Herbert Smith Freehills Kramer

SEC Issues $20 Million Fine and Cease-and-Desist Order for Stock Buybacks While in Merger Negotiations

In a recent settled administrative proceeding, the Securities and Exchange Commission (SEC or the Commission) imposed a $20 million fine and a cease-and-desist order on Andeavor LLC, a Texas energy company, in connection with a… more

10b5-1 Plans, Corporate Governance, Internal Controls, Merger Agreements, Publicly-Traded Companies

See all updates »

UK Public M&A Monthly Activity Update: May 2025

In May 2025, there were eleven Rule 2.7 announcements made across the UK public M&A market and ten further possible offers announced. Firm Offers announced this month: Recommended cash offer by Tristan Capital Partners for… more

Acquisitions, Capital Markets, Financial Services Industry, Investment Funds, Mergers

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

Accessibility Directive: Final countdown before application on 28 June 2025 - Businesses will be required to comply with new requirements across the EU on a broad range of products and services

On 28 June 2025, businesses will be required to comply with accessibility requirements applicable across the European Union (EU) for a broad range of products and services. These obligations stem from Directive (EU) 2019/882 on… more

Accessibility Rules, Disability Discrimination, Distributors, EU, Manufacturers

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

US and EU Finalize New Data Privacy Framework

On July 10, the European Union and the United States finalized the EU-U.S. Data Privacy Framework (DPF), an agreement that allows for the transfer of personal data from residents of the EU to certified companies in the U.S… more

Cybersecurity, Data Privacy, Data Protection, EU, EU-US Privacy Shield

See all updates »

The Rules of Engagement for Navigating Business and Financial Distress

The question is not if but how deeply the global coronavirus (COVID-19) pandemic will disrupt businesses and impact future operations. That answer differs based upon each company’s industry, access to cash and other capital,… more

363 Sales, Business Closures, Business Interruption, Business Plans, Capital Gains

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

US Securities and Exchange Commission “Concept Release” on the definition of “Foreign Private Issuer”: The revisions could have significant impact on foreign private issuers accessing the US capital markets

On June 4, 2025, the US Securities and Exchange Commission (SEC) issued a “Concept Release” that will be of significant interest to our “foreign private issuer” (“FPI”) clients, their shareholders, and our investment banking… more

Capital Markets, Corporate Governance, Disclosure Requirements, Foreign Private Issuers, Proposed Rules

See all updates »

Insurers in the securitisation market: Prudential capital and risk transfer

The Basel Accords have, over time, shaped the development of the financial markets as different products become more or less attractive for banks to offer and businesses to take up on a risk-adjusted return basis. After the… more

Basel III, Insurance Industry, Prudential Regulation Authority (PRA), Risk Management, Securitization

See all updates »

Déclaration des bénéficaires effectifs aux Etats-Unis – êtes-vous concerné ?

Le Corporate Transparency Act obligeant des entités américaines ou étrangères à déclarer leurs bénéficiaires effectifs est entré en vigueur le 1erjanvier 2024. Voici en quelques lignes les principales informations nécessaires… more

Beneficial Owner, Corporate Transparency Act, Financial Crimes, FinCEN, Reporting Requirements

See all updates »

HSF Kramer Bankruptcy & Restructuring Group Global reach, local knowledge

Debtors and creditors have options when choosing where to pursue a restructuring – particularly with operations across jurisdictions and debt instruments issued under different laws. Local knowledge is key to navigate those… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debt Restructuring

See all updates »

KL Snapshot #12 – Janvier-Février 2017

Banque & Finance – Hubert de Vauplane - Rapport Terra Nova : Les conflits d'intérêts, nouvelle frontière de la démocratie de février 2017 - Hubert De Vauplane a été auditionné le 20/03/15 dans le cadre de la… more

Antitrust Provisions, Banks, BSA/AML, Competition, Conflicts of Interest

See all updates »

Recent DOJ Settlement With NextGen Highlights Continued Enforcement Focus on Electronic Health Records Technology Vendors

On July 13, NextGen Healthcare Inc. (NextGen), an electronic health record (EHR) software vendor, reached an agreement with the Department of Justice (DOJ) and the Office of Inspector General of the Department of Health and… more

Anti-Kickback Statute, Centers for Medicare & Medicaid Services (CMS), Department of Health and Human Services (HHS), Department of Justice (DOJ), Enforcement Actions

See all updates »

USCIS to Implement a Registration System for H-1B Cap Filings and Other Developments

USCIS to Implement a Registration System for H-1B Cap Filings On Monday, Dec. 3, U.S. Citizenship and Immigration Services (USCIS) issued a proposed regulatory rule to establish an electronic registration program for petitions… more

Comment Period, Foreign Workers, H-1B, Highly-Skilled Workers Visa, Hiring & Firing

See all updates »

Déclaration des bénéficaires effectifs aux Etats-Unis – êtes-vous concerné ?

Le Corporate Transparency Act obligeant des entités américaines ou étrangères à déclarer leurs bénéficiaires effectifs est entré en vigueur le 1erjanvier 2024. Voici en quelques lignes les principales informations nécessaires… more

Beneficial Owner, Corporate Transparency Act, Financial Crimes, FinCEN, Reporting Requirements

See all updates »

USCIS Announces a New Process for Obtaining Temporary Proof of LPR Status

U.S. Citizenship and Immigration Services (USCIS) announced a new process for obtaining temporary proof of LPR (lawful permanent resident, or “green card”) status for those who do not have valid green cards in their possession… more

Foreign Nationals, Green Cards, Immigration Procedures, USCIS, Visas

See all updates »

Delaware Supreme Court reverses acquirer’s aiding and abetting liability, setting high bar, following precedent set by its recent decision in Mindbody

On June 17, 2025, the Delaware Supreme Court (Court), sitting en banc, reversed a Court of Chancery ruling that had held a bidder liable for aiding and abetting fiduciary breaches of the target’s management… more

Acquisition Agreements, Aiding and Abetting, Appeals, Board of Directors, Breach of Duty

See all updates »

US Securities and Exchange Commission “Concept Release” on the definition of “Foreign Private Issuer”: The revisions could have significant impact on foreign private issuers accessing the US capital markets

On June 4, 2025, the US Securities and Exchange Commission (SEC) issued a “Concept Release” that will be of significant interest to our “foreign private issuer” (“FPI”) clients, their shareholders, and our investment banking… more

Capital Markets, Corporate Governance, Disclosure Requirements, Foreign Private Issuers, Proposed Rules

See all updates »

USPTO Withdraws Its Former Artificial Intelligence Strategy Document

We recently reported the USPTO’s publication on Jan. 14, 2025, of an artificial intelligence strategy document, just days before the appointment of new Acting Director Coke Morgan Stewart. Wasting no time, the USPTO has now… more

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

See all updates »

New York Court of Appeals Tightens Notice Requirements in RMBS Litigation

On March 17, 2022, the New York State Court of Appeals issued a significant decision affecting RMBS putback litigation governed by New York law. The decision, U.S. Bank National Association v. DLJ Mortgage Capital, 2022 WL… more

Mortgages, Notice Requirements, Representations and Warranties, Repurchases, RMBS

See all updates »

US Securities and Exchange Commission “Concept Release” on the definition of “Foreign Private Issuer”: The revisions could have significant impact on foreign private issuers accessing the US capital markets

On June 4, 2025, the US Securities and Exchange Commission (SEC) issued a “Concept Release” that will be of significant interest to our “foreign private issuer” (“FPI”) clients, their shareholders, and our investment banking… more

Capital Markets, Corporate Governance, Disclosure Requirements, Foreign Private Issuers, Proposed Rules

See all updates »

Pause on Visa Appointments for Student and Exchange Visitor Visa Applicants as Social Media Vetting Expands

On May 27, 2025, the Trump administration ordered U.S. embassies and consulates to pause scheduling new visa appointments for student and exchange visitor applicants until an expanded social media screening and vetting process… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Immigration Procedures, Immigration Reform

See all updates »

Northern District of Texas Bankruptcy Court Dismisses NRA Bankruptcy Cases

The Northern District of Texas Bankruptcy Court in In re National Rifle Association of America and Sea Girt LLC, Case No. 21-30085 (Bankr. N.D. Tex. May 11, 2021), ECF No. 740, dismissed the National Rifle Association bankruptcy… more

Bad Faith, Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy

See all updates »

AI Regulatory Update

Keeping abreast of the latest artificial intelligence (AI) developments in this rapidly changing area of law is critical. This newsletter highlights recent updates in AI regulation, covering major AI developments in the United… more

Algorithms, Artificial Intelligence, Innovative Technology, Machine Learning, Technology Sector

See all updates »

UK Public M&A Monthly Activity Update: June 2025

In June 2025, there were twelve Rule 2.7 announcements made across the UK public M&A market and five further possible offers announced. Recommended cash offer by HGGC LLC for Inspired plc – £183.6 million – public to private… more

Acquisitions, Capital Markets, Financial Markets, Investment, Mergers

See all updates »

COVID-19 Update: Recent Developments in Business Immigration As A Result of COVID-19

USCIS Immediately Suspends Premium Processing for All I-129 and I-140 Petitions - U.S. Citizenship and Immigration Services (USCIS) announced the immediate and temporary suspension of premium processing service for all Form… more

E-Verify, Form I-9, I-129, I-140, Immigrants

See all updates »

Investors Beware: Private Equity Firms Continue to Face Potential Liability Under the False Claims Act for Their Portfolio Companies’ Conduct

Two years ago, the U.S. Department of Justice announced a focus on enforcing the False Claims Act against private equity firms based on their portfolio companies’ conduct. That government focus remains strong: Private equity… more

False Claims Act (FCA), Government Agencies, Health Care Providers, Healthcare Fraud, Portfolio Companies

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Second Circuit Limits Criminal Restitution Orders Under the Mandatory Victims Restitution Act: Expenses Associated With SEC Investigations Are Not Recoverable

On Feb. 25, 2022, the U.S. Court of Appeals for the Second Circuit held in United States v. Afriyie that restitution orders under the Mandatory Victims Restitution Act (MVRA) do not allow victims to recover attorneys’ fees… more

Criminal Investigations, Criminal Prosecution, Mandatory Victim's Restitution Act, Restitution, Rule 10b-5

See all updates »

Takeovers Panel drops a suite of new considerations for voting intention statements

In the recent decision in Re Dropsuite Limited [2025] ATP 10, the Takeovers Panel concluded that a voting intention statement given by a substantial shareholder in the usual form was ‘ambiguous’ as to whether that shareholder… more

Acquisition Agreements, Australia, Corporate Governance, Corporate Sales Transactions, Disclosure Requirements

See all updates »

Final Treasury Regulations Issued Addressing the Application of Section 1061 to Carried Interests (UPDATED)

On Jan. 8, 2021, the Department of the Treasury (Treasury) and the Internal Revenue Service (the Service) issued final regulations (Final Regulations) (T.D. 9945) governing the treatment of “carried interests” (also referred to… more

Capital Gains Tax, Carried Interest Tax Rates, Corporate Taxes, Income Taxes, Tax Planning

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Getting Public Information in Chapter 11

Companies in Chapter 11 must publicly report substantial financial information — indeed, more information should be reported or available publicly in Chapter 11 than outside of Chapter 11. This paper analyzes what information… more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Debt Restructuring

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

New merger control regime - What you need to know for dealmaking

The Government has made the notification rules which determine the circumstances in which 2026 transactions will need to be notified to the Australian Competition and Consumer Commission (ACCC) under the new Part IVA of the… more

Acquisition Agreements, Australia, Australian Competition and Consumer Commission (ACCC), Corporate Sales Transactions, Exemptions

See all updates »

New Federal Law Criminalizes Nonconsensual Intimate Imagery and Mandates Swift Online Takedowns

On May 19, 2025, President Donald Trump signed into law the Tools to Address Known Exploitation by Immobilizing Technological Deepfakes on Websites and Networks Act, commonly referred to as the Take It Down Act (S.146) (the… more

Consent, Criminal Prosecution, Deep Fake, New Legislation, Online Platforms

See all updates »

Supreme Court Issues Decision on Section 546(e) Safe Harbor Provision Resolving Long-Standing Circuit Split

On Feb. 27, 2018, the Supreme Court handed down a unanimous opinion, authored by Justice Sotomayor, resolving a Circuit split over the interpretation of Section 546(e) of the Bankruptcy Code, the “safe harbor” provision that… more

Avoidance, Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Debtors

See all updates »

Handy client guide to privilege

We have published a client guide to legal professional privilege under English law. This guide comprises: A decision tree: intended as a quick reference to help determine which documents can legitimately be withheld on grounds… more

Attorney-Client Privilege, Best Practices, Client Services, Confidential Information, Document Review

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

EU Commission’s Proposal to Expand Corporate Sustainability Obligations Relating to Human Rights and the Environment

On Feb. 23, 2022, the European Commission (Commission) announced a proposed Directive on Corporate Sustainability Due Diligence, which would establish uniform EU-wide requirements to foster compliance with certain international… more

Corporate Social Responsibility, Due Diligence, Environmental Social & Governance (ESG), European Commission, Human Rights

See all updates »

Supreme Court Grants Certiorari to Determine Constitutionality of SEC Administrative Law Process

On June 30, 2023, the Supreme Court granted certiorari in Securities and Exchange Commission v. Jarkesy to review a decision by the Fifth Circuit rejecting key aspects of the Securities and Exchange Commission’s (SEC or the… more

Administrative Law Judge (ALJ), Administrative Procedure, Appeals, Article II, Certiorari

See all updates »

Rethinking real estate A US outlook - Our partners and key industry figures discuss what’s next for investment and development in New York

Despite recent macroeconomic uncertainty, with regards to investment, development, and optimism for the future, New York City is in a stronger position than many seem to believe. This was the key takeaway from 'Rethinking Real… more

Commercial Real Estate Market, Economic Development, Investment, Investors, New York

See all updates »

USCIS Will Launch Enhanced, Upgraded MyUSCIS Account

In anticipation of the upcoming U.S. Citizenship and Immigration Services (USCIS) H-1B electronic registration process (see our prior client alert for details), we want to call your attention to an update that will affect all… more

H-1B, Immigrants, Immigration Procedures, USCIS, Visas

See all updates »

Recent Chapter 15 Cases Show Potential for Non-Consensual Third-Party Releases Based Upon Foreign (Non-U.S.) Proceedings

Last year, the U.S. Supreme Court barred the use of nonconsensual third-party releases in Chapter 11 cases, holding that the Bankruptcy Code did not provide a basis to nonconsensually release claims against third parties (with a… more

Bankruptcy Code, Chapter 15, Comity, Creditors, Debtors

See all updates »

SEC Adopts Amendments to Rules Governing Beneficial Ownership Reporting

On Oct. 10, the U.S. Securities and Exchange Commission (SEC) adopted amendments to the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (Exchange Act). These… more

Amended Rules, Beneficial Owner, EDGAR, Reporting Requirements, Schedule 13D

See all updates »

NYSE Proposes Amendments to Its Related Party and 20% Shareholder Approval Rules

On Dec. 28, 2020, the New York Stock Exchange (NYSE) proposed amendments to its rules requiring shareholder approval prior to the issuance of securities to Related Parties or in excess of 20% of the issuer’s voting power or… more

20% Rule, Listing Rules, NYSE, Publicly-Traded Companies, Regulatory Agenda

See all updates »

Responsabilité décennale des constructeurs et interruption de la prescription

Dans une décision en date du 7 juin 2024 (n°472662) à publier aux tables du recueil, le Conseil d’Etat précise et complète les règles applicables en matière de responsabilité des constructeurs à l’égard du maître d’ouvrage. Plus… more

Contractors, France, Limitation Periods, Manufacturers

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

Subordination Agreements and Cramdown — Strict Enforcement or Rough Justice?

