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Below is our Corporate / M&A decisions update covering decisions in the third quarter of 2024. and analysis of the incorporation of private agreements into corporate. Unisys Corp.), By: Hogan Lovells
A significant amount of background is required to answer the question of whether amending a shareholders agreement is subject to qualification under the California CorporateSecurities Law. More specifically, it is unlawful for any person to offer or sell a security "in this state" in an. Code § 25017(a).
. - These updates follow repeated statements by senior DOJ leadership on the importance of addressing national security threats in the corporate context, and the related commitment to apply significant additional resources to corporate enforcement efforts in the national security realm.
We are pleased to announce the launch of MoFos new quarterly newsletter highlighting the most important developments in federal securities and Delaware corporate litigation. In this first edition, we provide a rundown of the major developments in the fourth quarter of 2024 for busy in-house counsel. By: Morrison & Foerster LLP
Cloud computing has revolutionized the way companies operate, collaborate and make strategic decisions, especially in the realm of corporate dealmaking. In this post, we’ll explore the profound impact of cloud technology on corporate dealmaking and how it has reshaped the landscape of mergers, acquisitions, divestitures and beyond.
The Corporate Transparency Act (the “CTA”), which became effective on January 1, 2024, requires certain domestic and foreign companies doing business in the United States to file a beneficial ownership report with the U.S. Originally Published in Quorum: Insights Into Corporate Governance, M&A and Securities Law - April 10, 2024.
I continue to be on the lookout for Delaware corporations that have made the decision to reincorporate in Nevada. filed a preliminary information statement with the Securities and Exchange Commission disclosing that its stockholders had "approved the re-domestication of the Company from a Delaware corporation to a Nevada corporation".
In connection with a merger, acquisition, or other corporate (M&A) transaction, buyers often face the dilemma of how to handle the seller’s existing retirement plans covering the continuing employees.
Our Securities Litigation and Securities Groups review revisions proposed by the Delaware State Bar Associations Corporation Law Council to a Delaware bill (SB 21) that would significantly impact the states statutory protections for corporations and their directors, officers, and controlling stockholders.
national security. For corporations and investors, this means that deals involving foreign businesses or investment counterparts can fall under considerable scrutiny. In recent years, the U.S. government has taken a closer look at investments, mergers and acquisitions, and other business activity that may have an impact on U.S.
This quarter we are covering some key court decisions regarding securities and corporate governance issues. Supreme Court reaffirmed a majority of lower court decisions to require traceability in defining the term “such security” under the Securities Act of 1933.
The past few months have seen numerous high-profile enforcement actions highlighting an increasing trend, what Deputy Attorney General Lisa Monaco called “the biggest shift in corporate criminal enforcement that I’ve seen during my time in government: the rapid expansion of national security-related corporate crime.”
The National Security Division (NSD) of the Department of Justice announced a new self-disclosure policy on March 7, 2024 (M&A Policy) that impacts corporations, private equity firms, and venture capital firms and their merger and acquisition activities. By: Allen & Overy LLP
Yellen that the Corporate Transparency Act (the “Act”) is unconstitutional. The court ruled that none of the legislative powers identified by the government, including the Commerce Clause, Congress’ taxing power, its authority over foreign affairs and national security, and the Necessary and Proper.
Fixed income investment bank KNG Securities has added Mert Kisacik to its fixed income sales team, where he will hold responsibility for Turkish and Israeli markets. As part of the role, Kisacik will focus on finding liquidity in both sovereign and corporate bonds for the firm’s clients, with a primary focus on hard currency bonds.
The Staff of the Division of Corporation Finance at the Securities and Exchange Commission (SEC) has recently begun issuing comment letters in the life sciences reverse merger (RM) context that involve a broadened interpretation of the definition of “shell company" for the purposes of applicable SEC rules. By: Goodwin
Cboe Clear Europe has received regulatory approval to clear European Securities Financing Transactions (SFTs), granted by De Nederlandsche Bank (DNB) and the Autoriteit Financiële Markten (AFM). The post Cboe Clear Europe gets regulatory green light to launch securities financing transactions clearing appeared first on The TRADE.
In the ever-evolving landscape of M&A and corporate development, staying ahead of the curve is essential for sustained growth and success. Improved Collaboration Traditionally, corporate development has been a complex and fragmented process, often involving disparate tools, communication silos and a lack of centralized data.
The Federal Court of Appeal’s recent decision upholding the Commissioner of Competition’s largely successful challenge of Secure Energy Services Inc.’s
In today’s business environment, where new cyberthreats are constantly emerging, security is currency. That is especially true for organizations working in corporate development and M&A, where preventing unauthorized user access and protecting the confidentiality of data is paramount.
