Client Alert - Gibson Dunn

Client Alert

Proposed New Disclosure Regime for Overseas Entities Owning UK Real Estate

A significant development is afoot which will impact foreign investors in UK real estate. Aside from the benefits of a stable and liquid real estate market in the UK and a favourable legal/tax regime, foreign investors have always been able to preserve their anonymity.

June 20, 2017

United States Supreme Court Limits Power of State Courts to Exercise Specific Personal Jurisdiction over Defendants

On June 19, 2017, the Supreme Court of the United States further clarified the scope of state courts' power to exercise personal jurisdiction over defendants, holding that state courts do not have specific personal jurisdiction unless there is "an 'affiliation between the forum and the underlying controversy, principally, an activity or an occurrence that takes place in the forum State.'" Bristol-Myers Squibb Co.

June 19, 2017

A Blockbuster Week in U.S. Sanctions

In the aftermath of the 2016 U.S. presidential election, many of you asked us how U.S. sanctions would change under the Trump Administration.  Pointing to President Trump's extensive criticism of former President Barack Obama's foreign policy, we predicted significant developments with the Iran and Cuba sanctions programs, and noted that Congress might make its own attempts to force the President's hand with respect to sanctions on the Russian Federation.  These predictions have borne out.  In the space of one week, the U.S.

June 19, 2017

TC Heartland—A Renewed Opportunity to Challenge Venue in Patent Infringement Cases

On May 22, 2017, the U.S. Supreme Court narrowed the scope of proper venue for patent infringement actions for domestic corporations.  See TC Heartland LLC v. Kraft Foods Grp.

June 15, 2017

M&A Report – PetSmart and SWS Group Are Welcome News for Buyers Facing Appraisal Actions in Delaware

Statutory appraisal rights under Delaware law continue to be the focus of intense discourse among M&A practitioners.

June 13, 2017

Economic Sanctions Developments in the Early Trump Administration

As we pass the four-month mark of the Trump Administration, uncertainty remains regarding how the new administration will implement its international trade agenda.  In light of President Trump's strong campaign criticisms of President Obama's trade policies, we continue to vigilantly monitor all developments surrounding the new administration's economic sanctions policies.  Despite strong rhetoric to the contrary, early developments within the U.S.

June 12, 2017

What the UK Election Result Means for Brexit

Theresa May's decision to call a snap UK general election has backfired.  The Conservatives emerged as the biggest party in yesterday's UK general election but lost their overall majority.  Theresa May's authority and leadership have been greatly weakened, perhaps even fatally damaged, by the shock result.  The Conservatives won 319 (down from 331) seats in the House of Commons.  A governing party needs 326 seats out of 650 seats for a majority.   The Labour party gained 29 seats, enjoying their biggest increase in the share of the vote since 1945.  A so-called "progressive alliance" between them and such of the minority parties as have indicated a willingness to work in coalition with Labour would not be sufficient to command an outright

June 9, 2017

Competing Interests Weigh Against Broad Import Controls on Steel Imports After Section 232 Public Hearing

On May 24, 2017, representatives of steel companies, manufactures, trade associations, several sovereign countries, and the U.S.

June 9, 2017

Trump Administration Prioritization of Cybersecurity

Headlines regarding the "WannaCry" ransomware attack dominated recent global press. But a less-heralded cybersecurity development from the U.S. federal government—President Donald Trump's signing of an expansive Executive Order on May 11, 2017—is likely to prove far more significant in the long run.

June 7, 2017

ECB Leveraged Lending Guidance – Too Late to (the) Party?

The European Central Bank (the "ECB") published its final Guidance on Leveraged Lending Transactions (the "ECB Leveraged Lending Guidance") on May 16, 2017.

June 5, 2017

United States Supreme Court Limits SEC Power to Seek Disgorgement Based on Stale Conduct

On June 5, 2017, the Supreme Court of the United States issued a significant decision holding that "[d]isgorgement in the securities-enforcement context is a 'penalty' within the meaning of" 28 U.S.C.

June 5, 2017

PCAOB Adopts New Model for Audit Reports

On June 1, 2017, the Public Company Accounting Oversight Board ("PCAOB" or "Board") moved ahead and adopted perhaps its most significant new standard since the Board's inception, setting requirements for significant additional disclosures in the auditor's report on an issuer's financial statements.

