Legal News

The Committee on Foreign Investment in the United States (CFIUS) last week added considerable teeth to its powers through draft regulations implementing key provisions of the Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA), which...By: Shearman & Sterling LLP

On September 18, 2019, Judge Charles P. Kocoras of the United States District Court for the Northern District of Illinois dismissed a putative class action against a pharmaceutical company asserting claims under Section 10(b) of the Securities...By: Shearman & Sterling LLP

Below is a summary of the main developments in US and EU corporate governance and securities law and certain financial markets regulation developments since our last update in April 2019. Please see full Newsletter below for more information....By: Shearman & Sterling LLP

On September 9, 2019, the Treasury Department (“Treasury”) and the Internal Revenue Service (the IRS) issued proposed section 382 regulations (REG-125710-18) (the “Proposed Regulations”) reversing certain previously taxpayer-favorable positions...By: Shearman & Sterling LLP

On September 10, 2019, the California State Senate passed Assembly Bill 5 (AB 5) effectively requiring certain workers previously operating as independent contractors to be considered employees. Governor Gavin Newsom is expected to sign the bill into...By: Shearman & Sterling LLP

On September 9, 2019, Vice Chancellor Joseph R. Slights III of the Delaware Court of Chancery denied Essendant Inc.’s motion to dismiss an action for breach of a merger agreement brought by Genuine Parts Company (“GPC”). Genuine Parts Co. v....By: Shearman & Sterling LLP

The Banking Standards Board has published a statement of good practice for firms when providing and requesting regulatory references in accordance with the Senior Managers and Certification Regime. The SM&CR for banks and building societies was...By: Shearman & Sterling LLP

Concern for environmental and social issues has reached an inflection point. While traditional governance issues that have been a staple of investor advocacy and discussion (the “G” of ESG) continue to be important, environmental and social issues...By: Shearman & Sterling LLP

Since the introduction by the Capital Market Authority (the “CMA”) of the Kingdom of Saudi Arabia (the “Kingdom”) of the amended Merger and Acquisition Regulations (the “M&A Regulations”) there has been a distinct increase in market activity,...By: Shearman & Sterling LLP

On August 28, 2019, Vice Chancellor Kathaleen S. McCormick of the Delaware Court of Chancery granted a shareholder’s demand under 8 Del. C. § 220 to inspect the books and records of defendant GGP Inc. for the purpose of investigating potential...By: Shearman & Sterling LLP