In the latest decision arising out of long-running disputes over confirmation of the Tribune Company’s Chapter 11 plan, the Third Circuit issued important new guidance concerning the enforceability of subordination agreements in… more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Cramdown, Section 510

See all updates »

Second Circuit Holds That So-Called “Flip” Clause Payments Are Protected by Section 560 of the Bankruptcy Code

In Lehman Brothers Special Financing Inc. v. Branch Banking & Trust Co. (In re Lehman Brothers Holdings Inc.), No. 18-1079, --F.3d--, 2020 WL 4590247 (2d Cir. Aug. 11, 2020), the Second Circuit held that provisions in a swap… more

Bankruptcy Code, Collateralized Debt Obligations, Commercial Bankruptcy, Flip Transactions, Lehman Brothers

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Supreme Court Rules That All Relevant Evidence of Price Impact Matters at Class Certification Stage

On June 21, the U.S. Supreme Court issued its long-awaited decision in Goldman Sachs Group, Inc. et al. v. Arkansas Teacher Retirement System et al. The Court held that in ruling on class certification in a securities action, a… more

Arkansas Teacher Retirement System v Goldman Sachs Group, Basic v Levinson, Burden of Persuasion, Burden of Proof, Class Action

See all updates »

Banking, Finance and Insurance Letter — March/April 2020

With regard to short selling, or more precisely, net short positions, two sets of measures have been taken: lowering of thresholds (a) and prohibitions (b). These measures are based on the provisions of Articles 20 and 28 of the… more

Bank Guarantees, Banks, Cryptoassets, Dividends, EU

See all updates »

Changes to the Asset Management Framework in France

Ordinance No. 2017-1432 dated Oct. 4, 2017 (the Ordinance), together with its two implementing decrees dated Nov. 19, 2018, is bringing significant changes to the French legal framework for asset management and direct lending… more

Asset Management, ELTIF, EU, France, Investment Funds

See all updates »

USCIS Issues a Significantly Revised Form I-539, Application to Extend/Change Nonimmigrant Status

Last Friday, U.S. Citizenship and Immigration Services (USCIS) issued a significantly revised Form I-539, Application to Extend/Change Nonimmigrant Status. This application is used to change or extend the status of dependents of… more

Foreign Workers, Highly-Skilled Workers Visa, Immigrants, Immigration Procedures, Immigration Reform

See all updates »

Ghostbusters: In a New Win for Providers, No Surprises Act Rules Struck for Allowing Ghost Rates

Last week, the federal government met its fourth loss in a challenge brought by health care and air ambulance providers against No Surprises Act (NSA) regulations. We wrote about the previous victories by out-of-network… more

Health Care Providers, No Surprises Act (NSA), Out of Network Provider, Surprise Medical Bills

See all updates »

Investment Services and the Sustainability or Appropriateness Test

While most financial institutions profile clients and perform the suitability or appropriateness test on the basis of an average risk score, a recent decision rendered by the AMF (the French Financial Markets Authority)… more

Financial Institutions, Financial Markets, Financial Services Industry, Investment Adviser, Regulatory Standards

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Debt Dialogue: May 2017 - Ambac v. Countrywide: New York’s First Department Raises the Bar for RMBS Fraud Claims by Monoline Insurers

As litigation stemming from the U.S. subprime mortgage crisis continues, the legal framework governing the liability of participants in residential mortgage-backed securities (RMBS) securitizations continues to develop… more

Ambac Financial Group, Countrywide, Financial Institutions, Justifiable Reliance, Loss Causation

See all updates »

The Supreme Court Limits Federal Authority to Regulate Wetlands

Few five-word phrases have vexed the justices of the United States Supreme Court more than “waters of the United States” as used in the Clean Water Act (CWA or Act). The Court has attempted to define the term, and thereby the… more

Clean Water Act, Environmental Policies, Environmental Protection Agency (EPA), Inland Waterways, Navigable Waters

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

NYC DCP Releases Details on SoHo/NoHo Rezoning Proposal

The New York City Department of City Planning (DCP) provided greater detail on its proposal to rezone nearly 56 blocks of the SoHo and NoHo neighborhoods of Manhattan, which includes the following key features… more

Housing Market, Mixed-Use Zoning, Municipalities, Real Estate Development, Retail Market

See all updates »

Colorado Privacy Act Signed Into Law: What You Need to Know

On July 7, 2021, Colorado’s governor signed into law the Colorado Privacy Act (CPA), which follows similar privacy laws enacted in California and Virginia and is consistent with an expanding national trend… more

Consumer Privacy Rights, Cybersecurity, Data Collection, Data Privacy, Data Protection

See all updates »

Case Alert: Novolex v. Illinois Union Insurance, et al.

A recent summary judgment decision is noteworthy as one of the rare judicial opinions arising in the context of representations-and-warranties (R&W) insurance. On Jan. 12, 2024, in Novolex Holdings, LLC v. Illinois Union… more

Insurance Claims, Insurance Industry, Insurance Litigation, Policy Exclusions, Policy Terms

See all updates »

US Supreme Court Gives the Final Word: Denial of Lift Stay Motions Are Final and Immediately Appealable

The Bottom Line - The United States Supreme Court recently issued a unanimous decision in Ritzen Group, Inc. v. Jackson Masonry, LLC, No. 19-938 589 U.S. __ (2020), which held that a bankruptcy court’s unreserved denial of a… more

Appeals, Automatic Stay, Bankruptcy Court, Commercial Bankruptcy, Creditors

See all updates »

Q&A With Deal Lawyer Colin Bumby

Tell us about your practice in the middle-market private equity space?  I represent private equity funds and their portfolio companies in numerous equity transactions — mergers and acquisitions, divestitures, complex… more

Acquisitions, Financial Transactions, Investment Funds, Mergers, Private Equity

See all updates »

SEC Releases New C&DIs on Rule 10b5-1 Amendments

In connection to its adoption of amendments to Rule 10b5-1 in December 2022, the Securities and Exchange Commission (SEC) released three new compliance and disclosure interpretations (C&DIs) on May 25, 2023. The new C&DIs… more

10b5-1 Plans, C&DIs, Disclosure Requirements, Insider Trading, Securities and Exchange Commission (SEC)

See all updates »

DOL: Employers Cannot Mandate Use of PTO Concurrently With FMLA Leave When Employee Is Receiving Pay From a State or Local Family or Medical Leave Program

On Jan. 14, 2025, the U.S. Department of Labor’s (DOL) Wage and Hour Division (WHD) issued an opinion letter stating that employers may not require, and employees may not unilaterally elect, to use accrued employer-provided paid… more

Department of Labor (DOL), Employee Benefits, Employee Rights, Employment Policies, Family and Medical Leave Act (FMLA)

See all updates »

UK’s controversial foreign influence registration scheme looms – Banks and other businesses prepare The new regime aimed at protecting UK politics from foreign influence is set to go live 1 July, but its onerous requirements could make for unintended consequences

Almost two years since the National Security Act 2023 became law, on 1 July 2025 both tiers of the UK Government’s new Foreign Influence Registration Scheme (FIRS), will finally ‘go live’. Despite our own partially successful… more

Banks, Financial Services Industry, National Security, New Legislation, Penalties

See all updates »

Federal Privacy Bill Aims To Consolidate US Privacy Law Patchwork

On April 7, 2024, Sen. Maria Cantwell, chair of the Senate Commerce Committee, and Rep. Cathy McMorris Rodgers, chair of the House Energy and Commerce Committee, advanced a new federal privacy bill to the House floor titled the… more

Cybersecurity, Data Privacy, Data Protection, Data Security, Personal Information

See all updates »

Pension Plan Withdrawal Liability Takes Center Stage in Bankruptcy Judge's "Preliminary Observations"

A recent decision from the Bankruptcy Court for the District of Delaware in In re Yellow Corp. could have widespread implications for bankruptcy cases, including municipal bankruptcy cases. Of particular interest, the Judge… more

Bankruptcy Code, Bankruptcy Court, Commercial Bankruptcy, Creditors, Debtors

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

Implications for Benefit Plans of the End of the COVID-19 National Emergency and Public Health Emergency

On Monday, April 10, President Biden signed a congressional resolution immediately ending the COVID-19 National Emergency and he had previously announced that the COVID-19 Public Health Emergency (PHE) will expire on May 11. The… more

CARES Act, COBRA, Coronavirus/COVID-19, Department of Labor (DOL), Employee Benefits

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

DOJ Cyber-Digital Task Force Releases Cryptocurrency Enforcement Framework

Building off a 2018 alert outlining cyber threats generally, and following the federal indictment for money laundering of the founders of the offshore cryptocurrency exchange BitMEX, on Oct. 8, 2020, the U.S. Department of… more

Bitcoin, BSA/AML, Cryptocurrency, Department of Justice (DOJ), Digital Assets

See all updates »

Litigation To Invalidate ‘City of Yes’ Zoning for Housing Opportunity Initiated

A group of seven New York City Council members announced this morning that they, together with other elected officials, civic organizations and individuals, were initiating litigation to challenge the validity of the whole of… more

Affordable Housing, Environmental Litigation, Environmental Policies, Housing Developers, Infrastructure

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

Tax Reform Update: Senate Bill Includes Key Win for Condominium Developers

On July 1, the Senate’s version of the “One Big Beautiful Bill” passed the Senate. Such bill included a new provision (not in the House bill) that would provide significant tax relief to condominium developers. The bill provides… more

Condominiums, Construction Contracts, Housing Developers, New Legislation, Real Estate Development

See all updates »

HSF Kramer Bankruptcy & Restructuring Group Global reach, local knowledge

Debtors and creditors have options when choosing where to pursue a restructuring – particularly with operations across jurisdictions and debt instruments issued under different laws. Local knowledge is key to navigate those… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debt Restructuring

See all updates »

Less Is More — the Premise of the Biosimilar ‘Patent Thicket’ Bill

As part of a push to increase competition and lower drug prices, the U.S. Senate recently passed a bill that limits the number of patents that can be asserted in biosimilar litigation. The Affordable Prescriptions for Patients… more

Biologics, Biosimilars, BPCIA, Drug Pricing, Patent Infringement

See all updates »

Tax Reform Update: Senate Bill Includes Key Win for Condominium Developers

On July 1, the Senate’s version of the “One Big Beautiful Bill” passed the Senate. Such bill included a new provision (not in the House bill) that would provide significant tax relief to condominium developers. The bill provides… more

Condominiums, Construction Contracts, Housing Developers, New Legislation, Real Estate Development

See all updates »

Corporate Governance: 2024 Midyear Review

In this midyear update, we cover a number of significant corporate governance developments that have taken place over the first half of the year and since our Corporate Governance 2023 Year-End Review… more

Board of Directors, Corporate Governance, FinCEN, Securities and Exchange Commission (SEC), Shareholders

See all updates »

ISDA Opens Consultation on Credit Derivatives DC Review – Key Takeaways as Broader Market Considers Commentary and Action

The International Swaps and Derivatives Association, Inc. (ISDA) recently commissioned law firm Linklaters to conduct an independent assessment of the function, governance and membership of the Credit Derivatives Determinations… more

Conflicts of Interest, Consultation, Derivatives, Financial Markets, ISDA

See all updates »

New merger control regime - What you need to know for dealmaking

The Government has made the notification rules which determine the circumstances in which 2026 transactions will need to be notified to the Australian Competition and Consumer Commission (ACCC) under the new Part IVA of the… more

Acquisition Agreements, Australia, Australian Competition and Consumer Commission (ACCC), Corporate Sales Transactions, Exemptions

See all updates »

Hong Kong listing pathway for closed-ended alternative asset funds – our latest thoughts A recent SFC circular has generated interest among regional managers and international managers of funds listed abroad

A recent circular issued by the Hong Kong Securities and Futures Commission (SFC) has created a pathway to listing closed-ended alternative asset funds in Hong Kong, generating interest among both local private market… more

Alternative Investment Funds, Asset Management, Fund Managers, Hong Kong, Investment Funds

See all updates »

Chapter 15 Case Demonstrates Its Effectiveness as an Expedient Judicial Solution for Singaporean Insolvencies in the United States

Chapter 15 of the Bankruptcy Code (which is based upon the UNCITRAL Model Law on Cross-Border Insolvency) is designed to facilitate cross-border cooperation and coordination among courts during a pending bankruptcy or insolvency… more

Bankruptcy Code, Chapter 15, Commercial Bankruptcy, Cross-Border, Debtors

See all updates »

SEC Division of Corporate Finances Issues 9 Compliance and Disclosure Interpretations Regarding Inline XBRL Requirements

In March 2019, final rules amending Regulation S-K and related rules and forms were adopted. Included in these rules were requirements that registrants use Inline XBRL, a machine-readable computer code, to tag certain… more

Disclosure Requirements, EDGAR, Financial Statements, Foreign Private Issuers, Form 10-K

See all updates »

Plafonnement des frais et commissions directs et indirects imputés au titre d’une même souscription ouvrant droit à la réduction d’impôt IR-PME

Bien que son contenu reste sans surprise, cet arrêté était très attendu : en effet, la loi de finances pour 2018 avait introduit, au sein même de l’article 199 terdecies 0-A du Code général des impôts, un dispositif de… more

EU, France, Investment, Management Fees, Sales Commissions

See all updates »

Asia Private Capital: Second-Quarter Data and Trends

Two quarters in, Asia's private capital market appears as uncertain as ever. Last year, we repeatedly heard two mantras. First, Asia's private capital market would grow at substantial rates and, second, that GP consolidation… more

Asia, Capital Markets, Exit Strategies, Institutional Investors, Investment Funds

See all updates »

DealMakers: Private M&A Report Australia 2025

This exclusive report unpacks a sample of over 60 private M&A transactions led by our Dealmakers—offering data-driven insights into a dynamic year of strategic execution, sector shifts, and evolving deal structures… more

Acquisition Agreements, Australia, Contract Terms, Corporate Sales Transactions, Investment

See all updates »

France Imposes New Regulatory Regime on Digital Asset Service Providers Seeking to Access the French Market

On Feb. 28, 2023, the French Parliament passed new legislation that modifies the regulatory framework applicable to digital asset service providers based in France, or that provide services in France… more

Cryptocurrency, Digital Assets, Financial Institutions, Financial Regulatory Reform, Financial Services Industry

