injunction Against Biosimilar

The Situation: Roche, the originator of the biologic therapy rituximab, sought interlocutory orders to restrain Sandoz from launching its rituximab biosimilar in Australia, on the basis that supply of the biosimilar would…more

Australia, Biosimilars, Interlocutory Injunctions, Patent Infringement, Pharmaceutical Benefits Scheme

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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U.S. EPA's New Methane Emissions Charge – My Wallet or Yours?

On January 12, 2024, the EPA announced a proposed new rule entitled Waste Emissions Charge for Petroleum and Natural Gas Systems (the "Proposed Rule"). As required by Congress pursuant to the Inflation Reduction Act ("IRA"), EPA…more

Environmental Policies, Environmental Protection Agency (EPA), Greenhouse Gas Emissions, Inflation Reduction Act (IRA), Infrastructure

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Executive Order Limits Sale or Transfer of Personal Data to Certain Countries

The U.S. Government has identified the exploitation of Americans' bulk sensitive personal data and U.S. government-related data by "countries of concern" as posing a national security risk…more

Algorithms, Artificial Intelligence, Consumer Financial Protection Bureau (CFPB), Cybersecurity, Data Sellers

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New IFRS and U.S. GAAP Lease Accounting Rules Impact M&A Transactions

The Situation: New rules for the accounting of operating leases will come into force under the International Financial Reporting Standards ("IFRS") and U.S. Generally Accepted Accounting Principles ("U.S. GAAP") in 2019. The…more

Acquisitions, EBITDA, GAAP, IFRS, Leases

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California Proposes CCPA Amendments to Further Protect Children's Privacy

Proposed amendments to the California Consumer Privacy Act would require businesses to obtain opt-in consent prior to collecting, selling, sharing, using, or disclosing a minor's personal information…more

California, California Consumer Privacy Act (CCPA), Consumer Privacy Rights, Cybersecurity, Data Collection

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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United States Signs Executive Order to Implement EU-U.S. Trans-Atlantic Data Privacy Framework

On October 7, 2022, President Biden signed an executive order on "Enhancing Safeguards for United States Signals Intelligence Activities," outlining the measures that the United States will take to implement its commitments…more

Cybersecurity, Data Privacy, Data Protection, Data Security, EU-US Privacy Shield

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California and FTC Announce Enforcement Actions Involving the Sale of Personal Information

In two back-to-back announcements, California and the FTC reemphasized their enforcement efforts related to the sale of personal information…more

California, California Consumer Privacy Act (CCPA), CalOPPA, Data Privacy, Data Selling

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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FCPA 2023 Year in Review

Foreign Corrupt Practices Act (“FCPA”) enforcement continues to slowly rebound from pre-pandemic levels. In 2023, the Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) resolved 13 corporate FCPA…more

Anti-Bribery, Anti-Corruption, Corruption, Criminal Penalties, Department of Justice (DOJ)

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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UK Financial Services Bill Includes New Powers for FCA to Manage LIBOR Transition

The proposed powers for the Financial Conduct Authority ("FCA") to manage the London Interbank Offered Rate ("LIBOR") transition should address so-called "tough legacy" contracts involving UK participants but could also have…more

Banking Sector, Benchmarks, Financial Conduct Authority (FCA), Financial Markets, Financial Services Industry

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Spanish Fund and Venture Capital Regulation Adapts to European Regulations

In Short - The Situation: Spain's new Law 18/2022 regarding the creation and growth of companies (the so-called "Create and Grow Law") will facilitate investment in start-ups and includes improvements in foreign financing…more

Investment, Investment Funds, Investors, Private Equity, Startups

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Executive Order Limits Sale or Transfer of Personal Data to Certain Countries

The U.S. Government has identified the exploitation of Americans' bulk sensitive personal data and U.S. government-related data by "countries of concern" as posing a national security risk…more

Algorithms, Artificial Intelligence, Consumer Financial Protection Bureau (CFPB), Cybersecurity, Data Sellers

See all updates »

New German Regulation Imposes Thresholds for PFAS

New PFAS threshold values applicable to soil testing will start on August 1, 2023. PFAS (per- and polyfluoroalkyl substances) constitute a group of thousands of synthetic chemicals that are widely used in various consumer and…more

Contamination, Environmental Policies, Germany, Groundwater, New Regulations

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Hong Kong Court: Questions of Compliance With Pre-Arbitration Requirements Should Be Decided by the Arbitrator

The Court of Appeal has confirmed that, subject to any agreement to the contrary, the failure to comply with pre-conditions to arbitration goes to the admissibility of a claim and should be determined by the arbitral tribunal,…more

Arbitral Authority, Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Enforcement of Procedural Timelines in Arbitrations in Singapore

A recent Singapore International Commercial Court ("SICC") decision considered the extent to which an arbitral tribunal can exclude evidence after a specified date. It is often said that arbitral tribunals are the masters of…more

Arbitration, Arbitration Agreements, Commercial Court, Federal Arbitration Act, Singapore

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Wait, There's More: The CFTC Proposes Additional Swap Reporting and Recordkeeping Amendments

The Commodity Futures Trading Commission ("CFTC") has proposed swap reporting and recordkeeping amendments that would: designate a unique product identifier ("UPI") and product classification system ("PCS") for the "other…more

CFTC, Financial Markets, Financial Services Industry, NPRM, Swap Data Repositories

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Key Patent Decisions of 2019

In another noteworthy year for patent law, the U.S. Supreme Court and the Federal Circuit issued several decisions that altered the patent landscape, including three Supreme Court decisions. The topics of the key cases included…more

America Invents Act, Attorney's Fees, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation

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Director Review: PTAB Must Articulate Bases for Section 325(d) Denial

Director Vidal recently vacated the Patent Trial and Appeal Board’s (PTAB) decision to deny institution of three petitions for inter partes review (IPR), citing insufficient explanation for denial under 35 U.S.C. §325(d). …more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Supreme Court Holds Proof of Retaliatory Intent Not Required for Sarbanes-Oxley Whistleblower Claims

The Background: In August 2022, the United States Court of Appeals for the Second Circuit held in Murray v. UBS Securities, LLC., et al. ("Murray") that an employee suing his employer under the anti-retaliation provisions of the…more

Adverse Employment Action, Anti-Retaliation Provisions, Burden of Proof, Certiorari, Employees

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Mining Reform in Mexico: Principal Amendments, Effect, and Implications for Foreign Investors

In Short - The Background: On May 8, 2023, Mexico published several amendments to laws relating to the country's mining industry. …more

Concession Agreements, Expropriation, Foreign Investment, Infrastructure, Investor Protection

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Inducement Suit Proceeds Against Insurance Company for Encouraging Use of Generic Drug

The case relates to so-called "skinny labels," in which the filer of an Abbreviated New Drug Application ("ANDA") seeks FDA approval to market a generic version of a branded drug, but "carves out" from its label certain approved…more

Abbreviated New Drug Application (ANDA), Generic Drugs, Inducement, Intellectual Property Protection, Life Sciences

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IRS Updates Fast-Track Program for Certain Corporate Tax Rulings

A new program offers rulings in 12 weeks, even absent a showing of business need. Revenue Procedure 2023-26, issued July 26, 2023, in replacement of a popular 18-month pilot program under Revenue Procedure 2022-10, continues…more

Annual Filings, Corporate Taxes, Fast Track Process, Federal Taxes, Filing Deadlines

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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U.S. Treasury Department Releases Proposed Carried Interest Regulations

The regulations are proposed to be effective when finalized, but taxpayers may generally rely on them if applied fully and consistently. What Is (and Is Not) Covered? The three-year restriction applies with respect to…more

Capital Gains, Carried Interest, Economic Substance Doctrine, Holding Periods, Income Taxes

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JONES DAY PRESENTS®: The Mechanics of Multidistrict Litigation: Streamlining Complex Cases

Increasingly, to try cases that involve multiple plaintiffs across various jurisdictions more efficiently, a judicial panel will create a multidistrict litigation (MDL). Jones Day partners Bridget O'Connor and Billy Laxton…more

Discovery, Jurisdiction, Multidistrict Litigation

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

See all updates »

2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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Trade Secrets and Generative AI: Protective Measures In an Evolving Technological Landscape

In Short - The Background: In recent months, artificial intelligence ("AI") platforms have taken the world by storm, introducing new, powerful tools for generating original and useful content based on training data and user…more

Algorithms, Artificial Intelligence, Data Collection, Data Privacy, Data Protection

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Eighth Circuit Requires But-For Causation for False Claims Act Suits Alleging Kickbacks

In Short - The Situation: Under 42 U.S.C. § 1320a-7b(g), a claim that "includes items or services resulting from a violation" of the Anti-Kickback Statute ("AKS") is a false claim for purposes of the False Claims Act ("FCA")…more

Anti-Kickback Statute, False Claims Act (FCA), Health Care Providers, Medicaid, Medicare

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Australia's New Register of Foreign Ownership of Australian Assets Commences on July 1, 2023

In Short - The Situation: From July 1, 2023, foreign investors in Australia will be subject to new registration requirements under Australia's foreign investment regime…more

Australia, Foreign Acquisitions and Takeovers Act 1975 (FATA), Foreign Governments, Foreign Investment, Foreign Ownership

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Biden Administration Proposes Universal EV Charging Standards

On June 9, 2022, the Biden administration released new standards for its goal of building 500,000 electric vehicle ("EV") charging stations nationwide by 2030. The U.S. Departments of Transportation ("DOT") and Energy…more

Automotive Industry, Biden Administration, Charging Stations, Department of Transportation (DOT), Electric Vehicles

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New Directive From OFCCP Signals the Biden Administration's Prioritization of Pay Equity

On March 15, 2022, to coincide with this year's "Equal Pay Day," the OFCCP issued a new Directive on pay equity audits. Its stated purpose is to "provide guidance on how OFCCP will evaluate federal contractors' compliance with…more

Biden Administration, Compensation & Benefits, Employer Liability Issues, Equal Pay, Federal Contractors

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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Recent Actions Relating to Section 301 Tariffs on Imports of Chinese-Origin Products

The Situation: The U.S. government took action on three sets of Chinese-origin goods subject to, or potentially subject to, additional tariffs under Section 301. The Developments: The U.S. government imposed additional 25…more

China, Exclusions, Imports, Section 301, Tariffs

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New Fast-Track IRS Guidance for Spin-Offs and Other Corporate Transactions

On January 14, 2022, the Internal Revenue Service ("IRS") released Revenue Procedure 2022-10, which establishes a "fast-track processing" pilot program for certain private letter ruling requests that are solely or primarily…more

Corporate Taxes, Fast Track Process, Federal Pilot Programs, IRS, New Guidance

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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Injury in Fact Required to Bring Appeal from PTAB Decision

On August 3, 2018, the U.S. Court of Appeals for the Federal Circuit dismissed an appeal from the USPTO Patent Trial and Appeal Board (PTAB) in JTEKT Corporation v. GKN Automotive Ltd. on the basis that the appellant lacked…more

Appeals, Article III, Estoppel, Injury-in-Fact, Intellectual Property Protection

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EU Court Limits Access to Information on Beneficial Owners of EU Companies

In Short - The Situation: The European Union's Fourth Anti-Money Laundering ("AML") Directive (Directive (EU) 2015/849 of May 20, 2015) granted broad access to information relating to the beneficial owners of companies with…more

Anti-Money Laundering, Beneficial Owner, Court of Justice of the European Union (CJEU), EU

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2023 U.S. Real Estate Round-Up: Effects of State ESG Laws on Commercial and Residential Building Owners

This 2023 U.S. Real Estate Round-Up provides key insights to commercial and residential building owners facing a flock of new state environmental, social, and governance ("ESG") laws proposed or taken effect in 2023, including…more

Climate Change, Commercial Property Owners, Energy Policy, Environmental Social & Governance (ESG), Greenhouse Gas Emissions

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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QFC Resolution Stay Regulations: Not Just for Derivatives

The Situation: Banking regulators in the United States have issued the so-called "Resolution Stay Regulations," which require "global, systemically-important banks" ("GSIBs") to amend a broad variety of "qualified financial…more

Derivatives, FDIA, FDIC, Financial Institutions, Global Systemically Important Banks (G-SIBs)

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New York's Recipe for Food Marketing: Next Course of Restrictive State Actions?

A New York Senate bill seeks to amend multiple state laws impacting food and beverage advertising to expand the scope of factors to be considered in determining whether an advertisement is false or misleading…more

Beverage Manufacturers, False Advertising, Food Labeling, Food Manufacturers, Food Marketing

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China Publishes Anti-Monopoly Guidelines on Intellectual Property

In August 2020, the Anti-Monopoly Bureau of China's State Administration for Market Regulation released four long-awaited sets of anti-monopoly guidelines addressing issues relating to leniency, commitments, the automobile…more

Administrative Authority, Anti-Competitive, Anti-Monopoly, Antitrust Provisions, China

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Fifth Circuit Clarifies FERC's Authority to Address Natural Gas Market Manipulation

The Fifth Circuit upheld a Federal Energy Regulatory Commission ("FERC") determination that an energy company unlawfully manipulated the natural gas market but rejected FERC's interpretation of its jurisdiction as overbroad…more

Energy Market, FERC, Natural Gas, Natural Gas Act, Oil & Gas

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More Flexibility for Dutch Employers in Reaching a Settlement Prior to Retirement

Effective January 1, 2021, Dutch employers have more leeway in reaching a termination settlement just before the retirement age without a punitive tax levy. Recently, the Dutch senate approved the Lump Sum Payment, Early…more

Employee Benefits, International Labor Laws, International Tax Issues, Retirement Plan

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Clintons Puts Its Cards on the Table: Part 26A Restructuring Plan Sanctioned

On 24 August 2023, the English courts sanctioned a Part 26A Restructuring Plan for Esquire Retail Limited, trading as Clintons, with distinctive treatment of business rates…more

Borrowers, Creditors, Direct Lending, Investment Management, Liquidity

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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2021 Transactional Year in Review and 2022 Forecast: Emerging Developments in Corporate Governance, Impact of COVID-19, and Looking Ahead to 2022

The enduring COVID-19 pandemic continued to impact corporate governance practices and trends in 2021, while other notable developments, including a surge in shareholder proposals, changes to the proxy rules, and increased…more

Climate Change, Coronavirus/COVID-19, Corporate Governance, Environmental Social & Governance (ESG), Infectious Diseases

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European Commission Unveils Plan Aimed at Strengthening Economic Security

The Development: On January 24, 2024, the European Commission ("EC") unveiled a package of five fresh initiatives aimed at strengthening the European Union's ("EU") economic security (the "Package"). This will likely increase…more

EU, European Commission, Export Controls, Foreign Direct Investment, Foreign Investment

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Final Climate Risk Guidance Ensures Supervisory Focus from Banking Agencies in 2024

The Situation: In October 2023, the Office of the Comptroller of the Currency ("OCC"), Federal Reserve System, and Federal Deposit Insurance Corporation ("FDIC," and the three agencies collectively, "Agencies") finalized joint…more

Banks, Climate Change, FDIC, Federal Reserve, Final Guidance

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Directors' Duties—A European Overview: Financial Distress and COVID-19 - November 2020

A company or group's financial distress causes significant turmoil for its owners, directors, managers, employees and often its suppliers and other creditors. For directors in particular, there are significant responsibilities…more

Commercial Bankruptcy, Coronavirus/COVID-19, Corporate Governance, Corporate Restructuring, Debt Restructuring

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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New Exemption to Market Sounding Regime Under the Market Abuse Regulation

The Situation: An exemption to the market sounding regime under the Market Abuse Regulation ("MAR") that became applicable on 1 January 2021, will increase the attractiveness of private placements of bonds by easing information…more

Banking Sector, Bonds, Disclosure Requirements, EU Market Abuse Regulation (EU MAR), Private Placements

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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JONES DAY TALKS®: Court Grants Stay on SEC’s Climate Disclosure Rule, but Companies Should Continue Preparations

On Friday, March 15, the U.S. Court of Appeals for the Fifth Circuit granted an administrative stay of the SEC’s final Climate Disclosure Rules, adopted just over a week earlier. All of the challenges to the Rules filed in…more

Administrative Stay, Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements

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SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

The U.S. Securities and Exchange Commission ("SEC") adopted multiple rules that will impact private funds, governing documents, and side letters…more

Financial Services Industry, Investment Adviser, New Rules, Private Equity, Private Funds

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Employee Stock Plans: International Reporting Requirements (UPDATED)

This White Paper highlights some of the principal annual or quarterly reporting requirements for employee stock plans that multinational companies most commonly encounter when offering these programs to their employees in…more

Compensation & Benefits, Employee Benefits, Employee Stock Purchase Plans, Multinationals, Regulatory Requirements

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Sikkelee Round Two: Federal Aviation Law vs. State Tort Law Rematch

The Situation: The Third Circuit decided Sikkelee II, a closely watched case involving preemption in the aviation context. The Outcome: A divided Third Circuit held, 2–1, that federal aviation law did not "conflict preempt"…more

Aviation Industry, Design Defects, Federal Aviation Administration (FAA), Manufacturers, Preemption

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Error! PTAB Denies Motion for Supplemental Information to Correct Inadvertent Omission

In Nanobebe US Inc. v. Mayborn (UK) Limited et al., the PTAB denied a Petitioner’s Motion to submit supplemental information, even though Petitioner argued the information had been inadvertently omitted in the original petition…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Ownership

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January 2024 Updates to Minnesota Employment Laws and Next Steps for Employers

On January 1, 2024, several new employment laws took effect in Minnesota, based on bills passed during the 2023 legislative session. All employers with employees in Minnesota are subject to the following changes, discussed in…more

Employee Benefits, Employees, Employer Liability Issues, Labor Reform, Minimum Wage

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U.S. Supreme Court Allows Personal Jurisdiction Based on Corporate Registration

The decision risks opening the door to increased forum shopping in states with consent-by-registration systems, but significant questions remain about the extent of those risks…more

Due Process, Forum Shopping, Mallory v Norfolk Southern Railway Co, Personal Jurisdiction, SCOTUS

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Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

The Second Circuit recently revived a securities class action against the crypto exchange Binance Holdings Ltd., holding that plaintiffs plausibly alleged their transactions on the exchange were "domestic," as required by the…more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets, Financial Transactions

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Mexico's President Presents Bill to Allow Cabotage Flights

The bill would modify current Mexican law to permit international airlines to operate domestic flights within the country, a practice known as "cabotage."…more

Airports, Aviation Industry, Cabotage, Infrastructure

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Presidential Memorandum and IRS Notice 2020-65 Defer Employee Payroll Taxes

The Situation: On August 28, 2020, the IRS published Notice 2020-65 allowing employers to defer withholding the employee portion of Social Security tax from paychecks. This payroll tax deferral is different from the one provided…more

CARES Act, Coronavirus/COVID-19, Employer Liability Issues, IRS, Payroll Taxes

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Dubai's Digital Assets Aspirations

In Short - The Situation: On 11 March 2022, Dubai Law No. 4 of 2022 Regulating Virtual Assets in the Emirate of Dubai (the "Law") came into effect. The Law establishes the foundation of a regulatory regime for virtual assets in…more

