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Publications About Authors Awards

Manny Abascal

Latin America Likely to Face Continued Robust US AntiCorruption Enforcement

Companies operating in Latin America should re-examine anti-corruption best practices and be prepared to act quickly in response to a US government inquiry. Key Points: ..In 2022, Latin America was a hotbed for US… more

Anti-Corruption, Compliance, Department of Justice (DOJ), Enforcement, Enforcement Actions

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Douglas Abernethy

IFLR M&A Report - 2022

The recovery of the M&A market since the early days of the pandemic has been impressive. Even allowing for varying treatment of Covid-19 winners and losers, deal processes for resilient assets (and even for less obviously… more

Acquisitions, Coronavirus/COVID-19, Financial Markets, Foreign Investment, Global Market

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Brett Ackerman

COVID-19 and the Derivatives Markets: What NFA Members Need to Know

The self-regulatory organization responds to the US derivatives market’s shift to remote working arrangements. As the novel coronavirus outbreak (COVID-19) continues to spread across the globe, causing various disruptions,… more

CFTC, Compliance, Coronavirus/COVID-19, Derivatives, Emergency Response

See all updates »

John Adam

Successfully Tackling LIBOR Phase-Out in International Arbitration

The discontinuation of LIBOR in 2022 may pose a risk to arbitration proceedings. Preparation is key to a smooth transition. Key Points: ..LIBOR, which is widely used in financial transactions and is embedded in many… more

Arbitration, Commercial Contracts, Interest Rates, International Arbitration, Libor

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Stephanie Adams

UK Open for M&A - Government Seeks Evidence on National Security and Investment Act Scope

The UK government is considering steps to make the regime more business-friendly, while maintaining and refining essential national security protections. The National Security and Investment Act 2021 (NSIA), the UK’s first… more

Artificial Intelligence, Cross-Border Transactions, EU, European Commission, Foreign Direct Investment

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Kit Adamson

EU Corporate Sustainability Reporting Directive Redefines ESG Reporting

The European Union’s Corporate Sustainability Reporting Directive (CSRD), which entered into force in January 2023, marks a new era for ESG reporting across Europe (and globally). CSRD is the latest in a wave of new rules being… more

Climate Change, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Social & Governance (ESG)

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Amrita Ahuja

Why Music Deals Sound Attractive to PE

PE investors may like the sound of music deals but complex issues remain. Music deals, particularly the acquisition of rights to songs and recordings by popular music artists, continue to be attractive investments for PE… more

Music, Music Industry, Music Streaming, Private Equity, Private Equity Firms

See all updates »

Vikram Ajith

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

See all updates »

Jonathan Akinyemi

Charging Ahead: Grappling With the Characterisation of Fixed and Floating Charges

The characterisation of fixed and floating charges remains a complex area, not least with respect to new intangible asset types. The key distinction between a fixed and a floating charge is well established as a matter of… more

Corporate Taxes, Creditors, HMRC, Insolvency, Intangible Property

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Noor Al-Fawzan

COVID-19: Legal Issues and Considerations for Businesses in Saudi Arabia

Government rolls out measures and initiatives to support private sector businesses in the Kingdom during COVID-19. In response to the COVID-19 pandemic, the government of the Kingdom of Saudi Arabia (the Kingdom) implemented… more

Coronavirus/COVID-19, Emergency Management Plans, Financial Stimulus, Relief Measures, Saudi Arabia

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Najla Al-Gadi

Saudi CMA Permits Foreign Investment in Listed Companies Owning Real Estate in Makkah and Madinah

Foreign investors can now directly invest in public companies that own real estate in Makkah and Madinah, thereby boosting market appeal and liquidity… more

Capital Markets, Disclosure Requirements, Foreign Direct Investment, Foreign Investment, Investors

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Basil Al-Jafari

The UAE Introduces the First SPAC Framework in the GCC

The SPAC Framework, which became effective on 4 January 2022, allows for the formation and listing of SPACs in the UAE for the first time. Special purpose acquisition companies (SPACs) have emerged as an important means of… more

Choice of Entity, Initial Public Offering (IPO), Special Purpose Acquisition Companies (SPACs), United Arab Emirates (UAE)

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Omar Ali Al-Qazlan

Understanding the Enforceability and Admissibility of Electronic Signatures in Saudi Arabia’s Evolving Legal System

Saudi’s evolving legal system now allows companies and individuals to use electronic signatures in commercial transactions, reducing reliance on traditional wet ink signatures. Electronic signatures have been legally… more

Amended Legislation, Commercial Contracts, Contract Terms, E-Signatures, Registration Requirement

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Salman Al-Sudairi

Saudi CMA Permits Foreign Investment in Listed Companies Owning Real Estate in Makkah and Madinah

Foreign investors can now directly invest in public companies that own real estate in Makkah and Madinah, thereby boosting market appeal and liquidity… more

Capital Markets, Disclosure Requirements, Foreign Direct Investment, Foreign Investment, Investors

See all updates »

Elaf Al-Wohaibi

Saudi’s New Railways Law Further Enhances the Kingdom’s Rail Infrastructure Projects