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

Artificial Intelligence Quarterly Update

In this quarterly update, we review the latest developments in three subjects salient to corporate use of artificial intelligence (AI). First, we discuss the risks associated with AI, the case for board oversight and how the… more

Algorithms, Artificial Intelligence, Board of Directors, Copyright, Copyright Infringement

See all updates »

Case Alert: MALT Family Trust v. 777 Partners LLC

A recent decision from Delaware highlights the importance of expressly memorializing contracting parties’ understandings and expectations in M&A transactions involving contingent earnout consideration and/or rollover equity… more

Breach of Contract, Breach of Duty, Buyers, Fiduciary Duty, Sellers

See all updates »

Asia Private Capital: Second-Quarter Data and Trends

Two quarters in, Asia's private capital market appears as uncertain as ever. Last year, we repeatedly heard two mantras. First, Asia's private capital market would grow at substantial rates and, second, that GP consolidation… more

Asia, Capital Markets, Exit Strategies, Institutional Investors, Investment Funds

See all updates »

UPC Structure – local, regional and central divisions and Court of Appeal, Judges & Languages

The UPC has a Court of First Instance (divided into local, regional and central divisions) and a Court of Appeal (Luxembourg). Cases can commence in any one of these divisions according to the subject matter and the prescribed… more

Appeals, EU, France, Germany, Intellectual Property Protection

See all updates »

HSF Kramer Bankruptcy & Restructuring Group Global reach, local knowledge

Debtors and creditors have options when choosing where to pursue a restructuring – particularly with operations across jurisdictions and debt instruments issued under different laws. Local knowledge is key to navigate those… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debt Restructuring

See all updates »

[Webinar] Advertising Litigation Quarterly Highlights - October 12th, 12:30 pm - 1:30 pm EST

Join us for our Advertising Litigation Quarterly Highlights webinar series. Our Editorial Team will conduct a deep dive on key decisions of interest covered in our recent Advertising Litigation Reports… more

Advertising, Continuing Legal Education, False Advertising, Marketing, Webinars

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

Immigration Considerations of Legalized Recreational Marijuana

Recently, New York became the 16th state in the United States to legalize recreational marijuana. We wanted to remind you and your employees that the use, purchase or possession of marijuana is still a crime throughout the… more

Eligibility Determination, Foreign Nationals, Foreign Workers, Hiring & Firing, Immigrants

See all updates »

Wells Fargo Fined $97.8 Million for Failing to Identify Sanctions Violations From a Legacy Wachovia Business

On March 30, federal regulators announced that Wells Fargo Bank had entered into settlements in which it agreed to pay $97.8 million in fines for enabling sanctions violations between 2010 and 2015. In two separate enforcement… more

Anti-Corruption, Economic Sanctions, Enforcement Actions, Foreign Corrupt Practices Act (FCPA), Office of Foreign Assets Control (OFAC)

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

New merger control regime - What you need to know for dealmaking

The Government has made the notification rules which determine the circumstances in which 2026 transactions will need to be notified to the Australian Competition and Consumer Commission (ACCC) under the new Part IVA of the… more

Acquisition Agreements, Australia, Australian Competition and Consumer Commission (ACCC), Corporate Sales Transactions, Exemptions

See all updates »

SEC Accredited Investor Proposal Could Yield New Product Opportunities for Private Fund Managers

On Dec. 18, 2019, the Securities and Exchange Commission (SEC or Commission) proposed amendments to broaden the definition of “Accredited Investor” under Regulation D to cover a broader group of investors, including adding new… more

Accredited Investors, Comment Period, Fund Managers, Hedge Funds, Investment

See all updates »

Supreme Court to Review Whether PSLRA Automatic Stay of Discovery Applies in Securities Act Cases Filed in State Court

Last week, the U.S. Supreme Court granted the petition for a writ of certiorari in Pivotal Software v. Tran, a case that could have significant implications for Securities Act of 1933 (Securities Act) cases brought in state… more

Automatic Stay, Discovery, Petition for Writ of Certiorari, PSLRA, Securities Act of 1933

See all updates »

Cybersecurity, Privacy and Data Protection 2022 Year in Review

The year 2022 saw a groundswell of interest in privacy rights and related legislation. Five states enacted new laws or regulations aimed at protecting a general right to privacy, while the U.S. government came closer than ever… more

Corporate Counsel, Cybersecurity, Data Privacy, Data Protection, Data Security

See all updates »

Diversity in the Boardroom: A Litigation and Governance Update

Recent events have brought renewed attention to the push for greater diversity in the boardroom. In this alert, we discuss several developments highlighting the need for public company directors to remain focused on diversity… more

Anti-Discrimination Policies, Board of Directors, Corporate Governance, Diversity, Diversity and Inclusion Standards (D&I)

See all updates »

Less Is More — the Premise of the Biosimilar ‘Patent Thicket’ Bill

As part of a push to increase competition and lower drug prices, the U.S. Senate recently passed a bill that limits the number of patents that can be asserted in biosimilar litigation. The Affordable Prescriptions for Patients… more

Biologics, Biosimilars, BPCIA, Drug Pricing, Patent Infringement

See all updates »

NYSE Proposes Amendments to Its Related Party and 20% Shareholder Approval Rules

On Dec. 28, 2020, the New York Stock Exchange (NYSE) proposed amendments to its rules requiring shareholder approval prior to the issuance of securities to Related Parties or in excess of 20% of the issuer’s voting power or… more

20% Rule, Listing Rules, NYSE, Publicly-Traded Companies, Regulatory Agenda

See all updates »

Handy client guide to privilege

We have published a client guide to legal professional privilege under English law. This guide comprises: A decision tree: intended as a quick reference to help determine which documents can legitimately be withheld on grounds… more

Attorney-Client Privilege, Best Practices, Client Services, Confidential Information, Document Review

See all updates »

Commentaires de la réforme du droit des sûretés

« Réforme du droit des sûretés : des outils rénovés et modernisés au service du financement de l’économie » La ratio legis de la réforme du droit des sûretés – La réforme du droit des sûretés a été adoptée par l’ordonnance n°… more

Financing, France, New Legislation, Securities Regulation, Suretyships

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

New EU Directive Puts ‘Sustainability’ Due Diligence Center Stage

The long-awaited EU Corporate Sustainability Due Diligence Directive (CS3D or CSDDD) was adopted May 24, 2024, by decision of the European Council, following approval by the European Parliament one month earlier… more

Climate Change, Corporate Governance, Due Diligence, EU, Sustainability

See all updates »

IRS Announces a Second Voluntary Disclosure Program for COVID-Era Employee Retention Credit Claims

On Aug. 15, 2024, the IRS announced the much-anticipated reopening of a second Voluntary Disclosure Program (the “Second ERC-VDP”) to help businesses address incorrect Employee Retention Credit (“ERC”) claims as the agency… more

Coronavirus/COVID-19, Corporate Counsel, Employee Retention, IRS, Tax Credits

See all updates »

Le fonctionnement des organes sociaux en période de pandémie liée au COVID-19

La « loi du 23 mars 2020 d’urgence pour faire face à l’épidémie du covid-19 » vient compléter le régime de droit commun de l’état d’urgence en instaurant sur l’ensemble du territoire national un état d’urgence sanitaire… more

Annual Meeting, Coronavirus/COVID-19, Corporate Governance, France, Relief Measures

See all updates »

USCIS Announces H-1B Electronic Registration Process for Upcoming FY24 Cap Season

U.S. Citizenship and Immigration Services (USCIS) announced that it will hold the H-1B electronic registration process for the fiscal year 2024 H-1B cap (from which the annual H-1B lottery will be run). Registration begins at… more

H-1B, Immigration Procedures, Registration Requirement, USCIS, Visa Caps

See all updates »

Commercial Leases in New York: Enforcement Is on Pause, but Negotiations Should Be Ongoing

New York courts are resuming some operations, but eviction proceedings, including for violations of commercial leases, are still suspended. However, those contracts — and the obligations they created — still exist… more

Commercial Leases, Commercial Tenants, Contract Negotiations, Contract Terms, Coronavirus/COVID-19

See all updates »

Naming and Shaming: Injunctive Measures Taken by the DGCCRF Can Now Be Made Public

On Dec. 29, 2022, Decree No. 2022-1701 — defining the procedures for publicizing the measures taken pursuant to Book IV of the Commercial Code and Book V of the Consumer Code — was published pursuant to the law of Aug. 16, 2022,… more

Antitrust Provisions, Antitrust Violations, Competition, EU, European Commission

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

USCIS Announces Major Backlog Reduction Effort, Expansion of Premium Processing for Certain Filings, and FY 2023 H-1B Lottery Cap Reached

In a long overdue development, United States Citizenship and Immigration Services (USCIS) announced it is finally taking action in tackling its massive backlogs — a major problem that has plagued the agency for several years and… more

Employment Authorization Documents (EAD), H-1B, Immigration Procedures, Lottery, USCIS

See all updates »

France Imposes New Regulatory Regime on Digital Asset Service Providers Seeking to Access the French Market

On Feb. 28, 2023, the French Parliament passed new legislation that modifies the regulatory framework applicable to digital asset service providers based in France, or that provide services in France… more

Cryptocurrency, Digital Assets, Financial Institutions, Financial Regulatory Reform, Financial Services Industry

See all updates »

COVID-19 Update: NYS Department of Law Modifies Submission Requirements for Condo and Co-op Offering Plans and Amendments

On March 25, the State of New York Department of Law (DOL) issued a policy memorandum temporarily modifying certain submission requirements for condominium and cooperative offering plans and amendments thereto… more

Condominiums, Coronavirus/COVID-19, Regulatory Requirements, Relief Measures

See all updates »

UK Securitisation Framework Update

The UK Securitisation Framework came into force on 1 November 2024 and revoked the previous EU legislation that had been retained under UK law ("Previous UK SR"). The new regime represents a significant shift in the way that… more

Capital Markets, EU, Financial Institutions, Financial Regulatory Reform, Financial Services Industry

See all updates »

Non-Concessionary Impact Funds: What and Why?

Non-concessionary impact funds are a type of private investment fund that aims to achieve positive social, environmental or other beneficial outcomes while offering market-rate financial returns to investors. They differ from… more

Investment, Investment Funds, Investors

See all updates »

Delaware Court of Chancery Determines That the Duty of Oversight Applies to Corporate Officers

For almost 30 years, the Delaware courts have held that corporate directors are charged with a fiduciary duty of “oversight.” Directors must make sure that their corporations both (1) implement reasonable information and… more

Board of Directors, Corporate Governance, Corporate Officers, DE Supreme Court, Delaware General Corporation Law

See all updates »

Accessibility Directive: Final countdown before application on 28 June 2025 - Businesses will be required to comply with new requirements across the EU on a broad range of products and services

On 28 June 2025, businesses will be required to comply with accessibility requirements applicable across the European Union (EU) for a broad range of products and services. These obligations stem from Directive (EU) 2019/882 on… more

Accessibility Rules, Disability Discrimination, Distributors, EU, Manufacturers

See all updates »

Strategies for Preparing the New Hart-Scott-Rodino Forms

On Feb. 10, 2025, the new premerger notification and report forms under the Hart-Scott-Rodino (HSR) Act became effective. The new HSR forms make significant changes to the reporting obligations of both acquiring and acquired… more

Acquisitions, Antitrust Provisions, Competition, Department of Justice (DOJ), Federal Trade Commission (FTC)

See all updates »

Le fonctionnement des organes sociaux en période de pandémie liée au COVID-19

La « loi du 23 mars 2020 d’urgence pour faire face à l’épidémie du covid-19 » vient compléter le régime de droit commun de l’état d’urgence en instaurant sur l’ensemble du territoire national un état d’urgence sanitaire… more

Annual Meeting, Coronavirus/COVID-19, Corporate Governance, France, Relief Measures

See all updates »

EU Foreign Subsidies Regulation: What Impacts Will It Have on Future Mergers?

As of July 12, 2023, the Regulation (EU) 2022/2560 of Dec. 14, 2022, on foreign subsidies — the foreign subsidies regulation, or FSR — will allow the European Commission to investigate, analyze and remedy distortions that have… more

EU, European Commission, Foreign Subsidies, Mergers

See all updates »

Insurers in the securitisation market: Prudential capital and risk transfer

The Basel Accords have, over time, shaped the development of the financial markets as different products become more or less attractive for banks to offer and businesses to take up on a risk-adjusted return basis. After the… more

Basel III, Insurance Industry, Prudential Regulation Authority (PRA), Risk Management, Securitization

See all updates »

SEC Adopts New Conditions and Disclosures Regarding 10b5-1 Plans

On Dec. 14, 2022, the Securities and Exchange Commission (SEC) adopted amendments to Rule 10b5-1, generally in the form issued for comment in January 2022 (replacing the version initially published on Dec. 15, 2021), which we… more

10b5-1 Plans, Affirmative Defenses, Beneficial Owner, Defense Strategies, Disclosure Requirements

See all updates »

Strategies for Preparing the New Hart-Scott-Rodino Forms

On Feb. 10, 2025, the new premerger notification and report forms under the Hart-Scott-Rodino (HSR) Act became effective. The new HSR forms make significant changes to the reporting obligations of both acquiring and acquired… more

Acquisitions, Antitrust Provisions, Competition, Department of Justice (DOJ), Federal Trade Commission (FTC)

See all updates »

Certification tracker of UK competition class actions (CPO applications) filed at the Competition Appeal Tribunal We outline the certification status of CPO applications filed at the CAT since the introduction of the new opt-out regime

The graphic below tracks the number of competition class actions (CPO applications) filed at the Competition Appeal Tribunal (CAT) since the introduction of a new 'opt-out' regime in the UK in October 2015, as well as the… more

Antitrust Litigation, Class Action, Class Certification, Competition, UK

See all updates »

Supreme Court Issues Highly Anticipated Decision Interpreting the Biologics Price Competition and Innovation Act

On June 12, the Supreme Court decided Sandoz Inc. v. Amgen Inc., the first case under the Biologics Price Competition and Innovation Act of 2009 (BPCIA) to reach the high court. The BPCIA establishes a regulatory pathway for… more

Amgen, Biologics, Biosimilars, BPCIA, Commercial Marketing

See all updates »

Letters of Credit in Reinsurance — In the Wake of Fraud Allegations, Focusing on the Fundamentals

Widely reported allegations of fraud at an offshore company this past summer have drawn attention to the use of letters of credit (LOCs) to secure reinsurance obligations. The company, now in bankruptcy, specialized in matching… more

Insurance Industry, Letter of Credit, NAIC, Reinsurance

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

Third Circuit Chides SEC for Terse Refusal To Engage in Crypto Rulemaking

On Jan. 13, 2025, a unanimous panel of the U.S. Court of Appeals for the Third Circuit held that the Securities and Exchange Commission (SEC or the Commission) violated the Administrative Procedure Act (APA) when it offered only… more

Administrative Procedure Act, Constitutional Challenges, Cryptocurrency, Digital Assets, Due Process

See all updates »

Sous-traitance irrégulière, quel préjudice réparable pour le sous-traitant ?