Blockchain, Cryptocurrency, Digital Assets, Dubai, Popular

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Director Review: PTAB Must Articulate Bases for Section 325(d) Denial

Director Vidal recently vacated the Patent Trial and Appeal Board’s (PTAB) decision to deny institution of three petitions for inter partes review (IPR), citing insufficient explanation for denial under 35 U.S.C. §325(d). …more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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Clarifying Cosmetics Reform: FDA Issues Draft Guidance on Registration and Product Listings

Heralding the significant changes coming to the U.S. cosmetics industry starting in 2023, the U.S. Food and Drug Administration ("FDA") has issued draft guidance to companies regarding cosmetic facility registrations and product…more

Comment Period, Cosmetics, Draft Guidance, Food and Drug Administration (FDA), Listing Rules

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PTAB Denies Authorization to Submit Exhibit For Not Following the Rules

The PTAB recently granted a joint request to expunge an exhibit and contemporaneously denied the Patent Owner’s request for authorization to file a Motion for Leave to Submit the same exhibit in Bausch & Lomb Inc. v. ZeaVision,…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents

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Federal Banking Agencies Propose Increased Capital Requirements for Large Banks

In Short - The Situation: The federal banking agencies approved a proposal that would implement a "gold-plated" U.S. version of the "Basel III endgame."…more

Banks, Basel III, Capital Requirements, Capital Rules, Dodd-Frank

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REPowerEU: A New Energy Landscape for Europe

In March 2022, the European Commission published "REPowerEU," a blueprint of its planned changes to the regulation of European Union energy markets in direct response to the Russian invasion of Ukraine in February 2022. At its…more

Energy Sector, EU, Liquid Natural Gas, Natural Gas, Oil & Gas

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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The EU Pharma Incentives Review—Two Studies and a Legislative Proposal Released

The Situation: On May 28 and 29, 2018, the European Commission ("Commission") published two studies aimed at examining the economic and legal impacts of the European Union's regime on Supplementary Protection Certificates…more

EU, Incentives, Intellectual Property Protection, Medical Devices, Patents

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Federal Court Relies on PTAB Findings in Denying Section 101 Summary Judgment Motion

Despite the prohibition on patenting “abstract ideas” and the tendency of computer software claims to fall into that category, claims directed at improving faulty software systems may still be patentable if they encompass an…more

Abstract Ideas, CLS Bank v Alice Corp, Computer-Related Inventions, Inter Partes Review (IPR) Proceeding, Motion for Summary Judgment

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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Repositioning UK Office Assets—Risks and Opportunities: Best-in-Class vs. Out-of-Date

Over recent years, we have seen an office sector where occupiers are taking less space and using it in a different way in the United Kingdom, even when compared to five years ago. That trend, which was accelerated by the…more

Construction Project, Office Space, Private Equity, Real Estate Development, Real Estate Investments

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The Climate Report | Fourth Quarter 2022

California Enacts Sweeping Climate Measures - On September 16, 2022, California Governor Gavin Newsom signed a broad legislative package into law that aims to aggressively address climate change. The material aspects of each…more

Climate Change, Electricity, Energy Sector, Natural Gas, Nuclear Power

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Ireland Introduces Foreign Investment Screening Regime

The Development: The Screening of Third Country Transactions Act 2023 (the "STCT Act") was signed into law on October 31, 2023, introducing a new investment screening regime in the Republic of Ireland ("Ireland") with a…more

EU, European Economic Area (EEA), Filing Requirements, Foreign Direct Investment, Foreign Investment

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Getting Compensation After a Bank Bailout: Lessons From a Decade of SNS Litigation

In Short: The Situation: After the nationalization of the Dutch SNS banking and insurance group, the Dutch Minister of Finance offered zero compensation to expropriated bondholders…more

Bailout, Banks, Bondholders, Bonds, Compensation

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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Germany’s "Corporate Sanctions Act": The Path to Corporate Criminal Liability

The Situation: On August 22, 2019, the German Ministry of Justice and Consumer Protection presented the draft Corporate Sanctions Act ("CSA"), a bill that would establish corporate criminal liability in Germany. The…more

Attorney-Client Privilege, Compliance Management Systems, Corporate Counsel, Corporate Crimes, Corporate Investigations

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Companies to Navigate Complex and Changing Requirements Focused on Combatting Forced Labor in Supply Chains

In recent months, a wide variety of forced labor issues have caught the attention of legislators, regulators, the media, and the public. The press is also attuned to the issue of forced labor and the use of child labor in the…more

Anti-Trafficking Statutes, Child Labor, Environmental Social & Governance (ESG), Forced Labor, Human Rights

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QPAM Amendment Finalized: Prompt Action Required for Continued Reliance

On April 3, 2024, the Department of Labor (the "DOL") published its final amendment (the "Amendment") to Prohibited Transaction Class Exemption 84-14 (the "QPAM Exemption"), which permits certain otherwise-prohibited…more

Asset Management, Department of Labor (DOL), Employee Benefits, Investment, New Amendments

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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The Brexit Clock Has Started—What Happens Next?

The United Kingdom and the remaining European Union Member States ("EU-27") will negotiate the terms of the UK's withdrawal—and likely its future relationship with the EU—over the course of the next two years. European Council…more

Article 50 Treaty of the EU, Budgets, Employee Benefits, EU, EU Single Market

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Corporate Real Estate Transactions in the UK: Beware Remediation Contribution Orders

Remediation Contribution Orders require developers, landlords, or their associated entities to contribute to the cost of remediating building safety risks in England and Wales. Since the jurisdiction to make this order was…more

Beneficial Owner, Landlords, Real Estate Transactions, Remediation, Statutory Requirements

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Illinois Restricts Employers From Using Conviction Records in Making Employment Decisions

The Situation: Recent amendments to the Illinois Human Rights Act ("IHRA") restrict Illinois employers from relying upon conviction records to make adverse employment decisions unless they comply with new substantive and…more

Criminal Background Checks, Criminal Records, Employer Liability Issues, Hiring & Firing

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An Update on Noncompete Legislation Following Passage of Massachusetts' Non-Compete Law

In October 2018, businesses across the country braced for the effects of a noncompete law that was enacted in Massachusetts. The "garden leave" clause in Massachusetts' noncompete law dictated that during the period in which a…more

Confidential Information, Contract Terms, Employer Liability Issues, Employment Contract, Garden Leave

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PTAB Touts Soaring MTA Pilot Program

On December 3, 2020, the Patent Trial and Appeal Board (“PTAB”) released data regarding the usage and success rates of its Motion to Amend (“MTA”) Pilot Program (“Pilot”). All PTAB cases instituted on or after March 15, 2019,…more

Federal Pilot Programs, Intellectual Property Protection, Motion to Amend, Patent Litigation, Patent Reform

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The Adler Aftermath: From Colombia to Germany, Junior Creditors Crammed and Compromised

Following the seminal Adler judgment, the English Court has now ruled on a further two contested restructuring plans ("RPs"). These two judgments provide important commentary relevant to all parties considering or affected by a…more

Chapter 11, Creditors, Debt, Debtors, Financial Services Industry

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Ban on European Patents for Plants Engineered by "New Genomic Techniques" Nearing Reality

The European Parliament has adopted an amended European Commission proposal to regulate plants engineered using techniques such as CRISPR/Cas and ban any patenting of plants, plant parts, material, genetic information, or…more

Biotechnology, CRISPR, European Commission, European Parliament, European Patent Convention

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The Back-and-Forth Continues: NLRB Once Again Seeks to Broaden Its Joint-Employer Standard

In Short - The Situation: The National Labor Relations Board ("NLRB" or "Board") recently issued a Notice of Proposed Rulemaking to articulate the standard for determining joint-employer relationships under the National Labor…more

Comment Period, Employer Liability Issues, Joint Employers, NLRA, NLRB

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Mapping Out Rental Controls Across Europe

The term "Rent Controls" refers to measures designed to restrict the amount of rent that a landlord can charge a tenant for residential premises. Rent control measures appear in various forms across Europe, ranging from strict…more

Affordable Housing, Coronavirus/COVID-19, Eviction, Landlords, Rent

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IRS Updates Fast-Track Program for Certain Corporate Tax Rulings

A new program offers rulings in 12 weeks, even absent a showing of business need. Revenue Procedure 2023-26, issued July 26, 2023, in replacement of a popular 18-month pilot program under Revenue Procedure 2022-10, continues…more

Annual Filings, Corporate Taxes, Fast Track Process, Federal Taxes, Filing Deadlines

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The Economic Crime and Corporate Transparency Act: A New Era for Corporate Prosecutions?

The Situation: After a year of debate, the Economic Crime and Corporate Transparency Act (the "Act") was passed into law on 26 October 2023…more

Corporate Crimes, Corporate Entities, Corporate Governance, Corporate Transparency Act, Criminal Liability

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Proposed IRS Regulations on Tax Credits for Renewable-Energy Investments Include Wage and Apprenticeship Requirements

In Short - The Background: The Inflation Reduction Act provides for robust tax incentives on qualifying renewable-energy construction projects. In order to claim the full amount of such tax credits on qualifying projects,…more

Apprenticeships, Clean Energy, Comment Period, Construction Workers, Davis-Bacon Act

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Federal Agencies Launch Joint Inquiry Into Private Investment in Health Care

DOJ, FTC, and HHS jointly announced the launching of a cross-government public inquiry into increasing private equity and corporate involvement in health care, the latest announcement in a string of public statements from the…more

Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC), Healthcare, Investment

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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Cryptocurrencies and Risk Under the Antiterrorism Act

In Short - The Situation: Terrorists may be increasingly turning to cryptocurrencies to evade sanctions and finance terrorist acts, as recent prosecutions and reports suggest. Under the Antiterrorism Act ("ATA"), as amended…more

AML/CFT, Antiterrorism Act, Cryptocurrency, Decentralized Finance (DeFi), Department of Justice (DOJ)

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Supreme Court Holds Proof of Retaliatory Intent Not Required for Sarbanes-Oxley Whistleblower Claims

The Background: In August 2022, the United States Court of Appeals for the Second Circuit held in Murray v. UBS Securities, LLC., et al. ("Murray") that an employee suing his employer under the anti-retaliation provisions of the…more

Adverse Employment Action, Anti-Retaliation Provisions, Burden of Proof, Certiorari, Employees

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Getting Ahead of the 2022 Proxy Season: Sustainability

ESG/DEI will be the leading theme in the upcoming proxy season by a wide margin because of a confluence of events affecting society generally: acceptance in popular and financial media of climate change as an overriding global…more

Corporate Governance, Diversity and Inclusion Standards (D&I), Environmental Social & Governance (ESG), Proxy Season, Publicly-Traded Companies

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Consequences of the French PACTE Act in Terms of Patent Rights

The Background: The Action Plan for the Growth and Transformation of Enterprises Act ("PACTE Act") adopted on April 11, 2019 and promulgated on May 23, 2019, brings three important changes aimed at strengthening French…more

France, Intellectual Property Protection, PACTE Act, Patent Applications, Patent Infringement

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FERC Affirms Expansion of its Affiliate Rules, Reflecting Greater Scrutiny Over Investments in Public Utilities

The Federal Energy Regulatory Commission ("Commission" or "FERC"), sustaining a previous order, holds that the appointment of a non-independent director by an investor to a utility's board creates a per se affiliate relationship…more

Affiliates, Board of Directors, Federal Power Act, FERC, Investment

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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SEC Adopts Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure

In Short - The Situation: On July 26, 2023, the U.S. Securities and Exchange Commission ("SEC") adopted final rules that significantly alter cybersecurity disclosure obligations for companies. The SEC's final rules adopt…more

Corporate Governance, Cyber Attacks, Cyber Incident Reporting, Cybersecurity, Disclosure Requirements

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EU and U.S. Regulatory Sandboxes: Groundbreaking Tools for Fostering Innovation and Shaping Applicable Regulations

In Short - The Situation: Regulatory "sandboxes" are trending. They represent a unique approach to regulation that permits selected companies to test and experiment with new and innovative products and services…more

Blockchain, Cryptocurrency, Distributed Ledger Technology (DLT), Financial Services Industry, Innovation

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Spain Approves New Foreign Direct Investment Regulation

In Short - The Development: The Spanish government adopted a new foreign direct investment ("FDI") implementing regulation ("Regulation") that clarifies key concepts of the existing law, such as investment, investors, and…more

EU, Foreign Direct Investment, Foreign Investment, New Regulations, Spain

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Federal Agencies Coordinate Action Against Celsius for Fraud and Manipulation

In Short - The Situation: In parallel federal actions, the Department of Justice ("DOJ"), Securities and Exchange Commission ("SEC"), Commodity Futures Trading Commission ("CFTC"), and Federal Trade Commission ("FTC")…more

CFTC, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Department of Justice (DOJ)

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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UK Housebuilders Avoid Immediate Regulatory Intervention, but Sector Now Faces Fresh Scrutiny on Information Exchanges

The UK Competition and Markets Authority ("CMA") has identified "fundamental concerns" in the housebuilding sector and has made a series of recommendations for the UK, Scottish, and Welsh governments to consider, rather than…more

Antitrust Provisions, Competition, Housing Developers, Housing Market, Information Sharing

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Mandatory Pilot Program Expedites Discovery Schedules for the Northern District of Illinois

Beginning June 1, 2017, the Northern District of Illinois will be participating in a three-year pilot project, known as the "Mandatory Initial Discovery Pilot Project," which will require the parties in civil cases to respond to…more

Counterclaims, Cross-Claims, Discovery, Expedited Actions Process, Federal Pilot Programs

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The EU Green Bonds Regulation Is (Almost) Live

In a watershed moment for green and sustainability-linked bonds, on November 30, 2023, the Regulation on European Green Bonds ("EuGB Regulation") was published in the Official Journal of the European Union ("EU")…more

Climate Change, Environmental Social & Governance (ESG), EU, Green Bonds, Sustainability

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SEC Reaffirms Importance of Self-Reporting and Cooperation, but Benefits Remain Ambiguous

Recently, a senior officer from the SEC's Division of Enforcement defended the penalties the Commission has levied on firms for failing to capture and retain their employees' "off-channel" electronic communications, and, in so…more

Broker-Dealer, Electronic Communications, Recordkeeping Requirements, Securities and Exchange Commission (SEC), Securities Regulation

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2023 False Claims Act Enforcement in Health Care and Life Sciences, Part II

In February 2024, the Department of Justice (“DOJ”) announced the results of its 2023 False Claims Act (“FCA”) enforcement efforts. Through those efforts, it obtained more than $2.6 billion in overall recoveries, and of that…more

Anti-Kickback Statute, Cybersecurity, Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

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FTC Public Comment Request Signals Continued Increase in State AGs Enforcement Efforts

On June 7, the Federal Trade Commission ("FTC" or "Commission") announced a request for public comments ("Request") regarding how it can enhance collaboration efforts with state attorneys general ("AGs") to more effectively…more

Federal Trade Commission (FTC), Fraud, Public Comment, Scams, State Attorneys General

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French Anticorruption Agency Publishes 2022 Annual Activity Report

On July 18, 2023, the French Anticorruption Agency ("FAA") published its 2022 annual activity report. The report detailed key figures related to the inspections carried out by the agency, as well as the lessons to be learned…more

Anti-Corruption, Corruption, France, Whistleblowers

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SCOTUS Holds Whiskey-Themed Dog Toy Not Entitled to First Amendment Protection

In a closely watched trademark infringement case, the Supreme Court of the United States held that when an alleged infringer uses a trademark as a source identifier for the infringer's own products, the First Amendment does not…more

Dilution, First Amendment, Free Speech, Intellectual Property Protection, Jack Daniels Properties Inc v VIP Products LLC

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Draft French Finance Bill for 2019 Reveals Significant Tax Amendments

The Situation: The first draft of the French government's finance bill for 2019 contains several significant amendments likely to affect key French tax regimes, as well as past and current transactions. The Development: The…more

Corporate Taxes, EBITDA, France, Income Taxes, IP License

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Agent Actions Don't Equal Personal Jurisdiction in Telephone Consumer Protection Act Case

The Situation: A federal court in California recently considered whether it had jurisdiction over defendants in a class action under the Telephone Consumer Protection Act ("TCPA") based on the presence in California of the…more

Class Action, Jurisdiction, Multidistrict Litigation, Personal Jurisdiction, Putative Class Actions

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Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

The Second Circuit recently revived a securities class action against the crypto exchange Binance Holdings Ltd., holding that plaintiffs plausibly alleged their transactions on the exchange were "domestic," as required by the…more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets, Financial Transactions

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Wave of Climate-Related Actions by First Nations Peoples Considered Precedent-Setting

Three recent actions highlight an emerging trend of First Nations peoples bringing climate-related claims. Recent decisions in two of these actions have set significant precedents both in Australia and internationally. The third…more

Australia, Climate Change, First Nations, Human Rights, Popular

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Cryptocurrencies and Risk Under the Antiterrorism Act

In Short - The Situation: Terrorists may be increasingly turning to cryptocurrencies to evade sanctions and finance terrorist acts, as recent prosecutions and reports suggest. Under the Antiterrorism Act ("ATA"), as amended…more

AML/CFT, Antiterrorism Act, Cryptocurrency, Decentralized Finance (DeFi), Department of Justice (DOJ)

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ISDA's IBOR Supplement and Protocol: Background, Operation, Prognosis

The International Swaps and Derivatives Association, Inc. ("ISDA") has finally published its long-awaited "Amendments to the 2006 ISDA Definitions to include new IBOR fallbacks" ("IBOR Supplement") and accompanying "protocol"…more

Banking Sector, EURIBOR, Financial Markets, IBOR Fallbacks Supplement (Supplement), Inter-Bank Offered Rates (IBORs)

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Italy Enacts New Anti-Raider Rules to Protect Strategic Assets

The Situation: Recent foreign investments in Italian blue chips led the Italian government to intervene to protect strategic assets. The Result: Decree 148/2017 introduced new disclosure requirements regarding stakebuilding…more

Acquisitions, Anti-Raiding, Board of Directors, CONSOB, Corporate Governance

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U.S. Supreme Court Paves the Way for Challenging Agencies' Structure in Federal District Court

The U.S. Supreme Court holds that district courts have jurisdiction to hear constitutional challenges to the structure of Federal Trade Commission ("FTC") and Securities and Exchange Commission ("SEC") administrative proceedings…more

Administrative Proceedings, Constitutional Challenges, Federal Trade Commission (FTC), FTC Act, Securities and Exchange Commission (SEC)

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ESG and Moves to the Lone Star State

Business relocations to Texas are accelerating along with increased focus from ESG investors. Companies from across the United States continue to look to Texas as a new home for their headquarters and operations. According to…more

Business Plans, Business Strategies, Capital Investments, Corporate Governance, Corporate Social Responsibility

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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SEC Rebuked for Failing to Explain Why It Declined to Regulate a Financial Product

The SEC's loss highlights a bigger problem with legislation that calls for sharing jurisdiction with the CFTC over financial products…more

CFTC, Cryptocurrency, Digital Assets, Financial Products, Jurisdiction

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New York's Recipe for Food Marketing: Next Course of Restrictive State Actions?

