On May 9, 2025, in Roofers Local 149 Pension Fund v. Fidelity National Financial, Inc. et al., the Delaware Court of Chancery granted a pre-trial motion to dismiss, even though the claims alleged a conflicted controller…
more
/ Business Organizations, Civil Procedure, Finance & Banking, Mergers & Acquisitions, Securities Law
The current leadership of the Federal Trade Commission (FTC) and the Antitrust Division of the Department of Justice (Antitrust Division or DOJ) (collectively, “antitrust agencies”) have signaled an intention to reject the…
more
/ Administrative Law, Antitrust & Trade Regulation, Business Organizations, Mergers & Acquisitions
In a recent decision, the Delaware Court of Chancery dismissed breach of fiduciary duty claims asserted by minority unitholders in connection with the acquisition of CityMD by VillageMD. In Kahn, et al. v. Warburg Pincus, et…
more
/ Business Organizations, Commercial Law & Contracts, Mergers & Acquisitions
Fund finance is and always has been by nature a cross border enterprise. While there are a number of lenders that we represent in the United States that lend to funds exclusively organized in the U.S.– typically in Delaware –…
more
/ Bankruptcy, Commercial Law & Contracts, Finance & Banking
On an aggregate basis, banking industry net revenue improved in Q1 despite flattish NIM on near-record non-interest income and expense improvements…
more
/ Finance & Banking
A recent decision of the Court of Justice of the European Union (the EU’s highest court) has clarified some of its views on ‘asymmetric jurisdiction clauses’. An asymmetric jurisdiction clause is one that allows one party…
more
/ Commercial Law & Contracts, Conflict of Laws, Finance & Banking
A lot of attention and press has been given to market volatility this year, including its impact on the fund finance industry. There is at least one sector of the fund finance industry that stands to benefit from this…
more
/ Commercial Law & Contracts, Finance & Banking, Securities Law
In Behler v. Kai-Shing Tao, the New York Court of Appeals found that the merger clause contained in a limited liability company agreement governed by Delaware law superseded an alleged prior oral agreement between the parties,…
more
/ Business Organizations, Commercial Law & Contracts, Conflict of Laws, Mergers & Acquisitions
On May 23, 2025, the U.S. Treasury’s Office of Foreign Assets Control (“OFAC”) issued Syria General License 25, which provides broad authorization for U.S. persons to engage in dealings prohibited under the Syrian Sanctions…
more
/ Administrative Law, Finance & Banking, International Law & Trade
On May 19, 2025, the International Organization of Securities Commissions (“IOSCO”) published its Final Reports on Finfluencers, Online Imitative Trading Practices and Digital Engagement Practices (the “Reports”), as part of its…
more
/ Communications & Media Law, Consumer Protection, Securities Law
Denham Capital Management LP (“Denham”), a private equity firm, has appealed the recent U.S. Tax Court decision that declined to revisit its interpretation of the “limited partner exception” under the Self-Employment…
more
/ Business Organizations, Finance & Banking, Taxation
On April 28, YA Global Investments, LP (“YA Global”) filed an appeal in the 3rd Circuit, contesting the Tax Court’s decision in YA Global Investments, LP v. Commissioner.
In YA Global Investments, the court found that YA…
more
/ Securities Law, Taxation
At a recent conference of the American Bar Association, Treasury Associate Tax Legislative Counsel Colin Campbell Jr. stated that the recent proposed regulations governing corporate spin-off and reorganization transactions would…
more
/ Taxation
Since our last report on what is happening with the Consumer Financial Protection Bureau (“CFPB”) during this administration, we have seen the Trump nominee for Director of the CFPB retracted from consideration in front of the…
more
/ Administrative Law, Consumer Protection, Finance & Banking
On May 21, 2025, the Commodity Futures Trading Commission’s (the “CFTC”) Market Participants Division and Division of Market Oversight (the “Divisions”) issued an interpretative letter (Staff Letter 25-14) clarifying the…
more
/ Administrative Law, Finance & Banking, International Law & Trade