Cass. 3eciv., 7 mars 2024, n° 22-23.309 Par une nouvelle décision protectrice des intérêts des sous-traitants, la 3èmechambre civile de la Cour de cassation accentue la pression sur les maîtres d’ouvrage pour les contraindre à… more

Construction Industry, Construction Project, Damages, Subcontractors

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

Federal Agencies Announce Reforms to Volcker Rule

On Aug. 20, the Federal Deposit Insurance Corp. (the FDIC) and the Office of the Comptroller of the Currency (the OCC) approved amendments to the Volcker Rule, which restricts banking entities’ ability to engage in proprietary… more

Covered Banking Entity, Covered Funds, Dodd-Frank, FDIC, Financial Regulatory Reform

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

HSF Kramer Bankruptcy & Restructuring Group Global reach, local knowledge

Debtors and creditors have options when choosing where to pursue a restructuring – particularly with operations across jurisdictions and debt instruments issued under different laws. Local knowledge is key to navigate those… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debt Restructuring

See all updates »

ISDA Opens Consultation on Credit Derivatives DC Review – Key Takeaways as Broader Market Considers Commentary and Action

The International Swaps and Derivatives Association, Inc. (ISDA) recently commissioned law firm Linklaters to conduct an independent assessment of the function, governance and membership of the Credit Derivatives Determinations… more

Conflicts of Interest, Consultation, Derivatives, Financial Markets, ISDA

See all updates »

Earnout structures: Bridging valuation gaps in M&A – beware the tax complexity

With an observable increase in the use of earnout and contingent consideration structures in M&A, it is timely to consider the related tax complexity. In brief Our recent Private M&A Report highlights a rise in the use of… more

Acquisitions, Buyers, Capital Gains, Corporate Taxes, Earn-Outs

See all updates »

New York Bankruptcy Court Raises the Cost of Keeping Funded Debt: Debtor Needs to Pay Default Interest Rate in Reinstatement of Accelerated Debt

What Happened? One fundamental question in any restructuring relates to the treatment of funded debt obligations, like mortgages. When the cost of prepetition debt is higher than the prevailing market rates, a debtor may… more

Commercial Bankruptcy, Debt Restructuring, Default, Interest Rates, Mortgages

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

The Supreme Court rules that individuals who no longer hold or seek to hold a job do not have standing to sue under the ADA for intentional discrimination

On June 20, 2025, the U.S. Supreme Court (SCOTUS) held in Stanley v. City of Sanford, Florida that a retired employee who could no longer hold or seek to hold her job could not sue under the Americans with Disabilities Act (ADA)… more

Americans with Disabilities Act (ADA), Disability Discrimination, Employee Benefits, Employees, Employer Liability Issues

See all updates »

Hong Kong listing pathway for closed-ended alternative asset funds – our latest thoughts A recent SFC circular has generated interest among regional managers and international managers of funds listed abroad

A recent circular issued by the Hong Kong Securities and Futures Commission (SFC) has created a pathway to listing closed-ended alternative asset funds in Hong Kong, generating interest among both local private market… more

Alternative Investment Funds, Asset Management, Fund Managers, Hong Kong, Investment Funds

See all updates »

US Corporate Governance — 2025 Midyear Review

The Financial Crimes Enforcement Network (FinCEN) issued an interim final rule in March 2025 that removes requirements for US companies to report beneficial ownership information under the Corporate Transparency Act (CTA). The… more

Artificial Intelligence, Beneficial Owner, Compliance, Corporate Governance, Corporate Transparency Act

See all updates »

Delaware Bankruptcy Court Determines that Section 546(e) “Financial Participant” Does Not Exclude Debtors, Splitting from SDNY Decision

In a December 2020 decision, a Delaware Bankruptcy Court, in Kravitz v. Samson Energy Co. (In re Samson Res. Corp.), Nos. 15-11934 (BLS), 17-51524 (BLS), 2020 Bankr. LEXIS 3575, at *6 (Bankr. D. Del. Dec. 23, 2020), held that… more

Bankruptcy Code, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Debtors

See all updates »

DOJ Updates Corporate Compliance Programs Criteria To Include Focus on AI Emerging Technologies

In prepared remarks delivered on Sept. 23, 2024, at the Society of Corporate Compliance and Ethics conference in Grapevine, Texas, Principal Deputy Assistant Attorney General Nicole M. Argentieri, head of the U.S. Department of… more

Artificial Intelligence, Compliance, Department of Justice (DOJ), Non-Prosecution Agreements

See all updates »

How To Confirm Your Privacy Program Complies With California and Virginia Privacy Obligations

Consistent with a growing national trend, Virginia joined California in recently passing consumer privacy legislation with broad national reach. Both the Virginia Consumer Data Protection Act … more

California Consumer Privacy Act (CCPA), CDPA, Consumer Privacy Rights, Corporate Counsel, Cybersecurity

See all updates »

New merger control regime - What you need to know for dealmaking

The Government has made the notification rules which determine the circumstances in which 2026 transactions will need to be notified to the Australian Competition and Consumer Commission (ACCC) under the new Part IVA of the… more

Acquisition Agreements, Australia, Australian Competition and Consumer Commission (ACCC), Corporate Sales Transactions, Exemptions

See all updates »

HSF Kramer Bankruptcy & Restructuring Group Global reach, local knowledge

Debtors and creditors have options when choosing where to pursue a restructuring – particularly with operations across jurisdictions and debt instruments issued under different laws. Local knowledge is key to navigate those… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debt Restructuring

See all updates »

Court Dismisses Stockholder Suit Against Meta: Affirms a Firm-Specific Model of Corporate Management

On April 30, 2024, the Delaware Court of Chancery dismissed a stockholder lawsuit against social media giant Meta Platforms, Inc., its board of directors and company founder, Mark Zuckerberg. The decision rejected novel claims… more

Board of Directors, Breach of Duty, Fiduciary Duty, Investors, Shareholders

See all updates »

Hong Kong listing pathway for closed-ended alternative asset funds – our latest thoughts A recent SFC circular has generated interest among regional managers and international managers of funds listed abroad

A recent circular issued by the Hong Kong Securities and Futures Commission (SFC) has created a pathway to listing closed-ended alternative asset funds in Hong Kong, generating interest among both local private market… more

Alternative Investment Funds, Asset Management, Fund Managers, Hong Kong, Investment Funds

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

The Supreme Court rules that individuals who no longer hold or seek to hold a job do not have standing to sue under the ADA for intentional discrimination

On June 20, 2025, the U.S. Supreme Court (SCOTUS) held in Stanley v. City of Sanford, Florida that a retired employee who could no longer hold or seek to hold her job could not sue under the Americans with Disabilities Act (ADA)… more

Americans with Disabilities Act (ADA), Disability Discrimination, Employee Benefits, Employees, Employer Liability Issues

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

SEC Adopts Amendments Updating the ‘Fund of Funds’ Regulatory Framework for Registered Investment Companies and Business Development Companies

On Oct. 7, 2020, the Securities and Exchange Commission (SEC) voted to adopt a new rule (Rule 12d1-4), and related amendments to existing rules and forms, to enact a comprehensive regulatory framework for “fund of funds”… more

Business Development Companies, Fund Managers, Fund of Funds, Investment Company Act of 1940, Investment Funds

See all updates »

UPC Structure – local, regional and central divisions and Court of Appeal, Judges & Languages

The UPC has a Court of First Instance (divided into local, regional and central divisions) and a Court of Appeal (Luxembourg). Cases can commence in any one of these divisions according to the subject matter and the prescribed… more

Appeals, EU, France, Germany, Intellectual Property Protection

See all updates »

Corporate Governance: 2024 Midyear Review

In this midyear update, we cover a number of significant corporate governance developments that have taken place over the first half of the year and since our Corporate Governance 2023 Year-End Review… more

Board of Directors, Corporate Governance, FinCEN, Securities and Exchange Commission (SEC), Shareholders

See all updates »

ULI New York Hosts Sold-Out Access to Capital Event, Bringing Challenges for Diverse Developers to the Forefront of Industry Conversations

Earlier this month, the Urban Land Institute (ULI) New York hosted a sold-out program, “Creating the Roadmap: Access to Capital.” The event, which consisted of two distinct panel sessions followed by more-intimate roundtable… more

Housing Developers, Land Developers, Real Estate Development, Urban Planning & Development

See all updates »

COVID-19 Update: New York Permits “Virtual” Notarization Due to Coronavirus

On March 19, 2020, Governor Andrew Cuomo issued an executive order permitting documents to be notarized utilizing audio-video technology through April 18, 2020.  Pursuant to the executive order, any notarial act required under… more

Coronavirus/COVID-19, E-Signatures, Electronic Notarization Standard, Emergency Management Plans, Executive Orders

See all updates »

Trademark Damages: Supreme Court Rejects Disgorgement of Non-Defendant Affiliate Profits

The United States Supreme Court issued a unanimous decision in Dewberry Engineers Inc. v. Dewberry Group, Inc. on Feb. 26, 2025, clarifying the scope of damages available under the Lanham Act in trademark infringement cases. The… more

Appeals, Business Litigation, Corporate Entities, Damages, Lanham Act

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

LL97: Countdown to Compliance

The first compliance period for building owners under Local Law 97 (LL97), New York City’s (NYC) landmark climate change legislation, began this year on Jan. 1. Subject to limited exceptions, property owners are required to… more

Energy Conservation, Greenhouse Gas Emissions, Investment, Property Owners, Real Estate Transactions

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

Consulting the Crystal Ball — What Employers Can Anticipate in 2025

With Inauguration Day now behind us and a new presidential administration taking control, employers should expect significant changes to many aspects of the federal government’s administrative agenda under a second Donald Trump… more

Corporate Counsel, Department of Labor (DOL), Diversity and Inclusion Standards (D&I), Employment Contract, Fair Labor Standards Act (FLSA)

See all updates »

Contractual Tensions in the Context of Post-COVID Economic Recovery: Legal Tools and Guidelines

After a year and a half of a global pandemic, INSEE (French National Institute of Statistics and Economic Studies) announced on Sept. 7 a forecast growth of 6.25% of French GDP, thanks in particular to household consumption. On… more

Civil Code, Contract Terms, Coronavirus/COVID-19, Economic Development, Force Majeure Clause

See all updates »

COVID-19 Update: New York Permits “Virtual” Notarization Due to Coronavirus

On March 19, 2020, Governor Andrew Cuomo issued an executive order permitting documents to be notarized utilizing audio-video technology through April 18, 2020.  Pursuant to the executive order, any notarial act required under… more

Coronavirus/COVID-19, E-Signatures, Electronic Notarization Standard, Emergency Management Plans, Executive Orders

See all updates »

Updates to Registration Requirement for Foreign Nationals

Effective April 11, 2025, an Interim Final Rule promulgated by the Department of Homeland Security (DHS) amends existing regulations to require certain foreign nationals to complete a new online registration form, as well as to… more

Department of Homeland Security (DHS), Final Rules, Foreign Nationals, Immigration Procedures, Interim Final Rules (IFR)

See all updates »

Trademark Damages: Supreme Court Rejects Disgorgement of Non-Defendant Affiliate Profits

The United States Supreme Court issued a unanimous decision in Dewberry Engineers Inc. v. Dewberry Group, Inc. on Feb. 26, 2025, clarifying the scope of damages available under the Lanham Act in trademark infringement cases. The… more

Appeals, Business Litigation, Corporate Entities, Damages, Lanham Act

See all updates »

Second Circuit Rules That a Foreign Defendant Who Lives Abroad and Is Charged With Having Committed Crimes From Her Home Country Is Not Subject to Fugitive Disentitlement

In a significant decision, a panel of the Second Circuit recently held that a French citizen who was charged with violating the Commodity Exchange Act (CEA) in connection with the LIBOR scandal, but who lives in France and has… more

Abuse of Discretion, Commodity Exchange Act (CEA), Extradition, Extraterritoriality Rules, Fugitives

See all updates »

Subrogation Rights in R&W Insurance Policies

The volume and size of insurer payments under R&W insurance policies are increasing. According to a May 2023 Aon study, the average R&W insurance claim payment to Aon clients in 2022 was $9 million, “significantly higher than… more

Insurance Claims, Insurance Industry, Insurance Litigation, Subrogation

See all updates »

Delaware Supreme Court reverses acquirer’s aiding and abetting liability, setting high bar, following precedent set by its recent decision in Mindbody

On June 17, 2025, the Delaware Supreme Court (Court), sitting en banc, reversed a Court of Chancery ruling that had held a bidder liable for aiding and abetting fiduciary breaches of the target’s management… more

Acquisition Agreements, Aiding and Abetting, Appeals, Board of Directors, Breach of Duty

See all updates »

Supreme Court Resolves Circuit Split and Holds ‘Pure Omissions’ Outside Reach of Section 10(b) Liability

On April 12, a unanimous Supreme Court held in Macquarie Infrastructure Corp. v. Moab Partners, L.P. that material omissions are actionable under Section 10(b) of the Exchange Act and its enabling SEC Rule 10b-5 only if the… more

Disclosure Requirements, Failure To Disclose, Macquarie Infrastructure Corp v Moab Partners LP, Omissions, Rule 10(b)

See all updates »

The Rules of Engagement for Navigating Business and Financial Distress

The question is not if but how deeply the global coronavirus (COVID-19) pandemic will disrupt businesses and impact future operations. That answer differs based upon each company’s industry, access to cash and other capital,… more

363 Sales, Business Closures, Business Interruption, Business Plans, Capital Gains

See all updates »

Department of Homeland Security Finalizes New H-1B Regulations: Updates, Flexibilities and Restrictions for Employers and Employees

On Dec. 18, 2024, the Department of Homeland Security (DHS) finalized new H-1B regulations with changes that will impact both employers and employees. While the regulations will introduce significant benefits and flexibilities,… more

Department of Homeland Security (DHS), Foreign Nationals, Foreign Workers, H-1B, Immigration Procedures

See all updates »

DOJ Announces New Mergers and Acquisitions Safe Harbor Policy for Voluntary Self-Disclosures

On Oct. 4, 2023, in remarks delivered to the Society of Corporate Compliance and Ethics’ 22nd Annual Compliance & Ethics Institute, Deputy Attorney General (AG) Lisa Monaco announced the Department of Justice’s (DOJ) new Mergers… more

Acquisitions, Corporate Crimes, Corporate Misconduct, Department of Justice (DOJ), Mergers

See all updates »

Artificial Intelligence – 2024 Year in Review

The year 2024 witnessed significant developments in the legal landscape governing artificial intelligence (AI). Three states passed comprehensive AI legislation, with others passing multiple laws that regulate certain AI uses… more

Artificial Intelligence, Colorado, Cybersecurity, Department of Justice (DOJ), Disclosure Requirements

See all updates »

Texas Bankruptcy Court Allows Make-Whole Premiums, Post-Petition Interest on Unsecured Claims at Contractual Default Rate

On Oct. 26, in a highly anticipated decision, the Bankruptcy Court for the Southern District of Texas, In re Ultra Petroleum Corp. Corp., et al., Case No. 16-32202 (Bankr. S.D. Tex. 2020), held that certain noteholders were… more

Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Creditors, Debtors

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

New merger control regime - What you need to know for dealmaking

The Government has made the notification rules which determine the circumstances in which 2026 transactions will need to be notified to the Australian Competition and Consumer Commission (ACCC) under the new Part IVA of the… more

Acquisition Agreements, Australia, Australian Competition and Consumer Commission (ACCC), Corporate Sales Transactions, Exemptions

See all updates »

Urgence Sanitaire et Prorogation Des Delais Legaux, Judiciaires et Contractuels

Depuis 25 mars 2020, l’ordonnance n°2020-306 a été adoptée par le Gouvernement pour organiser, pendant la « période juridiquement protégée », une prorogation de certains délais échus et l'adaptation des procédures… more

Business Litigation, Contract Terms, Coronavirus/COVID-19, Deadlines, France

See all updates »

Tax Court Hampers Funds’ Ability To Exclude Income of Non-Passive Limited Partners From Self-Employment Net Earnings

In Soroban Capital Partners LP v. Commissioner, the Tax Court held that the statutory exclusion from the imposition of self-employment tax does not automatically apply with respect to the distributive share allocable to limited… more

Income Taxes, IRS, Limited Liability Partnerships, Tax Court

See all updates »

Naming and Shaming: Injunctive Measures Taken by the DGCCRF Can Now Be Made Public

On Dec. 29, 2022, Decree No. 2022-1701 — defining the procedures for publicizing the measures taken pursuant to Book IV of the Commercial Code and Book V of the Consumer Code — was published pursuant to the law of Aug. 16, 2022,… more

Antitrust Provisions, Antitrust Violations, Competition, EU, European Commission

See all updates »

The Impact of CFIUS on Private Equity and Hedge Fund Investors

On Feb. 13, 2020, final regulations became effective updating and refining rules regarding transaction reviews by the Committee on Foreign Investments in the United States (CFIUS)… more

CFIUS, Critical Infrastructure Sectors, FIRRMA, Foreign Investment, Hedge Funds

See all updates »

ChromaDex Milk Vitamin Formulation Patents Soured by Section 101

On Sept. 21, 2021, the U.S. District Court for the District of Delaware granted Elysium’s motion for summary judgment that two ChromaDex formulation patents were directed to patent-ineligible subject matter under 35 U.S.C. §… more

CLS Bank v Alice Corp, Inter Partes Review (IPR) Proceeding, Life Sciences, Patent Infringement, Patent Litigation

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Kramer Levin Hosts Program With NYCEDC, Related Companies and Vornado to Detail NYC’s Top Economic Development and Investment Opportunities

Kramer Levin hosted a full room of New York City real estate executives for a special event titled “NYC Economic Development Outlook: Investment Opportunities Changing the Market” at the Kramer Levin Multimedia Conference Center… more

Offshore Wind, Real Estate Development, Real Estate Investments, Real Estate Market

See all updates »

The Ocean Shipping Antitrust Enforcement Act and Antitrust Scrutiny of Ocean Common Carriers

On Feb. 28, Rep. Jim Costa (D-Calif.) introduced proposed legislation[1] titled the Ocean Shipping Antitrust Enforcement Act (the Act), which would repeal 46 U.S.C. § 40307,[2] a statute conferring certain antitrust exemptions… more

Antitrust Investigations, Antitrust Provisions, Competition, Department of Justice (DOJ), Maritime Transport

See all updates »

New York’s LLC Transparency Act Has Been Amended

A new statute in New York, entitled the LLC Transparency Act (the NY LLCTA), originally signed into law by Gov. Kathy Hochul on Dec. 23, 2023, was amended on March 1, 2024. As noted in our previous client alert discussing the NY… more

Limited Liability Company (LLC), New York, State and Local Government, Transparency

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

Urgence Sanitaire et Prorogation Des Delais Legaux, Judiciaires et Contractuels

Depuis 25 mars 2020, l’ordonnance n°2020-306 a été adoptée par le Gouvernement pour organiser, pendant la « période juridiquement protégée », une prorogation de certains délais échus et l'adaptation des procédures… more

Business Litigation, Contract Terms, Coronavirus/COVID-19, Deadlines, France

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

New York’s Highest Court Finds That Federal Bankruptcy Law Does Not Preempt State Law Tortious Interference Claims in Important Case

On Nov. 24, 2020, the State of New York Court of Appeals ruled in favor of Kramer Levin client Sutton 58 Associates LLC (Sutton), an affiliate of Gamma Real Estate, in its $100 million lawsuit brought against real estate… more

Bankruptcy Code, Business Litigation, Commercial Bankruptcy, Loan Agreements, Preemption

See all updates »

Land Use Issues Addressed at Kramer Levin Seminar

Kramer Levin recently hosted a seminar titled “Emerging Issues in Land Use: The Year in Review and What’s Ahead,” where experts discussed New York City planning initiatives and land use trends. Among the speakers were Jessica… more

City Planning Departments, Land Developers, Land Use Restrictions, Real Estate Development, State and Local Government

See all updates »

New York State Budget Agreement Includes a Pass-Through Entity Tax as a SALT Workaround

On Wednesday, April 7, 2021, the New York Legislature reached an agreement with Governor Andrew Cuomo for the fiscal year 2021-2022 state budget. The agreed-upon budget package includes a number of revenue raisers … more

Corporate Taxes, Franchise Taxes, High Net-Worth, Income Taxes, Pass-Through Entities

See all updates »

EU Foreign Subsidies Regulation: What Impacts Will It Have on Future Mergers?

As of July 12, 2023, the Regulation (EU) 2022/2560 of Dec. 14, 2022, on foreign subsidies — the foreign subsidies regulation, or FSR — will allow the European Commission to investigate, analyze and remedy distortions that have… more

EU, European Commission, Foreign Subsidies, Mergers

See all updates »

New York’s Highest Court Finds That Federal Bankruptcy Law Does Not Preempt State Law Tortious Interference Claims in Important Case

On Nov. 24, 2020, the State of New York Court of Appeals ruled in favor of Kramer Levin client Sutton 58 Associates LLC (Sutton), an affiliate of Gamma Real Estate, in its $100 million lawsuit brought against real estate… more

Bankruptcy Code, Business Litigation, Commercial Bankruptcy, Loan Agreements, Preemption

See all updates »

New York State Addresses a Chronic Issue: Employees Granted Protections for Off-Duty Cannabis Use

On March 31, 2021, Gov. Andrew Cuomo signed the Marihuana Regulation and Taxation Act (MRTA), legalizing the recreational use of cannabis in New York State for individuals age 21 or older… more

Decriminalization of Marijuana, Employee Rights, Employment Policies, Marijuana, Marijuana Regulation & Taxation Act (MRTA)

See all updates »

The SEC’s New Proposed Rule To Regulate Security-Based Swaps Raises Practical Concerns for the Industry and May Exceed the SEC’s Authority

On Dec. 15, 2021, the U.S. Securities and Exchange Commission (SEC or Commission) proposed Rule 240.9j-1 (the Rule), intended “to prevent fraud, manipulation, and deception in connection with effecting transactions in, or… more

Disclosure Requirements, Dodd-Frank, Proposed Rules, Securities and Exchange Commission (SEC), Securities Fraud

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Insurers in the securitisation market: Prudential capital and risk transfer

The Basel Accords have, over time, shaped the development of the financial markets as different products become more or less attractive for banks to offer and businesses to take up on a risk-adjusted return basis. After the… more

Basel III, Insurance Industry, Prudential Regulation Authority (PRA), Risk Management, Securitization

See all updates »

Artificial Intelligence Quarterly Update

In this quarterly update, we review the latest developments in three subjects salient to corporate use of artificial intelligence (AI). First, we discuss the risks associated with AI, the case for board oversight and how the… more

Algorithms, Artificial Intelligence, Board of Directors, Copyright, Copyright Infringement

See all updates »

COVID-19 Update: NYS Department of Law Modifies Submission Requirements for Condo and Co-op Offering Plans and Amendments

On March 25, the State of New York Department of Law (DOL) issued a policy memorandum temporarily modifying certain submission requirements for condominium and cooperative offering plans and amendments thereto… more

Condominiums, Coronavirus/COVID-19, Regulatory Requirements, Relief Measures

See all updates »

Earnout structures: Bridging valuation gaps in M&A – beware the tax complexity

With an observable increase in the use of earnout and contingent consideration structures in M&A, it is timely to consider the related tax complexity. In brief Our recent Private M&A Report highlights a rise in the use of… more

Acquisitions, Buyers, Capital Gains, Corporate Taxes, Earn-Outs

See all updates »

France Adds the Missing Piece to the Law Allowing Blockchain Technology to be Used to Register and Transfer Unlisted Securities

The notion of distributed ledger (formally denominated “shared electronic recording system, or DEEP in French) was first introduced to French law in 2016 by Ordinance No. 2016-520 of April 28, 2016 (the “Minibon Ordinance”)… more

Blockchain, Cryptoassets, Digital Currency, Distributed Ledger Technology (DLT), Financial Instruments

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

Case Alert: Novolex v. Illinois Union Insurance, et al.

A recent summary judgment decision is noteworthy as one of the rare judicial opinions arising in the context of representations-and-warranties (R&W) insurance. On Jan. 12, 2024, in Novolex Holdings, LLC v. Illinois Union… more

Insurance Claims, Insurance Industry, Insurance Litigation, Policy Exclusions, Policy Terms

See all updates »

Proposed IRC section 899 ‘revenge tax’ targets residents of certain discriminatory/offending foreign countries

On June 16, 2025, the Senate Finance Committee released its proposed version of the “One Big Beautiful Bill Act” (the Senate Bill). The House of Representatives passed its version of the bill on May 22, 2025 (the House Draft)… more

Foreign Investment, Internal Revenue Code (IRC), International Tax Issues, Investors, New Legislation

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

DOL Issues Pension Risk Transfer Guidance, Focuses on PE Ownership of Insurers

Sponsors of defined-benefit pension plans contemplating taking steps to de-risk their plans should consider recent guidance from the U.S. Department of Labor’s (DOL) Employee Benefits Security Administration (EBSA) on pension… more

Department of Labor (DOL), EBSA, Employee Benefits, Employee Retirement Income Security Act (ERISA), Insurance Industry

See all updates »

Consulting the Crystal Ball — What Employers Can Anticipate in 2025

With Inauguration Day now behind us and a new presidential administration taking control, employers should expect significant changes to many aspects of the federal government’s administrative agenda under a second Donald Trump… more

Corporate Counsel, Department of Labor (DOL), Diversity and Inclusion Standards (D&I), Employment Contract, Fair Labor Standards Act (FLSA)

See all updates »

Second Circuit Momentive Decision Adopts Two-Step Test for Cramdown Rate; Creates Make-Whole Circuit Split

On October 20, 2017, the U.S. Court of Appeals for the Second Circuit issued a long-awaited decision in In re MPM Silicones, LLC (“Momentive”) holding that, with one important exception, that the plan of reorganization confirmed… more

Bankruptcy Plans, Chapter 11, Commercial Bankruptcy, Cramdown, Debt Restructuring

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Second Circuit Affirms Order Compelling Disclosure of Attorney-Client Communications Subject to the Crime-Fraud Privilege Exception

On Feb. 7, 2025, the U.S. Court of Appeals for the Second Circuit in In re Two Grand Jury Subpoenas Dated Sept. 13, 2023 affirmed the Southern District of New York’s order compelling a partner at a law firm and the firm to… more

Appeals, Attorney-Client Privilege, Corporate Governance, Corporate Misconduct, Crime-Fraud Exception

See all updates »

Case Alert: MALT Family Trust v. 777 Partners LLC

A recent decision from Delaware highlights the importance of expressly memorializing contracting parties’ understandings and expectations in M&A transactions involving contingent earnout consideration and/or rollover equity… more

Breach of Contract, Breach of Duty, Buyers, Fiduciary Duty, Sellers

See all updates »

SEC Proposes New Rules for SPAC IPOs and SPAC Business Combinations

On March 30, 2022, the Securities and Exchange Commission (SEC) published a proposal for new rules and amendments under the Securities Act of 1933 and the Securities Exchange Act of 1934 governing initial public offerings (IPOs)… more

Capital Markets, Comment Period, Initial Public Offering (IPO), Proposed Rules, PSLRA

See all updates »

USPTO Withdraws Its Former Artificial Intelligence Strategy Document

We recently reported the USPTO’s publication on Jan. 14, 2025, of an artificial intelligence strategy document, just days before the appointment of new Acting Director Coke Morgan Stewart. Wasting no time, the USPTO has now… more

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

See all updates »

Takeovers Panel drops a suite of new considerations for voting intention statements

In the recent decision in Re Dropsuite Limited [2025] ATP 10, the Takeovers Panel concluded that a voting intention statement given by a substantial shareholder in the usual form was ‘ambiguous’ as to whether that shareholder… more

Acquisition Agreements, Australia, Corporate Governance, Corporate Sales Transactions, Disclosure Requirements

See all updates »

DOJ Updates Corporate Compliance Programs Criteria To Include Focus on AI Emerging Technologies

In prepared remarks delivered on Sept. 23, 2024, at the Society of Corporate Compliance and Ethics conference in Grapevine, Texas, Principal Deputy Assistant Attorney General Nicole M. Argentieri, head of the U.S. Department of… more

Artificial Intelligence, Compliance, Department of Justice (DOJ), Non-Prosecution Agreements

See all updates »

DealMakers: Private M&A Report Australia 2025

This exclusive report unpacks a sample of over 60 private M&A transactions led by our Dealmakers—offering data-driven insights into a dynamic year of strategic execution, sector shifts, and evolving deal structures… more

Acquisition Agreements, Australia, Contract Terms, Corporate Sales Transactions, Investment

See all updates »

Kirschner v. JPMorgan Chase: What It Means for Syndicated Loans and Its Implications for the Secondary Trading Market

On May 22, Judge Paul Gardephe of the U.S. District Court for the Southern District of New York granted a motion to dismiss in Kirschner v. JPMorgan Chase Bank, N.A., a case that, among other things, considered whether the… more

JPMorgan Chase, Popular, Secondary Markets, Securities Regulation, Syndicated Loans

See all updates »

SEC Adopts Amendments to Rules Governing Beneficial Ownership Reporting

On Oct. 10, the U.S. Securities and Exchange Commission (SEC) adopted amendments to the rules governing beneficial ownership reporting under Sections 13(d) and 13(g) of the Securities Exchange Act of 1934 (Exchange Act). These… more

Amended Rules, Beneficial Owner, EDGAR, Reporting Requirements, Schedule 13D

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

New York Residents Once Again Eligible for Trusted Traveler Programs

In a surprise move, the Trump administration has reversed its decision to bar New York state residents from Trusted Traveler Programs such as Global Entry, NEXUS, SENTRI and FAST… more

Department of Homeland Security (DHS), Enrollment, Immigration Procedures, International Travel, Membership Interest

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

Disclosure in scheme booklets: too long, too repetitive

Following ASIC’s recent discussion paper and symposium on the dynamics between private and public markets, market commentators have expressed concerns regarding the length and complexity of public market transaction documents… more

ASIC, Australia, Corporate Governance, Disclosure Requirements, Regulatory Requirements

See all updates »

Où il ne sert à rien pour le client de démontrer que le test d’adéquation a été mal effectué, s’il n’est pas en mesure établir qu’il en résulte un préjudice direct.