A New York Senate bill seeks to amend multiple state laws impacting food and beverage advertising to expand the scope of factors to be considered in determining whether an advertisement is false or misleading…more

Beverage Manufacturers, False Advertising, Food Labeling, Food Manufacturers, Food Marketing

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

See all updates »

PTAB Reconciles Its Prior §101 Ruling With CBM Institution

Following guidance from the Federal Circuit, the PTAB has vacated a previous Board decision granting Covered Business Method review in Apple, Inc. v. Universal Secure Registry LLC (P.T.A.B. Dec. 3, 2018). The PTAB’s decision…more

Abstract Ideas, Apple, Covered Business Method Patents, Covered Business Method Proceedings, Inventions

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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Michigan Senate Votes to Repeal Pharmaceutical Immunity From Product Liability Suits

The Michigan Senate recently passed a bill to repeal a long-standing state law immunizing pharmaceutical manufacturers and sellers from product liability suits where the pharmaceutical products were approved by the U.S. Food and…more

Design Defects, Failure To Warn, FDA Approval, Implied Warranties, Manufacturing Defects

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CRISPR Technology in the Agricultural Industry: Patent and Regulatory Updates

The ability to edit eukaryotic DNA entails an almost limitless ability to alter the genetic makeup of the plants that become our food. Recently, scientific attention has been directed to applying a class of new gene-editing…more

CRISPR, GMO, Patent Applications, Patents

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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Chile’s New Mining Royalty Law: What It Means for Foreign Investors

Since the 1990s, Latin American states have sought to attract large-scale foreign investment by implementing specific policies and regulatory regimes aimed at attracting investors from abroad. This trend has, however, recently…more

Chile, Foreign Investment, International Tax Issues, Mineral Exploration, Mineral Extraction

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The Days are Numbered for the EPO's 10-Day Rule

Multiple reports reliably suggest that the European Patent Office ("EPO") will end the "10-day rule" for calculating deadlines on November 1, 2023. Thereafter, deadlines will be simply calculated on the basis of the date printed…more

EU, European Patent Office, Intellectual Property Protection, Patents

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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Reverse Engineered Search Insufficient For IPR/PGR Estoppel

In GeigTech East Bay v. Lutron Electronics, patent owner GeigTech argued that Lutron should be estopped under 35 U.S.C. § 325(e)(2) from asserting two prior art grounds that it said Lutron could have reasonably raised in its…more

Estoppel, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Invalidity

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Court of Chancery Applies Entire Fairness Standard to Conversion of Delaware Corporation to Nevada Corporation

TripAdvisor and its controlling corporation, both publicly traded Delaware companies, announced plans to convert to Nevada corporations. Shareholders sued to enjoin the conversions, alleging that the boards of directors had…more

Controlling Stockholders, Corporate Conversions, Delaware General Corporation Law, Entire Fairness Standard, Shareholders

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French Anticorruption Agency and French National Financial Prosecutor's Office Publish Updated Guide on Internal Anticorruption Investigations

On March 14, 2023, the French Anticorruption Agency ("AFA") and the Parquet National Financier ("PNF") jointly published a new version of their guide relating to internal anticorruption investigations (the "Guide")…more

Anti-Corruption, Bribery, Corruption, France, Internal Investigations

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PTAB Proposes Permanent MTA Pilot Program Rules

On March 4, 2024, the Patent Trial and Appeal Board (“PTAB”) of the United States Patent and Trademark Office (“USPTO”) issued a Notice of Proposed Rulemaking (“NPR”) regarding Motion To Amend (“MTA”) Practice and Procedures in…more

Comment Period, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Motion to Amend, Notice of Proposed Rulemaking (NOPR)

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UK CMA Continues Focus on Groceries with Market Study into Baby Formula

The UK Competition and Markets Authority ("CMA") launched a market study on 20 February 2024 into baby formula, the latest development in a broader focus on the food and grocery sector…more

Antitrust Investigations, Baby Products, Competition, Federal Trade Commission (FTC), Financial Services Industry

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GDPR's Potential Fines and Other Exposures Raise Cyber Insurance Coverage Questions

The Situation: The European Union's General Data Protection Regulation ("GDPR") has raised questions regarding the scope of coverage and protection afforded by current cyber policies, especially with respect to potential GDPR…more

Cyber Insurance, Cybersecurity, Data Protection, EU, General Data Protection Regulation (GDPR)

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Vital Signs: Digital Health Law Update | Summer 2021

NOTE FROM THE EDITORS - The "dog days of summer" certainly provide a welcome, if brief, break in the extremely rapid pace of statutory, regulatory, and various other policy and industry efforts applicable to digital health…more

Artificial Intelligence, Clinical Trials, Connected Items, Coronavirus/COVID-19, Cybersecurity

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Fintech: Proposed Banking Cyber-Incident Notification Rules Could Apply to You, Too

The Situation: As we advised in our recent Commentary, federal banking regulators have proposed rules requiring a banking organization to provide its primary federal regulator with prompt notification of any "computer-security…more

Bank Service Company Act, Cyber Attacks, Cybersecurity, Financial Institutions, Financial Services Industry

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Georgia Enacts New Laws Relating to Paid Sick Leave and Pay for Schedule Changes

On May 8, 2017, Georgia Governor Nathan Deal signed two employment-related laws, both of which become effective on July 1, 2017. First, he signed the employee-friendly Act 203 (S.B. 201). Under the new law, if an employer…more

Governor Deal, Local Ordinance, New Legislation, On-Call Employees, Paid Family Leave Law

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Biodiversity Net Gain: A New Requirement for Developments in England to Positively Impact the Environment

The Situation: On January 17, 2024, mandatory biodiversity net gain ("BNG") regulations took effect, impacting most new developments in England. …more

Biodiversity, Climate Action Plan, Climate Change, Construction Project, Environmental Litigation

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Spanish Fund and Venture Capital Regulation Adapts to European Regulations

In Short - The Situation: Spain's new Law 18/2022 regarding the creation and growth of companies (the so-called "Create and Grow Law") will facilitate investment in start-ups and includes improvements in foreign financing…more

Investment, Investment Funds, Investors, Private Equity, Startups

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French Anticorruption Agency Publishes 2022 Annual Activity Report

On July 18, 2023, the French Anticorruption Agency ("FAA") published its 2022 annual activity report. The report detailed key figures related to the inspections carried out by the agency, as well as the lessons to be learned…more

Anti-Corruption, Corruption, France, Whistleblowers

See all updates »

Mexico Establishes Single-Window Investor Portal and Investment Project Registry

To simplify the establishment of investments within the country and position Mexico as a destination for foreign investment considering the "nearshoring" phenomenon, the Ministry of Economy has instituted a single-window…more

Financial Markets, Foreign Investment, Mexico, Ministry of Economy, Portal

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Climate Litigation in Australia Remains Active

Australia continues to be a highly active jurisdiction for climate-related lawsuits. Since our last update in August 2023, we have seen a steady stream of suits commenced against corporations and government bodies in relation to…more

ASIC, Australia, Climate Action Plan, Climate Change, Environmental Claims

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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Saudi Council of Ministers Approves 100% Foreign Ownership of Engineering Consultancies

Currently, Saudi Arabian law permits foreign direct investment in engineering consultancies operating in the private sector only through a professional company licensed by the Ministry of Commerce and Industry ("MOCI")…more

Engineering, Foreign Corporations, Foreign Direct Investment, Foreign Investment, Foreign Subsidiaries

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BIS Releases Rules to Revise and Expand Controls Relating to Semiconductors and Advanced Computing

The U.S. Department of Commerce's Bureau of Industry and Security ("BIS") recently released two rules to update export controls on advanced semiconductors, semiconductor development and production, and items that support…more

Bureau of Industry and Security (BIS), China, Export Administration Regulations (EAR), Export Controls, Exports

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In Dawson v. Steager, U.S. Supreme Court Bars Discriminatory Taxation of Federal Employees

West Virginia had exempted from taxation the state retirement benefits paid to certain state law enforcement retirees while not exempting similarly situated federal law enforcement retirees. The United States Supreme Court,…more

Dawson v Steager, Discrimination, Federal Employees, Intergovernmental Tax Immunity Doctrine, Law Enforcement

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Federal Banking Agencies Propose Long-Term Debt Requirements for Large Banks

In Short: The Situation: The Office of the Comptroller of the Currency, Board of Governors of the Federal Reserve System, and Federal Deposit Insurance Corporation (collectively, the "Agencies") have proposed rules…more

Banks, Borrowers, Debt, Debt Collection, Debt Instruments

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Court Rules That Initial Transfer Need Not Be Avoided Before Recovery From Subsequent Transferee

The United States Bankruptcy Court for the Southern District of New York has ruled that a creditor or trustee seeking to recover a subsequent transfer under Section 550(a) of the Bankruptcy Code need not obtain a judgment of…more

Bankrtupcy Code Section 550, Bankruptcy Code, Ponzi Scheme, SIPA

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Restoration of Crown Preference and Erosion of the English Floating Charge

With effect from December 1, 2020, Her Majesty's Revenue and Customs ("HMRC") ranks ahead of floating charge holders and unsecured creditors with respect to recovering certain pre-insolvency taxes from an insolvent business…more

Corporate Taxes, HMRC, Insolvency, International Tax Issues, PAYE

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The Back-and-Forth Continues: NLRB Once Again Seeks to Broaden Its Joint-Employer Standard

In Short - The Situation: The National Labor Relations Board ("NLRB" or "Board") recently issued a Notice of Proposed Rulemaking to articulate the standard for determining joint-employer relationships under the National Labor…more

Comment Period, Employer Liability Issues, Joint Employers, NLRA, NLRB

See all updates »

Department of Justice Increasingly Challenges Class Settlements

The Situation: Under the Class Action Fairness Act, the Department of Justice may object to federal class action settlements it believes are unfair or inequitable to unnamed class members. The Result: In the past year, federal…more

Amended Rules, CAFA, Class Action, Corporate Counsel, Department of Justice (DOJ)

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CFPB Seeks to Expand Regulatory Powers Over Consumer Payment Tech Entities

On November 7, 2023, the Consumer Financial Protection Bureau ("CFPB") issued a proposed rule that would grant it supervisory authority over major nonbank technology companies in the consumer digital payments space…more

Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Credit Cards, Credit Reports, Digital Wallets

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Fourth Circuit Rejects FCA Claims on Scienter Grounds Based on Ambiguous Regulations

The Situation: Manufacturers of allergenic extracts that are injected into a patient must obtain a Food and Drug Administration ("FDA") approved license in order to ensure their products are safe for consumption. Until the FDA…more

False Claims Act (FCA), Food and Drug Administration (FDA), General Licenses, Life Sciences, Pharmaceutical Industry

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EuroResource—Deals & Debt - March 2017

For the benefit of our clients and friends investing in European distressed opportunities, our European Network is sharing some current developments..…more

Anti-Corruption, Avoidance, BaFin, Corporate Taxes, Creditors

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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Revised U.S. Regulations Support Cuba's Private Sector, but Travel Restrictions Remain

The Situation: Regulations implementing tightened U.S. policy towards engagement with Cuba have rolled back a number of Obama-era initiatives and are effective immediately. The Result: Provisions that encourage Cuban private…more

Cuba, Cuba Restricted List, Cuban Assets Control Regulations (CACR), Export Administration Regulations (EAR), Exports

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U.S. Supreme Court Allows Personal Jurisdiction Based on Corporate Registration

The decision risks opening the door to increased forum shopping in states with consent-by-registration systems, but significant questions remain about the extent of those risks…more

Due Process, Forum Shopping, Mallory v Norfolk Southern Railway Co, Personal Jurisdiction, SCOTUS

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Proposed Guidance Clarifies "Foreign Entity of Concern" Restrictions for Clean Vehicle Credit

New proposed Treasury and Department of Energy ("DOE") guidance, issued on December 1, 2023, offers clarity on which vehicles will be disqualified from the Clean Vehicle Tax Credit due to the inclusion of minerals or components…more

Automotive Industry, Clean Car Standards, Clean Energy, Department of Energy (DOE), Electric Vehicles

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Post-Order Merger Divestitures Likely to Face "Uphill" Battle with FTC

New guidance from the Federal Trade Commission's ("FTC") staff describes the FTC's views on "post-order" divestitures and highlights the difficulties in persuading the FTC to abandon its preference for upfront buyers in merger…more

Acquisitions, Competition, Corporate Counsel, Divestiture, Divestment

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Spain Approves New Foreign Direct Investment Regulation

In Short - The Development: The Spanish government adopted a new foreign direct investment ("FDI") implementing regulation ("Regulation") that clarifies key concepts of the existing law, such as investment, investors, and…more

EU, Foreign Direct Investment, Foreign Investment, New Regulations, Spain

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California Proposes CCPA Amendments to Further Protect Children's Privacy

Proposed amendments to the California Consumer Privacy Act would require businesses to obtain opt-in consent prior to collecting, selling, sharing, using, or disclosing a minor's personal information…more

California, California Consumer Privacy Act (CCPA), Consumer Privacy Rights, Cybersecurity, Data Collection

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U.S. District Court Upholds Two Arbitral Awards Against Lima

The recent District of Columbia District Court's decision against Lima demonstrates deference to arbitral tribunals…more

Arbitration, Arbitration Agreements, Arbitration Awards, Business Disputes, Federal Arbitration Act

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Key Lessons from UK National Security and Investment Regime's First Year

Since the United Kingdom implemented the National Security and Investment Act in January 2022 ("NSI Regime"), there has been a significant increase in state intervention in, and review of, business transactions in the United…more

Acquisitions, Foreign Acquisitions, Foreign Direct Investment, Foreign Investment, Investors

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U.S. Supreme Court Rules Appellate Protection of Bankruptcy Property Sale Is Subject to Waiver and Estoppel

In Short - The Situation: The U.S. Supreme Court considered whether § 363(m) of the Bankruptcy Code, which limits a party's ability to undo an asset transfer made to a good-faith purchaser in a bankruptcy case, is…more

363 Sales, Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy

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Preliminary Injunction Issued Preventing Ban on New Federal Oil and Gas Leases

As reported in the last edition of The Climate Report, Alabama, Alaska, Arkansas, Louisiana, Georgia, Mississippi, Missouri, Montana, Nebraska, Oklahoma, Texas, Utah, and West Virginia (collectively, "Plaintiff States") filed…more

Administrative Procedure Act, Biden Administration, Energy & Climate Debates, Executive Orders, Infrastructure

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SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

The U.S. Securities and Exchange Commission ("SEC") adopted multiple rules that will impact private funds, governing documents, and side letters…more

Financial Services Industry, Investment Adviser, New Rules, Private Equity, Private Funds

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A Step Toward the Confidentiality of Legal Advice Issued by French In-House Counsel

On June 8, 2023, as part of the parliamentary debates on the so-called "Justice" bill, the French Senate voted on an amendment to the Law No. 71-1130 dated December 3, 1971, which aims to ensure confidentiality to certain legal…more

Client Services, Confidential Information, France, In-House Perspective, Legal Advice

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Texas Enforcement Sweep Finds Widespread Fraud in Cryptocurrency Offerings

The surge in cryptocurrency activity has led to an increase in attention from enforcement authorities at both the state and national levels. The Texas State Securities Board launched an investigation into cryptocurrency…more

Bitcoin, Broker-Dealer, Cease and Desist Orders, Cryptocurrency, Digital Currency

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Australian Reforms Tackle Psychosocial Hazards, Including Sexual Harassment, in the Workplace

In the wake of recent government inquiries into alleged bullying and harassment, including sexual harassment, in Australian workplaces, Australian legislatures and work health and safety regulators have become increasingly…more

Australia, Employer Liability Issues, Harassment, Sexual Harassment, Workplace Safety

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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Japan Enacts Economic Security Law

The Japanese parliament has enacted the first comprehensive economic security legislation to enhance Japan's national security from an economic activities perspective, especially focusing on sensitive industry sectors such as…more

Critical Infrastructure Sectors, Innovative Technology, Japan, National Security, New Legislation

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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The Department of Defense Proposes the Much-Anticipated CMMC 2.0

On December 26, 2023, the Department of Defense ("DoD") published a proposed rule to implement the Cybersecurity Maturity Model Certification ("CMMC") 2.0, which will establish comprehensive cybersecurity requirements for…more

Controlled Unclassified Information (CUI), Cybersecurity, Cybersecurity Maturity Model Certification (CMMC), Department of Defense (DOD), DFARS

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PTAB Allows Supplemental Information Request To Fly

Once the PTAB institutes an IPR, the parties may only add supplemental information to the record by requesting authorization to file a motion to submit the information. See 37 C.F.R. § 42.123 (2022). If authorization is not…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation, Patent Trial and Appeal Board

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The EU Green Bonds Regulation Is (Almost) Live

In a watershed moment for green and sustainability-linked bonds, on November 30, 2023, the Regulation on European Green Bonds ("EuGB Regulation") was published in the Official Journal of the European Union ("EU")…more

Climate Change, Environmental Social & Governance (ESG), EU, Green Bonds, Sustainability

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Ninth Circuit Permits Education-Related Benefits but Rejects Student-Athletes' Bid for Payments Akin to Salaries

While NCAA rules that prohibit pay-for-play serve a procompetitive purpose by preserving consumer demand for college sports, national limits on education-related benefits violate antitrust law. The National Collegiate…more

Antitrust Violations, College Athletes, Compensation & Benefits, Educational Institutions, Internships

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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FCA Consultation on New Benchmark Powers Highlights Ongoing Discussions Regarding USD LIBOR

The Situation: On the same day that the ICE Benchmark Administration ("IBA") launched a consultation on its intention to cease publishing euro, sterling, Swiss franc, and yen LIBOR at year-end 2021, the UK Financial Conduct…more

Banking Sector, Financial Conduct Authority (FCA), Financial Markets, ICE Benchmark Administration (IBA), Libor

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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IRS Increases Enforcement Efforts on Large Businesses

The IRS continues to expand its enforcement activities, announcing a new compliance campaign to examine large businesses with issues arising out of the TCJA and CARES Act. The IRS Large Business and International ("LB&I")…more

CARES Act, Compliance, International Tax Issues, IRS, Large Business & International Division (LB&I)

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Newly Enacted Law Ups the Ante on Mandatory Insurance Disclosure Requirements in New York State Court Litigation

New York's novel mandatory disclosure requirement is more extensive than what is required by its federal counterpart, mandating the disclosure of a litany of "information and documentation," accompanied by affidavits from a…more

Disclosure Requirements, Discovery, Insurance Claims, Insurance Litigation, Insurance Regulations

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With a Focus on Intellectual Property, NDCA Launches Its Own Whistleblower Pilot Program

On March 14, 2024, the United States Attorney's Office for the Northern District of California ("NDCA") revealed details of its new whistleblower pilot program ("NDCA Program")…more

Criminal Investigations, Department of Justice (DOJ), Intellectual Property Protection, Non-Prosecution Agreements, Pilot Programs

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Ninth Circuit Finds Data Breach Customers Have Initial Standing to Sue

The Situation: Relating to a 2012 data breach lawsuit against Zappos.com, a district court had found that a certain group of plaintiffs lacked standing to sue because they "failed to allege instances of actual identity theft or…more

Appeals, Article III, Clapper v. Amnesty International, Cyber Attacks, Cybersecurity

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U.S. Department of Energy Conditionally Commits Up to $1.5 Billion to Finance Nuclear Plant in Michigan

Holtec Palisades is the first project to receive a conditional funding commitment from the U.S. government through the Inflation Reduction Act's Energy Infrastructure Reinvestment ("EIR") program…more

Clean Energy, Department of Energy (DOE), Energy Policy, Energy Projects, Federal Funding

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New German Regulation Imposes Thresholds for PFAS

New PFAS threshold values applicable to soil testing will start on August 1, 2023. PFAS (per- and polyfluoroalkyl substances) constitute a group of thousands of synthetic chemicals that are widely used in various consumer and…more

Contamination, Environmental Policies, Germany, Groundwater, New Regulations

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Co-Ownership of Patents: Are Your Co-Owned Patents Ready for the Unified Patent Court?