The law, which took effect in June, impacts developers, investors, lenders, operators, and suppliers in the Saudi railway sector. As Saudi Arabia continues to make significant advances in urban development and mobility, the… more

Infrastructure, Logistics, Mass Transit, New Legislation, Public Projects

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Salar Alambeigi

UK CMA Continues to Pursue Penalties for Incomplete Document Production

Decision highlights the need to coordinate document production in parallel cross-border merger control proceedings. Key Points: ..Heightened CMA use and enforcement of statutory requests for information call attention to… more

Document Productions, Merger Controls, Mergers, Penalties, UK

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Naseem Faqihi Alawadhi

Spotify Case Study: Structuring and Executing a Direct Listing

Spotify Technology S.A. went public on April 3, 2018 through a direct listing of its shares on the New York Stock Exchange. Key Points: ..A direct listing is an innovative structure that provides companies with an… more

Direct Listing, Early Stage Companies, Entrepreneurs, Financial Statements, Initial Public Offering (IPO)

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Owen Alexander

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Alexander Lentz

WORD OF THE DAY® – Clean-Up Call

Partner Alexander Lentz explains the term Clean-Up Call from the Book of Jargon® – European Capital Markets and Bank Finance. The Book of Jargon® – European Capital Markets and Bank Finance is one of a series of practice… more

Banks, EU, European Banking Authority (EBA), Financial Institutions

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Ragad Alfaraidy

Final US Outbound Investment Rules to Be Effective January 2, 2025: Key Questions Answered

The Final Rule prohibits or requires notification of certain US investments in Chinese and Chinese-controlled entities involved in semiconductors, quantum information technologies, and artificial intelligence… more

Biden Administration, China, Compliance, Controlled Foreign Corporations, Covered Person

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Nicolas Alfonsi

COVID-19: French Ordinance Adapts Access to Court-Supervised Restructuring Proceedings and to Insolvency Proceedings

A Shielded Period offers distressed companies more time and flexibility. On March 27, 2020, the French government issued ordinance 2020-3411 (the Ordinance) to ensure that French restructuring and insolvency courts are… more

Bankruptcy Court, Commercial Bankruptcy, Coronavirus/COVID-19, France, Public Health Emergency

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Stuart Alford QC

Food for Thought: Individuals Remain in SFO’s Sights as Four From Patisserie Valerie Charged With Fraud

Individuals continue to face risk from prosecutions for economic crime, despite media focus on corporate criminal liability reforms. Four individuals have today appeared at Westminster Magistrates’ Court charged with fraud in… more

Audits, Corporate Counsel, Corporate Crimes, Criminal Conspiracy, Criminal Liability

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Shatha Ali

Reporting of OTC Derivatives Between FC and NFC- Entities After 18 June 2020

EMIR REFIT Mandatory Reporting provisions require market participants to consider their existing Delegated Reporting arrangements. Key Points: ..From 18 June 2020, financial counterparties (FCs) will be liable for the… more

Derivatives, EMIR, EU, Over The Counter Derivatives (OTC), Reporting Requirements

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Syed Ali

New Civil Monetary Penalty Regime for UK Trade Sanctions

The Trade, Aircraft and Shipping Sanctions (Civil Enforcement) Regulations 2024 empower OTSI to enforce UK trade sanctions through civil monetary penalties, building on the role of OFSI, which has enforced UK financial sanctions… more

Asset Freeze, Civil Monetary Penalty, Criminal Prosecution, Enforcement, Foreign Trade Regulations

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Nineveh Alkhas

US Immigration and Customs Enforcement Efforts - Employer Impacts

Corporate considerations for Trump administration immigration-related activities. Among the many developments in the first two weeks of the new administration, the Trump White House has taken a number of immigration-related… more

Department of Homeland Security (DHS), Employment Policies, Enforcement Priorities, Form I-9, Immigration and Customs Enforcement (ICE)

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Christopher Allen

Ukraine Crisis: US Expands Sanctions to Target Certain Russian Business Interests, Broadens Framework For Future Sanctions

US blocks the property of one Russian bank and 20 individuals, and a new US Executive Order authorizes future sanctions against various Russian industries. In the latest round of US sanctions responding to the political… more

Russia, Sanctions, Ukraine

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Frances Stocks Allen

European Healthcare & Life Sciences Market Update - H1 2022

Welcome to the first edition of our European Healthcare & Life Sciences Market Update, a new report summarising key emerging trends, opportunities, and challenges facing the market in 2022. During the last 12 months, the… more

Clinical Trials, Digital Health, EU, EU Clinical Trials Regulation (CTR), Health Care Providers

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Jenny Allen

Investment Adviser Charged For Demoting Whistleblower in SEC’s First Anti-Retaliation Case

Investment adviser and its owner settle SEC enforcement action for nearly US$2.2 million. On June 16, 2014, the US Securities and Exchange Commission issued a cease and desist order and assessed a US$300,000 civil… more

Anti-Retaliation Provisions, Enforcement Actions, Popular, Retaliation, Securities and Exchange Commission (SEC)

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David Allinson

COVID-19: Due Diligence Considerations for M&A Transactions

Buyers in M&A transactions should consider a number of due diligence items in response to COVID-19 and the governmental response thereto. As parties pursue mergers and acquisitions transactions during, and in the wake of, the… more