Un arrêt rendu par la chambre commerciale de la Cour de cassation du 3 mai 2018 (pourvoi n° 16-16.809) donne l’occasion de revenir sur l’obligation faite aux PSI (mais cela vaut pour les CIF) de s’enquérir de la situation… more

France, Investment, MiFID II, Suitability Requirements

See all updates »

Reminder: New York Paid Sick Leave Goes into Effect Sept. 30

On Sept. 30, 2020 New York’s general paid sick leave law (PSL) will go into effect. As outlined in detail in our previous alert, the PSL applies to all private employers in the state and requires all businesses that have five or… more

Coronavirus/COVID-19, Employee Rights, Infectious Diseases, New Legislation, Paid Sick Leave

See all updates »

The Supreme Court rejects a heightened summary judgment standard for majority group plaintiffs in Title VII discrimination cases

On June 5, 2025, the U.S. Supreme Court unanimously ruled in Ames v Ohio Dept. of Youth Services that plaintiffs in the majority group within a protected class have the same burden of proof at summary judgment to demonstrate… more

Burden of Proof, Civil Rights Act, Employment Discrimination, Employment Litigation, Protected Class

See all updates »

US Corporate Governance — 2025 Midyear Review

The Financial Crimes Enforcement Network (FinCEN) issued an interim final rule in March 2025 that removes requirements for US companies to report beneficial ownership information under the Corporate Transparency Act (CTA). The… more

Artificial Intelligence, Beneficial Owner, Compliance, Corporate Governance, Corporate Transparency Act

See all updates »

Tax Court Hampers Funds’ Ability To Exclude Income of Non-Passive Limited Partners From Self-Employment Net Earnings

In Soroban Capital Partners LP v. Commissioner, the Tax Court held that the statutory exclusion from the imposition of self-employment tax does not automatically apply with respect to the distributive share allocable to limited… more

Income Taxes, IRS, Limited Liability Partnerships, Tax Court

See all updates »

Supreme Court Affirms Fraudulent Inducement Theory in Federal Wire Fraud Prosecutions

In Kousisis v. United States, 605 U.S. ___ (2025), the Supreme Court resolved a Circuit split addressing the scope of the federal wire fraud statute, 18 U.S.C. § 1343. Without dissent, the Court held that the government did not… more

Construction Contracts, Construction Industry, Contract Disputes, Criminal Prosecution, Federal Funding

See all updates »

Comptroller of the Currency Announces That Leveraged Lending Guidance Is Not Expected to Be Changed

On May 24, 2018, Joseph Otting, the comptroller of the currency, the principal regulator of all national banks, announced in a telephonic press conference that he does not expect that the Office of the Comptroller of the… more

Financial Institutions, Financial Regulatory Agencies, Leveraged Lending, OCC, Regulatory Oversight

See all updates »

SEC Adopts New Rules Regarding Use of Derivatives by Registered Investment Companies and Business Development Companies

On Oct. 28, 2020, the Securities and Exchange Commission (SEC) voted to adopt a new rule (Rule 18f-4) and other related amendments, significantly altering the regulatory framework for derivatives use by registered investment… more

Business Development Companies, Derivatives, ETFs, Popular, Registered Investment Companies (RICs)

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

Ooki DAO Default Judgment: Regulators Still Face Many Technical and Legal Challenges in Regulating Smart Contracts

The Commodity Futures Trading Commission (CFTC) won what it described as a “sweeping victory” in its case against Ooki DAO, in which the CFTC alleged that the decentralized autonomous organization (DAO) operated an illegal… more

Blockchain, CFTC, Decentralized Autonomous Organization (DAO), Digital Assets

See all updates »

Privacy and Data Security Law 2023 Year in Review

The year 2023 saw continued expansion of public interest in privacy rights, data security and related legislation. Comprehensive privacy laws took effect in five states, while 12 more states enacted similar laws that will take… more

Cybersecurity, Data Breach, Data Collection, Data Privacy, Data Protection

See all updates »

Update on New York City Local Law 97: Relaxed Rules Impact the First Compliance Period

Jan. 1, 2024, not only marks the start of the new year, but also the start of the first compliance period for building owners under Local Law 97 (LL97), New York City’s (NYC) trailblazing law that imposes limits on greenhouse… more

Carbon Emissions, Clean Energy, Climate Change, Greenhouse Gas Emissions, Renewable Energy

See all updates »

Supreme Court Upholds Strict Time Limit in Federal Securities Class Actions

On June 26, 2017, the Supreme Court issued a 5-4 decision in California Public Employees’ Retirement System v. ANZ Securities, Inc., et al. (“CalPERS”) (No. 16–373, 2017 WL 2722415) (U.S. June 26, 2017), holding that the… more

CalPERS v ANZ Securities, Class Action, Equitable Tolling, Opt-Outs, Pension Funds

See all updates »

Supreme Court Limits SEC’s In-House Adjudicative Powers

On June 27, 2024, in Securities and Exchange Commission v. Jarkesy, the Supreme Court held that the Securities and Exchange Commission’s (SEC or the Commission) administrative process for adjudicating fraud-based enforcement… more

Administrative Authority, Administrative Law Judge (ALJ), Administrative Proceedings, Enforcement Actions, Jury Trial

See all updates »

AI Regulatory Update: Q4 2024

For users and developers of artificial intelligence (AI), keeping abreast of the evolving legal landscape is challenging but critical. This update highlights notable recent developments in global AI regulation… more

Artificial Intelligence, Innovative Technology, Machine Learning, Popular, Technology Sector

See all updates »

Tax Reform Update: Senate Bill Includes Key Win for Condominium Developers

On July 1, the Senate’s version of the “One Big Beautiful Bill” passed the Senate. Such bill included a new provision (not in the House bill) that would provide significant tax relief to condominium developers. The bill provides… more

Condominiums, Construction Contracts, Housing Developers, New Legislation, Real Estate Development

See all updates »

Northern District of Illinois Holds That a Biosimilar Applicant Is Not a Necessary Party to a BPCIA Lawsuit

On Aug. 23, 2021, the U.S. District Court for the Northern District of Illinois denied Alvotech hf.’s motion to dismiss AbbVie’s biosimilar lawsuit involving its blockbuster arthritis drug, Humira. AbbVie Inc. et al. v. Alvotech… more

Biologics Price Competition and Innovation Act of 2009, Biosimilars, Life Sciences, Patent Infringement, Patent Litigation

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Decoding Derivatives – Q1 2021

Europcar Drives CDS Down a Familiar Path - When Europcar defaulted on its debt, buyers of approximately $100 million of credit default swap (CDS) protection expected significant payouts due to the anticipated low recovery on… more

Credit Default Swaps, Derivatives, Financial Markets, Investment, Investor Protection

See all updates »

UK Public M&A Monthly Activity Update: June 2025

In June 2025, there were twelve Rule 2.7 announcements made across the UK public M&A market and five further possible offers announced. Recommended cash offer by HGGC LLC for Inspired plc – £183.6 million – public to private… more

Acquisitions, Capital Markets, Financial Markets, Investment, Mergers

See all updates »

DOL Issues Pension Risk Transfer Guidance, Focuses on PE Ownership of Insurers

Sponsors of defined-benefit pension plans contemplating taking steps to de-risk their plans should consider recent guidance from the U.S. Department of Labor’s (DOL) Employee Benefits Security Administration (EBSA) on pension… more

Department of Labor (DOL), EBSA, Employee Benefits, Employee Retirement Income Security Act (ERISA), Insurance Industry

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

Supreme Court Unanimously Overturns ‘Bridgegate’ Scandal Convictions, Declines To Endorse Broad Interpretation of Property Under Federal Statutes

On May 7, 2020, the Supreme Court unanimously overturned the convictions of two public officials charged in the “Bridgegate” political corruption scandal… more

Appeals, Bridgegate, Criminal Convictions, Federal-Program Fraud, Governor Christie

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Protecting your business: The implications of Australia’s new privacy tort

On 10 June 2025, the new statutory tort for serious invasions of privacy came into force as part of a suite of privacy reforms passed last year, substantially enhancing privacy protections and signalling a material shift in… more

Australia, Class Action, Corporate Counsel, Data Breach, Data Protection

See all updates »

The Supreme Court Prohibits the FTC From Seeking Monetary Relief in Federal Court Under Section 13(b) of the FTCA

On April 22, 2021, the Supreme Court issued a unanimous decision prohibiting the Federal Trade Commission (FTC) from using its preferred tool for regulating marketplace misconduct… more

AMG Capital Management LLC v FTC, Enforcement Actions, Enforcement Authority, Federal Trade Commission (FTC), FTC Act

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

New travel ban suspends entry of nationals of 19 countries due to security concerns

As a further development of President Trump’s January 2025 executive order directing federal agencies to enhance the vetting of foreign nationals seeking entry into the United States, his administration issued a Proclamation on… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Government Agencies, Immigration Procedures

See all updates »

IBOR Transition: What’s the Protocol for Derivatives?

In connection with the anticipated discontinuance of LIBOR and similar benchmarks, the International Swaps and Derivatives Association (ISDA) has published the 2020 IBOR Fallbacks Protocol (Protocol) to help market participants… more

Derivatives, Inter-Bank Offered Rates (IBORs), Interest Rates, ISDA, ISDA 2020 IBOR Fallbacks Protocol (Protocol)

See all updates »

Insurers in the securitisation market: Prudential capital and risk transfer

The Basel Accords have, over time, shaped the development of the financial markets as different products become more or less attractive for banks to offer and businesses to take up on a risk-adjusted return basis. After the… more

Basel III, Insurance Industry, Prudential Regulation Authority (PRA), Risk Management, Securitization

See all updates »

US Securities and Exchange Commission “Concept Release” on the definition of “Foreign Private Issuer”: The revisions could have significant impact on foreign private issuers accessing the US capital markets

On June 4, 2025, the US Securities and Exchange Commission (SEC) issued a “Concept Release” that will be of significant interest to our “foreign private issuer” (“FPI”) clients, their shareholders, and our investment banking… more

Capital Markets, Corporate Governance, Disclosure Requirements, Foreign Private Issuers, Proposed Rules

See all updates »

SEC Adopts Final Rules Regarding SPAC IPOs and SPAC Business Combinations

On Jan. 24, 2024, the Securities and Exchange Commission (SEC) adopted final rules that significantly expand disclosure and other requirements for initial public offerings (IPOs) by special purpose acquisition companies (SPACs)… more

Disclosure Requirements, Initial Public Offering (IPO), Investment Company Act of 1940, Investors, Securities and Exchange Commission (SEC)

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

SEC Proposes New Rules Aimed at Increasing Short Sale Transparency

On Feb. 25, 2022, the Securities and Exchange Commission (SEC) proposed several new rules with the goal of increasing transparency around short selling. Rule 13f-2 would require institutional investment managers (Managers) to… more

Broker-Dealer, Comment Period, Consolidated Audit Trail, Dodd-Frank, Institutional Investors

See all updates »

Cybersecurity in the Boardroom: ‘Caremark’ Liability for Boards’ Failure to Oversee Cybersecurity

In an era of increasing cyberattacks by varying threat actors, the board's oversight of cybersecurity risks remains a key responsibility. In two recent cases, the Delaware Court of Chancery (Chancery Court) dismissed Caremark… more

Board of Directors, Caremark claim, Cybersecurity, Derivative Suit, Popular

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

HSF Kramer Bankruptcy & Restructuring Group Global reach, local knowledge

Debtors and creditors have options when choosing where to pursue a restructuring – particularly with operations across jurisdictions and debt instruments issued under different laws. Local knowledge is key to navigate those… more

Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Creditors, Debt Restructuring

See all updates »

Withholding Tax on Nonresidents (Article 182 A of the French Tax Code): Tax Residence Under Article 4 B of the French Tax Code Takes Precedence Over the Franco-Swiss Tax Treaty

In a recent decision, the French Administrative Supreme Court ruled on the applicability of the withholding tax provided for in Article 182 A of the French Tax Code (FTC) to the remuneration received by an employee seconded from… more

France, Non-Residents, Tax Code, Withholding Tax

See all updates »

Non-Concessionary Impact Funds: What and Why?

Non-concessionary impact funds are a type of private investment fund that aims to achieve positive social, environmental or other beneficial outcomes while offering market-rate financial returns to investors. They differ from… more

Investment, Investment Funds, Investors

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Increased Fines for Violations of Russian Localization Law

On June 13, 2019, a draft bill increasing fines for violations of Federal Law No. 242-FZ (Data Localization Law) was submitted to the State Duma (i.e., the lower house of the Federal Assembly)… more

Cross-Border, Data Localization Law, Data Protection, Fines, International Data Transfers

See all updates »

DOJ Updates Corporate Compliance Programs Criteria To Include Focus on AI Emerging Technologies

In prepared remarks delivered on Sept. 23, 2024, at the Society of Corporate Compliance and Ethics conference in Grapevine, Texas, Principal Deputy Assistant Attorney General Nicole M. Argentieri, head of the U.S. Department of… more

Artificial Intelligence, Compliance, Department of Justice (DOJ), Non-Prosecution Agreements

See all updates »

US Corporate Governance — 2025 Midyear Review

The Financial Crimes Enforcement Network (FinCEN) issued an interim final rule in March 2025 that removes requirements for US companies to report beneficial ownership information under the Corporate Transparency Act (CTA). The… more

Artificial Intelligence, Beneficial Owner, Compliance, Corporate Governance, Corporate Transparency Act

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

Blockchain Patents and Litigation — Updated May 2023

Blockchain had a challenging year but continues to grow as a technology with broad applicability. Here, we update our previous article on the state of blockchain patents and patent litigation with an overview of the landscape of… more

Blockchain, Cryptocurrency, Distributed Ledger Technology (DLT), Intellectual Property Protection, Patent Litigation

See all updates »

The Supreme Court rules that individuals who no longer hold or seek to hold a job do not have standing to sue under the ADA for intentional discrimination

On June 20, 2025, the U.S. Supreme Court (SCOTUS) held in Stanley v. City of Sanford, Florida that a retired employee who could no longer hold or seek to hold her job could not sue under the Americans with Disabilities Act (ADA)… more

Americans with Disabilities Act (ADA), Disability Discrimination, Employee Benefits, Employees, Employer Liability Issues

See all updates »

10x Genomics and Stanford’s Genomic Patents Determined Patent Eligible

On Sept. 14, 2023, the U.S. District Court for the District of Delaware denied defendant Parse Biosciences Inc.’s (Parse) motion to dismiss a complaint filed by plaintiffs 10x Genomics Inc. (10x) and the Board of Trustees of… more

