Client Alert - Gibson Dunn

Client Alert

Updated DOJ Criminal Division Guidance on the “Evaluation of Corporate Compliance Programs”

On April 30, 2019, the U.S. Department of Justice (“DOJ”), Criminal Division, released updated guidance to DOJ prosecutors on how to assess corporate compliance programs when conducting an investigation, in making charging decisions, and in negotiating resolutions.

May 3, 2019

President Trump Ramps Up Cuba Sanctions Changes — Allows Litigation Against Non-U.S. Companies Conducting Business in Cuba

Frustrated by Cuba’s continued support of the Maduro regime in Venezuela, the Trump administration announced on April 17, 2019 that it will permit U.S. individuals and companies to initiate litigation against foreign individuals and companies that have past or present business in Cuba involving property that the Cuban government confiscated in 1959.

May 1, 2019

New York Amends Election Law to Provide Three Hours of Paid Time Off to Employees

On April 1, 2019, New York State amended its Election Law § 3-110, to provide all employees in New York with three hours of paid time off to vote.

May 1, 2019

California Consumer Privacy Act Update — California State Committees Vote on Amendments

In the last two weeks, California legislative committees voted on several amendments to the California Consumer Privacy Act (CCPA), which is due to go into effect January 1, 2020.  While each proposal requires additional approvals, including full Assembly and Senate votes, the committees’ determinations provide an important development in the ongoing roll-out of the CCPA, what it will ultimately require, and how to address compliance.

April 30, 2019

Investments in MENA-Based Assets: Please proceed to the Exit in an orderly fashion

Following the influx of capital into the MENA region in the last two decades, private equity firms and institutional investors who acquired businesses during that period are now seeking to divest these assets. This article sets out a number of methods to streamline exit processes and potentially increase returns.

April 29, 2019

S.D.N.Y. Decision May Have Significant Impact on Bankruptcy Code “Safe Harbor” for Securities Transactions

On April 23, 2019, in In re Tribune Co. Fraudulent Conveyance Litigation, Judge Denise Cote of the District Court for the Southern District of New York held that the Bankruptcy Code “safe harbor” provision prevents a plaintiff from clawing back payments that Tribune Company made to public shareholders in 2007 as part of a go-private transaction.

April 29, 2019

Colorado Passes Sweeping New Law to Alter the State’s Oil and Gas Regulatory Framework

On April 16, 2019, the Governor of Colorado signed Senate Bill 19-181 (“SB-181”) into law, making sweeping changes to Colorado’s framework for oil and gas regulation.

April 25, 2019

CFIUS Developments: Notable Cases and Key Trends

The Committee on Foreign Investment in the United States (CFIUS) kicked into high gear in spring 2019 with a number of notable cases and developments.

April 24, 2019

Supreme Court Reaffirms Stolt-Nielsen And Holds That Class Arbitration Requires The Parties’ Unambiguous Consent

On April 24, 2019, the Supreme Court held 5-4 that the Federal Arbitration Act (FAA) preempts state laws that require class arbitration where an arbitration agreement is ambiguous as to whether the parties consented to such a procedure.

April 24, 2019

Artificial Intelligence and Autonomous Systems Legal Update (1Q19)

Gibson Dunn provides an update on legal developments in the areas of artificial intelligence, machine learning and autonomous systems during Q1 2019.

April 23, 2019

IRS Issues Additional Guidance on Investing in Opportunity Zones

On April 17, 2019, the Internal Revenue Service and the Treasury Department released proposed regulations that provide additional guidance regarding investing in “qualified opportunity funds” and “opportunity zones.”

April 22, 2019

President Trump Issues Two Executive Orders on Energy Infrastructure

On April 10, 2019, President Trump issued two long awaited executive orders (“EOs”) intended to promote the development of energy infrastructure through several regulatory reforms.

April 11, 2019

Brexit – what happened?

Clients and friends will understand that we have felt unable to circulate a running commentary on Brexit as events have been so fast moving and volatile.  However, broadly speaking, our note of October 10th 2018 (with more background in our note of July 12th 2018) predicting that the UK was heading for a soft Brexit remains correct – for the moment.

April 11, 2019

Supreme Court Round-Up: A Summary of the Court’s Opinions, Cases to Be Argued This Term, and Other Developments

As the Supreme Court continues its 2018 Term, Gibson Dunn summarizes the issues presented in the cases on the Court’s docket and the opinions in the cases the Court has already decided.

April 10, 2019

U.S. EPA Finalizes New Owner Clean Air Act Audit Program Tailored for the Oil and Natural Gas Sector

On March 29, 2019, the U.S. Environmental Protection Agency finalized the New Owner Clean Air Act Audit Program (the “Program”) for the oil and natural gas sector. Under the Program, new owners of upstream exploration and production sites can seek complete civil penalty mitigation in exchange for auditing their sites for Clean Air Act violations, disclosing any violations, and correcting those violations on an agreed timeline.

April 3, 2019

Aerospace and Related Technologies Update – Spring 2019

This March 2019 edition of Gibson Dunn’s Aerospace and Related Technologies Update discusses newsworthy developments, trends, and key decisions from 2018 and early 2019 that are of interest to aerospace and defense, satellite, and drone companies

March 29, 2019

New York Bankruptcy Court Affirms Enforceability of Well-Drafted Make-Whole Provision Against Bankrupt Debtor in In re 1411 Realty Owner, LLC

A March 2019 bankruptcy court decision from the Southern District of New York held that a make-whole premium in a loan agreement was enforceable against a bankrupt borrower, notwithstanding the Second Circuit’s 2017 decision in Momentive.

March 29, 2019

Supreme Court Holds That Securities Fraud Liability Extends Beyond “Maker” Of False Statements

On March 27, 2019, the U.S. Supreme Court held 6-2 that an individual who knowingly disseminates false statements, even if the individual did not “make” the statements under SEC Rule 10b-5(b), can be held liable under other subdivisions of Rule 10b-5 and related securities laws.

March 27, 2019

SEC Continues to Modernize and Simplify Disclosure Requirements

On March 20, 2019, the SEC voted to adopt amendments to modernize and simplify disclosure requirements for public companies, investment advisers, and investment companies.

March 26, 2019

M&A Report – 2018 Year-End Activism Update

Gibson Dunn provides an update on shareholder activism activity involving NYSE- and Nasdaq-listed companies with equity market capitalizations in excess of $1 billion during the second half of 2018.

March 25, 2019