Acquisitions, Coronavirus/COVID-19, Due Diligence, Mergers

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Muhannad AlNajjab

UAE Merger Control Update: Behold the Threshold(s)

Merger control regime now effective, as per UAE Cabinet resolution setting filing thresholds. The Federal Cabinet of the United Arab Emirates has recently issued Cabinet Resolution No. 13 of 2016 (the Cabinet Resolution),… more

Merger Controls, Unfair Competition Law (UCL), United Arab Emirates (UAE)

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José Maria Alonso

Omnibus Package Released: EU Commission Proposes Amendments to Sustainability Obligations

The Commission’s proposal seeks to reshape EU Sustainability requirements by amending CSRD, CSDDD, EU Taxonomy, and CBAM. On 26 February 2025, the European Commission (Commission) published its much-anticipated first… more

Amended Regulation, Carbon Emissions, Corporate Governance, Due Diligence, Environmental Policies

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Rachel Alpert

And Now There Are Six: Iowa Passes New Privacy Law

Iowa’s new data privacy law, which will come into force in 2025, adds to an increasingly complex patchwork of state laws. On March 28, 2023, Iowa became the sixth US state to pass a comprehensive privacy law. The Iowa data… more

Consumer Privacy Rights, Governor Reynolds, New Legislation, Privacy Laws, State Privacy Laws

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Abdullah Alsaeed

Close-Out Netting in the Kingdom of Saudi Arabia

In recent years, the Kingdom of Saudi Arabia (the Kingdom) has increasingly sought to position itself as a Middle Eastern jurisdiction that is open for global business. Key to this is establishing robust, competitive and liquid… more

Bankruptcy Code, Capital Markets, Derivatives, Financial Institutions, Financial Markets

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Carlos Alvarez

COVID-19 and the Derivatives Markets: What NFA Members Need to Know

The self-regulatory organization responds to the US derivatives market’s shift to remote working arrangements. As the novel coronavirus outbreak (COVID-19) continues to spread across the globe, causing various disruptions,… more

CFTC, Compliance, Coronavirus/COVID-19, Derivatives, Emergency Response

See all updates »

Melissa Alwang

Lexology In-Depth - Acquisition And Leveraged Finance

It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in Europe,… more

Acquisitions, AML/CFT, Base Erosion and Anti-Abuse Tax (BEAT), Base Erosion Tax, Capital Markets

See all updates »

Nathaniel Amann

California Supreme Court Rules on Unfair Competition Law

The decision provides organizational plaintiffs, including nonprofits and trade associations, with a basis to establish standing to bring UCL claims. In July 2023 the California Supreme Court expanded the ability of… more

Aetna, CA Supreme Court, Health Care Providers, Injury-in-Fact, Out of Network Provider

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Hervé Diogo Amengual

COVID-19: French Ordinance Adapts Access to Court-Supervised Restructuring Proceedings and to Insolvency Proceedings

A Shielded Period offers distressed companies more time and flexibility. On March 27, 2020, the French government issued ordinance 2020-3411 (the Ordinance) to ensure that French restructuring and insolvency courts are… more

Bankruptcy Court, Commercial Bankruptcy, Coronavirus/COVID-19, France, Public Health Emergency

See all updates »

David Amerikaner

New York Releases Offshore Wind Master Plan

Plan outlines next steps for procuring 2,400 MW by 2030, with a likely significant benefit for New York’s economic development. New York Governor Andrew Cuomo and the New York State Energy Research and Development Authority… more

BOEM, Clean Energy, Energy Projects, Offshore Wind, Power Purchase Agreements

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Megan Ampe

California Appeals Court: Which Conflicting Limitations Period Applies to CEQA Claim

CEQA Case Report: Understanding the Judicial Landscape for Development - In a published opinion issued on October 23, 2018, Save Lafayette Trees v. City of Lafayette, Case No. A154168, the California Court of Appeal upheld… more

Appeals, CEQA, Petition for Writ of Mandate, Public Utility, Statute of Limitations

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Conrad Andersen

Five Takeaways From the 2025 Executive Energy Infrastructure Conference

Latham & Watkins recently hosted its annual Executive Energy & Infrastructure conference in Austin, Texas. During the two-day event, more than 125 industry experts, policymakers, and thought leaders shared insights and discussed… more

Critical Infrastructure Sectors, Digital Data, Digital Platforms, Energy Projects, Energy Sector

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Austin Anderson

Oregon and Delaware Join the Surge of US States Enacting General Privacy Legislation

Oregon and Delaware have become the seventh and eighth US states this year to enact general data privacy legislation — growing the US state privacy framework to 13 states. This blog post analyzes the key requirements of both… more

Consumer Privacy Rights, Data Privacy, New Legislation, Personal Data, Privacy Laws

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Dixon Anderson

Website Terms of Use May Risk Liability Under California Law

Companies selling or leasing consumer goods or services should be alert to a recent rash of lawsuits targeting terms of service provisions. A recent spate of class action lawsuits brought under California Civil Code section… more

