During the Obama Administration, a number of legal and regulatory developments placed a new premium on the importance of ensuring that supply chains did not include items produced with forced labor or otherwise involve human trafficking.
November 30, 2017
The two most influential proxy advisory firms—Institutional Shareholder Services ("ISS") and Glass, Lewis & Co. ("Glass Lewis")—recently released their updated proxy voting guidelines for 2018.
November 28, 2017
Under a buy-side representations and warranties insurance ("RWI") policy, the buyer in an M&A transaction recovers directly from an insurer for losses arising from certain breaches of the seller's representations and warranties in the acquisition agreement.
November 27, 2017
Background 1.1 The UK has the largest commercial property market in Europe, attracting over $31bn of investment in the first half of 2017 (even after the Brexit vote).
November 24, 2017
Over the past few weeks the U.S. Treasury Department's Office of Foreign Assets Control ("OFAC") and the U.S. State Department have issued their first round of guidance documents concerning how the Trump Administration will implement the "Countering America's Adversaries Through Sanctions Act" (H.R.
November 21, 2017
A critical factor in the success of a joint venture, like any business enterprise, is the effectiveness of its executive leadership. As a result, venture parties take very seriously the question of how the CEO and other senior executives of the venture will be selected.
November 21, 2017
I. Introduction As discussed in our October 23, 2017 client alert, bankruptcy courts considering whether to approve non-consensual third-party non-debtor releases included in a plan of reorganization have taken divergent approaches to determine which "operative proceeding" is appropriate for analyzing whether the court has jurisdiction or constitutional authority to approve the releases.
November 16, 2017
On November 8, 2017, the Treasury Department's Office of Foreign Assets Control ("OFAC"), the Commerce Department's Bureau of Industry and Security ("BIS"), and the State Department released amendments to the Cuban Assets Control Regulations ("CACR") and Export Administration regulations ("EAR"), effective November 9, 2017, implementing President Trump's June 16, 2017 National Security Presidential Memorandum ("NSPM"), "Strengthening the Policy of the United States Towards Cuba." Additionally, while certain transactions with Cuban parties by U.S.
November 16, 2017
This alert examines the derivatives policy recommendations set forth in the U.S. Department of Treasury's ("Treasury") report titled A Financial System That Creates Economic Opportunities: Capital Markets (the "Report" or the "Capital Markets Report"), which Treasury released on October 6, 2017.
November 14, 2017
Buyers and sellers often agree that a target company's valuation assumes that the target will be sold on a cash-free, debt-free basis, with a normalized level of working capital.
November 13, 2017
On November 1, 2017, the staff of the Securities and Exchange Commission (the "Staff") published Staff Legal Bulletin No. 14I (SLB 14I), available here, which sets forth additional Staff guidance on shareholder proposals submitted under SEC Rule 14a-8.
November 10, 2017
On November 8, 2017, a bipartisan group of lawmakers introduced a long-awaited bill that could significantly alter the process by which the Committee on Foreign Investment in the United States ("CFIUS" or the "Committee") reviews foreign investment in the United States.
November 10, 2017
On November 9, 2017, the House Ways and Means Committee approved the Tax Cuts and Jobs Act (the "Act") in order to send the Act to the full U.S. House of Representatives.
November 10, 2017
On November 2, 2017, House Republicans released their much-anticipated tax reform proposal, entitled the Tax Cuts and Jobs Act (the "Act"). We provided a summary of the Act here, which noted that there is significant uncertainty as to whether some or all of the provisions in the Act will take effect, and, if they do, in what form.
November 8, 2017
This update provides an overview of key class action developments during the third quarter of 2017 (July through September):
November 7, 2017
On November 2, 2017, House Republicans released their much anticipated tax reform proposal, entitled the Tax Cuts and Jobs Act (the "Act"). (On November 3, 2017, Chairman Brady released a "Chairman's mark" that removed one international tax provision and made several technical and conforming changes.)
November 3, 2017
Substantive consolidation is an equitable doctrine that permits a bankruptcy court, under certain circumstances, to disregard distinctions between parent companies, subsidiaries and affiliates that operate together as a corporate group.
November 3, 2017
We are pleased to present Gibson Dunn's fifth "Federal Circuit Year In Review," providing a statistical overview and substantive summaries of the 124 precedential patent opinions issued by the Federal Circuit over the 2016-2017 year.
November 2, 2017
On October 20, 2017, the Second Circuit issued its opinion in Momentive Performance Materials Inc. v. BOKF, NA v. Wilmington Savings Fund Society, FSB (In re MPM Silicones, LLC), affirming in part and reversing in part a decision by the District Court for the Southern District of New York.
October 27, 2017
This alert discusses the U.S. Commodity Futures Trading Commission's ("CFTC") and European Commission's ("EC", together with the CFTC, the "Commissions") announcements on October 13, 2017 regarding the international harmonization on two key derivatives regulatory requirements.
October 27, 2017