June 2, 2017

Supreme Court Round-Up: A Summary of the Court’s Opinions, Cases to Be Argued Next Term, and Other Developments (June 2017)

As the Supreme Court continues its 2016 Term, Gibson Dunn's Supreme Court Round-Up is summarizing the issues presented in the cases on the Court's docket and the opinions in the cases the Court has already decided.  The Court has finished hearing arguments this Term, and we are awaiting decisions in 25 cases.  Gibson Dunn presented two arguments this Term, securing wins for clients in both cases, and was involved in 11 additional cases as counsel for amici curiae.  Additionally, to date, the Court has granted certiorari in only 15 cases for the 2017 Term, and Gibson Dunn is counsel for the petitioner in one of those cases.

June 2, 2017

The Power to Investigate: Table of Authorities of House and Senate Committees for the 115th Congress

For the fourth successive Congress, we are releasing a table of authorities that summarizes the investigative authorities and powers of each House and Senate committee.  We believe that understanding a committee's investigative powers is crucial to successfully navigating a congressional investigation.  Congressional committees have the power to issue subpoenas to compel witnesses to produce documents, testify at committee hearings, and, in some cases, appear for depositions.  Moreover, standing committees may appeal to the full House or Senate to hold in contempt any witness who refuses to appear, answer questions, or produce documents, though note, of course, that Constitutional protections apply to witnesses in congressional investigations.

June 1, 2017

The Gross-Split Production Sharing Contract: The End of an Era for Indonesia’s Upstream Oil and Gas Industry and Traditional PSC Model

On 13 January 2017, the Ministry of Energy and Mineral Resources of the Republic of Indonesia issued Regulation No. 18 of 2017, which introduces a new form of gross-split production sharing contract and abolishes the cost recovery system, which has been a feature of Indonesia's production sharing contracts since their inception in 1966.

May 31, 2017

Federal Circuit Update (May 2017)

This May 2017 edition of Gibson Dunn's Federal Circuit Update discusses the upcoming 2017 Federal Circuit Bar Association Bench & Bar Conference, summarizes a recent decision regarding patent venue from the Supreme Court, and also catalogues both the Federal Circuit cases pending before the Supreme Court and the two pending en banc cases at the Federal Circuit.  This update also summarizes three key decisions from the Federal Circuit these last two months relating to patent eligibility, claim construction, and damages.Federal Circuit News2017 Federal Circuit Bar Association Bench & Bar Conference.  The Federal Circuit Bar Association will be holding its annual Bench & Bar Conference between June 21–24, 2017.  This year's Bench & Bar Conference will be held

May 24, 2017

Iran Sanctions Update – Status Quo So Far, Uncertainty Remains

U.S. presidential candidate Donald J. Trump's oft-repeated criticism of President Obama's Iran diplomacy and the resulting nuclear deal, the Joint Comprehensive Plan of Action ("JCPOA"), led many observers to conclude that President Trump would move quickly to dismantle the agreement and the significant sanctions relief that came with it.

May 23, 2017

First Quarter 2017 Update on Class Actions

This update provides an overview and summary of key class action developments during the first quarter of 2017 (January through March).  Part I explores significant class-certification decisions from the Seventh, Eighth, and Ninth Circuits.  Part II addresses decisions from the Third, Seventh, and Ninth Circuits adopting conflicting approaches to determining whether putative class representatives have standing to sue for statutory violations under the Supreme Court's decision in Spokeo, Inc.

May 19, 2017

Two Employment Law Developments Create Risk of Shareholder Action for Public Companies

Two recent developments in employment law have caught the eyes of shareholders and plaintiffs' attorneys, and resulted in shareholder proposals and lawsuit threats against publicly traded companies.  First, the Securities and Exchange Commission has sanctioned public companies for using confidentiality or separation agreements that contain language that, in the SEC's view, might discourage whistleblowing to the SEC, even when those companies never attempted to enforce the agreements against whistleblowers.  Second, increased public interest in equal pay issues has spurred amendments to state and local equal pay laws, which impose stricter standards on employers.  Shareholders have demanded reports from companies regarding their pay equity and promotion statistics.This client

May 11, 2017

House Financial Services Committee Financial Choice Act 2.0: Key Banking, Derivatives and Rulemaking Reforms

On May 4, 2017, by a vote of 34 to 26, the House Financial Services Committee ordered reported H.R. 10, the Financial CHOICE Act of 2017 (CHOICE Act 2.0 or the Bill), which had been introduced previously by Chairman Representative Jeb Hensarling (R-TX) and seven other Republican members of Congress.

May 10, 2017