Civil Code, Corporate Liability, Goods or Services, Non-Disparagement Provisions, Online Reviews

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Lauren Anderson

Five Takeaways From the 2025 Executive Energy Infrastructure Conference

Latham & Watkins recently hosted its annual Executive Energy & Infrastructure conference in Austin, Texas. During the two-day event, more than 125 industry experts, policymakers, and thought leaders shared insights and discussed… more

Critical Infrastructure Sectors, Digital Data, Digital Platforms, Energy Projects, Energy Sector

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Michele Anderson

Latham Letter Begins New Era for Private Capital Fundraising

Interpretive guidance unlocks general solicitation in Regulation D offerings with user-friendly, bright-line approach. On March 12, 2025, Latham & Watkins obtained SEC Staff guidance on the use of general solicitation in… more

Accredited Investors, Capital Raising, General Solicitation, New Guidance, Offerings

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Norman Anderson

What the Supreme Court’s Whistleblower Decision Means for Companies

By limiting the availability of Dodd-Frank whistleblower anti retaliation provisions, the Court’s decision may incentivize increased SEC reporting. In Digital Realty Trust, Inc. v. Somers, the Supreme Court of the United… more

Anti-Retaliation Provisions, Digital Realty Trust Inc v Somers, Dodd-Frank, Sarbanes-Oxley, SCOTUS

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Alanna Andrew

So Say We All? Scope and Risks of Informal Shareholder Consent Clarified

A recent Privy Council decision examines the extent to which formal shareholder resolutions may be bypassed by relying on the Duomatic principle. The ability for shareholders to pass resolutions - or assent to a course of… more

Corporate Governance, Publicly-Traded Companies, Shareholder Approval, Shareholder Resolution, Shareholders

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Rebecca Angelini

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

See all updates »

Elizabeth Annis

Sanctions Update: EU Takes Step to Harmonise Criminal Penalties for Breaches of EU Sanctions

The new Directive (EU) 2024/1226 defines criminal offences and penalties for breaches of EU sanctions. This Client Alert summarises key provisions and implications for businesses. This Client Alert is published in the… more

Criminal Investigations, Criminal Penalties, Economic Sanctions, EU, Sanction Violations

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Jessica Ansart

European Secured Notes - Coming to a Bank Near You?

The bank-funding instrument is designed to unlock liquidity for SME loans. Key Points - ..The impact of COVID-19 on European small and medium-sized enterprises (SMEs) is expected to be severe1 — further underscoring the… more

Banking Sector, EU, Financial Markets, Liquidity, Secured Notes

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Christopher Antonacci

NY Legislation Sets Bold Climate Change Goals

Examining the regulatory framework of New York’s legislative climate change initiative — the Community Leadership and Community Protection Act. On Thursday, July 18, 2019, New York Governor Andrew Cuomo signed into law the… more

Climate Change, Energy Efficiency, Energy Storage, Environmental Justice, Greenhouse Gas Emissions

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Omeed Anvar

Supreme Court Blocks Copyright Infringement Claims Until Actual Registration Issues

Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC has important implications for copyright owners who file infringement suits, including authors of literary, musical, and dramatic works. Key Points: ..The Supreme… more

Appeals, Copyright, Copyright Exhaustion, Copyright Infringement, Copyright Registration

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Tarik Arabi

COVID-19: What Companies Need to Know About Data Privacy

Effective measures to combat data risks resulting from COVID-19 include processing personal data, but companies must balance privacy rights and employee health. German data protection authorities have published initial… more

Coronavirus/COVID-19, Cybersecurity, Data Privacy, Data Protection Authority, Emergency Response

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Jennifer Archie

Eighth Circuit Vacates FTC Click-to-Cancel Rule Days Before Compliance Deadline

Although the entire Rule has been vacated, businesses offering negative option programs should remain aware of general unfair and deceptive advertising principles and applicable state law requirements. KEY POINTS: On July 8,… more

Advertising, Appeals, Compliance, Consumer Protection Laws, Enforcement Actions

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Alessio Aresu

European Commission Unveils New Digital Single Market Proposals

The Commission’s proposals aim to drive cross-border e-commerce in the EU and level the regulatory field across audiovisual media services and online platforms. On 25 May 2016 the European Commission (Commission) announced… more

Competition, Cross-Border, Digital Single Market, E-Commerce, EU

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Hasala Ariyaratne

White House Directs Public Disclosure of Terminated Federally Funded Programs

In an executive memorandum, President Trump has instructed executive agencies to make public the details of every terminated program, contract, grant, or other obligation that used federal funds… more

Disclosure Requirements, Executive Orders, Federal Funding, Government Agencies, Public Disclosure

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Héctor Armengod

Review of the EU Merger Guidelines - The First Step

The European Commission has launched a public consultation seeking feedback on its ongoing review of the 20+-year-old EU merger guidelines… more

Antitrust Provisions, Competition, Consultation, EU, EU Merger Directive

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Charles Armstrong

FCA and PRA Publish Final Securitisation Rules: Key Points

Firms will need to update their internal procedures and ensure they are ready to comply with the new requirements ahead of 1 November 2024. HM Treasury (HMT), the Financial Conduct Authority (FCA), and the Prudential… more