In Short - The Situation: With the introduction of the Unified Patent Court ("UPC") system in Europe, the co-ownership of patents will have material effect on patents with unitary effect ("Unitary Patent")…more

EU, European Patent Office, Intellectual Property Protection, Patents, Unified Patent Court

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Jones Day Cross-Border Investigations Series 2023 - Issue 1 : Whistleblowing

While there are a number of ways in which organizations may become aware of potential wrongdoing internally, perhaps the most significant for its legal and compliance teams is internal reporting, or “whistleblowing,” by…more

Cross-Border, Cross-Border Transactions, Employment Rights Act, EU, Financial Conduct Authority (FCA)

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JONES DAY TALKS®: The Rise of AI Regs: Approaches from the European Union and United States

As technology and regulatory frameworks evolve, artificial intelligence ("AI") legal issues have emerged as a key topic in transactional, litigation, and regulatory compliance contexts. Jones Day partners Laurent De Muyter, Carl…more

Artificial Intelligence, Compliance, Digital Services, EU, Insurance Litigation

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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Patent Appendix That Was Referenced, But Not Incorporated, Is Not Prior Art

In Apple Inc. v. DoDots Licensing Sols. LLC, IPR2023-00939, Paper 12 (PTAB Jan. 3, 2024) (“Decision”), the PTAB clarified what is and what is not part of the prior art, and as such what can be considered by the PTAB in an IPR…more

Apple, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Applications, Patent Infringement

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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AI at Work: Navigating the Legal Landscape of Automated Decision-Making Tools in Employment

Federal and state regulators are increasingly focusing their attention on artificial intelligence (“AI”) tools, including the use of automated decision-making tools in employment. This White Paper explores current uses of AI in…more

Algorithms, Artificial Intelligence, Automated Decision Systems (ADS), Employer Liability Issues, Employment Discrimination

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"Caging the Green Swan"—A Global Take on ESG Risk Management

Intensifying demands from regulators, investors, and the public for attention to environmental, social, and governance ("ESG") considerations presents a key challenge for risk managers, particularly those in the financial…more

Business Strategies, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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The EU Risk Reduction Package: The Countdown for Restructuring the MREL Base Has Just Begun

The pending EU risk reduction package is highly relevant for the whole EU banking sector. It addresses the capital provisioning required by banks to facilitate potential resolution measures by resolution authorities if a bank is…more

Bank Recovery and Resolution Directive (BRRD), Banking Sector, Capital Requirements Regulation (CRR), Contract Terms, EU

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Business Restructuring Review | March–April 2021

In This Issue: Tenant's Election to Retain Possession of Rejected Lease Premises Preserves Obligations Under Related Agreements - Section 365(h) of the Bankruptcy Code provides special protection for tenants if a trustee…more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Corporate Restructuring, Creditors

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Federal Agencies Launch Joint Inquiry Into Private Investment in Health Care

DOJ, FTC, and HHS jointly announced the launching of a cross-government public inquiry into increasing private equity and corporate involvement in health care, the latest announcement in a string of public statements from the…more

Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC), Healthcare, Investment

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CFPB Guidance Puts Creditors on Notice About AI-Involved Adverse Actions

Recent Consumer Financial Protection Bureau ("CFPB") guidance reiterates that creditors must provide consumers with accurate and individualized explanations for adverse actions—a task made more difficult by the complexity of…more

Adverse Action, Algorithms, Artificial Intelligence, Consumer Credit Protection, Consumer Financial Products

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Proposed UK Corporate Governance Reforms Target Executive Pay Justification, Employee Engagement

The Situation: The UK government has proposed several corporate governance reforms in an effort to improve transparency and accountability in private and public employers…more

Board of Directors, C-Suite Executives, CEOs, Corporate Counsel, Corporate Governance

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President Biden Issues Executive Order on "Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence"

On October 30, 2023, President Biden signed a first-of-its-kind executive order entitled, "Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence" ("AI")…more

Algorithms, Artificial Intelligence, Biden Administration, Cybersecurity, Data Privacy

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SEC Reopens Comment Period for Rule Proposing New Disclosures for Security-Based Swaps

The Situation: The Securities and Exchange Commission ("SEC") has reopened the comment period for its proposed rule requiring public disclosure of security-based swap ("SBS") positions that exceed certain thresholds…more

Administrative Procedure Act, Comment Period, Disclosure Requirements, Legal Entity Identifiers, Proposed Rules

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2023 U.S. Real Estate Round-Up: Effects of State ESG Laws on Commercial and Residential Building Owners

This 2023 U.S. Real Estate Round-Up provides key insights to commercial and residential building owners facing a flock of new state environmental, social, and governance ("ESG") laws proposed or taken effect in 2023, including…more

Climate Change, Commercial Property Owners, Energy Policy, Environmental Social & Governance (ESG), Greenhouse Gas Emissions

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New York's Highest Court Interprets "Consumer" Expansively Under Consumer Protection Statute

On June 3, 2021, the Court of Appeals clarified the scope of New York General Business Law Section 349, a frequently invoked consumer protection provision. The Court held that Section 349 protects consumers from the deceptive…more

Doing Business, Goods or Services, Misrepresentation, Putative Class Actions, Rental Property

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California Unclaimed Property Amnesty on the Horizon

On February 17, 2022, Assembly Bill 2280 was introduced in the California Assembly. AB 2280 offers a long-awaited solution for companies owing past-due property to the State of California…more

California, Cooperative Compliance Regime, Proposed Legislation, Regulatory Agenda, Unclaimed Property

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European Government Support Schemes: Current State of Play

The Situation: The economic crisis caused by COVID-19 has triggered an unprecedented response from European governments to support their economies with government-backed financial support…more

Capital Markets, Coronavirus Large Business Interruption Loan Scheme (the CLBILS), Coronavirus/COVID-19, EU

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EMA Calls for Public Consultation on Clinical Trial Protocol, Pharmaceutical & Medical Device Update, Vol. IV, Issue III

June 2017 The EMA has opened for public consultation a draft guideline for the notification of serious breaches of the Clinical Trial Protocol (Regulation (EU) No 536/2014)..…more

Breach of Duty, Clinical Trials, Consultation Periods, EU, European Medicines Agency (EMA)

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ISDA Publishes REC Annex

The International Swaps and Derivatives Association (ISDA) is launching and publishing the ISDA U.S. Renewable Energy Certificate Annex (REC Annex) to enable market participants to efficiently sell and purchase renewable energy…more

Environmental Social & Governance (ESG), Financial Markets, ISDA, ISDA Master Agreement, Market Participants

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FCPA 2023 Year in Review

Foreign Corrupt Practices Act (“FCPA”) enforcement continues to slowly rebound from pre-pandemic levels. In 2023, the Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”) resolved 13 corporate FCPA…more

Anti-Bribery, Anti-Corruption, Corruption, Criminal Penalties, Department of Justice (DOJ)

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Singapore’s Highest Court Sets Aside Investment Treaty Award

The Situation: A group of South African mining investors attempted to revive an investment treaty award by which the Kingdom of Lesotho was held liable for its role in disbanding the Tribunal of the Southern African Development…more

Arbitration Agreements, Arbitration Awards, Bilateral Investment Treaties, Expropriation, Foreign Investment

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United States Leads the Way With Recent Foreign Investment Into Australia

The Australian Treasury has released its first quarterly report ("Report") for the 2023-24 financial year covering the regulation of foreign investment in Australia…more

Australia, Critical Infrastructure Sectors, FIRB, Foreign Acquisitions, Foreign Investment

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Allergan Successfully Invalidates Claims Relating to Using Botox to Treat Back Pain

Allergan is typically the patent holder in these types of disputes, however, it recently successfully played the role of petitioner in an IPR against 1474791 Ontario Ltd.’s U.S. Patent No. 6,806,251 covering the use of botulinum…more

Allergan Inc, Patent Infringement, Patent Invalidity, Patent Litigation, Patents

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Legislation: Restoring the America Invents Act

On Wednesday, September 29, 2021, Senators Patrick Leahy (D) and John Cornyn (R) introduced the Restoring the America Invents Act, a bill that would modify Patent Trial and Appeal Board (PTAB) procedures and facilitate…more

Administrative Authority, Administrative Procedure, America Invents Act, Legislative Agendas, Patent Infringement

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USPTO Releases New Guidance on Patent Subject Matter Eligibility

The Situation The legal uncertainty surrounding patent subject matter eligibility under Section 101 of the United States Code ("35 U.S.C. § 101") has been the subject of much attention, as it has become difficult for…more

Abstract Ideas, CLS Bank v Alice Corp, Mayo v. Prometheus, New Guidance, Patent Applications

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

See all updates »

Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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New York Department of Financial Services Issues Guidance on Virtual Currency Custodial Services

In Short - The Situation: Following a string of bankruptcies among virtual currency firms, the New York Department of Financial Services has issued guidance on the practices and procedures it expects from certain…more

BitLicense, Commercial Bankruptcy, Cryptocurrency, Custodians, Due Diligence

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PTAB Publishes Revised Oral Hearing Guide

The Patent Trial and Appeal Board (“PTAB”) recently published a revised PTAB Oral Hearing Guide (August 2023) updating prior guidance on hearings.  The revised Guide includes changes to: 1. Remote participation in PTAB…more

Administrative Review, Ex Partes Reexamination, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Oral Hearings

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“Known” Claim Elements Alone Insufficient for Motivation to Combine

In a precedential opinion, the Federal Circuit reversed a Patent Trial and Appeal Board (“PTAB”) decision in holding that certain claims of the Virtek patent (U.S. Patent No. 10,052,734) were unpatentable as obvious. See Virtek…more

Appeals, Cross-Appeals, Inter Partes Review (IPR) Proceeding, Obviousness, Patent Infringement

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FSOC Proposals Renew Threat of Nonbank "Systemically Important" Designations

In Short - The Situation: The Financial Stability Oversight Council ("FSOC") recently issued a "notification of proposed interpretive guidance" on updated procedures for designating nonbank financial companies as…more

Banks, Dodd-Frank, Financial Institutions, FSOC, SIFIs

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Japan Legal Update - Volume 26 | June 2017

The amendment to the Financial Instruments and Exchange Act ("Amended FIEA") was enacted on May 17, 2017, and promulgated on May 24, 2017. The Amended FIEA will come into force no later than one year from the date of…more

APIs, Banks, Civil Code, Disclosure Requirements, Financial Instruments and Exchange Act of Japan (FIEA)

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SEC Proposes Amendments to Modernize and Enhance Financial Disclosures

The Situation: In an effort to modernize, simplify, and enhance certain financial disclosure requirements in Regulation S-K, the U.S. Securities and Exchange Commission ("SEC") proposed certain amendments on January 30,…more

Comment Period, Disclosure Requirements, Foreign Private Issuers, MD&A Statements, Modernization

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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2020 Cross-Border Corporate Criminal Liability Survey

International businesses operate in an environment in which there is an expansion of corporate criminal liability and a trend toward imposing greater demands on corporate compliance and self-governance. Resolutions of criminal…more

Compliance, Corporate Investigations, Criminal Liability, Cross-Border Transactions

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Earnout Provisions: When Litigation Arises and How to Avoid It

The use of earnout provisions, which buyers and sellers often use to bridge differing views of value, is on the rise, especially in the private equity and corporate venture capital markets. This White Paper examines how courts…more

Acquisition Agreements, Buyers, Earn-Outs, Federal Arbitration Act, Merger Agreements

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OCC Proposal and Policy Statement on Bank Mergers Could Freeze the Banking Industry in Place

The Situation: On January 29, 2024, the Office of the Comptroller of the Currency ("OCC") requested comment on a proposed rule updating its bank merger rules and incorporating a policy statement (the "Proposal") on agency review…more

Bank Merger Act, Banks, BSA/AML, Community Reinvestment Act, Department of Justice (DOJ)

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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New York's Recipe for Food Marketing: Next Course of Restrictive State Actions?

A New York Senate bill seeks to amend multiple state laws impacting food and beverage advertising to expand the scope of factors to be considered in determining whether an advertisement is false or misleading…more

Beverage Manufacturers, False Advertising, Food Labeling, Food Manufacturers, Food Marketing

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Federal Circuit Affirms Claim Construction and How It Applies

In Pacific Biosciences of California, Inc. v. Personal Genomics Taiwan, Inc., the Federal Circuit recently affirmed two PTAB decisions in IPRs filed by Pacific Biosciences of California, Inc. (PacBio) that challenged a Personal…more

Claim Construction, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation

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EPA's PFAS Reporting Rule Requires Broad Retroactive Disclosure of PFAS Data

The Situation: In 2019, Congress amended the Toxic Substances Control Act ("TSCA") to require the Environmental Protection Agency ("EPA") to promulgate a reporting rule on per- and polyfluoroalkyl substances ("PFAS"). EPA…more

Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA), Hazardous Substances

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New York City Releases Final Rules on Automated Employment Decision Tools

New York City regulators have finalized rules implementing the city's law requiring bias audits of automated employment decision tools, publication of audit results, notice to employees, and other requirements…more

Artificial Intelligence, Automation Systems, City of New York, Decision-Making Process, Employer Liability Issues

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January 2024 Updates to Minnesota Employment Laws and Next Steps for Employers

On January 1, 2024, several new employment laws took effect in Minnesota, based on bills passed during the 2023 legislative session. All employers with employees in Minnesota are subject to the following changes, discussed in…more

Employee Benefits, Employees, Employer Liability Issues, Labor Reform, Minimum Wage

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

See all updates »

Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

See all updates »

SEC Reaffirms Importance of Self-Reporting and Cooperation, but Benefits Remain Ambiguous

Recently, a senior officer from the SEC's Division of Enforcement defended the penalties the Commission has levied on firms for failing to capture and retain their employees' "off-channel" electronic communications, and, in so…more

Broker-Dealer, Electronic Communications, Recordkeeping Requirements, Securities and Exchange Commission (SEC), Securities Regulation

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Vital Signs: Digital Health Law Update | Winter 2024

Welcome to Vital Signs, a curated compilation of the latest legal and regulatory developments in digital health. Our lead article reports on HHS' recent final rule on the confidentiality of substance use disorder patient…more

Consent, Data Privacy, Data Security, DEA, Department of Health and Human Services (HHS)

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Singapore Simplifies Rules for Managers of Venture Capital Funds

The Situation: The Monetary Authority of Singapore ("MAS") has introduced a new simplified regulatory regime for managers ("VC Managers") of venture capital funds ("VC Funds"). The Impact: The new regime has simplified and…more

Anti-Money Laundering, Financial Institutions, Investors, Monetary Authority of Singapore, Securities and Futures Act (SFA)

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PTAB Terminates Institution in Netflix v. ???

The Patent Trial and Appeal Board (PTAB) recently dismissed and terminated inter partes review challenging claims of U.S. Patent No. 8,495,167 (“the ’167 patent”). Netflix, Inc. v. Owner, IPR2022-01568, Paper 29 (PTAB March 18,…more

Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Netflix, Patent Infringement, Patent Litigation

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Belgian Securities Regulator: Beware the Risks of Certain Convertible Bonds

In Short - The Situation: Several Belgian-listed companies have turned to very dilutive instruments (e.g., certain types of convertible bonds and equity lines) as a source of financing, which raises risks for investors and…more

Belgium, Financial Instruments, FSMA, Investors

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IPR Estoppel A Paper Tiger?

