New Jersey Department of Environmental Protection (DEP) Commissioner Shawn M. LaTourette, acting as the state’s natural resource trustee, issued Administrative Order 2023-08 on March 14, 2023, which modernizes guidance on, and enhances public engagement regarding, the development and implementation Continue Reading
Silicon Valley Bank: What Happens Next?
US regulators seized Silicon Valley Bank (SVB) on March 10, marking the second largest US bank failure in history and largest since the 2008 global financial crisis. In response, investors began selling off stocks of other banks with investment portfolios and clientele similar to SVB. Two days Continue Reading
Delaware Law Update 2022 Year in Review
Our Delaware Corporate, LLC and Partnership Law attorneys closely follow the opinions coming from Delaware’s Supreme Court and Court of Chancery. Our 2022 Year in Review is a collection of brief summaries of selected cases concerning Delaware Corporate, LLC and Partnership Law. Our summaries are Continue Reading
SEC “Modernizes” Investment Adviser Advertising and Paid Solicitation Rules
The Securities and Exchange Commission (SEC) has significantly revised and “modernized” the Investment Advisers Act regulatory framework governing investment adviser advertisements and payments to solicitors to address fraudulent and deceptive practices in light of evolving marketing practices and Continue Reading
SEC Adopts New Executive Compensation Clawback Rules for Public Companies
On November 28, 2022, the Securities and Exchange Commission (the SEC) published final clawback rules (the Final Rules) in response to the long-standing requirement under Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act to increase transparency and disclosure in financial Continue Reading
FinCEN Issues Final Rule for Corporate Transparency Act
Overview: On the cusp of 2023, “reporting companies” can look ahead even further to 2024. The Financial Crimes Enforcement Network (FinCEN) issued a final rule applying to most corporations, limited liability companies, and other entities – foreign and domestic – under the Corporate Continue Reading
CFIUS Issues Enforcement and Penalty Guidelines: A Contextual View
Although announced two years earlier, Enforcement and Penalty Guidelines (the Guidelines) were finally released by the US Department of the Treasury (Treasury) as Chair of the Committee on Foreign Investment in the United States (CFIUS) on October 20, 2022. Pursuant to the Foreign Investment Risk Continue Reading
SEC Adopts Pay Versus Performance Disclosure Requirements
On August 25, 2022, the Securities and Exchange Commission (SEC) adopted pay versus performance disclosure rules that will require public companies to provide extensive information that is intended to demonstrate the relationship between the executive compensation that is actually paid by a company Continue Reading
Shareholders May Challenge Fair Value for Fractional Interests under Limited Circumstances
In Samuels v. CCUR Holdings, Inc.,C.A. No. 2021-0358-PAF (Del. Ch. May 31, 2022), the Delaware Court of Chancery found that a shareholder may challenge the fair value of a payment for a fractional interest in a company under Section 155(2) of the Delaware General Corporation Law (DGCL). The court’s Continue Reading
Ousted Manager Survives Challenge to Complaint Regarding Basis for Removal from Power
W.D.C. Holdings, LLC d/b/a Northstar Commercial Partners, et al. v. IPI Partners, LLC, et al., C.A. No. 2020-1026-JTL (Del. Ch. June 22, 2022), Laster, V.C.—The Delaware Court of Chancery’s decision in W.D.C. Holdings proves valuable to litigators, transactional attorneys, and business persons Continue Reading