This policy is a significant development in the DOJ’s ongoing efforts to encourage corporate transparency and cooperation, particularly in matters that could impact national security. Unlike the DOJ’s past self-disclosure incentive policies, the new policy permits leniency for conduct that. By: Troutman Pepper
TD Securities has appointed Rob Fallon as director of sales trading, based in Dublin. Institutional broker Numis was acquired by Deutsche Bank in 2023, as part of its Global Hausbank strategy aimed at unlocking deeper engagement with corporates in the UK.
With an effective corporate tax rate of approximately 5%, Malta offers one of the most competitive tax environments in the world. EU membership enhances Malta’s credibility and assures foreign investors of a secure business environment.
Virtual data rooms (VDRs) are an invaluable tool for companies, investors and other entities to securely store and share the vast amounts of documentation involved in mergers and acquisitions corporate development. A corporate development cloud sets your teams up for success before, during and after due diligence.
All attendees will be entered into a raffle for FREE PLATFORM ACCESS and a SINGLE MOCK COACHING CALL with a Corporate Development Professional of their choosing (schedules pending). No, I’m not The post 08-10-2023 Newsletter: Corporate Development @ Disney appeared first on OfficeHours. Yes, I’m interested!
Corporate accounting is a special kind of accounting meant for businesses to record and monitor money movement. Knowing how corporate accounting works and its role in facilitating the growth of a business is important because it plays a fundamental role in the smooth functioning of business financials. What is Corporate Accounting?
CME Group has launched repo on corporate bonds and mortgage-backed securities (MBS) on its dealer-to-client (D2C) request-for-quote (RFQ) trading platform, BrokerTec Quote. US corporate bonds began trading yesterday, 20 May, with the remaining products expected to be live by the end of next month.
The SEC announced that its Division of Corporation Finance is further facilitating capital formation by enhancing the accommodations available to companies for nonpublic review of draft registration statements. By: Stinson - Corporate & Securities Law Blog
Introduction Corporate dealmaking often requires the isolation of corporate development teams and their deal flows for compliance, confidentiality, and other business reasons. In this post, we will explore a few ways that Midaxo Workspaces addresses these challenges, providing a secure and efficient solution for dealmaking teams.
New York, NY – The Korea Trade-Investment Promotion Agency (KOTRA) in New York is excited to announce its strategic partnership with MergersCorp M&A International, an american leading investment banking and advisory firm specializing in mergers and acquisitions (M&A) and corporate finance.
In the world of corporate compliance, some very basic compliance lessons seem destined to be repeated. This was certainly clear from the recently announced Securities and Exchange Commission (SEC) Foreign Corruption Practices Act enforcement action involving Deere (John Deere herein). By: Thomas Fox - Compliance Evangelist
This pursuit of tax efficiency can be the difference between a successful deal and a missed opportunity, making it imperative for all parties to think critically and employ various strategies and tools to secure the best possible outcomes in their transactions. By: Mintz - Tax Viewpoints
Baton Systems has completed bi-directional integration with the Japanese Securities Clearing Corporation (JSCC) through its Baton Core-Collateral ecosystem. Users of Baton’s Core-Collateral are now able to automate and expedite the movement of cash and securities across 13 CCPs.
What Are Convertible Securities? Article Link to be Hyperlinked For eg: Source: Convertible Securities (wallstreetmojo.com) The convertible securities are preferred over non convertible securities for investments, given the lesser payout involved and more fruitful returns expected. read more.
Our Securities Litigation and Securities Groups examine a Delaware bill (SB 21) that would enhance the states legal protections for corporations and their directors, officers, and controlling stockholders. By: Alston & Bird
On March 12, 2025, the staff of the SECs Division of Corporation Finance through a no-action letter and Compliance and Disclosure Interpretations (C&DIs) provided clarity on verifying accredited investor status under Rule 506(c) of the Securities Act of 1933. By: Whiteford
The Securities and Exchange Commission (SEC) has recently updated Compliance and Disclosure Interpretations (C&DIs) regarding lock-up agreements and tender offers, offering notable clarifications for corporations considering these transactions. By: Cadwalader, Wickersham & Taft LLP
On March 3, 2025, the Securities and Exchange Commissions (SECs) Division of Corporation Finance announced that it has expanded the accommodations available to companies for the nonpublic review of draft registration statements. By: Skadden, Arps, Slate, Meagher & Flom LLP
There’s a problem at the intersection of M&A and corporate crime. As a result, this problem could represent social cost in that one of corporate law’s key mechanisms for addressing business deficiencies—the market for corporate control—might fail when the deficiency in question is a culture of lawbreaking.
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