After a final written decision issues, an IPR petitioner is statutorily estopped from going back to the district court and arguing that the same claims are “invalid on any ground that the petitioner raised or reasonably could…more

Estoppel, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents

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New Legislation Shaping Australia's Emissions Reduction Policy

In Short - The Situation: Significant climate law reforms came into force in Australia on 15 September 2022, with the commencement of the Climate Change Act 2022 (Cth) ("Climate Change Act") and the Climate Change…more

Australia, Climate Change, Greenhouse Gas Emissions, Renewable Energy

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Grayscale Scores Win Against the SEC, but the Agency's Significant Market Test Remains Unaddressed

The D.C. Circuit rebuked the U.S. Securities and Exchange Commission ("SEC") on administrative law grounds but left untouched the test the Agency used to deny proposed bitcoin exchange traded products ("ETP")…more

Arbitrary and Capricious, Bitcoin, Cryptocurrency, Digital Assets, Digital Currency

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2022 Anti-Money Laundering and Sanctions Year in Review

In 2022, anti-money laundering ("AML") and sanctions controls were at the center of regulatory and enforcement activities in the United States and abroad. Globally, governments have continued to recognize the impact of AML…more

Anti-Money Laundering, Bank Secrecy Act, Financial Crimes, Financial Institutions, Financial Transactions

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UK Housebuilders Avoid Immediate Regulatory Intervention, but Sector Now Faces Fresh Scrutiny on Information Exchanges

The UK Competition and Markets Authority ("CMA") has identified "fundamental concerns" in the housebuilding sector and has made a series of recommendations for the UK, Scottish, and Welsh governments to consider, rather than…more

Antitrust Provisions, Competition, Housing Developers, Housing Market, Information Sharing

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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Offshore Oil and Gas Field Decommissioning: Disputes and Other Challenges

As offshore assets age, oil and gas companies face a wave of decommissioning obligations, with expenditures estimated to exceed US$200 billion in coming decades. Decommissioning is not simply demolition. It requires plugging and…more

Business Disputes, Decommissioned Facilities, Energy Projects, Infrastructure, International Maritime Organization (IMO)

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SEC Reaffirms Importance of Self-Reporting and Cooperation, but Benefits Remain Ambiguous

Recently, a senior officer from the SEC's Division of Enforcement defended the penalties the Commission has levied on firms for failing to capture and retain their employees' "off-channel" electronic communications, and, in so…more

Broker-Dealer, Electronic Communications, Recordkeeping Requirements, Securities and Exchange Commission (SEC), Securities Regulation

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FTC Public Comment Request Signals Continued Increase in State AGs Enforcement Efforts

On June 7, the Federal Trade Commission ("FTC" or "Commission") announced a request for public comments ("Request") regarding how it can enhance collaboration efforts with state attorneys general ("AGs") to more effectively…more

Federal Trade Commission (FTC), Fraud, Public Comment, Scams, State Attorneys General

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DOJ Updates Corporate Compliance Program Guidance and Announces New Policy Initiatives and Enforcement Resources

In Short - The Situation: As a follow-up to the deputy attorney general's September 2022 memorandum, the U.S. Department of Justice ("DOJ" or "Department") announced in March 2023 significant updates to its corporate…more

Compliance, Corporate Crimes, Corporate Misconduct, Criminal Prosecution, Department of Justice (DOJ)

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SEC Adopts Final Rules Regarding Share Repurchases and Related Disclosures

On May 3, 2023, the Securities and Exchange Commission adopted final rules regarding public company issuers' share repurchases and Rule 10b5-1 trading plans. Although the final rules are not as burdensome as the proposed rules,…more

10b5-1 Plans, Disclosure Requirements, Form 10-K, Regulation S-K, Securities and Exchange Commission (SEC)

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Legislation: PTAB Reform Act of 2022 (UPDATED)

Since the passage of the America Invents Act in 2012, both petitioners and patent owners have expressed concerns regarding the procedures and practices of the Patent Trial and Appeal Board (PTAB). In an effort to respond to…more

America Invents Act, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement, Patent Litigation

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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EU Adopts Enhanced Legal Framework to Provide for High Common Level of Cybersecurity

The Council of the European Union ("EU") adopted a new Directive to strengthen cybersecurity and resilience across the Union. - Following the European Parliament's approval on November 10, 2022, the Council of the European…more

Cybersecurity, Data Protection, EU, Reporting Requirements, Risk Management

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Supreme Court Rules California Cannot Force Nonprofits to Disclose Donors

The U.S. Supreme Court strikes down California law requiring charitable organizations to disclose their donors to the state. On July 1, 2021, the U.S. Supreme Court in Americans for Prosperity Foundation (AFP) v. Bonta held that…more

Americans for Prosperity Foundation (AFP) v. Bonta, Charitable Donations, Charitable Organizations, First Amendment, Freedom of Association

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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2022 Anti-Money Laundering and Sanctions Year in Review

In 2022, anti-money laundering ("AML") and sanctions controls were at the center of regulatory and enforcement activities in the United States and abroad. Globally, governments have continued to recognize the impact of AML…more

Anti-Money Laundering, Bank Secrecy Act, Financial Crimes, Financial Institutions, Financial Transactions

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Tightening of German Real Estate Transfer Tax Rules for Share Deals

The Situation: Under the German real estate transfer tax ("RETT") law, RETT is not only triggered on the direct acquisition of German properties, but also in case of share deals involving companies with German properties, if…more

Germany, Investors, New Rules, Partnerships, Popular

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2022 Annual M&A/PE Review and 2023 Forecast

After a record-breaking 2021, deal activity in 2022 dropped by 37%, its largest year-over-year decline since 2001. Facing all the 2022 headwinds, including a difficult and uncertain financing market, the Ukraine war, inflation,…more

Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Popular, Securities and Exchange Commission (SEC)

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EU Blocking Statute Does Not Shield Spanish Company From Defending Helms-Burton Act Lawsuit

In an issue of first impression in the United States courts of appeals, the Eleventh Circuit ruled that an EU company is not automatically shielded from defending against a Helms-Burton Act lawsuit due to the EU's Blocking…more

Blocking Statutes, Confiscated Property, Helms-Burton Act, Title III

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Presidential Memorandum and IRS Notice 2020-65 Defer Employee Payroll Taxes

The Situation: On August 28, 2020, the IRS published Notice 2020-65 allowing employers to defer withholding the employee portion of Social Security tax from paychecks. This payroll tax deferral is different from the one provided…more

CARES Act, Coronavirus/COVID-19, Employer Liability Issues, IRS, Payroll Taxes

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Public Pension Beneficiaries Lack Standing to Bring Claims Against Investment Managers

As we discussed in our previous Alerts, "Novel Suit by Kentucky Pension Beneficiaries Continues" and "Kentucky Court Holds That Public Pension Plan Beneficiaries Lack Standing to Sue," beneficiaries of Kentucky's public pension…more

Defined Benefit Plans, Employee Benefits, Fiduciary Duty, Injury-in-Fact, Investment Management

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DOJ Announces Changes in White-Collar Criminal Enforcement in the Interest of Transparency

The Situation: On October 8, 2019, the U.S. Department of Justice ("DOJ") announced two significant developments relating to the enforcement of white-collar crime: (i) new guidance on how prosecutors should evaluate requests by…more

Corporate Counsel, Corporate Crimes, Corporate Criminal Fines, Corporate Misconduct, Criminal Penalties

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Vaccination FAQs for European Employers

The Situation: With COVID-19 vaccination campaigns underway throughout Europe, employers are eager for a return to pre-pandemic activities. However, given the pace of the vaccine roll-out and ongoing workplace restrictions and…more

Coronavirus/COVID-19, Employer Liability Issues, Employment Policies, EU, Infectious Diseases

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United States Leads the Way With Recent Foreign Investment Into Australia

The Australian Treasury has released its first quarterly report ("Report") for the 2023-24 financial year covering the regulation of foreign investment in Australia…more

Australia, Critical Infrastructure Sectors, FIRB, Foreign Acquisitions, Foreign Investment

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SCOTUS Declines to Review Ruling in Toxic Tort Case

The Situation: The Sixth Circuit recently affirmed the certification of an issue class in a groundwater pollution case. The court endorsed a "broad" view of Rule 23(c)(4) under which common questions must predominate only within…more

Causation, Class Action, Class Certification, Contaminated Properties, Denial of Certiorari

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With a Focus on Intellectual Property, NDCA Launches Its Own Whistleblower Pilot Program

On March 14, 2024, the United States Attorney's Office for the Northern District of California ("NDCA") revealed details of its new whistleblower pilot program ("NDCA Program")…more

Criminal Investigations, Department of Justice (DOJ), Intellectual Property Protection, Non-Prosecution Agreements, Pilot Programs

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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JONES DAY TALKS®: Corporate Venture Capital: Market Overview, Trends in Deal Terms, and Special Considerations

Corporate Venture Capital, or CVC, continues to play a major role in investment and deal activity across numerous growth industries. Jones Day partners Tim Curry and Taylor Stevens discuss who's investing, the opportunities…more

Capital Markets, Investment, Investment Funds, Investors, Mergers

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Recent Decisions in the Ninth Circuit Highlight U.S. Litigation Risk in Relation to Alleged Human Rights Violations Abroad

In Short - The Situation: In the last month, two courts in the Ninth Circuit allowed human rights focused cases to proceed beyond the pleading stage. These cases seek to impose liability on U.S.-based companies for alleged…more

Aiding and Abetting, Alien Tort Statute, California, Child Labor, CLRA

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ABPA v. Ford: Design Patent Defenses Run Out of Gas on Appeal - A U.S. Court of Appeals for the Federal Circuit decision strengthens U.S. design patent protection for replacement parts.

On July 23, 2019, the U.S. Court of Appeals for the Federal Circuit released its decision affirming summary judgment that the asserted design patents were not invalid for non-ornamentality under 35 U.S.C. § 171, and rejecting…more

Appeals, Auto Parts, Automotive Industry, Design Patent, Ford Motor

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Pay Now, Argue Later—Even if the Contractor is Going Bust: The NSW Security of Payment Regime and Distressed Contractors

In Short - The Situation: Security of payment ("SOP") legislation across Australia provides a "pay now, argue later" regime for payment claims by contractors in the construction industry. The legislation expressly provides…more

Australia, Construction Contracts, Construction Industry, Contractors, Security of Payment Act

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ICOs and Token Regulation from a German Perspective

The Situation: In February 2018, Germany's Federal Financial Supervisory Authority ("BaFin") published an advisory letter on the classification of tokens as financial instruments, which was widely criticized for being too…more

BaFin, Cryptocurrency, EU, FINMA, Germany

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Antitrust Alert: European Union May Introduce Whistleblower Protections as Under Sarbanes-Oxley

Whistleblowers who expose breaches of European Union law will be afforded greater protection from retaliation by companies and public authorities under a draft law proposed by the European Commission in April 2018. The draft…more

Anti-Corruption, Corporate Governance, Data Protection, Employer Liability Issues, EU

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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Tax Credits for Sale: Opportunities for Financing Renewable Energy and Carbon Reduction Projects Under the Inflation Reduction Act

The Inflation Reduction Act gives taxpayers two options for monetizing the Internal Revenue Code's energy-related tax credits—a "direct pay" election and the ability to sell credits to third parties for cash. These options will…more

Energy Projects, Energy Tax Incentives, Inflation Reduction Act (IRA), Investment Tax Credits, Production Tax Credit

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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New Global Enforcement Regime: UK Signs Up to 2019 Hague Convention

The Situation: On January 12, 2024, the United Kingdom signed up to the Hague Convention of July 2, 2019, on the Recognition and Enforcement of Foreign Judgments in Civil or Commercial Matters ("Hague 2019")…more

Commercial Litigation, Enforcement of Foreign Judgments, Foreign Judgments, Hague Convention, International Litigation

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Controlling Stockholder Exercising Voting Power as Stockholder to "Change the Status Quo" Owes Fiduciary Duties

The Background: After unsuccessfully trying to convince the special committee not to implement a plan to liquidate a business line, which the controlling stockholder believed would destroy value, the controlling stockholder used…more

Board of Directors, Bylaws, Controlling Stockholders, Fiduciary Duty, Minority Shareholders

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Georgia Enacts New Laws Relating to Paid Sick Leave and Pay for Schedule Changes

On May 8, 2017, Georgia Governor Nathan Deal signed two employment-related laws, both of which become effective on July 1, 2017. First, he signed the employee-friendly Act 203 (S.B. 201). Under the new law, if an employer…more

Governor Deal, Local Ordinance, New Legislation, On-Call Employees, Paid Family Leave Law

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2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

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Balance is Key in Design Patent Claim Drafting

The Patent Trial and Appeal Board recently designated as informative its decision instituting post-grant review and addressing the issues of design patent functionality in Sattler Tech Corp. v. Humancentric Ventures, LLC. No…more

Design Patent, Functionality, Intellectual Property Protection, Ornamental Design, Patent Applications

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China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Second Circuit Affirms Denial of Contempt Sanctions on Foreign Banks with Accounts of Non-Compliant Judgment Debtors

The Underlying Dispute The dispute giving rise to the Second Circuit's decision began with a trademark infringement suit filed by Nike in 2013 against several hundred Chinese retailers for selling counterfeit Nike products on…more

Asset Freeze, China, Contempt, Counterfeit Goods Regulation, Default Judgment

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Singapore Court Issues Landmark Decision Recognizing Indonesian Restructuring Plan

The Singapore International Commercial Court ("SICC") has handed down its first insolvency-related ruling. The court granted recognition and full force and effect to Indonesia's flagship airline's restructuring plan. That plan…more

Airlines, Aviation Industry, Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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UK Court of Appeal Diverges From EU Trademark Law

The UK Court of Appeal has for the first time chosen to diverge from a decision of the Court of Justice of the European Union ("CJEU"), making use of the powers given to it following the UK's exit from the European Union…more

Corporate Counsel, Court of Justice of the European Union (CJEU), EU, European Union Intellectual Property Office (EUIPO), Intellectual Property Protection

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New State Health Privacy Laws—Moving Beyond HIPAA and Recasting Consumer Health Data Rights?

New, first-of-their-kind consumer health data privacy laws in Washington and Nevada are designed to provide state-level protections for personal health data not covered by the Health Insurance Portability and Accountability Act…more

Data Privacy, Data Protection, Gramm-Leach-Blilely Act, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA)

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Honest Application Mistakes Do Not Invalidate Copyright Registration

The Supreme Court holds that the Copyright Act's safe harbor provision preserves the validity of a copyright registration notwithstanding an inaccuracy in the underlying application based on a good-faith mistake—regardless of…more

Copyright, Copyright Applications, Copyright Registration, Intellectual Property Protection, Plain Error

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Australian Financial Services Regulatory Update | Q3–Q4 2022

This edition of the Update covers: Recent legal and regulatory developments, including guidance to APRA-regulated entities following the cyber attacks on Medibank and Optus, the release of the inaugural Climate Vulnerability…more

ASIC, Australia, Banking Sector, Banks, Financial Institutions

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Vital Signs Digital Health Law Update | Spring 2023

Note From the Editors - This edition of Vital Signs is filled with digital health developments from around the world. In Industry Insights, you'll see and hear from Alexis Gilroy and Claire Castles, each in a short video…more

Clinical Trials, Data Collection, DEA, Department of Health and Human Services (HHS), Digital Health

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Second Circuit Reinforces Anti-Kickback Statute's Demanding Willfulness Standard

The Anti-Kickback Statute ("AKS") is a federal criminal statute that prohibits "knowingly and willfully" offering or paying remuneration to induce a person to order or make a referral for an item or service reimbursable by a…more

Anti-Kickback Statute, Department of Health and Human Services (HHS), False Claims Act (FCA), Health Care Providers, Healthcare Fraud

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Australia's New Register of Foreign Ownership of Australian Assets Commences on July 1, 2023

In Short - The Situation: From July 1, 2023, foreign investors in Australia will be subject to new registration requirements under Australia's foreign investment regime…more

Australia, Foreign Acquisitions and Takeovers Act 1975 (FATA), Foreign Governments, Foreign Investment, Foreign Ownership

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USPTO Issues New Guidance on Practitioners' Use of AI

The USPTO's April 11, 2024, guidance clarifies how existing USPTO rules apply to the use of AI by practitioners when interacting with the USPTO…more

Algorithms, Artificial Intelligence, Machine Learning, New Guidance, Patents

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Rising Global Regulation for Artificial Intelligence

Across multiple continents and industries, artificial intelligence ("AI") is a topic of intense focus by governments, research institutions, investors, and corporations—from start-ups to well-established industry players. As…more

Artificial Intelligence, Cybersecurity, Data Privacy, Data Protection, Data Security

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Amendments to Australia's Modern Slavery Act Anticipated Following Statutory Review

In Short - The Situation: In 2018, the Australian federal government obligated Australian corporates to engage with modern slavery risks in their supply chain by enacting the Modern Slavery Act 2018 (Cth) ("the Act")…more

Australia, Forced Labor, Human Rights, Modern Slavery Act, Slavery

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FinCEN Issues Final Rule Extending Beneficial Ownership Information Reporting Deadline for New Entities

The Financial Crimes Enforcement Network ("FinCEN") has issued a final rule ("Final Rule") extending the initial reporting deadline for new entities required to file beneficial ownership information ("BOI") with FinCEN to 90…more

Beneficial Owner, Corporate Transparency Act, Final Rules, Financial Crimes, FinCEN

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President Biden Issues Executive Order Modifying Restrictions on U.S. Investment in Chinese Military-Industrial Complex Companies

The Situation: As part of a series of recent executive actions regarding the People's Republic of China ("PRC"), President Biden issued a new executive order on June 3, 2021—Executive Order 14032—that refines novel sanctions…more

Biden Administration, China, Defense Sector, Executive Orders, Foreign Policy

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SEC Prevails in Novel "Shadow Trading" Insider Trading Trial

The Securities and Exchange Commission ("SEC") won at trial in its first "shadow trading" case, holding a corporate official liable for insider trading for using nonpublic information about his company's acquisition to trade in…more

Acquisition Agreements, Enforcement Actions, Insider Trading, Material Nonpublic Information, Pharmaceutical Industry

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New Year, New Trademark Proceedings

This year kicked off with new tools to help brand owners protect and enforce their marks. The use of a trademark in commerce is an important aspect of U.S. trademark law; however, an increasing number of trademark…more

Ex Partes Reexamination, Expungement, Intellectual Property Protection, Trademark Application, Trademark Cancellation

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The Climate Report | Second Quarter 2023

"Green Day" in the UK - As part of its "Powering Up Britain" strategy, the UK government has published a series of documents setting out its vision for the UK's transition to net zero and the strengthening of UK energy…more

Biden Administration, Climate Action Plan, Climate Change, Energy Policy, Energy Reform

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Failure to Make Full Sotera-Stipulation Contributes to Denial

In an increasingly rare exercise of discretion, the PTAB denied institution of inter partes review under Fintiv in Zhuhai Cosmx Battery Co., Ltd. v. Ningde Amperex Technology Limited, IPR2023-00587. The PTAB reasoned that the…more

Denial of Institution, Intellectual Property Litigation, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding, Patent Infringement

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Germany Launches EUR 50 Billion Funding Program for Decarbonization of Heavy Industry

Germany has launched a massive EUR 50 billion funding program to support energy-intensive industries such as steel, chemical, and cement to become climate-neutral. The program offers considerable financial support for companies…more

Carbon Emissions, Climate Action Plan, Climate Change, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Final Climate Risk Guidance Ensures Supervisory Focus from Banking Agencies in 2024

The Situation: In October 2023, the Office of the Comptroller of the Currency ("OCC"), Federal Reserve System, and Federal Deposit Insurance Corporation ("FDIC," and the three agencies collectively, "Agencies") finalized joint…more

Banks, Climate Change, FDIC, Federal Reserve, Final Guidance

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Vaccination FAQs for European Employers

The Situation: With COVID-19 vaccination campaigns underway throughout Europe, employers are eager for a return to pre-pandemic activities. However, given the pace of the vaccine roll-out and ongoing workplace restrictions and…more

Coronavirus/COVID-19, Employer Liability Issues, Employment Policies, EU, Infectious Diseases

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U.S. Merger Notification Threshold Increases to $119.5 Million

Annual increases in U.S. merger notification thresholds and substantially increased filing fees take effect on March 6, 2024. The Federal Trade Commission ("FTC") announced that the Hart-Scott-Rodino ("HSR") Act filing…more

Civil Monetary Penalty, Federal Trade Commission (FTC), Filing Fees, Hart-Scott-Rodino Act, Interlocking Directorate

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Preliminary Injunction Issued Preventing Ban on New Federal Oil and Gas Leases

As reported in the last edition of The Climate Report, Alabama, Alaska, Arkansas, Louisiana, Georgia, Mississippi, Missouri, Montana, Nebraska, Oklahoma, Texas, Utah, and West Virginia (collectively, "Plaintiff States") filed…more

Administrative Procedure Act, Biden Administration, Energy & Climate Debates, Executive Orders, Infrastructure

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Class Actions Worldview - A Study of Trends Around the Globe: Part III—Australia, Germany, and France

Although class actions have been common in the United States for decades, they have not been as widely used in the rest of the world. The situation and risks remain in flux, however, as more countries have renewed momentum to…more

Article III, Australia, Class Action, EU, France

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Don’t Save The Best: Federal Circuit Confirms Broad IPR Estoppel

The patent fight between Caltech and Broadcom/Apple made waves this month when the Federal Circuit vacated the $1.1 billion infringement award that Caltech had won in district court…more

Apple, Broadcom, Estoppel, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding

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The War in Ukraine and the Consequences for the European Gas Market: New Russian Sanctions a Tit for Tat? Not Quite

European energy companies face unprecedented uncertainty as a result of Russia’s invasion of Ukraine. As noted in our last White Paper, many countries have progressively imposed increasingly significant sanctions on Russia and…more

Counter Sanctions, Economic Sanctions, EU, Foreign Policy, Foreign Relations

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U.S. Department of Energy Conditionally Commits Up to $1.5 Billion to Finance Nuclear Plant in Michigan

Holtec Palisades is the first project to receive a conditional funding commitment from the U.S. government through the Inflation Reduction Act's Energy Infrastructure Reinvestment ("EIR") program…more

Clean Energy, Department of Energy (DOE), Energy Policy, Energy Projects, Federal Funding

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SEC Approves New Board Diversity Disclosure Requirements for Nasdaq-Listed Companies

The Board Diversity Proposal generally requires each Nasdaq-listed company "to have, or explain why it does not have, at least two members of its board of directors who are Diverse," defined as at least one director who…more

Board of Directors, Corporate Governance, Disclosure Requirements, Diversity and Inclusion Standards (D&I), LGBTQ

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Controlling Stockholder Exercising Voting Power as Stockholder to "Change the Status Quo" Owes Fiduciary Duties

The Background: After unsuccessfully trying to convince the special committee not to implement a plan to liquidate a business line, which the controlling stockholder believed would destroy value, the controlling stockholder used…more

Board of Directors, Bylaws, Controlling Stockholders, Fiduciary Duty, Minority Shareholders

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New State Health Privacy Laws—Moving Beyond HIPAA and Recasting Consumer Health Data Rights?