Compliance, Compliance Dates, Final Rules, Financial Conduct Authority (FCA), Financial Services Industry

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James Arnone

CEQA Case Report: 2020 Year in Review

CEQA Case Report: Understanding the Judicial Landscape for Development - Public agencies prevailed in 68% of CEQA cases analyzed. Latham & Watkins is pleased to present its fourth annual CEQA Case Report. Throughout 2020… more

CEQA, Construction Industry, Environmental Litigation, Environmental Policies, Property Owners

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Gabriela Aroca Montaner

FTC Proposes Updates to COPPA Rule

On December 20, 2023, the Federal Trade Commission (FTC or Commission) issued a Notice of Proposed Rulemaking (Notice) recommending amendments to the Children’s Online Privacy Protection Rule (COPPA Rule or Rule). The FTC… more

COPPA, Data Protection, Data Retention, Data Security, Federal Trade Commission (FTC)

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Rachael Astin

PE Goes to Hollywood

The film, television, and digital content production industries are ripe for PE investment, thanks to shifting revenue structures and European quotas. The extraordinary growth of entertainment streaming platforms over the… more

Digital Media, Entertainment Industry, EU, Film Industry, Private Equity

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Josef Athanas

India Implements Radical Reforms to Insolvency and Rehabilitation System

With a new Insolvency and Bankruptcy Code that has become effective on 1 December 2016, India seeks to expedite the process for creditors seeking payment or foreclosure through the courts. India is currently a tough place… more

Bankruptcy Code, India, Insolvency, New Regulations

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Joshua Atkinson

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Laura Atkinson-Hope

The CARES Act: Helping the Nonprofit Sector Care for Communities During COVID-19

Nonprofits now have a number of options to navigate doing business in the midst of COVID-19. On March 27, 2020, President Donald J. Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (CARES Act),… more

CARES Act, Charitable Organizations, Coronavirus/COVID-19, Nonprofits

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Wendy Atrokhov

The CARES Act: Helping the Nonprofit Sector Care for Communities During COVID-19

Nonprofits now have a number of options to navigate doing business in the midst of COVID-19. On March 27, 2020, President Donald J. Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (CARES Act),… more

CARES Act, Charitable Organizations, Coronavirus/COVID-19, Nonprofits

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Chris Attrill

English Court Confirms Expansive Jurisdiction to Reverse Transactions to Defraud Creditors Even Outside Insolvencies

The ruling confirmed that Section 423 of the Insolvency Act 1986 has extensive international reach, and does not require a transaction at an undervalue to leave the debtor with insufficient assets. Background - The… more

Creditors, Insolvency, Jurisdiction, UK, UK Insolvency Act

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Mark Austin

Recent Developments for UK PLCs - August 2025

On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026… more

Deregulation, Digital Securities, Disclosure Requirements, Final Rules, Financial Conduct Authority (FCA)

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Elise Auvray

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

See all updates »

Alan Avery

White House Issues Digital Asset Framework

The comprehensive framework, which spans multiple reports, aims to spur risk mitigation efforts and potentially a US central bank digital currency. On September 16, 2022, the White House published a fact sheet described as… more

Bank Secrecy Act, Biden Administration, Central Bank Digital Currency (CBDCs), Cryptocurrency, Digital Assets

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Gary Axelrod

Digging in the Dirt? Allocating Environmental Liability in Real Estate Transactions

While adverse environmental conditions may be unavoidable, appropriate due diligence can help both real estate buyers and sellers avoid a liability mess. The conveyance of commercial or industrial real estate often… more

CERCLA, Contaminated Properties, Due Diligence, Environmental Liability, Environmental Policies

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Sarah Axtell

PE Views: Insights on the World of Private Equity - March 2021

Creative Uses of Collateral Present New Financing Opportunities for PE - Raising fresh capital for portfolio companies in times of financial stress is always a delicate balancing act between attracting new lenders and… more

Balance Sheets, Capital Raising, Collateral, Coronavirus/COVID-19, Financing

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Mathilde Ayel

New French Competition Authority Merger Control Guidelines

..On 23 July 2020, the French Competition Authority (Authority) published new merger control guidelines, which replace the previous guidelines dated 4 July 2013. ..In the new guidelines, the Authority clarifies and completes… more

Foreign Investment, France, French Competition Authority, Merger Controls, Mergers

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Ana De Santiago Ayon

Los Angeles City Council Dramatically Expands Permanent Renter Protections

A countywide eviction moratorium is also extended until March 31, 2023. The Los Angeles City Council recently passed a package of ordinances aimed at providing residential tenants in Los Angeles (the City) with permanent… more

Eviction, Landlords, Local Ordinance, Moratorium, Rent Control

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Ryan Baasch

D.C. Circuit: No FCA Liability for Unassessed Regulatory Penalties

Kasowitz decision precludes use of the False Claims Act to usurp regulators’ role and collect bounties for never-adjudicated violations. The United States Court of Appeals for the D.C. Circuit issued a decision in United… more

Civil Monetary Penalty, Environmental Protection Agency (EPA), Environmental Violations, False Claims Act (FCA), Fraud

