As the debate widens and the complexity of the challenges of Brexit emerges, it is becoming increasingly difficult to simplify the issues at the centre of the discussion. Much is being written and The Financial Times this week (w/c 19 September) had some interesting articles.This is what we are hearing: Whilst some academics continue to debate issues of process, the better legal view is that the Government is entitled to serve the Article 50 notice without Parliamentary approval.
September 22, 2016
This alert follows on from our inaugural 2015 Year End UK White Collar Crime Update. The continuing pace of development, enforcement and change has encouraged us to produce this update on a bi-annual basis.
September 22, 2016
Earlier this year, Gibson Dunn published the latest installment of its annual Transnational Litigation Update. See 2015 Year-End Transnational Litigation Update (February 17, 2016, accessible here). This Mid-Year Update expands on certain key issues addressed by the 2015 Update, including recent case law related to general jurisdiction, the application of United States statutes to extraterritorial conduct, and cross-border discovery. This Update also details Chevron's decisive victory in the U.S.
September 21, 2016
On September 13, 2016, the New York State Department of Financial Services ("DFS") proposed new cybersecurity regulations for financial services companies.
September 19, 2016
On September 8, 2016, the Board of Governors of the Federal Reserve System (Federal Reserve), the Federal Deposit Insurance Corporation (FDIC), and the Office of the Comptroller of the Currency (OCC) issued the joint report (Report) on bank activities and investments required by Section 620 of the Dodd-Frank Act. The purpose of the Section 620 Report is to identify bank activities and investments that could pose a threat to the safety and soundness of banking entities and the U.S financial system.In the Federal Reserve's part of the Report, it made two shocking recommendations – that Congress repeal two sections of the Bank Holding Company Act of 1956 (BHC Act) added by the Gramm-Leach-Bliley Act:the Merchant Banking Authority contained in Section 4(k)(4)(H) of the BHC Act, an
September 14, 2016
On August 31, 2016, the Internal Revenue Service (the "IRS") and the Department of the Treasury ("Treasury") issued final regulations clarifying the definition of "real property" for real estate investment trust ("REIT") purposes. The final regulations largely follow the proposed regulations issued in May 2014, with limited changes. The IRS and Treasury received numerous written and electronic comments and held a public hearing on the proposed regulations, but declined to incorporate most comments into the final regulations. We have summarized below a general overview of the final regulations and some noteworthy features and observations.
September 9, 2016
The European Commission's Competition Commissioner, Margrethe Vestager, has recently announced that she is pursuing a clear strategy of removing anti-competitive practices in the European rail sector under the Treaty on the Functioning of the European Union (TFEU).
August 19, 2016
The e-discovery landscape mid-2016 generally looks much better than it did several years ago. The big development in e-discovery sanctions in 2016 has been courts' implementation of amended Federal Rule of Civil Procedure 37(e), which became effective in December 2015.
August 17, 2016
This Client Alert provides an update on shareholder activism activity involving domestically traded public companies with equity market capitalizations above $1 billion during the first half of 2016.
August 16, 2016
Since 2010, 30 states and the District of Columbia have passed legislation authorizing for-profit "public benefit corporations" ("PBC"), known in many states just as "benefit corporations." Although these laws vary slightly by state, each requires the board of directors of a PBC to consider the public benefit, in addition to shareholder return on investment, in their decision-making.
August 9, 2016
On August 8, 2016, a unanimous panel of the United States Court of Appeals for the Second Circuit affirmed the judgment in favor of Chevron Corporation in Chevron Corp. v.
August 9, 2016
A Delaware bankruptcy court has invalidated a lender's attempt to prevent a borrower from filing bankruptcy by having the borrower amend its operating agreement to require unanimous consent among its members to file bankruptcy and then issuing one "golden share" to the lender.In In re Intervention Energy Holdings, LLC, the borrower had defaulted under a senior secured loan and subsequently entered into a forbearance agreement with its lender. As part of the forbearance agreement, the lender required the borrower to agree to (a) amend its operating agreement to require approval of each holder of common units prior to any voluntary bankruptcy filing and (b) issue one share of common units to the lender. The borrower and its parent holding company filed voluntary c
August 8, 2016
On August 4, 2016, the Internal Revenue Service (the "IRS") issued temporary and proposed regulations (the "Temporary Regulations") addressing the mechanics for electing to apply the new partnership audit rules (the "New Rules") before those rules become mandatory for tax years beginning after December 31, 2017. The Temporary Regulations are effective beginning August 5, 2016.Brief Background on the New RulesPartnerships, unlike corporations, are not subject to income tax. Instead, the partners are taxed on their distributive shares of the partnership's income. Under the law currently in effect (the so-called "TEFRA rules"), when the IRS audits a partnership, it adjusts the partners' distributive shares of taxable incom
August 8, 2016
This is the latest update of significant developments relating to regulatory, administrative, or legal actions involving schools, especially private-sector schools. During the last quarter, the Supreme Court issued a groundbreaking decision likely to affect False Claims Act ("FCA") litigation against schools for years to come. In addition, the Department of Education continued its close (and some would say hostile) scrutiny of the sector including by determining whether to renew its approval of ACICS as a recognized accreditor and by issuing a proposed regulation that, if enacted in its current form, would significantly restrict the ability of schools to include arbitration clauses in enrollment agreements and give the Department broad discretion to require schools to
August 5, 2016
As we cross the mid-point of 2016, Gibson Dunn's Media, Entertainment and Technology practice group has been reflecting on many of the notable recent deals, cases, rulings, and trends that we have been closely following, and which we expect to continue to shape these industries.
August 4, 2016
On August 1, 2016, the new rule on disclosure of third-party compensation for directors and nominees adopted by The NASDAQ Stock Market LLC ("NASDAQ") took effect. Disclosure will be required in connection with annual shareholder meetings after August 1. Accordingly, for NASDAQ companies with a calendar-year end, no action is immediately required, but they should have the rule on their radar screens as they begin preparations for the next annual meeting season. In addition, we anticipate that third-party compensation will continue to be a focal point for both NASDAQ and New York Stock Exchange (NYSE) companies due to current levels of shareholder activism and as public companies continue to adopt proxy access bylaws, which typically address these arrangements.&#
August 4, 2016
As reported in our 2015 Year-End Update, in recent years, both the Department of Justice ("DOJ") and the Department of Health and Human Services ("HHS") have demonstrated an increased commitment to holding providers accountable for fraud and abuse of the health care system; 2016 is no different. So far this year, the DOJ and HHS have continued to find more ways to ensure compliance with the relevant health care laws and regulations, setting 2016 up to be another blockbuster year for enforcement. In this latest installment in our series of semiannual updates, we discuss regulatory and enforcement developments impacting health care providers.
August 2, 2016
On July 27, 2016, the U.S. Treasury Department's Financial Crimes Enforcement Network (FinCEN) announced an expansion of the Geographic Targeting Orders (GTOs) targeting alleged money laundering risk in the real estate sector.
August 1, 2016
In this Government Contracts Litigation Update, Gibson Dunn examines trends and summarizes key decisions of interest to government contractors during the first half of 2016. This publication covers the waterfront of the most important opinions issued by the U.S.
August 1, 2016
This July 2016 edition of Gibson Dunn's Federal Circuit Update discusses the Supreme Court's recent reversal and remand of the Federal Circuit in Halo Electronics, Inc.
July 27, 2016