New, first-of-their-kind consumer health data privacy laws in Washington and Nevada are designed to provide state-level protections for personal health data not covered by the Health Insurance Portability and Accountability Act…more

Data Privacy, Data Protection, Gramm-Leach-Blilely Act, Health Care Providers, Health Insurance Portability and Accountability Act (HIPAA)

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Italy Implements the First Consumers' Collective Interests Representative Action

For the first time consumers' "collective interests," as opposed to "subjective rights," are explicitly recognized and protected by an ad hoc tool, the Representative Action, which has made significant changes in the domestic…more

Class Action, Class Members, Collective Actions, Collective Redress, Italy

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China Increases Its Merger Control Thresholds

China doubled its merger notification thresholds effective on January 26, 2024. China's State Council recently published new merger control notification thresholds doubling the previous China revenue thresholds in an amended…more

Anti-Monopoly, Antitrust Provisions, China, Competition, Corporate Sales Transactions

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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SEC's Unwavering Focus on Disclosure of Valuation Methods and Calculation of IRRs by Fund Sponsors

The recent SEC subpoena of a fund sponsor for additional information concerning how it calculates internal rates of return ("IRRs") indicates that investment performance disclosure, and specifically the calculation of IRRs,…more

Disclosure Requirements, Enforcement Actions, Fund Sponsors, Internal Rate of Return (IRR), Investment Management

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EU Releases Data Act to Facilitate Access and Use of Data

On 22 December 2023, the Regulation on harmonized rules on fair access to and use of data ("Data Act") was published in the EU's Official Journal. The Data Act lays down rules on fair access to and use of personal and…more

DATA Act, Data Management, Data Protection, EU, EU Data Protection Laws

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FDA's Final Device Manufacturing Rule—Not Quite Harmonious With Status Quo

Amending prior requirements, medical device manufacturers and importers have two years to comply with FDA's Quality Management System Regulation final rule, a similar approach to prior good manufacturing practices but with…more

Final Rules, Food and Drug Administration (FDA), Healthcare, Life Sciences, Manufacturers

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SEC Enforcement in Financial Reporting and Disclosure: Year-End 2021 Update

We are pleased to present our year-end update on financial reporting and issuer disclosure enforcement activity. This White Paper primarily focuses on the U.S. Securities and Exchange Commission’s (“SEC”) enforcement activity…more

Disclosure Requirements, Enforcement Actions, Financial Reporting, Publicly-Traded Companies, Securities and Exchange Commission (SEC)

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CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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The Reshaping of Competition Rules and Procedures in Italy

The Situation: Over the last year, the Italian Competition Bill (Law 287/1990) has undergone a significant number of amendments aimed at strengthening the enforcement powers of the Italian Competition Authority ("ICA"). At the…more

Antitrust Investigations, Competition, Competition Authorities, Digital Marketplace, European Commission

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Federal Agencies Coordinate Action Against Celsius for Fraud and Manipulation

In Short - The Situation: In parallel federal actions, the Department of Justice ("DOJ"), Securities and Exchange Commission ("SEC"), Commodity Futures Trading Commission ("CFTC"), and Federal Trade Commission ("FTC")…more

CFTC, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Department of Justice (DOJ)

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Chile’s Proposed Constitutional Changes to Natural Resource Rights Could Have Devastating Effects on Foreign Investors: How Can International Law Protect Them?

Chile is currently considering a new Constitution—due to be put to a referendum in September—and foreign investors should be aware of its potential impact on their investments in the country. The proposed changes in the draft…more

Chile, Foreign Investment, Investors, Mining, Natural Resources

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Business Restructuring Review November–December 2023 | Vol. 22 No. 6

Health Care Provider Bankruptcy Update: Patient Care Ombudsman Not Necessary In Every Health Care Business Bankruptcy Case - Recent headlines have starkly illuminated the headwinds facing health care providers struggling to…more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Trustees, Banks, Chapter 11

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The Climate Report: Fourth Quarter 2023

REGULATORY ISSUES & UPDATES - Mandatory Climate Change Reporting Requirements Under the New European ESRS E1 - The implementation of the European Sustainability Reporting Standards poses risks for reporting companies, in…more

Clean Water Act, Climate Action Plan, Climate Change, Data Protection, Disclosure Requirements

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USPTO Provides Insight on AMPRM Proposals

The USPTO issued an advance notice of proposed rules (“ANPRM”) on April 21, 2023 and is requesting comments and feedback from practitioners on proposed, proposed changes at the PTAB. The full ANPRM document is available on the…more

Advanced Notice of Proposed Rulemaking (ANPRM), Comment Period, NPRM, Patent Ownership, Patent Trial and Appeal Board

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Corporate Real Estate Transactions in the UK: Beware Remediation Contribution Orders

Remediation Contribution Orders require developers, landlords, or their associated entities to contribute to the cost of remediating building safety risks in England and Wales. Since the jurisdiction to make this order was…more

Beneficial Owner, Landlords, Real Estate Transactions, Remediation, Statutory Requirements

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Berlin Rent Cap Act Finally Adopted but Uncertainties Remain

The Situation: Over the past decade, Berlin has experienced a significant rent increase for residential space though rents still remain significantly lower than rents in other European capitals. On January 30, 2020, the…more

Germany, Landlords, Rent Caps, Rent Control, Rental Property

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Adoption of Final Version of European Green Bond Standard: A New Landmark Tool for Sustainable Finance

The Situation: On October 5, 2023, the European Parliament and the Council of the European Union adopted the European Green Bond Regulation ("EuGB Regulation"), establishing a voluntary harmonized standard open to both EU and…more

EU, European Commission, European Securities and Markets Authority (ESMA), Financial Markets, Green Bonds

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Back to the Well: ARRC Seeks Market Input on Simplifying Spread Adjustment Calculation

The Development: The Alternative Reference Rates Committee ("ARRC") announced the results of its market consultation on the "spread adjustment" calculation for the LIBOR/SOFR transition on May 6, 2020, but found it necessary to…more

Alternative Reference Rates Committee (ARRC), Banking Sector, Financial Markets, Interest Rates, ISDA

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Global Spotlight on Labor Trafficking in Health Care and Corporate Supply Chains

Courts and legislatures both in the United States and abroad continue to prioritize the eradication of labor trafficking in corporate supply chains, including those in the health care industry. For example, in the United States,…more

Alien Tort Statute, Child Labor, Due Diligence, Forced Labor, Human Rights

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Investment Arbitration in Latin America: Elections, Trade Agreements, and the ICSID

In November 2017, S&P Global Ratings declared Venezuela in default after it failed to make a $200 million coupon payment on its sovereign bonds. Many saw this coming. Since 2014, the country has been mired in a recession that…more

Arbitration, Bilateral Investment Treaties, Foreign Investment, Foreign Jurisdictions, ICSID

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It's Time for a Fresh Look at DEI Metrics in Executive Compensation

The Background: It is estimated that over 84 percent of companies in the S&P 1500 use some form of "social" metric when determining their executives' incentive compensation. Many of these social metrics set forth diversity,…more

Anti-Discrimination Policies, Civil Rights Act, Diversity and Inclusion Standards (D&I), Environmental Social & Governance (ESG), Equal Protection

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Japan's Amended Payment Services Act Could Prompt More Nonbank Entries Into Traditional Banking Services

The Situation: The amendment to the Payment Services Act ("PSA") of Japan took effect in May 2021, removing the current numerical transfer cap placed on fund transfer services by nonbank institutions. The Result: This…more

Financial Services Agency, Financial Services Industry, Japan, Money Transmitter, Nonbank Firms

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New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

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January 2024 Updates to Minnesota Employment Laws and Next Steps for Employers

On January 1, 2024, several new employment laws took effect in Minnesota, based on bills passed during the 2023 legislative session. All employers with employees in Minnesota are subject to the following changes, discussed in…more

Employee Benefits, Employees, Employer Liability Issues, Labor Reform, Minimum Wage

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Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

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EU Emergency Response Update – Key Policy & Regulatory Developments No. 112

This regular alert covers key regulatory developments related to EU emergency responses, including in particular to Russia’s war of aggression against Ukraine, COVID-19, and cyber threats. It does not purport to provide an…more

Competition, Cybersecurity, Data Protection, EU, European Commission

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New Fast-Track Liquidation Procedures in the Netherlands

The Background: On November 15, 2023, the Temporary Fast-Track Liquidation Transparency Act (Tijdelijke Wet Transparantie Turboliquidatie) (the "Act") came into force in the Netherlands, temporarily changing certain statutory…more

Bankruptcy Code, Commercial Bankruptcy, Disclosure Requirements, Fast Track Process, Legal Entities

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ECJ Antitrust Ruling Not Likely to Jump-Start EC Deal Challenges in "Gap Cases"

In Short - The Development: The Court of Justice of the European Union ("ECJ") annulled a General Court ("GC") ruling that had adopted a high standard of proof for the European Commission ("EC") to block transactions in…more

Antitrust Provisions, Competition, Corporate Counsel, EU, EU Merger Directive

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European Government Support Schemes: Current State of Play

The Situation: The economic crisis caused by COVID-19 has triggered an unprecedented response from European governments to support their economies with government-backed financial support…more

Capital Markets, Coronavirus Large Business Interruption Loan Scheme (the CLBILS), Coronavirus/COVID-19, EU

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EBA Recommends Adjustments to Proposed EU Green Bond Standard to Develop Sustainable Securitisation Market in Europe

EBA Report on Developing a Framework for Sustainable Securitisation - The EBA Report examines how sustainability could be introduced in the specific context of the securitisation market in order to support its sound…more

EU, European Banking Authority (EBA), Financial Services Industry, Institutional Investment, Regulatory Standards

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Significant Changes to Dutch Employment Law Take Effect

The Situation: Several changes to Dutch employment law took effect January 1, 2020, most notably those resulting from the Labor Market in Balance Act. The Result: Businesses in the Netherlands must be aware of and comply with…more

Contract Terms, Employer Contributions, Employer Liability Issues, Employment Contract, Fixed-Term Labor Contracts

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Belgian Securities Regulator: Beware the Risks of Certain Convertible Bonds

In Short - The Situation: Several Belgian-listed companies have turned to very dilutive instruments (e.g., certain types of convertible bonds and equity lines) as a source of financing, which raises risks for investors and…more

Belgium, Financial Instruments, FSMA, Investors

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Dutch Limited Partnerships Attractive Alternative to Luxembourg and Irish Fund Structuring

Proposed changes to Dutch tax law will make Dutch limited partnerships attractive private equity and venture capital fund and feeder fund alternatives to Irish and Luxembourg equivalents. A Dutch limited partnership…more

Business Entities, Business Taxes, Corporate Taxes, International Tax Issues, Limited Partnership Agreements

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Renegotiation of Existing BITs by the Netherlands May Directly Affect Current Investments

The Situation: The Netherlands has 79 bilateral investment treaties ("BITs") in place with non-EU countries. On March 22, 2019, the Dutch government published a new model BIT ("2019 Model") as a template for negotiating new…more

Arbitration, Bilateral Investment Treaties, Corporate Social Responsibility, Foreign Investment, ICSID

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Impact of the COVID-19 Outbreak on Internal Investigations: Whether and How to Investigate During a Global Pandemic

Companies face a myriad of issues as a result of the novel coronavirus (COVID-19) outbreak. One issue is how to address allegations of misconduct involving corporate personnel, including whether and how to conduct internal…more

Chief Compliance Officers, Compliance, Coronavirus/COVID-19, Internal Investigations

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Belgium Enacts Historic Corporate Law Reform

The Background: On February 28, 2019, the Belgian Parliament approved a historic company law reform. The Result: The new Belgian Code of Companies and Associations ("BCCA") becomes applicable on May 1, 2019, with staggered…more

Belgium, Board of Directors, Corporate Counsel, Corporate Governance, Equity Financing

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DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

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2021 Mexican Constitutional Reform Bill: Proposed Changes for Foreign Investors in the Electricity Sector

On September 30, 2021, Mexican President Andrés Manuel López Obrador sent the Reform Initiative to the House of Representatives and the United Commission of Constitutional and Energy Matters for review and plenary voting…more

Electricity, Energy Policy, Energy Reform, Mexico, Oil & Gas

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Mexico's Supreme Court Declares Main Amendments to Electricity Industry Law Affecting the Private Sector Unconstitutional

The Situation: Mexican President Andrés Manuel López Obrador ("AMLO") sponsored a bill aimed at modifying Mexico's Electric Industry Law (the "EIL Reform Bill") in order to strengthen Mexico's state-owned utility (Comisión…more

Clean Energy, Constitutional Challenges, Electricity, Energy Market, Energy Policy

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Federal Court Rejects CFPB's Novel Use of "Unfair, Deceptive, or Abusive Acts or Practices" Authority

Ruling concludes "unfairness" authority under the Dodd-Frank Act does not cover discrimination. On September 8, 2023, a federal district court rejected the Consumer Financial Protection Bureau's ("CFPB") interpretation that…more

Anti-Discrimination Policies, Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Dodd-Frank, ECOA

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China Increases Its Merger Control Thresholds

China doubled its merger notification thresholds effective on January 26, 2024. China's State Council recently published new merger control notification thresholds doubling the previous China revenue thresholds in an amended…more

Anti-Monopoly, Antitrust Provisions, China, Competition, Corporate Sales Transactions

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Jones Day Cross-Border Investigations Series 2023 - Issue 1 : Whistleblowing

While there are a number of ways in which organizations may become aware of potential wrongdoing internally, perhaps the most significant for its legal and compliance teams is internal reporting, or “whistleblowing,” by…more

Cross-Border, Cross-Border Transactions, Employment Rights Act, EU, Financial Conduct Authority (FCA)

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U.S. Supreme Court Rules Appellate Protection of Bankruptcy Property Sale Is Subject to Waiver and Estoppel

In Short - The Situation: The U.S. Supreme Court considered whether § 363(m) of the Bankruptcy Code, which limits a party's ability to undo an asset transfer made to a good-faith purchaser in a bankruptcy case, is…more

363 Sales, Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy

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No Fair Notice, but a Fair Outcome: Fifth Circuit Rules Against CFTC for "Rulemaking by Enforcement"

On January 9, 2024, the U.S. Court of Appeals for the Fifth Circuit reversed a 2022 jury verdict for the Commodity Futures Trading Commission ("CFTC") against EOX Holdings LLC and a former broker, Andrew Gizienski, holding "that…more

Brokers, CFTC, Enforcement Actions, Fair-Notice Standard, Investment

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The Climate Report | First Quarter 2020

Climate Change Regulatory Issues & Updates - Trump Administration Plans Overhaul of NEPA Review Process The proposed rule changes would considerably limit the scope of environmental reviews of planned energy and…more

Clean Air Act, Climate Change, Deregulation, Energy Sector, Environmental Policies

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FDA on Board With Continuing Remote Inspections

The Food and Drug Administration ("FDA") recently issued revised draft guidance on remote regulatory assessments ("RRAs")—voluntary or mandatory examinations of food, drug, device, and tobacco establishments and/or their records…more

Comment Period, Draft Guidance, FDA Approval, Federal Food Drug and Cosmetic Act (FFDCA), Food & Drug Regulations

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New French Incentives for Green Buildings and Green Industry

As part of the 2022 French Climate & Resilience Law, the French legislature decided to strengthen the greening and solarization requirements on certain buildings and parking lots. These obligations came into force on January 1,…more

Climate Action Plan, Climate Change, France, Green Buildings, Green Infrastructure

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New Year, New Mass Arbitration Rules From the AAA

On January 15, 2024, the American Arbitration Association ("AAA") published updates to its Mass Arbitration Supplementary Rules and Fee Schedule, aimed at streamlining the mass arbitration process and reducing costs…more

American Arbitration Association, Arbitration, Arbitration Agreements, Arbitrators, Business Disputes

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Ninth Circuit Dismisses Major Climate Change Lawsuit Against the Federal Government - Court rejects request for extraordinary relief in opinion that could prove useful in other climate change litigation.