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Theresa Babendreier

White House Issues Outbound Investment Executive Order and Treasury Department Solicits Comments on This New Regulatory Program: 5 Key Takeaways

After publicly signaling support for an outbound investment screening mechanism in July 2022, the Biden Administration has issued a long-anticipated Executive Order to address certain investments by US persons in “countries of… more

Advanced Notice of Proposed Rulemaking (ANPRM), Biden Administration, China, Comment Period, Executive Orders

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Gianluca Bacchiocchi

Digital Assets Could Revolutionize Global Remittances

The promise of faster and cheaper remittances may accelerate crypto adoption in many emerging markets, including those that have not historically utilized credit and debit payments, notably Latin America. One of the most… more

Cross-Border Transactions, Cryptocurrency, Digital Assets, Economic Sanctions, Emerging Markets

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Elizaveta Bacheyeva

A Practical Guide to Russian Restructurings

Introduction – Restructurings are likely to be a major topic in the Russian Federation during 2015 and beyond. From a legal perspective, the legislation pertaining to restructurings and insolvencies has benefited from a… more

Debt Restructuring, Insolvency, Lenders, Russia

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Arash Aminian Baghai

Demystifying Modern Convertible Notes - April 2024 - Revised Edition

Issuing convertible notes has long been an attractive capital-raising option for public companies. At its most basic essence, a convertible note is a debt instrument that pays interest and principal, but also carries the right… more

Business Valuations, Capital Raising, Common Stock, Conversion, Convertible Notes

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Raghav Bajaj

USPTO Implements Interim Procedures Bifurcating Decisions to Institute AIA Trials

On March 26, 2025, Acting Director of the United States Patent and Trademark Office (USPTO) Coke Morgan Stewart issued a memorandum (the Workload Memorandum) to all Administrative Patent Judges (APJs) of the Patent Trial and… more

Administrative Procedure, America Invents Act, Appeals, Inter Partes Review (IPR) Proceeding, New Guidance

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Daniel Baker

The FSR Will Soon Apply: What Companies Need to Know

The EU’s new regime for tackling foreign subsidies will kick in on 12 July 2023. On 10 July 2023, the European Commission (Commission) published the final text of the Implementing Regulation (Final IR) on proceedings… more

Acquisitions, Competition, Complex Corporate Transactions, Disclosure Requirements, EU

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Lucas Baker

Trump Administration Targets Cartels With First Wave of Terrorism Designations

The designations expand US tools and jurisdictional reach, and raise the stakes for foreign financial institutions and non-US companies to avoid dealing with designated entities… more

Anti-Money Laundering, Cartels, Criminal Prosecution, Economic Sanctions, Enforcement Priorities

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William Baker III

Delaware Chancery Court Extends Oversight Duties to Non-Director Corporate Officers

Non-director officers may face liability for failing to properly oversee the corporation’s affairs and ignoring “red flags” within their “areas of responsibility.” Key Points: ..The McDonald’s Corporation’s response to… more

Board of Directors, Breach of Duty, C-Suite Executives, Caremark claim, Corporate Governance

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Kavan Bakhda

English Court Refuses to Extend Time for Serving a Claim Form

Claimants and practitioners must be mindful of the period in which a claim form must be served after filing. In Viner v. Volkswagen Group Limited [2018] EWHC 2006 (QB) Senior Master Fontaine refused the claimants’ application… more

Claim Procedures, Rules of Civil Procedure, Volkswagen

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Witold Balaban

Equity Derivatives 2019

The past several years have witnessed the continuing growth of strategic equities as part of corporate finance advisory services for both listed issuers and their controlling shareholders. Strategic equities services offer a… more

Convertible Debt, Convertible Notes, Corporate Financing, Derivatives, Equity Securities

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Avinash Balendran

The Law Commission of England and Wales Proposes to Classify NFTs as Data Objects

NFT creators and consumers should evaluate the legal and commercial considerations of NFTs that are linked to copyright work. The Law Commission of England and Wales (the Commission) is a statutory independent body that keeps… more

Assignments, Copyright, Digital Data, License Agreements, Non-Fungible Tokens (NFTs)

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John Balsdon

UK Net Zero Strategy: Understanding the Impact on Key Sectors

The strategy sets out plans to reduce emissions from key sectors of the UK economy to ensure that the UK remains on track for net zero by 2050. On 19 October 2021, the UK government published its climate change strategy,… more

Carbon Emissions, Climate Change, Energy Sector, Environmental Policies, Fuel Supply

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Sumaya Bamakhrama

Saudi Arabia Issues Decree to Permit Foreign Ownership of Retail Pharmacies

The new law, which offers a unique opportunity for investors in Saudi Arabia’s pharmacy market, forms part of a broader strategy to encourage innovation and foreign investment. The Kingdom of Saudi Arabia (KSA) has opened… more

Foreign Direct Investment, Foreign Investment, Foreign Ownership, Investment Opportunities, Pharmaceutical Industry

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Esperanza Barron Baratech

International Arbitration Newsletter - July 2016

Privy Council clarifies the nature of arbitration clauses, but uncertainties about the clauses’ effect still remain. “Non-exclusive” arbitration clauses provide that disputes “may” be referred to arbitration (rather than… more

