Hostile bids continue to be a popular M&A strategy both domestically and internationally. Moreover, the gradual erosion of staggered boards and other antitakeover defenses in the U.S.
May 14, 2012
On April 24, 2012, the UK Government published a consultation paper on methods to promote private sector challenges to anti-competitive practices in the UK.
May 8, 2012
On April 19, 2012, the European Court of Justice ("ECJ") delivered its Judgment in Tomra Systems & Ors v Commission, rejecting all five of Tomra's grounds of appeal following the Judgment of the General Court in Tomra Systems & Ors v Commission.
May 8, 2012
While recent discussions on copyright protections and anti-piracy crackdowns have focused on the Stop Online Piracy Act and the Protect Intellectual Property Act now pending in Congress, states have also entered the fray, particularly in the area of stolen or misappropriated information technology harming competition. At least thirty-nine states have called on the Federal Trade Commission ("FTC") to define theft or misappropriation of information technology ("IT") as unfair competition under Section 5 of the FTC Act, while other states have enacted new statutes or amended their consumer protection laws to explicitly define piracy as unfair competition. For example, in 2010, Louisiana enacted a law making it illegal to sell products or offer services in
May 7, 2012
On May 4, 2012, Chancellor Strine of the Delaware Court of Chancery issued an opinion finding that Martin Marietta Materials, Inc. breached two confidentiality agreements with Vulcan Materials Company when it commenced a $5.5 billion hostile bid for Vulcan in December 2011.
May 7, 2012
The Department of Labor recently released final regulations requiring U.S.
May 7, 2012
Texas Comptroller Susan Combs recently announced a two-month "fresh start" amnesty period, during which Texas businesses may file past due reports and pay certain delinquent state and local taxes or fees without paying penalties or interest.
May 3, 2012
Los Angeles partner Christopher Chorba and associate Lauren Eber are the authors of "Crafting a Successful E-Mail Notification Program" [PDF] published in the May 2012 issue of The Review of Banking & Financial Services.
May 1, 2012
Palo Alto partner George Brown, Los Angeles partner Debra Wong Yang, and San Francisco associate Matthew Kahn are the authors of "Strategies for Mitigating Civil Liability Consequences of FCPA Investigations & Enforcement Actions" [PDF] published in the April 2012 issue of Thomson Reuters' Securities Litigation Report.
April 30, 2012
On April 11, 2012, the Staff of the U.S.
April 30, 2012
New York partner Jennifer Rearden and Los Angeles associate Brooke Myers Wallace are the authors of "Non-Party...Party? When it Comes to Deleted ESI, Is There a Difference Anymore?" [PDF] published in the April 26, 2012 issue of Bloomberg/BNA's Digital Discovery & e-Evidence Report.
April 26, 2012
The Reserve Bank of India ("RBI") recently issued a circular permitting foreign venture capital investors registered with the Securities and Exchange Board of India ("FVCI") to participate in secondary market transactions, with effect from March 19, 2012.
April 24, 2012
On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act ("JOBS Act" or the "Act") into law. While the Act and recent commentary have focused primarily on common equity issuances by "Emerging Growth Companies" (or "EGCs"), the JOBS Act also impacts companies that have issued only debt securities in registered transactions, typically pursuant to an "A/B" exchange for privately offered high-yield debt securities.
April 23, 2012
After more than six years of consideration, the Mongolian Parliament is expected to adopt a new securities markets law later this year to replace the existing law, which will be a major step in Mongolia's recent efforts to bring its capital markets up to world-class standards.
April 20, 2012
Los Angeles associate Colin C. Richard is the author of "Mobile Remittances and Dodd-Frank: Reviewing the Effects of the CFPB Regulations," published in the Pittsburgh Journal of Technology Law & Policy, April 2012.
April 20, 2012
Century City partner David Hernand and Los Angeles associate Thomas Baxter are the authors of "Under Fire: Continued Attacks on Exclusive Forum Provisions May Slow Adoption" [PDF] published in the April 2012 issue of Wall Street Lawyer.
April 20, 2012
On Thursday, April 19, 2012, the Federal Reserve Board ("Fed"), the Office of the Comptroller of the Currency ("OCC"), the Federal Deposit Insurance Corporation (the "FDIC"), the Securities and Exchange Commission ("SEC") and the Commodity Futures Trading Commission ("CFTC" and, with the other agencies, the "Federal Agencies") issued a joint release announcing that the Fed has approved a statement clarifying that entities covered by section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Volcker Rule") have until at least July 21, 2014 to conform their activities and investments to prohibitions imposed by the Volcker Rule on proprietary trading and hedge fund and private equity funds activ
April 19, 2012
On March 14, 2012, the UK Government published a consultation paper on its proposals to give shareholders of quoted companies a greater influence over executive pay.The Government proposes to introduce a binding shareholder vote on executive pay policy (possibly requiring a 65% or 75% super majority), a non-binding shareholder vote on the subsequent application of that pay policy and a binding shareholder vote on exit payments in excess of one year's basic salary. The new rules would apply to certain UK quoted companies. The new rules would apply to those companies with either a standard or a premium listing on the London Stock Exchange main market and UK incorporated companies listed on the NYSE, NASDAQ or officially listed in another EEA member state but would not
April 18, 2012
In the Dodd-Frank Wall Street Reform and Consumer Protection Act, Pub. L. 111-203, Congress issued directives to the United States Sentencing Commission to "review and, if appropriate, amend" various sentencing guidelines and policy statements applicable to fraud offenses. Last Friday, April 13, 2012, the Commission responded, promulgating amendments to the federal sentencing guidelines for securities fraud, mortgage fraud, and financial institution fraud.In announcing these amendments, Judge Patti B.
April 18, 2012
On April 12, 2012, the California Supreme Court issued a much-anticipated decision in Brinker Restaurant Corporation v. Superior Court, No.
April 13, 2012