The private sector is increasingly the target of climate change litigation. These lawsuits seek to hold private companies liable for climate change under state public and private nuisance law. Although the most recent wave of…more

Article III, Carbon Emissions, Causation, Climate Change, Due Process

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China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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Germany Launches EUR 50 Billion Funding Program for Decarbonization of Heavy Industry

Germany has launched a massive EUR 50 billion funding program to support energy-intensive industries such as steel, chemical, and cement to become climate-neutral. The program offers considerable financial support for companies…more

Carbon Emissions, Climate Action Plan, Climate Change, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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EU Releases Data Act to Facilitate Access and Use of Data

On 22 December 2023, the Regulation on harmonized rules on fair access to and use of data ("Data Act") was published in the EU's Official Journal. The Data Act lays down rules on fair access to and use of personal and…more

DATA Act, Data Management, Data Protection, EU, EU Data Protection Laws

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OCC Proposal and Policy Statement on Bank Mergers Could Freeze the Banking Industry in Place

The Situation: On January 29, 2024, the Office of the Comptroller of the Currency ("OCC") requested comment on a proposed rule updating its bank merger rules and incorporating a policy statement (the "Proposal") on agency review…more

Bank Merger Act, Banks, BSA/AML, Community Reinvestment Act, Department of Justice (DOJ)

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Young Americans See Promising Path for Future Climate Litigation

For half a century, young people in the United States have played an active role in ongoing efforts to address climate change. Moving into 2024, young climate litigants find themselves in a promising position: They recently saw…more

Climate Action Plan, Climate Change, Environmental Justice, Environmental Litigation, Environmental Policies

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Insights from the Supreme Court’s Apple v. Pepper Antitrust Decision

In May 2019, the U.S. Supreme Court issued a 5–4 decision in Apple v. Pepper, one of the Court's most significant antitrust rulings of the last several years. In a majority opinion authored by Justice Kavanaugh, the Court held…more

Antitrust Violations, Appeals, Apple Inc v Pepper, Class Action, Direct Purchasers

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Federal Banking Agencies Propose Long-Term Debt Requirements for Large Banks

In Short: The Situation: The Office of the Comptroller of the Currency, Board of Governors of the Federal Reserve System, and Federal Deposit Insurance Corporation (collectively, the "Agencies") have proposed rules…more

Banks, Borrowers, Debt, Debt Collection, Debt Instruments

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Navigating Trade Secret Identification During Discovery: Timing & Scope

A trade secret derives its value by being kept secret, yet a trade secret owner is required to identify its trade secret at some point during litigation to apprise the defendant as to what information was allegedly…more

Confidential Information, Defend Trade Secrets Act (DTSA), Disclosure, Discovery, Federal v State Law Application

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Court of Chancery Applies Entire Fairness Standard to Conversion of Delaware Corporation to Nevada Corporation

TripAdvisor and its controlling corporation, both publicly traded Delaware companies, announced plans to convert to Nevada corporations. Shareholders sued to enjoin the conversions, alleging that the boards of directors had…more

Controlling Stockholders, Corporate Conversions, Delaware General Corporation Law, Entire Fairness Standard, Shareholders

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It's Time for a Fresh Look at DEI Metrics in Executive Compensation

The Background: It is estimated that over 84 percent of companies in the S&P 1500 use some form of "social" metric when determining their executives' incentive compensation. Many of these social metrics set forth diversity,…more

Anti-Discrimination Policies, Civil Rights Act, Diversity and Inclusion Standards (D&I), Environmental Social & Governance (ESG), Equal Protection

See all updates »

DOJ Announces New Whistleblower Program and Enforcement Initiatives

The Development: On March 7, 2024, Deputy Attorney General ("DAG") Lisa Monaco discussed updates to the Department of Justice's ("DOJ" or "Department") corporate criminal enforcement policies and announced a pilot program that…more

Artificial Intelligence, CFTC, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance

See all updates »

Taiwan Imposes New Reporting Obligation on Information of Company Shareholders

The Situation: On November 1, 2018, amendments to the Taiwan Company Act ("TCA") passed by the Taiwanese legislature on July 6, 2018 came into effect. The Result: While certain regulations have been relaxed and business…more

Board of Directors, Corporate Governance, Directors, Foreign Corporations, Regulatory Standards

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APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

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Australia's Climate Disclosure Regime Moves Closer to Implementation Beginning 1 January 2025

On 27 March 2024, Australia's climate disclosure regime moved a significant step closer to implementation, with the federal government's introduction of proposed legislation into Parliament. Any organisations with a presence in…more

ASIC, Audits, Australia, Climate Change, Environmental Policies

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Taiwan Offshore Wind Farm Projects: Updates to Guide Investors and Financiers through the Legal and Regulatory Framework

In recent years, the Taiwanese Government set aggressive renewable energy targets, with a particular focus on the development of its offshore wind power capabilities. This exciting new market presents great opportunities for…more

Energy Policy, Energy Projects, Infrastructure, Investment Opportunities, Offshore Wind

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EBA Recommends Adjustments to Proposed EU Green Bond Standard to Develop Sustainable Securitisation Market in Europe

EBA Report on Developing a Framework for Sustainable Securitisation - The EBA Report examines how sustainability could be introduced in the specific context of the securitisation market in order to support its sound…more

EU, European Banking Authority (EBA), Financial Services Industry, Institutional Investment, Regulatory Standards

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Federal Agencies Launch Joint Inquiry Into Private Investment in Health Care

DOJ, FTC, and HHS jointly announced the launching of a cross-government public inquiry into increasing private equity and corporate involvement in health care, the latest announcement in a string of public statements from the…more

Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC), Healthcare, Investment

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European Aviation Arbitration Court Takes Flight

In Short - The Situation: In July 2022, the Netherlands Arbitration Institute launched the Hague Court of Arbitration for Aviation ("Hague CAA"), an aviation arbitration court and mediation center seated in The Hague,…more

Arbitration, Arbitration Agreements, Aviation Industry, Dispute Resolution

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Economic Report of the President to the Crypto Industry: Thanks, But No Thanks

In Short - The Situation: For the first time, the Economic Report of the President (the "Report") includes a chapter on digital assets…more

Blockchain, Central Bank Digital Currency (CBDCs), CFTC, Crypto Exchanges, Cryptoassets

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The Rise of US-Style Class Actions in the UK and Europe

Class actions have been a feature of the litigation landscape in the USA for decades. Claimant-friendly procedures combined with an aggressive and well-funded plaintiffs’ bar have created fertile ground for these large,…more

Antitrust Violations, Class Action, Consumer Privacy Rights, Data Breach, Environmental Social & Governance (ESG)

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JONES DAY PRESENTS®: Tax Implications of Telehealth as Remote Services Become Norm

As an integrated system of medicine, telehealth raises the potential for tax issues. Jones Day counsel Jennifer Waryjas explains why companies need to plan ahead and put strategies in place as they build and grow in this…more

Health Care Providers, Tax Liability, Telehealth

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Clean Fuel of the Future: Policy and Legislation Shaping Australia’s Hydrogen Industry

In recent years, the Australian federal government has committed, at both the domestic and international levels, to ambitious renewable energy targets. Australia’s hydrogen sector is positioning itself to play an increasingly…more

Alternative Fuels, Australia, Clean Energy, Climate Action Plan, Climate Change

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IRS Updates Fast-Track Program for Certain Corporate Tax Rulings

A new program offers rulings in 12 weeks, even absent a showing of business need. Revenue Procedure 2023-26, issued July 26, 2023, in replacement of a popular 18-month pilot program under Revenue Procedure 2022-10, continues…more

Annual Filings, Corporate Taxes, Fast Track Process, Federal Taxes, Filing Deadlines

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2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

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2022 & Beyond: Continued Challenges in the Automotive Supply Chain

While our inboxes are flooded on a daily basis with news about how the pandemic has created supply chain and commodities issues, global organizations must think about more than just near-term issues. Although the pandemic will…more

Antitrust Provisions, Automotive Industry, Environmental Social & Governance (ESG), Goods or Services, Manufacturers

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SEC Enforcement in Financial Reporting and Disclosure: 2023 Year-End Update

We are pleased to present our latest update on financial reporting and issuer disclosure enforcement activity. This White Paper primarily focuses on the U.S. Securities and Exchange Commission’s (“SEC”) enforcement activity…more

Disclosure Requirements, Enforcement Actions, Financial Reporting, Securities and Exchange Commission (SEC), Securities Regulation

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EPA Designates PFOA and PFOS as CERCLA Hazardous Substances

On April 19, 2024, EPA announced its highly anticipated final rule designating two polyfluoroalkyl substances ("PFAS")—perfluorooctanoic acid ("PFOA") and perfluorooctanesulfonic acid ("PFOS")—as "hazardous substances" under the…more

CERCLA, Contamination, Discharge of Pollutants, Environmental Policies, Environmental Protection Agency (EPA)

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Conflict in Ukraine: Excuses for Non-Performance of Contracts Governed by German Law

Traditionally, industry in Germany has enjoyed close commercial ties with Russia and Ukraine. The ongoing conflict in Ukraine and the resulting sanctions imposed on Russia—and by Russia—will inevitably affect these business…more

Business Interruption, Contract Termination, Contract Terms, EU, Force Majeure Clause

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Facing FIRRMA: CFIUS Review of the Biotechnology and Life Sciences Sector

The Situation: The Committee on Foreign Investment in the United States ("CFIUS," or the "Committee") recently published draft regulations implementing the Foreign Investment Risk Review Modernization Act ("FIRRMA"), which…more

Biotechnology, CFIUS, Cross-Border Transactions, Data Collection, Draft Guidance

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JONES DAY TALKS® - Charting the Course: Antitrust's Past, Present, and Future in Labor Markets

Antitrust enforcement in labor markets continues to escalate worldwide. Jones Day partners Kevin Hart and Philipp Werner talk about the continuing crackdown on anticompetitive labor practices in the U.S. and across the EU,…more

Anti-Competitive, Antitrust Provisions, Antitrust Violations, Competition, Employer Liability Issues

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United States Leads the Way With Recent Foreign Investment Into Australia

The Australian Treasury has released its first quarterly report ("Report") for the 2023-24 financial year covering the regulation of foreign investment in Australia…more

Australia, Critical Infrastructure Sectors, FIRB, Foreign Acquisitions, Foreign Investment

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January 2024 Updates to Minnesota Employment Laws and Next Steps for Employers

On January 1, 2024, several new employment laws took effect in Minnesota, based on bills passed during the 2023 legislative session. All employers with employees in Minnesota are subject to the following changes, discussed in…more

Employee Benefits, Employees, Employer Liability Issues, Labor Reform, Minimum Wage

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The Unshell Draft Directive: Only a Few Months Left to Comply?

A draft European Union ("EU") Directive tackling the use of shell entities for tax purposes is currently being negotiated, with potential corrective measures to be considered…more

EU, EU Directive, European Commission, Shell Corporations, Tax Authority

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UK-U.S. Data Bridge Allows Transfer of Personal Data From the United Kingdom to the United States

Beginning October 12, 2023, the UK-U.S. Data Bridge will allow UK companies to transfer personal data to the United States using the new EU-U.S. Data Privacy Framework…more

Cybersecurity, Data Privacy, Data Protection, Data Security, EU

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The CFTC Proposes Expansive Business and Governance Rules for Registered Derivatives Markets

The Commodity Futures Trading Commission ("CFTC") recently proposed new and modified conflicts of interest, fitness, and governance regulations for swap execution facilities ("SEFs") and designated contract markets ("DCMs")…more

CFTC, Commodity Futures Modernization Act of 2000 (CFMA), Corporate Governance, Derivatives, Designated Contract Markets (DCMs)

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Fiduciaries Beware: Employer Health Plan Under Fire for Alleged Prescription Drug Mismanagement

An employer health plan is the latest target of class action litigation seeking redress for the alleged conduct of the plan's pharmacy benefit manager ("PBM")…more

Class Action, Employee Benefits, Employer Group Health Plans, Employer Liability Issues, Employment Litigation

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House of Representatives Releases First Draft of Tax Reform Bill

The Situation: On November 2, 2017, the House Ways and Means Committee released its first draft of much-anticipated comprehensive U.S. tax reform legislation as the "Tax Cuts and Jobs Act." Chairman Brady’s markup of the bill…more

Acquisitions, Controlled Foreign Corporations, Corporate Taxes, Death Tax, EBITDA

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Third Time's a Charm: EU Moves to Approve the Sustainability Due Diligence Directive

The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact on…more

Due Diligence, Environmental Social & Governance (ESG), EU, EU Directive, European Commission

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CFTC Goes Beyond the Law to Pursue Nonexistent "Markets"

In Short - The Situation: The Commodity Futures Trading Commission ("CFTC") staff have issued—and the Commission is now enforcing—a new interpretation of "swap execution facility" that expands the Commodity Exchange Act's…more

CFTC, Commodities, Swap Execution Facilities, Swaps

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Western Australia's New Class Actions Regime Commences

A significant newly enacted class actions regime has come into force in Western Australia, as of 25 March 2023. The Civil Procedure (Representative Proceedings) Act 2022 (WA) ("Act") was enacted in September 2022,…more

Australia, Class Action, Class Members

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Antitrust Alert: DOJ Challenges "Anticompetitive" Trade Association Rules for College Admission - If a trade association rule restricts competition, it must be reasonably necessary and tailored to achieve the procompetitive goals of the association.

In December 2019, the Department of Justice Antitrust Division ("DOJ") settled charges that certain National Association for College Admission Counseling ("NACAC") rules governing college admissions were anticompetitive under…more

Anti-Competitive, Bylaws, College Admissions, Colleges, Competition

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Navigating Indemnity Disputes in an Ever-Changing Legal Environment

In Short - The Background: Indemnity clauses are often included in contracts and can be extremely valuable, but they also raise many potential challenges to enforcing them, including state statutes, common law limitations,…more

Commercial General Liability Policies, Construction Contracts, Construction Project, Contract Disputes, Contract Terms

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SCOTUS Holds Whiskey-Themed Dog Toy Not Entitled to First Amendment Protection

In a closely watched trademark infringement case, the Supreme Court of the United States held that when an alleged infringer uses a trademark as a source identifier for the infringer's own products, the First Amendment does not…more

Dilution, First Amendment, Free Speech, Intellectual Property Protection, Jack Daniels Properties Inc v VIP Products LLC

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Enforcement of Procedural Timelines in Arbitrations in Singapore

A recent Singapore International Commercial Court ("SICC") decision considered the extent to which an arbitral tribunal can exclude evidence after a specified date. It is often said that arbitral tribunals are the masters of…more

Arbitration, Arbitration Agreements, Commercial Court, Federal Arbitration Act, Singapore

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Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

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PTAB Upholds GILENYA™ Method of Treatment Patent, Prompting New ANDA Litigation

In Apotex Inc. v. Novartis AG, IPR2017-00854, Paper 109 (Jul. 11, 2018), the PTAB held that the claims of U.S. Patent No. 9,187,405 were not unpatentable on three separate grounds. Shortly thereafter, Novartis filed suit against…more

Abbreviated New Drug Application (ANDA), Generic Drugs, Inter Partes Review (IPR) Proceeding, Obviousness, Patent Infringement

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Biden Administration Issues Proposed Rule Seeking to Strengthen Buy American Requirements

The Biden administration's newly proposed rule would increase Buy American Act requirements and impose new reporting obligations. On July 30, 2021, the Biden administration issued a proposed rule to amend the Federal Acquisition…more

Biden Administration, Buy American Act, Domestic Transactions, Federal Acquisition Regulations (FAR), Federal Contractors

See all updates »

2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

See all updates »

New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

See all updates »

Business Restructuring Review Vol. 21, No. 6 | November-December 2022

On October 14, 2022, the U.S. Court of Appeals for the Fifth Circuit issued a long-awaited ruling on whether Ultra Petroleum Corp. (“UPC”) must pay a $201 million make-whole premium to noteholders under its confirmed chapter 11…more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Chapter 15, Chapter 7

See all updates »

2023 Securities Litigation Year in Review

During 2023, securities lawsuit filings rose for the first time in four years. Settlements declined last year; there were nine mega-settlements of more than $100 million, including a $1 billion settlement. Case filings involving…more

Class Certification, Cryptocurrency, False Statements, Fiduciary Duty, Financial Institutions

See all updates »

USPTO Seeks Public Input on Improving Patent "Robustness and Reliability"

In Short: - The Situation: President Biden and members of Congress have called for reform of certain patenting practices at the United States Patent and Trademark Office ("USPTO") under the premise that changes to the patent…more

Food and Drug Administration (FDA), Intellectual Property Protection, Patents, Pharmaceutical Patents, USPTO

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SEC Reopens Comment Period for Rule Proposing New Disclosures for Security-Based Swaps

The Situation: The Securities and Exchange Commission ("SEC") has reopened the comment period for its proposed rule requiring public disclosure of security-based swap ("SBS") positions that exceed certain thresholds…more

Administrative Procedure Act, Comment Period, Disclosure Requirements, Legal Entity Identifiers, Proposed Rules

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Singapore Passes Significant Investments Review Bill in Relation to Transactions Involving National Security Assets

In recent years, the world has witnessed heightened sensitivity surrounding foreign investments, leading to increased regulatory scrutiny of foreign direct investments ("FDI") on the basis of national security concerns. The…more

Foreign Direct Investment, Foreign Investment, Investors, National Security, Private Equity

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France Tightens Registration Conditions for Digital Assets Service Providers

In Short - The Situation: France has had a registration and licensing process for digital assets service providers for over three years. The recent crisis with Terra Luna and FTX trading platform has made it clear to French…more

Consumer Financial Products, Cryptoassets, Cryptocurrency, Digital Assets, Financial Regulatory Reform

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Business Restructuring Review September-October 2023 | Vol. 22 No. 5

Section 546(e) of the Bankruptcy Code’s “safe harbor” preventing avoidance in bankruptcy of certain securities, commodity, or forward-contract payments has long been a magnet for controversy. Several noteworthy court rulings…more

Article III, Bankruptcy Code, Chapter 11, Chapter 7, Commercial Bankruptcy

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FDA Announces Overhaul of Human Foods Program

On January 31, 2023, the Food and Drug Administration ("FDA") announced plans to redesign its Human Foods Program (the "Program") to better coordinate the agency's regulation of food products…more

Dietary Supplements, Food and Drug Administration (FDA), Food Safety, Food Supply

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Illinois Restricts Employers From Using Conviction Records in Making Employment Decisions

The Situation: Recent amendments to the Illinois Human Rights Act ("IHRA") restrict Illinois employers from relying upon conviction records to make adverse employment decisions unless they comply with new substantive and…more

Criminal Background Checks, Criminal Records, Employer Liability Issues, Hiring & Firing

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European Public Prosecutor's Office Begins its Work Defending EU Financial Interests

On June 1st, 2o21,the European public prosecuters office, the European Union's new arm to combat fraud, became operational. The key elements of the new Public Prosecutor's Office are as follows..…more

Criminal Prosecution, Cross-Border Transactions, Enforcement Guidance, EU, Financial Crimes

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A Review of 2023 Labor & Employment Legislation in California

The 2023 California legislative session saw the passage of a number of new and important labor and employment laws…more

California, Employee Benefits, Employees, Hiring & Firing, Labor Reform

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SEC Adopts Long-Awaited and Heavily Debated Private Fund Adviser Rules

The U.S. Securities and Exchange Commission ("SEC") adopted multiple rules that will impact private funds, governing documents, and side letters…more

Financial Services Industry, Investment Adviser, New Rules, Private Equity, Private Funds

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German Court Dismisses Climate-Related Lawsuit Against Volkswagen AG

The regional court of Braunschweig, as competent court for the headquarters of Volkswagen AG ("VW"), rendered a decision that is a significant setback for climate litigation activists in Germany by fully dismissing a…more

Automotive Industry, Carbon Emissions, Climate Action Plan, Climate Change, Environmental Policies

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California Court Greenlights Enforcement of New Privacy Regulations

The California Privacy Protection Agency ("CPPA") will be able to immediately enforce regulations issued under the California Consumer Privacy Act ("CCPA"), as amended, after a recent California appeals court decision reversed a…more

California, California Consumer Privacy Act (CCPA), California Privacy Protection Agency (CPPA), California Privacy Rights Act (CPRA), Consumer Privacy Rights

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California Health Care Providers to Face Greater Headwinds as State Implements Health Care Cost Targets