Arbitration Agreements, Arbitration Awards, Arbitrators, Bilateral Investment Treaties, Canada

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Jack Barber

FASB Adopts Changes to Accounting and Disclosure Standards for Digital Assets

The new standard aims to improve accounting treatment of certain digital assets under GAAP and may pave the way for increased institutional adoption. On September 6, 2023, the Financial Accounting Standards Board (FASB)… more

Accounting, Accounting Standards, Asset Tokens, Cryptoassets, Digital Assets

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Joseph Bargnesi

US Deputy Attorney General Monaco Announces Revised Policies on Corporate Crime

Updated DOJ policies will continue to focus on individual accountability and corporate recidivism, while aiming to provide additional incentives for voluntary self-reporting, foster greater transparency on use of monitors, and… more

Compliance, Cooperation, Corporate Crimes, Corporate Misconduct, Corporate Officers

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James Barker

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Ranulf Barman

UK’s MHRA Publishes Response to Consultation on Future Medical Devices Regulation

The response includes a considered implementation plan to strengthen the regulation of medical devices and in vitro diagnostics, improve patient safety, and foster innovation post-Brexit. On 26 June 2022, the UK Medicines… more

Consultation, Diagnostic Tests, Life Sciences, Medical Devices, Medicines and Healthcare Products Regulatory Agency (MHRA)

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Jordan Barnes

SEC Imposes Expansive New “Pay Versus Performance” Disclosure Requirements on Public Companies

The new rules significantly expand required disclosure of the relationship between executive compensation and performance metrics, effective for the 2023 proxy season… more

Disclosure Requirements, Dodd-Frank, Executive Compensation, New Rules, Publicly-Traded Companies

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Edward Barnett

FCA Consults on Rule Changes to Accommodate SPACs

Proposed changes to the UK Listing Rules would allow certain SPACs to avoid a listing suspension. Key Points: ..The FCA is proposing to amend its rules so that SPACs meeting certain conditions and disclosure requirements… more

Consultation, Corporate Governance, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA), Listing Rules

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David Barrett

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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James Barrett

IRS Clarifies Rules for Energy Community Bonus Tax Credits

The Notice enables developers and investors to more easily determine the Energy Community status of projects. Key Points: ..The IRS and the Treasury Department have provided tables to assist in determining eligibility… more

Brownfield Properties, CERCLA, Coal, Coal Industry, Energy Projects

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Jennifer Barry

Supreme Court: “Generic.com” Trademarks May Be Registered if Consumers Do Not Perceive Them as Generic

The decision expands the availability of trademark protection for domain names and limits the number of terms deemed unprotectable because they are generic. Key Points: ..The addition of the .com top-level domain to an… more

Acquired Distinctiveness, Appeals, Booking.com, Domain Name Registration, Domain Names

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Stephen Barry

SEC Enforcement Division Issues Guidance on Venue Selection

Respondents in SEC enforcement actions increasingly will litigate a wide array of matters in administrative proceedings, rather than having their day in federal district court. In the wake of significant public attention… more

Administrative Hearings, Administrative Law Judge (ALJ), Enforcement Actions, Forum, New Guidance

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Meryl Bartlett

FDA Color Additive Scrutiny Expands to Pharmaceuticals

FDA issued a draft guidance that lays the groundwork for drug companies to comply with changes to approved color additives… more

Abbreviated New Drug Application (ANDA), Draft Guidance, Drug Pricing, Food and Drug Administration (FDA), Pharmaceutical Industry

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Tom Bartlett

Ofgem Approves Great Britain’s Grid Connections Reform

The reform aims to prioritise “ready” and “needed” projects for grid connection. On 15 April 2025, the energy regulator for Great Britain, Ofgem, made its final decision to reform the electricity grid connection process,… more

Electricity, Energy Policy, Energy Projects, Ofgem, Power Grid

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Guido Bartolomei

Corporate Governance in Italy: ESG Issues to Consider for the 2025 Assembly Season

The Corporate Governance Code recommends that the board of directors promote, in the most appropriate forms, dialogue with shareholders and other stakeholders relevant to the company, thus tying the goal of "sustainable success"… more

Board of Directors, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Investors

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Dr. Stefan Bartz

New German Government Takes Office: Key Developments in ESG and Supply Chain Laws

Following the German federal election in February 2025, the new coalition consisting of CDU/CSU and SPD (the Coalition) has reached a coalition agreement, unveiled on April 9, 2025… more

Climate Change, Corporate Governance, Due Diligence, Energy Policy, Environmental Social & Governance (ESG)

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Jeffrey Bashara

New York’s “New York State on PAUSE” Order: What Businesses Need to Know

New York State has issued guidance regarding businesses exempt from the order, but has yet to clarify its regulations’ interplay with local orders and federal guidance. As part of the State of New York’s continued response to… more

Business Closures, Coronavirus/COVID-19, Critical Infrastructure Sectors, Emergency Management Plans, Executive Orders

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Simon Baskerville

COVID-19 Commercial Rent Arrears: UK Government Publishes Draft Arbitration Rules