Intellectual Property Protection, Patent Infringement, Patent Litigation, Patents, Willful Infringement

See all updates »

SEC Proposes Cybersecurity Risk Management Requirements for Investment Advisers and Registered Funds

On Feb. 9, 2022, the Securities and Exchange Commission (SEC or Commission) proposed a suite of new rules and amendments concerning cybersecurity risk management for registered investment advisers (advisers) and registered… more

Broker-Dealer, Comment Period, Cybersecurity, Form ADV, Investment Adviser

See all updates »

StopCovid à l’heure du déconfinement

Comment la délibération de la CNIL tente de concilier efficacité et protection de la vie privée - Parmi les autorités publiques, la Commission Nationale de l’Informatique et des Libertés (« CNIL ») est l’une de celles qui, en… more

CNIL, Coronavirus/COVID-19, Data Protection, EDPS, France

See all updates »

Delaware Supreme Court reverses acquirer’s aiding and abetting liability, setting high bar, following precedent set by its recent decision in Mindbody

On June 17, 2025, the Delaware Supreme Court (Court), sitting en banc, reversed a Court of Chancery ruling that had held a bidder liable for aiding and abetting fiduciary breaches of the target’s management… more

Acquisition Agreements, Aiding and Abetting, Appeals, Board of Directors, Breach of Duty

See all updates »

Supreme Court Affirms Fraudulent Inducement Theory in Federal Wire Fraud Prosecutions

In Kousisis v. United States, 605 U.S. ___ (2025), the Supreme Court resolved a Circuit split addressing the scope of the federal wire fraud statute, 18 U.S.C. § 1343. Without dissent, the Court held that the government did not… more

Construction Contracts, Construction Industry, Contract Disputes, Criminal Prosecution, Federal Funding

See all updates »

Earnout structures: Bridging valuation gaps in M&A – beware the tax complexity

With an observable increase in the use of earnout and contingent consideration structures in M&A, it is timely to consider the related tax complexity. In brief Our recent Private M&A Report highlights a rise in the use of… more

Acquisitions, Buyers, Capital Gains, Corporate Taxes, Earn-Outs

See all updates »

Pause on Visa Appointments for Student and Exchange Visitor Visa Applicants as Social Media Vetting Expands

On May 27, 2025, the Trump administration ordered U.S. embassies and consulates to pause scheduling new visa appointments for student and exchange visitor applicants until an expanded social media screening and vetting process… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Immigration Procedures, Immigration Reform

See all updates »

Handy client guide to privilege

We have published a client guide to legal professional privilege under English law. This guide comprises: A decision tree: intended as a quick reference to help determine which documents can legitimately be withheld on grounds… more

Attorney-Client Privilege, Best Practices, Client Services, Confidential Information, Document Review

See all updates »

Pause on Visa Appointments for Student and Exchange Visitor Visa Applicants as Social Media Vetting Expands

On May 27, 2025, the Trump administration ordered U.S. embassies and consulates to pause scheduling new visa appointments for student and exchange visitor applicants until an expanded social media screening and vetting process… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Immigration Procedures, Immigration Reform

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Recent Chapter 15 Cases Show Potential for Non-Consensual Third-Party Releases Based Upon Foreign (Non-U.S.) Proceedings

Last year, the U.S. Supreme Court barred the use of nonconsensual third-party releases in Chapter 11 cases, holding that the Bankruptcy Code did not provide a basis to nonconsensually release claims against third parties (with a… more

Bankruptcy Code, Chapter 15, Comity, Creditors, Debtors

See all updates »

Decoding Tokenisation: An introduction

In the rapidly expanding and evolving digital economy, tokenisation is primed to transform how we interact with assets. By creating digital representations of real-world assets on a distributed ledger, tokenisation promises to… more

Blockchain, Digital Assets, Financial Markets, FinTech, Investment

See all updates »

Australian Securities & Investments Commission clears path for faster IPOs

On 10 June 2025, ASIC announced two initiatives as part of a two-year trial designed to shorten the IPO process: ASIC will informally review pathfinder disclosure documents on a confidential basis two weeks prior to public… more

Australia, Capital Markets, Disclosure Requirements, Financial Markets, Initial Public Offering (IPO)

See all updates »

SEC Adopts T+1 Settlement Cycle

On Feb. 15, the Securities and Exchange Commission (SEC) adopted final rule amendments to Exchange Act Rule 15c6-1 to shorten the standard settlement cycle for most securities transactions from two business days after trade date… more

Broker-Dealer, Capital Markets, Final Rules, Securities and Exchange Commission (SEC), Securities Exchange Act

See all updates »

Federal Circuit Invalidates Early CAR-T Patent

On Aug. 26, 2021, the Federal Circuit held the asserted claims of Sloan Kettering’s CAR-T patent invalid for lack of written description, reversing the final judgment of a California district court awarding Sloan Kettering and… more

Biotechnology, Life Sciences, Patent Infringement, Patent Invalidity, Patent Litigation

See all updates »

Asia Private Capital: Second-Quarter Data and Trends

Two quarters in, Asia's private capital market appears as uncertain as ever. Last year, we repeatedly heard two mantras. First, Asia's private capital market would grow at substantial rates and, second, that GP consolidation… more

Asia, Capital Markets, Exit Strategies, Institutional Investors, Investment Funds

See all updates »

ERISA Fiduciary Rule Facing Precarious Future

Since its original release as a proposed rule in April 2015 and as a final rule a year later, the Department of Labor’s (DOL's) so-called fiduciary rule — which expands the “investment advice fiduciary” definition under the… more

Best Interest Contract Exemptions, Conflicts of Interest, Consumer Financial Products, Department of Labor (DOL), Employee Benefits

See all updates »

UK’s controversial foreign influence registration scheme looms – Banks and other businesses prepare The new regime aimed at protecting UK politics from foreign influence is set to go live 1 July, but its onerous requirements could make for unintended consequences

Almost two years since the National Security Act 2023 became law, on 1 July 2025 both tiers of the UK Government’s new Foreign Influence Registration Scheme (FIRS), will finally ‘go live’. Despite our own partially successful… more

Banks, Financial Services Industry, National Security, New Legislation, Penalties

See all updates »

ASIC public and private markets update

Following the substantial feedback provided in response to ASIC’s discussion paper, ‘Australia’s evolving capital markets: A discussion paper on the dynamics between public and private markets’ (Discussion Paper) on 10 June… more

ASIC, Australia, Capital Markets, Initial Public Offering (IPO), Investment Funds

See all updates »

Third Circuit Chides SEC for Terse Refusal To Engage in Crypto Rulemaking

On Jan. 13, 2025, a unanimous panel of the U.S. Court of Appeals for the Third Circuit held that the Securities and Exchange Commission (SEC or the Commission) violated the Administrative Procedure Act (APA) when it offered only… more

Administrative Procedure Act, Constitutional Challenges, Cryptocurrency, Digital Assets, Due Process

See all updates »

FinCEN Publishes Final Rule on Beneficial Ownership Reporting Requirements

The Financial Crimes Enforcement Network (FinCEN) of the Treasury Department published on Sept. 30, 2022, final regulations on beneficial ownership information (BOI) reporting requirements intended to enhance the agency’s… more

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

See all updates »

StopCovid à l’heure du déconfinement

Comment la délibération de la CNIL tente de concilier efficacité et protection de la vie privée - Parmi les autorités publiques, la Commission Nationale de l’Informatique et des Libertés (« CNIL ») est l’une de celles qui, en… more

CNIL, Coronavirus/COVID-19, Data Protection, EDPS, France

See all updates »

New Federal Law Criminalizes Nonconsensual Intimate Imagery and Mandates Swift Online Takedowns

On May 19, 2025, President Donald Trump signed into law the Tools to Address Known Exploitation by Immobilizing Technological Deepfakes on Websites and Networks Act, commonly referred to as the Take It Down Act (S.146) (the… more

Consent, Criminal Prosecution, Deep Fake, New Legislation, Online Platforms

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

DOJ Updates Corporate Compliance Programs Criteria To Include Focus on AI Emerging Technologies

In prepared remarks delivered on Sept. 23, 2024, at the Society of Corporate Compliance and Ethics conference in Grapevine, Texas, Principal Deputy Assistant Attorney General Nicole M. Argentieri, head of the U.S. Department of… more

Artificial Intelligence, Compliance, Department of Justice (DOJ), Non-Prosecution Agreements

See all updates »

New York HERO Act

As we reported previously, Governor Cuomo signed the Health and Essential Rights Act (the HERO Act) into law. The HERO Act requires employers to adopt an airborne infectious disease exposure prevention plan to protect employees… more

Coronavirus/COVID-19, Employer Liability Issues, Employer Responsibilities, Health and Essential Rights (HERO) Act, Infectious Diseases

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

Chapter 15 Case Demonstrates Its Effectiveness as an Expedient Judicial Solution for Singaporean Insolvencies in the United States

Chapter 15 of the Bankruptcy Code (which is based upon the UNCITRAL Model Law on Cross-Border Insolvency) is designed to facilitate cross-border cooperation and coordination among courts during a pending bankruptcy or insolvency… more

Bankruptcy Code, Chapter 15, Commercial Bankruptcy, Cross-Border, Debtors

See all updates »

China Enacts Groundbreaking Regulations To Vet Generative AI — Will Other Nations Follow Suit?

Some of the world’s earliest and most detailed governmental regulations for generative artificial intelligence (AI) just went into effect in China on Aug. 15. These “Generative AI Measures” are intended to balance state control… more

Artificial Intelligence, China, Corporate Counsel, Intellectual Property Protection, Popular

See all updates »

Ghostbusters: In a New Win for Providers, No Surprises Act Rules Struck for Allowing Ghost Rates

Last week, the federal government met its fourth loss in a challenge brought by health care and air ambulance providers against No Surprises Act (NSA) regulations. We wrote about the previous victories by out-of-network… more

Health Care Providers, No Surprises Act (NSA), Out of Network Provider, Surprise Medical Bills

See all updates »

New York City Amends Paid Safe and Sick Leave Rules to Incorporate Paid Prenatal Leave Requirements

On May 30, the New York City Department of Consumer and Worker Protection (DCWP) published its final amendments to the Rules of the City of New York (RCNY), incorporating into the Earned Sick and Safe Time Act the provision of… more

Employee Benefits, Employee Rights, Employer Responsibilities, Government Agencies, New Regulations

See all updates »

Handy client guide to privilege

We have published a client guide to legal professional privilege under English law. This guide comprises: A decision tree: intended as a quick reference to help determine which documents can legitimately be withheld on grounds… more

Attorney-Client Privilege, Best Practices, Client Services, Confidential Information, Document Review

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

President Trump Signs Executive Order Pausing Enforcement Under the FCPA; Attorney General Bondi Issues 14 Memoranda Realigning DOJ Enforcement Priorities

On Feb. 10, President Donald Trump issued an executive order pausing enforcement under the Foreign Corrupt Practices Act (FCPA or the Act) for a period of at least 180 days and up to 360 days. The order directs Attorney General… more

Anti-Corruption, Corporate Governance, Corruption, Department of Justice (DOJ), Enforcement Actions

See all updates »

Corporate Governance: 2023 Midyear Review

The public and private focus on corporate governance continued apace in the first half of 2023. In recent months, there were notable developments in jurisprudence potentially impacting corporate diversity initiatives and in the… more

10b5-1 Plans, Civil Rights Act, Corporate Governance, Cybersecurity, Data Breach

See all updates »

Liu v. S.E.C.: Supreme Court’s Narrowing of SEC Disgorgement Raises Questions for Insider Trading Cases

Three years ago, in a footnote to its unanimous opinion in Kokesh v. S.E.C., the Supreme Court left open two questions: “whether courts possess authority to order disgorgement in SEC enforcement proceedings” and “whether courts… more

Business Expenses, Disgorgement, Enforcement Actions, Equitable Relief, Insider Trading

See all updates »

The End of LIBOR

On March 5, 2021, the ICE Benchmark Administration (IBA), UK Financial Conduct Authority (FCA) and International Swaps and Derivatives Association (ISDA) made important announcements regarding the timelines of the cessations of… more

Alternative Reference Rates Committee (ARRC), Benchmarks, Financial Conduct Authority (FCA), Financial Institutions, Interest Rates

See all updates »

Delaware Court of Chancery Allows Caremark Claim To Proceed Against Boeing Directors

In a significant decision, the Delaware Court of Chancery recently denied a motion to dismiss, thus allowing discovery to proceed, on a Caremark claim against the directors of The Boeing Company (Boeing), arising out of the… more

Board of Directors, Boeing, Breach of Duty, Caremark claim, Corporate Governance

See all updates »

UPC Structure – local, regional and central divisions and Court of Appeal, Judges & Languages

The UPC has a Court of First Instance (divided into local, regional and central divisions) and a Court of Appeal (Luxembourg). Cases can commence in any one of these divisions according to the subject matter and the prescribed… more

Appeals, EU, France, Germany, Intellectual Property Protection

See all updates »

AML/CTF reforms: Rules take shape with further Consultation

A quick recap on reforms affecting reporting entities The Amended AML/CTF Act removed the concept of "designated business groups" and replaced this with "reporting group". The concept of "reporting group" means that, if relevant… more

AML/CFT, Anti-Money Laundering, Business Entities, Disclosure Requirements, Financial Institutions

See all updates »

EU Foreign Subsidies Regulation: What Impacts Will It Have on Future Mergers?

