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Fenwick & West LLP

Delaware Adopts Important Amendments to Its General Corporation Law

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On July 17, 2024, Delaware Gov. John Carney signed into law significant amendments to the Delaware General Corporation Law (DGCL), which will become effective on August 1, 2024. The amendments were articulated in Delaware...more

Sheppard Mullin Richter & Hampton LLP

Amendment to China’s Company Law (1): Contribution of Capital and Authorized Capital Concept

China’s Company Law was initially enacted in 1993, and was subsequently amended in 1999, 2004, 2013, 2018, and 2005. On December 29, 2023, the Standing Committee of the National People’s Congress approved a comprehensive...more

Latham & Watkins LLP

Italy Approves New Legislation to Support Listings on Euronext Milan

Latham & Watkins LLP on

The legislation aims to enhance the competitiveness of the Italian capital markets by introducing various reforms regarding the listing process and corporate governance. Listings on Euronext Milan are supported by Bill n....more

McDermott Will & Emery

New From January 2024 | Participation Exemption for European Corporations on Disposal of Shareholdings

McDermott Will & Emery on

The Italian government recently approved a draft 2024 budget law which provides for the extension of the domestic participation exemption regime on disposal of shareholdings (PEX) to those non-resident corporations that: (i)...more

Fenwick & West LLP

ESG Reporting for Private Companies

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As we have noted in our previous report, environmental, social and governance (ESG) issues have garnered significant attention from a variety of stakeholders, resulting in increased reporting by many companies. While much of...more

Allen Matkins

Was "Principal Executive Office" A Grave Tautology?

Allen Matkins on

Last week, I wrote about legislation, 2022 Cal. Stats. ch. 617, that among other things eliminated the word "executive" from the numerous sections of the California Corporations Code containing the phrase "principal executive...more

Allen Matkins

Do These 2022 Legislative Changes Require A Bylaw Refresh?

Allen Matkins on

During the 2021-2022 legislative session, the California Secretary of State sponsored legislation, 2022 Cal. Stats. ch. 617, making numerous changes to the Corporations Code in anticipation of the implementation of its...more

Dechert LLP

Luxembourg Publishes Bill of Law Aimed at Modernization of Product Laws Including Part II AIFs

Dechert LLP on

The Luxembourg government published bill of law n°8183 (the “Bill”) on 24 March 2023 that amends five existing laws on alternative investment funds (“AIFs”) and alternative investment fund managers (“AIFMs”), namely the UCI...more

Allen Matkins

Bill Would Allow Shareholders To Phone It In

Allen Matkins on

Currently, the California Corporations Code prohibits a California corporation from conducting a meeting of shareholders solely by electronic transmission by and to the corporation, electronic video screen communication,...more

Wilson Sonsini Goodrich & Rosati

California Adopts Ratification and Verification Statute for Corporations

Throughout the life cycle of a company, and especially during the leaner early start-up stages, corporate actions that are defective due to failures to obtain the correct board or shareholder votes, errors in the approval...more

Dechert LLP

Inflation Reduction Act of 2022: Corporate Alternative Minimum Tax, Excise Tax on Corporate Stock Repurchases, and Business Loss...

Dechert LLP on

On August 12, 2022, the U.S. Congress passed the Inflation Reduction Act of 2022 (the “Act”), which was signed into law by President Biden on August 16, 2022. Alongside sweeping changes to energy, environmental and...more

Smith Gambrell Russell

Good News for Cooperatives from the NY Legislature Regarding the Removal of Restrictions on Cooperatives Imposed in 2019

Smith Gambrell Russell on

We are pleased to report that legislation (Senate Bill S5105) has passed both houses of the NY State Legislature relieving cooperatives of a number of restrictions that were applied to them along with conventional rental...more

Dorsey & Whitney LLP

Alaska Legislature Passes Bill Allowing Virtual Shareholder Meetings

Dorsey & Whitney LLP on

Dorsey Assists Alaska Corporations to Hold Annual Virtual and Hybrid Meetings - The Alaska Legislature unanimously passed Senate Bill 24, on March 22, 2021, allowing corporate shareholder meetings and nonprofit member...more

Allen Matkins

Is The Legislature Reading This Blog?