Pursuant to California's Health Care Quality and Affordability Act (the "HCQA"), the newly created Office of Health Care Affordability ("OHCA") recently proposed statewide health care cost targets and standards and goals for the…more

Alternative Payment Models (APM), California, Health Care Providers, Health Insurance, Healthcare

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Takeaways From Motion to Amend Pilot Program Chat

The USPTO hosted a “Boardside Chat” on June 15, 2023, to discuss the Motion to Amend Pilot Program, including the recent call for public input on the PTAB’s existing claim amendment procedures and potential rule changes. The…more

Motion to Amend, Patent Ownership, Patent Trial and Appeal Board, Patents, Pilot Programs

See all updates »

Amendments to Hong Kong Listing Rules Relating to PRC Issuers

The Hong Kong Listing Rule amendments relating to People's Republic of China ("PRC") issuers came into effect on August 1, 2023…more

Amended Regulation, Capital Markets, China, Hong Kong, Hong Kong Stock Exchange

See all updates »

2022 Anti-Money Laundering and Sanctions Year in Review

In 2022, anti-money laundering ("AML") and sanctions controls were at the center of regulatory and enforcement activities in the United States and abroad. Globally, governments have continued to recognize the impact of AML…more

Anti-Money Laundering, Bank Secrecy Act, Financial Crimes, Financial Institutions, Financial Transactions

See all updates »

China Increases Its Merger Control Thresholds

China doubled its merger notification thresholds effective on January 26, 2024. China's State Council recently published new merger control notification thresholds doubling the previous China revenue thresholds in an amended…more

Anti-Monopoly, Antitrust Provisions, China, Competition, Corporate Sales Transactions

See all updates »

En Banc Federal Circuit Questions Standard for Design Patent Obviousness

Changes to design patent validity law may be coming thanks to LKQ v. GM, a case that we’ve been tracking since April 2021. On February 5, 2024, in a rare en banc hearing, the Court of Appeals for the Federal Circuit asked tough…more

Corporate Counsel, Design Patent, En Banc Review, Intellectual Property Litigation, Intellectual Property Protection

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Vital Signs: Digital Health Law Update Winter 2022

Note From the Editors With 2022 well underway, the rapid pace of statutory, regulatory, policy, and industry activities in digital health continues in force. We bring you Vital Signs, a curated, one-stop resource on the most…more

Artificial Intelligence, Centers for Medicare & Medicaid Services (CMS), DEA, Digital Health, Enforcement Actions

See all updates »

Actions in 2020 May Imperil Illinois Nonresident Taxpayer Positions in 2021

The Situation: Currently, married taxpayers can file joint federal income tax returns but file separate Illinois income tax returns if one spouse is not a resident of Illinois. The Development: New legislation would prohibit…more

Filing Requirements, Governor Pritzker, Income Taxes, Joint and Several Liability, Joint Tax Returns

See all updates »

Seventh Circuit Curtails FTC's Authority to Seek Restitution

The Situation: Overruling its precedent, the United States Court of Appeals for the Seventh Circuit held that the Federal Trade Commission ("FTC") may not seek restitution under FTC Act Section 13(b) because the statute, which…more

Antitrust Violations, Civil Monetary Penalty, Competition, Corporate Counsel, Equitable Relief

See all updates »

China Finalizes Provisions on Cross-Border Data Transfer

Chinese authorities issued new regulations and guidance governing cross-border transfers of data and personal information, which will significantly reduce procedural and compliance burdens for many multinationals…more

China, Cybersecurity, Data Protection, Data Security, Data Transfers

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Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

The Second Circuit recently revived a securities class action against the crypto exchange Binance Holdings Ltd., holding that plaintiffs plausibly alleged their transactions on the exchange were "domestic," as required by the…more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Digital Assets, Financial Transactions

See all updates »

U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

See all updates »

Generative AI Generates Excitement—and Copyright Concerns

In Short - The Situation: Workforces are increasingly using generative artificial intelligence ("AI") platforms to generate diverse content ranging from marketing materials, translations, source code, and more…more

Artificial Intelligence, Authorship, Copyright, Copyright Infringement, Copyright Registration

See all updates »

Federal Circuit Finds Deuterated Analogs Of Small Molecule Drug Obvious

On August 22, 2023, the Federal Circuit issued a nonprecedential decision holding that claims directed to deuterated analogs of ruxolitinib were unpatentable as obvious. Sun Pharm. Indus., Inc. v. Incyte Corp., No. 2019-2011,…more

Healthcare, Intellectual Property Protection, Life Sciences, Obviousness, Patent Infringement

See all updates »

CISA Releases Proposed Cyber Incident and Ransom Payment Reporting Rules to Implement CIRCIA

CISA's proposed rules will require organizations operating in U.S. critical infrastructure sectors to report cyber incidents within 72 hours and ransom payments within 24 hours…more

Covered Entities, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cyber Incident Reporting for Critical Infrastructure Act of 2022 (CIRCIA)

See all updates »

Business Restructuring Review | Vol. 22 No. 1 | January-February 2023

Lawyer Spotlights: Genna Ghaul and Nicholas J. Morin - The Year in Bankruptcy: 2022 - A brief chronicle of the year's notable developments in corporate bankruptcy and restructuring, including business bankruptcy filings,…more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

See all updates »

Maximizing Insurance Recoveries for the 2018 Hurricane Season

The Situation: On August 23, 2018, Hurricane Lane made landfall on Hawaii, dropping more than 52 inches of rainfall—the second-highest storm rainfall total in U.S. history. The Result: Hawaiian businesses are recovering from…more

Business Interruption, Commercial General Liability Policies, Ingress/Egress, Insurance Claims, Insurance Industry

See all updates »

Singapore Court Issues Landmark Decision Recognizing Indonesian Restructuring Plan

The Singapore International Commercial Court ("SICC") has handed down its first insolvency-related ruling. The court granted recognition and full force and effect to Indonesia's flagship airline's restructuring plan. That plan…more

Airlines, Aviation Industry, Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy

See all updates »

FTC Proposes Updates to the Health Breach Notification Rule for Health Apps and Consumer Health Technologies

The Federal Trade Commission seeks to clarify how the Health Breach Notification Rule applies to health records collected by health apps and similar consumer health technologies…more

Breach Notification Rule, Comment Period, Federal Trade Commission (FTC), Health Insurance Portability and Accountability Act (HIPAA), Mobile Health Apps

See all updates »

Fintech: OCC Issues Significant Ruling Permitting National Banks to Use INVN and Stablecoin Technology

The Situation: On January 4, 2021, the Office of the Comptroller of the Currency ("OCC") issued an Interpretive Letter permitting national banks and federal savings associations ("Banks") to participate in independent node…more

Banking Sector, Cryptoassets, Cryptocurrency, Digital Assets, Financial Industry Regulatory Authority (FINRA)

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DOJ Continues Labor Market Scrutiny with Another Corporate Indictment

Indictment is DOJ's second recently filed in the North District of Texas. The Department of Justice ("DOJ") has brought a criminal indictment against a corporate defendant for agreeing with competitors not to solicit…more

Criminal Antitrust Litigation, Department of Justice (DOJ), Indictments, No-Poaching, Sherman Act

See all updates »

Japan Legal Update Vol. 53 | Autumn 2020

Technology - Japan Ministries Support Expansion of E-Signature Use - On September 4, 2020, the Japanese Ministry of Internal Affairs and Communications, the Ministry of Justice, and the Ministry of Economy, Trade and…more

Anti-Monopoly, Authentication, Competition, Digital Signature Standards, E-Signatures

See all updates »

Japan Legal Update - Volume 52

Investigations & White Collar Defense - Amendment to Whistleblower Protection Act - On June 8, 2020, the Japanese Diet passed a bill to amend the Whistleblower Protection Act ("Act"). The bill was introduced amid a…more

Anti-Harassment Policies, Compliance, Copyright, Coronavirus/COVID-19, Corporate Culture

See all updates »

U.S. Supreme Court Modifies Title VII's Adverse Action Standard

The Court's decision in Muldrow v. St. Louis requires plaintiffs to prove "some injury" respecting employment terms or conditions in discrimination cases…more

Adverse Employment Action, Civil Rights Act, Diversity and Inclusion Standards (D&I), Employee Transfers, Employer Liability Issues

See all updates »

APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

See all updates »

Assignor Estoppel Does Not Apply to IPRs

Assignor estoppel is a long-established, common-law doctrine of equity, which prevents a party who assigns a patent to another from later challenging the validity of the assigned patent. The doctrine also applies to parties in…more

Assignor Estoppel, Federal Common Law, Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board

See all updates »

2023 Annual Review: Key U.S. Trade Secret Developments

On January 5, 2023, President Biden signed the Protecting American Intellectual Property Act of 2022 (“PAIPA”) into law. PAIPA requires that the President submit an annual report identifying and describing any “significant trade…more

Defend Trade Secrets Act (DTSA), Federal Trade Commission (FTC), Intellectual Property Litigation, Intellectual Property Protection, Non-Compete Agreements

See all updates »

Proposed Guidance Clarifies "Foreign Entity of Concern" Restrictions for Clean Vehicle Credit

New proposed Treasury and Department of Energy ("DOE") guidance, issued on December 1, 2023, offers clarity on which vehicles will be disqualified from the Clean Vehicle Tax Credit due to the inclusion of minerals or components…more

Automotive Industry, Clean Car Standards, Clean Energy, Department of Energy (DOE), Electric Vehicles

See all updates »

New York's LLC Transparency Act: What You Need to Know

On March 1, 2024, New York State Governor Kathy Hochul signed into law a revised version of New York State's LLC Transparency Act, which is modeled on FinCEN's Beneficial Ownership Information Rule. Other states are considering…more

Beneficial Owner, Corporate Transparency Act, Disclosure Requirements, FinCEN, Limited Liability Company (LLC)

See all updates »

Business Restructuring Review Vol. 23 No. 2 | March–April 2024

Established in 2015 as a trusted neutral forum to meet increasing demand for effective transnational dispute resolution, the Singapore International Commercial Court (the “SICC”) is a division of the General Division of the High…more

Arbitration, Arbitration Agreements, Bankruptcy Code, Bankruptcy Court, Chapter 11

See all updates »

Ninth Circuit Clarifies Class Certification Standards in Antitrust Appeal

The Ninth Circuit approved use of statistical analysis that relies on averaging but reversed class certification because the district court failed to resolve whether more than a de minimis number of putative class members were…more

Antitrust Conspiracies, Antitrust Litigation, Appeals, Class Action, Class Certification

See all updates »

Hong Kong GEM Listing Reforms Take Effect

The Situation: The Growth Enterprise Market (the "GEM") listing activities in Hong Kong have been declining since 2019, and there was no new listed issuer on the GEM in 2022…more

Financial Markets, Hong Kong, Hong Kong Stock Exchange, Listing Rules, Publicly-Traded Companies

See all updates »

USPTO Issues New Guidance on Practitioners' Use of AI

The USPTO's April 11, 2024, guidance clarifies how existing USPTO rules apply to the use of AI by practitioners when interacting with the USPTO…more

Algorithms, Artificial Intelligence, Machine Learning, New Guidance, Patents

See all updates »

China Increases Its Merger Control Thresholds

China doubled its merger notification thresholds effective on January 26, 2024. China's State Council recently published new merger control notification thresholds doubling the previous China revenue thresholds in an amended…more

Anti-Monopoly, Antitrust Provisions, China, Competition, Corporate Sales Transactions

See all updates »

APAC ESG Update | Winter Quarter 2023–24

The impact of ESG (environmental, social & governance) laws, regulations, and obligations has increased in recent times at an almost incomprehensible rate. This is particularly true in the Asia-Pacific (“APAC”) region. Within…more

Civil Penalty Fund, Climate Change, Corporate Social Responsibility, Critical Infrastructure Sectors, Environmental Social & Governance (ESG)

See all updates »

Considerations for Addressing DOJ’s Corporate Compliance Guidance on Mobile Devices and Messaging Platforms

In light of the DOJ’s most recent guidance on the use of personal devices and third-party messaging applications by corporate personnel, this White Paper addresses issues and challenges that companies are facing in this area and…more

CFTC, Compliance, Cybersecurity, Data Collection, Data Privacy

See all updates »

Commercial Fleet Electrification: New Law, Infrastructure, and Vehicles

Electric vehicles have been in the news this quarter, and rightly so. The December 2021 Biden-Harris Electric Vehicle Charging Action Plan accelerates the conversion of internal combustion vehicles to the array of EV drive…more

Automotive Industry, Business Plans, Charging Stations, Electric Vehicles, Environmental Social & Governance (ESG)

See all updates »

United Kingdom's CMA Reminds Businesses That Teamwork Must Stay on the Field

To minimize antitrust risk, dual distribution requires caution in coordination between a supplier and retailers. The UK's Competition and Markets Authority ("CMA") will fine Leicester City Football Club ("LCFC") up to £880k…more

Anti-Competitive, Antitrust Provisions, Competition, EU, UK

See all updates »

European Government Support Schemes: Current State of Play

The Situation: The economic crisis caused by COVID-19 has triggered an unprecedented response from European governments to support their economies with government-backed financial support…more

Capital Markets, Coronavirus Large Business Interruption Loan Scheme (the CLBILS), Coronavirus/COVID-19, EU

See all updates »

SEC Adopts Amendments to the Beneficial Ownership Rules

In Short - The Background: On October 10, 2023, the U.S. Securities and Exchange Commission (the "SEC") adopted amendments to the rules that govern beneficial ownership reporting for investors, marking the first update to the…more

Beneficial Owner, Business Ownership, Financial Markets, Internal Reporting, Investment Adviser

See all updates »

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JD Supra Privacy Policy

Updated: Dec 28, 2021:

JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.

This Privacy Policy describes how JD Supra, LLC ("JD Supra" or "we," "us," or "our") collects, uses and shares personal data collected from visitors to our website (located at www.jdsupra.com) (our "Website") who view only publicly-available content as well as subscribers to our services (such as our email digests or author tools)(our "Services"). By using our Website and registering for one of our Services, you are agreeing to the terms of this Privacy Policy.

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Privacy Officer
JD Supra, LLC
150 Harbor Drive, #2760
Sausalito, CA 94965

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California Privacy Rights

Pursuant to Section 1798.83 of the California Civil Code, our customers who are California residents have the right to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes.

You can make a request for this information by emailing us at privacy@jdsupra.com or by writing to us at:

Privacy Officer
JD Supra, LLC
150 Harbor Drive, #2760
Sausalito, CA 94965

Some browsers have incorporated a Do Not Track (DNT) feature. These features, when turned on, send a signal that you prefer that the website you are visiting not collect and use data regarding your online searching and browsing activities. As there is not yet a common understanding on how to interpret the DNT signal, we currently do not respond to DNT signals on our site.

Access/Correct/Update/Delete Personal Information

For non-EU/Swiss residents, if you would like to know what personal information we have about you, you can send an e-mail to privacy@jdsupra.com. We will be in contact with you (by mail or otherwise) to verify your identity and provide you the information you request. We will respond within 30 days to your request for access to your personal information. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. If you would like to correct or update your personal information, you can manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard. If you would like to delete your account or remove your information from our Website and Services, send an e-mail to privacy@jdsupra.com.

Changes in Our Privacy Policy

We reserve the right to change this Privacy Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our Privacy Policy will become effective upon posting of the revised policy on the Website. By continuing to use our Website and Services following such changes, you will be deemed to have agreed to such changes.

Contacting JD Supra

If you have any questions about this Privacy Policy, the practices of this site, your dealings with our Website or Services, or if you would like to change any of the information you have provided to us, please contact us at: privacy@jdsupra.com.

JD Supra Cookie Guide

As with many websites, JD Supra's website (located at www.jdsupra.com) (our "Website") and our services (such as our email article digests)(our "Services") use a standard technology called a "cookie" and other similar technologies (such as, pixels and web beacons), which are small data files that are transferred to your computer when you use our Website and Services. These technologies automatically identify your browser whenever you interact with our Website and Services.

How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

  1. Improve the user experience on our Website and Services;
  2. Store the authorization token that users receive when they login to the private areas of our Website. This token is specific to a user's login session and requires a valid username and password to obtain. It is required to access the user's profile information, subscriptions, and analytics;
  3. Track anonymous site usage; and
  4. Permit connectivity with social media networks to permit content sharing.

There are different types of cookies and other technologies used our Website, notably:

  • "Session cookies" - These cookies only last as long as your online session, and disappear from your computer or device when you close your browser (like Internet Explorer, Google Chrome or Safari).
  • "Persistent cookies" - These cookies stay on your computer or device after your browser has been closed and last for a time specified in the cookie. We use persistent cookies when we need to know who you are for more than one browsing session. For example, we use them to remember your preferences for the next time you visit.
  • "Web Beacons/Pixels" - Some of our web pages and emails may also contain small electronic images known as web beacons, clear GIFs or single-pixel GIFs. These images are placed on a web page or email and typically work in conjunction with cookies to collect data. We use these images to identify our users and user behavior, such as counting the number of users who have visited a web page or acted upon one of our email digests.

JD Supra Cookies. We place our own cookies on your computer to track certain information about you while you are using our Website and Services. For example, we place a session cookie on your computer each time you visit our Website. We use these cookies to allow you to log-in to your subscriber account. In addition, through these cookies we are able to collect information about how you use the Website, including what browser you may be using, your IP address, and the URL address you came from upon visiting our Website and the URL you next visit (even if those URLs are not on our Website). We also utilize email web beacons to monitor whether our emails are being delivered and read. We also use these tools to help deliver reader analytics to our authors to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

Analytics/Performance Cookies. JD Supra also uses the following analytic tools to help us analyze the performance of our Website and Services as well as how visitors use our Website and Services:

  • HubSpot - For more information about HubSpot cookies, please visit legal.hubspot.com/privacy-policy.
  • New Relic - For more information on New Relic cookies, please visit www.newrelic.com/privacy.
  • Google Analytics - For more information on Google Analytics cookies, visit www.google.com/policies. To opt-out of being tracked by Google Analytics across all websites visit http://tools.google.com/dlpage/gaoptout. This will allow you to download and install a Google Analytics cookie-free web browser.

Facebook, Twitter and other Social Network Cookies. Our content pages allow you to share content appearing on our Website and Services to your social media accounts through the "Like," "Tweet," or similar buttons displayed on such pages. To accomplish this Service, we embed code that such third party social networks provide and that we do not control. These buttons know that you are logged in to your social network account and therefore such social networks could also know that you are viewing the JD Supra Website.

Controlling and Deleting Cookies

If you would like to change how a browser uses cookies, including blocking or deleting cookies from the JD Supra Website and Services you can do so by changing the settings in your web browser. To control cookies, most browsers allow you to either accept or reject all cookies, only accept certain types of cookies, or prompt you every time a site wishes to save a cookie. It's also easy to delete cookies that are already saved on your device by a browser.

The processes for controlling and deleting cookies vary depending on which browser you use. To find out how to do so with a particular browser, you can use your browser's "Help" function or alternatively, you can visit http://www.aboutcookies.org which explains, step-by-step, how to control and delete cookies in most browsers.

Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at: privacy@jdsupra.com.

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