As of July 12, 2023, the Regulation (EU) 2022/2560 of Dec. 14, 2022, on foreign subsidies — the foreign subsidies regulation, or FSR — will allow the European Commission to investigate, analyze and remedy distortions that have… more

EU, European Commission, Foreign Subsidies, Mergers

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

UPC Structure – local, regional and central divisions and Court of Appeal, Judges & Languages

The UPC has a Court of First Instance (divided into local, regional and central divisions) and a Court of Appeal (Luxembourg). Cases can commence in any one of these divisions according to the subject matter and the prescribed… more

Appeals, EU, France, Germany, Intellectual Property Protection

See all updates »

At White Collar Crime Institute, DOJ Reiterates Focus on Individual Accountability in Corporate Crime Investigations

In their March 3, 2022, speeches to the 37th American Bar Association (ABA) National Institute on White Collar Crime, Attorney General Merrick Garland and Assistant Attorney General Kenneth Polite Jr. both emphasized the… more

American Bar Association (ABA), Anti-Corruption, Compliance, Criminal Investigations, Department of Justice (DOJ)

See all updates »

Certification tracker of UK competition class actions (CPO applications) filed at the Competition Appeal Tribunal We outline the certification status of CPO applications filed at the CAT since the introduction of the new opt-out regime

The graphic below tracks the number of competition class actions (CPO applications) filed at the Competition Appeal Tribunal (CAT) since the introduction of a new 'opt-out' regime in the UK in October 2015, as well as the… more

Antitrust Litigation, Class Action, Class Certification, Competition, UK

See all updates »

UK Public M&A Monthly Activity Update: June 2025

In June 2025, there were twelve Rule 2.7 announcements made across the UK public M&A market and five further possible offers announced. Recommended cash offer by HGGC LLC for Inspired plc – £183.6 million – public to private… more

Acquisitions, Capital Markets, Financial Markets, Investment, Mergers

See all updates »

UPC Structure – local, regional and central divisions and Court of Appeal, Judges & Languages

The UPC has a Court of First Instance (divided into local, regional and central divisions) and a Court of Appeal (Luxembourg). Cases can commence in any one of these divisions according to the subject matter and the prescribed… more

Appeals, EU, France, Germany, Intellectual Property Protection

See all updates »

[Webinar] Advertising Litigation Quarterly Highlights - October 12th, 12:30 pm - 1:30 pm EST

Join us for our Advertising Litigation Quarterly Highlights webinar series. Our Editorial Team will conduct a deep dive on key decisions of interest covered in our recent Advertising Litigation Reports… more

Advertising, Continuing Legal Education, False Advertising, Marketing, Webinars

See all updates »

The Diligence Process for Privacy and Data Security: Telltale Indicators of a Data Program’s Strengths and Weaknesses

The rapid expansion of data security and privacy laws and regulations — both in the United States and internationally — harbors the potential for substantial liability, with the consequence that cyber compliance has become an… more

Cyber Insurance, Data Management, Data Mapping, Data Privacy, Data Security

See all updates »

Corporate Governance: 2024 Year-End Review

As 2025 begins, we cover several significant corporate governance developments that occurred in the second half of 2024 and since our Corporate Governance: 2024 Midyear Review was published in August. We first highlight… more

Corporate Governance, Corporate Transparency Act, Delaware, Enforcement Actions, FinCEN

See all updates »

Trademark Damages: Supreme Court Rejects Disgorgement of Non-Defendant Affiliate Profits

The United States Supreme Court issued a unanimous decision in Dewberry Engineers Inc. v. Dewberry Group, Inc. on Feb. 26, 2025, clarifying the scope of damages available under the Lanham Act in trademark infringement cases. The… more

Appeals, Business Litigation, Corporate Entities, Damages, Lanham Act

See all updates »

Less Is More — the Premise of the Biosimilar ‘Patent Thicket’ Bill

As part of a push to increase competition and lower drug prices, the U.S. Senate recently passed a bill that limits the number of patents that can be asserted in biosimilar litigation. The Affordable Prescriptions for Patients… more

Biologics, Biosimilars, BPCIA, Drug Pricing, Patent Infringement

See all updates »

Culture as catalyst: What our poll reveals about innovation in legal functions

As part of our commitment to advancing innovation in legal services, we recently asked our network: What do you believe are the most critical enablers of innovation within a legal function? The results were both revealing and… more

Business Strategies, Change Management, Corporate Culture, Innovation, Leadership

See all updates »

Midtown South Rezoning Begins Public Review

On Tuesday, Jan. 21, 2025, the City Planning Commission certified for public review zoning map and text amendment applications (the Proposal) that would create a new Special Midtown South Mixed-Use District (MSX Special… more

Community Development, Housing Developers, Land Developers, Local Ordinance, Mixed-Use Zoning

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

New York State Issues Updated Model Sexual Harassment Prevention Policy and Training Materials

The New York State Department of Labor (DOL) recently released updates to the state’s model sexual harassment prevention materials, including its model sexual harassment policy as well as its model sexual harassment prevention… more

Anti-Harassment Policies, Employee Training, Employer Liability Issues, NYDOL, Sexual Harassment

See all updates »

USCIS Announces a New Process for Obtaining Temporary Proof of LPR Status

U.S. Citizenship and Immigration Services (USCIS) announced a new process for obtaining temporary proof of LPR (lawful permanent resident, or “green card”) status for those who do not have valid green cards in their possession… more

Foreign Nationals, Green Cards, Immigration Procedures, USCIS, Visas

See all updates »

Strategies for Preparing the New Hart-Scott-Rodino Forms

On Feb. 10, 2025, the new premerger notification and report forms under the Hart-Scott-Rodino (HSR) Act became effective. The new HSR forms make significant changes to the reporting obligations of both acquiring and acquired… more

Acquisitions, Antitrust Provisions, Competition, Department of Justice (DOJ), Federal Trade Commission (FTC)

See all updates »

Decoding Tokenisation: An introduction

In the rapidly expanding and evolving digital economy, tokenisation is primed to transform how we interact with assets. By creating digital representations of real-world assets on a distributed ledger, tokenisation promises to… more

Blockchain, Digital Assets, Financial Markets, FinTech, Investment

See all updates »

Insurers in the securitisation market: Prudential capital and risk transfer

The Basel Accords have, over time, shaped the development of the financial markets as different products become more or less attractive for banks to offer and businesses to take up on a risk-adjusted return basis. After the… more

Basel III, Insurance Industry, Prudential Regulation Authority (PRA), Risk Management, Securitization

See all updates »

Second Circuit Affirms Order Compelling Disclosure of Attorney-Client Communications Subject to the Crime-Fraud Privilege Exception

On Feb. 7, 2025, the U.S. Court of Appeals for the Second Circuit in In re Two Grand Jury Subpoenas Dated Sept. 13, 2023 affirmed the Southern District of New York’s order compelling a partner at a law firm and the firm to… more

Appeals, Attorney-Client Privilege, Corporate Governance, Corporate Misconduct, Crime-Fraud Exception

See all updates »

Commercial Leases in New York: Enforcement Is on Pause, but Negotiations Should Be Ongoing

New York courts are resuming some operations, but eviction proceedings, including for violations of commercial leases, are still suspended. However, those contracts — and the obligations they created — still exist… more

Commercial Leases, Commercial Tenants, Contract Negotiations, Contract Terms, Coronavirus/COVID-19

See all updates »

Tax Reform Update: Senate Bill Includes Key Win for Condominium Developers

On July 1, the Senate’s version of the “One Big Beautiful Bill” passed the Senate. Such bill included a new provision (not in the House bill) that would provide significant tax relief to condominium developers. The bill provides… more

Condominiums, Construction Contracts, Housing Developers, New Legislation, Real Estate Development

See all updates »

Supreme Court Won’t Take Up Patent Eligibility for Medical Diagnostics

The cloud of uncertainty over patent eligibility of patents for medical diagnostic methods remains. On Monday, the Supreme Court declined the opportunity to revisit patent eligibility under its two-step Mayo test when it denied… more

Abstract Ideas, Denial of Certiorari, Diagnostic Method, Diagnostic Tests, Innovative Technology

See all updates »

Defaulting Lenders Under Unitranche Facilities

The Loan Syndications and Trading Association (LSTA) defaulting lender provisions were released in 2011 in the aftermath of the 2008 Financial Crisis. Some 12 years later, recent distress in the banking sector has thrust… more

Banking Sector, Credit Agreements, Financial Institutions, Financial Services Industry, Lenders

See all updates »

Kramer Levin Hosts Program With NYCEDC, Related Companies and Vornado to Detail NYC’s Top Economic Development and Investment Opportunities

Kramer Levin hosted a full room of New York City real estate executives for a special event titled “NYC Economic Development Outlook: Investment Opportunities Changing the Market” at the Kramer Levin Multimedia Conference Center… more

Offshore Wind, Real Estate Development, Real Estate Investments, Real Estate Market

See all updates »

Pause on Visa Appointments for Student and Exchange Visitor Visa Applicants as Social Media Vetting Expands

On May 27, 2025, the Trump administration ordered U.S. embassies and consulates to pause scheduling new visa appointments for student and exchange visitor applicants until an expanded social media screening and vetting process… more

Department of Homeland Security (DHS), Executive Orders, Foreign Nationals, Immigration Procedures, Immigration Reform

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Opportunistic Strategies in the CDS Market: Market Manipulation and the Eye of the Beholder

Over the past several years, a number of transactions in the credit default swap (CDS) market have been scrutinized by the public, market participants and regulators. These transactions — which we have labeled as “opportunistic… more

CFTC, Commodities, Credit Default Swaps, Financial Markets, Financial Transactions

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

DOJ resumes FCPA enforcement with new guidelines

On June 10, 2025, the head of the Criminal Division of the Department of Justice (DOJ), Matthew Galeotti, declared in a speech that the DOJ would resume enforcing the Foreign Corrupt Practices Act (FCPA). This announcement came… more

Anti-Corruption, Bribery, Corporate Misconduct, Department of Justice (DOJ), Enforcement Actions

See all updates »

"It's about providing value in a different way" – Hannah O'Grady on GenAI, governance and innovation in legal services

What does innovation in legal services mean to you? True innovation is about identifying the value we provide to clients and thinking creatively about how we provide that value in a different way that might be better for us and… more

Artificial Intelligence, Change Management, Innovation, Legal Technology, Professional Development

See all updates »

We Can Work It Out: Overcoming Obstacles to Real Estate Workouts

Real estate lenders and borrowers everywhere are trying to figure out what to do with properties that are either sitting vacant or underperforming pre-pandemic expectations. In New York, a number of mezzanine foreclosures have… more

Borrowers, Chapter 11, Debt Restructuring, Financial Distress, Foreclosure

See all updates »

US Securities and Exchange Commission “Concept Release” on the definition of “Foreign Private Issuer”: The revisions could have significant impact on foreign private issuers accessing the US capital markets

On June 4, 2025, the US Securities and Exchange Commission (SEC) issued a “Concept Release” that will be of significant interest to our “foreign private issuer” (“FPI”) clients, their shareholders, and our investment banking… more

Capital Markets, Corporate Governance, Disclosure Requirements, Foreign Private Issuers, Proposed Rules

See all updates »

SEC Proposes New Valuation Practice Framework for Funds and BDCs

Last Monday, the Securities and Exchange Commission (SEC) voted to propose new Rule 2a-5 under the Investment Company Act of 1940 (1940 Act) establishing a framework for funds’ fair value determinations (Proposed Rule). Section… more

Business Development Companies, Fair Value Standard, Investment Funds, Rulemaking Process, Securities and Exchange Commission (SEC)

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Charting a Course Through ESG Challenges: Perspectives From the US, the UK and Europe

On Tuesday, Apr. 18, Kramer Levin presented a hybrid program, “Charting a Course Through ESG Challenges: Perspectives from the U.S., the U.K. and Europe.” Moderated by Kramer Levin partner Andrew Otis, the event was co-sponsored… more

Employee Benefits, Employee Retirement Income Security Act (ERISA), Environmental Social & Governance (ESG), EU, Greenwashing

See all updates »

Proposed Legislation Would Impose New Corporate Minimum and Excise Taxes

On Aug. 7, the Senate passed H.R. 5376, the Inflation Reduction Act of 2022 (the Act). If approved by the House of Representatives, as expected, the bill will be sent to President Joe Biden for signature. The bill passed by the… more

Base Erosion Tax, Business Taxes, Corporate Taxes, Income Taxes, International Tax Issues

See all updates »

UPC Structure – local, regional and central divisions and Court of Appeal, Judges & Languages

The UPC has a Court of First Instance (divided into local, regional and central divisions) and a Court of Appeal (Luxembourg). Cases can commence in any one of these divisions according to the subject matter and the prescribed… more

Appeals, EU, France, Germany, Intellectual Property Protection

See all updates »

Ghostbusters: In a New Win for Providers, No Surprises Act Rules Struck for Allowing Ghost Rates

Last week, the federal government met its fourth loss in a challenge brought by health care and air ambulance providers against No Surprises Act (NSA) regulations. We wrote about the previous victories by out-of-network… more

Health Care Providers, No Surprises Act (NSA), Out of Network Provider, Surprise Medical Bills

See all updates »

SEC Abandons Climate-Related Disclosure Litigation — What Next?

The Securities and Exchange Commission (SEC) recently informed the U.S. Court of Appeals for the Eighth Circuit that it will no longer defend its March 6, 2024, rule requiring that companies disclose climate-related risks and… more

Administrative Procedure Act, Climate Change, Disclosure Requirements, Greenhouse Gas Emissions, Regulatory Requirements

See all updates »

COVID-19 Update: Litigation Issues in the Midst of COVID-19

There are many litigation issues presented by the outbreak of and response to COVID-19 (the disease caused by the novel coronavirus). We address below several practical and legal issues to consider during this challenging time… more

Business Interruption, Contract Terms, Coronavirus/COVID-19, Force Majeure Clause, Frustration of a Common Purpose

See all updates »

UK’s controversial foreign influence registration scheme looms – Banks and other businesses prepare The new regime aimed at protecting UK politics from foreign influence is set to go live 1 July, but its onerous requirements could make for unintended consequences

Almost two years since the National Security Act 2023 became law, on 1 July 2025 both tiers of the UK Government’s new Foreign Influence Registration Scheme (FIRS), will finally ‘go live’. Despite our own partially successful… more

Banks, Financial Services Industry, National Security, New Legislation, Penalties

See all updates »

New merger control regime - What you need to know for dealmaking

The Government has made the notification rules which determine the circumstances in which 2026 transactions will need to be notified to the Australian Competition and Consumer Commission (ACCC) under the new Part IVA of the… more

Acquisition Agreements, Australia, Australian Competition and Consumer Commission (ACCC), Corporate Sales Transactions, Exemptions

See all updates »

Trademark Damages: Supreme Court Rejects Disgorgement of Non-Defendant Affiliate Profits

The United States Supreme Court issued a unanimous decision in Dewberry Engineers Inc. v. Dewberry Group, Inc. on Feb. 26, 2025, clarifying the scope of damages available under the Lanham Act in trademark infringement cases. The… more

Appeals, Business Litigation, Corporate Entities, Damages, Lanham Act

See all updates »

Northern District of California Dismisses Challenge to PTAB’s Fintiv Factors

On Nov. 10, 2021, the Northern District of California granted the United States Patent and Trademark Office’s (USPTO) motion to dismiss a lawsuit brought by Apple and co-plaintiffs challenging the Patent Trial and Appeal Board’s… more

§ 314(d), Administrative Procedure Act, Apple, Intellectual Property Protection, Inter Partes Review (IPR) Proceeding

See all updates »

[Webinar] Advertising Litigation Quarterly Highlights - October 12th, 12:30 pm - 1:30 pm EST

Join us for our Advertising Litigation Quarterly Highlights webinar series. Our Editorial Team will conduct a deep dive on key decisions of interest covered in our recent Advertising Litigation Reports… more

Advertising, Continuing Legal Education, False Advertising, Marketing, Webinars

See all updates »

2025 Employment and Workplace Relations in Australia Legal Guide

The Australian Herbert Smith Freehills Kramer Employment, Industrial Relations and Safety team help our clients achieve success across the full range of workplace issues. In truth, the legal and social environment has never been… more

Australia, Employee Rights, Employer Responsibilities, Employment Policies, International Labor Laws

See all updates »

Nuovi obblighi per le aziende con più di 11 dipendenti in Francia : l’elezione del CSE, istanza di rappresentanza del personale

Entro il 1° gennaio 2020, tutte le imprese aventi più di 11 dipendenti in Francia devono aver eletto il proprio “Comité social et économique” cd. CSE… more

Employer Liability Issues, France, International Labor Laws