Allen Matkins on

I have commented in several posts on provisions of the California Corporations Code that address corporate action in times of emergency.  As we were entering the Covid-19 pandemic shut down, I noted General Corporation Law...more

White & Case LLP

AGMs: A snapshot of the FTSE 350's reaction to COVID-19 restrictions and new legislation published on general meetings

White & Case LLP on

On 20 March 2020, the UK Government published its Corporate Insolvency and Governance Bill (the "Bill") which amends certain aspects of current insolvency and governance legislation to provide businesses with the flexibility...more

Seyfarth Shaw LLP

An Electing Real Property Trade or Business can Revoke its Election on Account of the Change to Qualified Improvement Property...

Seyfarth Shaw LLP on

On April 10, 2020, the Internal Revenue Service (the “IRS”) issued Revenue Procedure 2020-22 (the “Revenue Procedure”), which (1) permits an “electing real property trade or business” that elected not to be subject to the...more

Verrill

Is a Benefit Corporation Right for You?

Verrill on

The “benefit corporation” is a relatively new type of business entity. In 2010, Maryland became the first state in the U.S. to enact a statute recognizing and providing for the organization of this form of entity. In...more

Miles & Stockbridge P.C.

2019 Legislative Update

During its 2019 session, the Maryland General Assembly (the “General Assembly”) passed two bills that amend the Maryland General Corporation Law (the “MGCL”). Both bills were proposed by the Business Law Section of the...more

Dechert LLP

Global Private Equity Newsletter - Spring/Summer 2019 Edition: French Take-Private Transactions Become More Likely Squeeze-Out

Dechert LLP on

New 90% threshold to implement a squeeze-out threshold: good news for financial markets, from IPO to PtoP - Stock exchange markets are one of the traditional tools available to French companies to finance their growth and...more

Holland & Knight LLP

New Tenant Protection Law Affects Conversions of Rental Buildings in New York - Law Also Impacts Proprietary Leases, Subleases and...

Holland & Knight LLP on

• New York's Housing Stability and Tenant Protection Act of 2019, which was enacted and became effective on June 14, 2019, will have a sizable impact on a landlord's ability to convert buildings to cooperatives and...more

Snell & Wilmer

New Tax Act: 2017 Trap for 10% U.S. Owners of Foreign Corporations

Snell & Wilmer on

The Tax Cuts and Jobs Act of 2017 (the “Tax Act”) modifies Section 965 of the Internal Revenue Code (“IRC”) by expanding the definition of “subpart F income” of United States shareholders (“U.S. shareholder”) for the last tax...more

Foodman CPAs & Advisors

Shareholders of S Corps can defer payment of Transition Tax

The Tax Cuts and Jobs Act (TCJA) includes a provision requiring U.S. Shareholder Taxpayers that own 10% or more of a Controlled Foreign Corporation (CFC) and other “Specified Foreign Corporations” to pay a “transition tax”...more

White and Williams LLP

2017 Tax Act: Choice of Entity

We recently prepared an alert on the new 20% qualified business income deduction that was added by the 2017 Tax Act. We have received many questions from our clients and friends about whether, notwithstanding the QBI...more

Burr & Forman

The New Section 199A 20% “Profit Deduction” for Pass-Through Businesses: The Undecided Issue of Owner Compensation

Burr & Forman on

Under the Tax Cuts and Jobs Act, Congress is now offering a new 20% deduction for “pass-through” businesses – i.e. businesses that are not corporations. With the corporate tax rate being reduced under the new law to a flat...more

Foodman CPAs & Advisors

Accionistas Estadounidenses que poseen el 10% o más tienen un mandatorio nuevo “impuesto de transición”

La "Ley de reducción de impuestos y empleos" (la "Ley") tiene una provisión que requiere que los Contribuyentes Estadounidenses que poseen el 10% o más de una Corporación Controlada Extranjera (Controlled Foreign...more

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