Episode 116 -- Alstom Executive Convicted of FCPA and Money Laundering Offenses
Potential for Vicarious Liability Under the Graves Amendment
FCPA Compliance and Ethics Report-Episode 122-with Matt Kelly on Alstom, Avon and Petrobras
FCPA Compliance and Ethics Report-Episode 118-the Alstom FCPA Enforcement Action
FCPA Compliance and Ethics Report-Episode 117-the Avon FCPA Enforcement Action
Cross-Border Update on Investing and Doing Business in the United States
The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is Carve-Out Transaction
The FAQs aim to clarify key aspects of the CSRD, including the scope of the rules, compliance dates, and exemptions. On 7 August 2024, the European Commission (Commission) published a set of frequently asked questions...more
The Financial Crimes Enforcement Network (FinCEN), a unit of the U.S. Department of the Treasury (Treasury Department) charged with administering the Corporate Transparency Act (the CTA), on Aug. 1, 2024, held a Tribal...more
Nevada famously limits directors and officers from personal liability. However, it would be an overstatement to say that Nevada is a "liability free" jurisdiction. For example, the Nevada Supreme Court recently held that...more
As discussed in our January 10, 2024 webinar, new SEC rules require resource extraction issuers that file reports with the SEC to file a Form SD within 270 days after each fiscal year end to report their payments to the U.S....more
Captive insurance companies are likely exempt from filing a Beneficial Ownership Information (BOI) Report under the insurance company exemption to the Corporate Transparency Act (CTA). Likewise, companies that are owned by...more
I. Types of business entities - As a general rule, foreign equity is allowed to conduct and participate in business in the Philippines, through any of the following modes: 1. By investing in a domestic stock...more
The new EU Corporate Sustainability Reporting Directive (“CSRD”) is set to revolutionize ESG reporting for companies around the world. Certain large EU companies are already conducting double materiality assessments and...more
The Corporate Transparency Act (CTA) entered into force on Jan. 1, 2024. Under the beneficial ownership information reporting rule of the CTA, certain entities – such as corporations, limited liability companies and other...more
This booklet has been written specifically for business individuals and whilst it may be of interest to their local advisers, such as lawyers or accountants, the information is intended for a wider audience. We cover topics...more
The arduous process of FCPA compliance requires risk teams to digest and cross-reference a morass of information – from internal data analysis to human representatives collecting interviews on the ground. Diligence failures...more
The North Carolina General Assembly recently approved Senate Bill 507 (the “Act”), which makes a number of significant changes to the North Carolina Business Corporation Act (“NCBCA”), and the governor signed the Act into law...more
Recently, the Delaware Court of Chancery (the “Court”), expanded the potential liability of a parent company’s subsidiaries by allowing reverse veil-piercing in Manichaean Cap., LLC. v. Exela Techs., Inc., C.A. No....more
German companies are often surprised when they get sued in the U.S. (a) that U.S. courts even have jurisdiction; (b) about the exorbitant amount of damages that are claimed; and (c) about the power U.S. courts have to compel...more
On March 2, the Securities and Exchange Commission adopted amendments to the financial disclosure requirements applicable to registered debt offerings that include credit enhancements, such as subsidiary guarantees. The final...more
Corporate Governance - Companies Act Amendments to Enhance Corporate Governance - The Companies Act of Japan was amended on December 4, 2019 ("Amended Companies Act"), based on the Interim Proposal and the Outline...more
In this episode of the Proskauer Benefits Brief, partner Ira Bogner and senior counsel Adam Scoll discuss VCOC “Management Rights.” For VCOC compliance purposes, “management rights” are contractual rights directly between an...more
It’s the time of year when we all gather around with our families and loved ones. It’s also a good time to remember that your company may have its own family. Forgetting about that family can spell trouble....more
In 2020, we will start to see private UK companies including the new corporate governance and reporting regulations of The Companies (Miscellaneous Reporting) Regulations 2018 in their annual reports. The annual reports of...more
Yesterday's post parsed the definition of "subsidiary" in Corporations Code Section 189. Because a subsidiary must be a corporation as defined in Section 162, a subsidiary cannot be a foreign corporation, as defined in...more
Guernsey SPV not resident in the UK - In Development Securities plc and others v HMRC, the Upper Tribunal (UT) has overturned the prior discussion of the First-tier Tribunal (FTT) in favour of the taxpayer in an important...more
The Return of Volatility - Directors will (perhaps unexpectedly) be expected to confront the strategic implications of economic, regulatory and legislative volatility, much as they were required to do in 2017. This...more