Legal News

On September 21, 2020, the Federal Trade Commission (“FTC”), with the concurrence of the Antitrust Division of the U.S. Department of Justice (“DOJ”), announced a Notice of Proposed Rulemaking and an Advance Notice of Proposed Rulemaking regarding proposed changes to the rules and interpretations implementing the Hart-Scott-Rodino (“HSR”) Act....By: Cadwalader, Wickersham & Taft LLP

Internal auditors make excellent expert witnesses because of their skills, certifcations, and professional experiences. When faced with the critically important task of choosing the right expert, counsel must start with credentials but also evaluate competence, credibility, and the ability to communicate....By: FTI Consulting

As President Trump fumbles through the worst performance ever in a Presidential debate, the NBA Finals and MLB Playoffs are here. Tom and Jay are back to look at top compliance articles and stories which caught their eye this week....By: Thomas Fox

What are some of the key FCPA enforcement actions involving M&A? These enforcement actions, FCPA Resource Guide and the Evaluation of Corporate Compliance Program (and Update) have all made clear that the DOJ and SEC will vigorously prosecute companies which allow bribery and corruption to continue after a merger or purchase occurs. The key point to remember is that if a company was engaging in bribery and corruption before it was acquired and continues to do so after the transaction is...By: T...

The Federal Trade Commission and the Antitrust Division of the Department of Justice (the “Agencies”) recently proposed two changes to the Hart-Scott-Rodino (“HSR”) rules that, if implemented, will materially impact private equity, venture capital, and other investment firms. One proposed rule will exempt from the HSR filing requirements certain acquisitions of 10% or less of an issuer, and the other will require certain entities to aggregate their holdings in an issuer to determine whether ...

2014 was a good year for the Israeli-Japanese economic relationship. Viber’s USD 900 million acquisition by Japanese giant Rakuten and the R&D cooperation agreement between Japan and Israel marked the beginning of growing interest and a successful relationship between the two distinct countries....By: Barnea Jaffa Lande & Co.

We next consider how to create a more effective compliance program involving business ventures. This will include the role of compliance in M&A, JV agreements, distributorships, teaming agreements and franchises as well as other forms of business relationships. Three key takeaways: 1. Consider the role of compliance in a wide variety of business relationships, including M&A, JV agreements, distributorships and franchises as well as other forms of business relationships. 2. Compliance for M&A.....

Investment Management and Private Funds - Summer enforcement action review; raising money in a pandemic Troutman Pepper partner Gregory J. Nowak hosted a candid review of the investment management space after the summer of 2020. Topics covered: • recent enforcement actions by the SEC – crypto and MCAs • CFTC compliance manual release and enforcement priorities • expenses and disclosure issues • raising capital in a pandemic – is 506(c) finally living up to its promise? Recording link:....

On June 23, we hosted a webinar on the failing firm defense, focusing on defining the defense and offering tips on complying with it. We also tried to demonstrate that, sometimes, the antitrust agencies will not demand strict compliance with the defense, such as when we are dealing with firms facing financial challenges due to the COVID-19 pandemic. In fact, we can now offer an update that reinforces our conclusion....By: BakerHostetler

In In re HomeFed Corporation Stockholder Litigation, C.A. No. 2019-0592-AGB (Del. Ch. July 13, 2020), the Delaware Court of Chancery (the “Court”) found that the controlling stockholder of HomeFed Corporation undertook substantive economic negotiations with its minority stockholders in connection with a proposed squeeze-out merger transaction prior to implementing the procedural protections set forth in Kahn v. M&F Worldwide Corp. (“MFW”)....By: K&L Gates LLP