The rules provide an arbitration procedure to determine the amount of affordable rent arrears for a commercial tenant where landlord and tenant have been unable to reach a consensual agreement. On 9 November 2021, the UK… more

Arbitration, Arrearages, Commercial Leases, Commercial Property Owners, Commercial Tenants

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Suneel Basson-Bhatoa

Securing a Successful SPAC Sale - What PE Firms Need to Know

The recent rise to prominence of SPACs provides private equity portfolio companies an alternative method for stock exchange listing and access to the capital markets. Special purpose acquisition companies (SPACs) have… more

Initial Public Offering (IPO), Investors, Mergers, Private Equity, Private Equity Firms

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Ashley Bauer

Antitrust Division’s Updated Guidance on Evaluating Corporate Compliance Programs - Key Features and Takeaways

The guidance stresses heightened focus on emerging antitrust risks, enhanced support and incentives, and proactive monitoring. On November 12, 2024, the Antitrust Division of the US Department of Justice (the Antitrust… more

Antitrust Division, Audits, Bid Rigging, Chief Compliance Officers, Compliance

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Holly Bauer

Reminder: Employers Must Report 2024 ISO and ESPP Transactions

Deadlines are approaching for employers to report employee exercises of incentive stock options and employee stock purchase plan purchases during 2024. Corporations that offer incentive stock options (ISOs) or maintain a… more

Compliance, Employee Stock Purchase Plans, Filing Deadlines, Incentive Stock Options, IRS

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Steven Bauer

D.C. Circuit: No FCA Liability for Unassessed Regulatory Penalties

Kasowitz decision precludes use of the False Claims Act to usurp regulators’ role and collect bounties for never-adjudicated violations. The United States Court of Appeals for the D.C. Circuit issued a decision in United… more

Civil Monetary Penalty, Environmental Protection Agency (EPA), Environmental Violations, False Claims Act (FCA), Fraud

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Christoph Baus

Austrian Court Submits Questions on GDPR Civil Damages Claims to CJEU

The CJEU’s decision is likely to have significant implications for ongoing and future proceedings for damages claims under Art. 82 GDPR. On April 15, 2021, the Austrian Supreme Court (OGH) referred key questions regarding… more

Austria, Civil Liability, Damages, EU, EU Data Protection Laws

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James Baxter

PRIIPs and Corporate Bonds - Clarity at Last?

ESAs issue important guidance in relation to the application of the PRIIPs Regulation to corporate bonds. Key Points: ..The ESAs have issued their final view on whether certain features within bonds are conclusive as to… more

Banks, Corporate Bonds, Corporate Issuers, EU, European Supervisory Authorities (ESAs)

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Dean Baxtresser

President Trump Issues Executive Order Calling for Reform of the Federal Acquisition Regulation

The reforms called for could have a significant impact on how federal contractors and their subcontractors conduct business with the federal government… more

Deregulation, Executive Orders, Federal Acquisition Regulations (FAR), Federal Contractors, Government Agencies

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Matteo Bay

The Class Actions Global Guide, Italy

WHAT IS THE DEFINITION OF CLASS/COLLECTIVE ACTIONS IN YOUR JURISDICTION? ARE THEY POPULAR AND WHAT ARE THE CURRENT TRENDS? Definition of class/collective actions - The members of a “class” can bring a “class action” to… more

Attorney's Fees, Attorney-Client Privilege, Class Action, Class Certification, Collective Actions

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Alan Beadle

IRS Provides Guidance on Stock Distributions for Publicly Offered REITs and RICs

Revenue procedure sets forth requirements for ensuring certain stock distributions are treated as property distributions eligible for dividends paid deduction. On August 11, 2017, the Internal Revenue Service (IRS) published… more

Double Taxation, IRS, Publicly-Traded Companies, REIT, Revenue Procedures

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Nathan Beaton

FDA and NIH Announce Initiatives to Reduce Animal Testing and Encourage Alternative Methodologies

The initiatives reflect the latest measures from federal agencies to reduce and ultimately replace animal testing in drug development and biomedical research… more

Animal Testing, Clinical Trials, Food and Drug Administration (FDA), Life Sciences, National Institute of Health (NIH)

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Todd Beauchamp

2021 Digital Asset Regulatory Lookback (US Edition)

Popular and institutional interest in digital assets, decentralized applications, NFTs, and blockchain technology skyrocketed, and regulators sprinted to catch up. For the digital asset markets, 2021 was a banner year… more

Bitcoin, Blockchain, Capital Raising, Cryptoassets, Cryptocurrency

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Tommy Beaudreau

A Look Ahead at the Biden Administration’s Regulatory and Enforcement Priorities

With the new administration poised to take office, public and private companies will need to consider how President Biden’s regulatory, enforcement, and legislative priorities will affect their businesses. During this… more

Administrative Law Judge (ALJ), Antitrust Provisions, Biden Administration, Broadband, CFIUS

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Joel Beauvais

Congress Considers Big Changes to New Federal Water Infrastructure Bank

As EPA announces US$5.5 billion for new water infrastructure loans, Congress is debating establishing a new lending “window” for State Revolving Funds. Key Points: ..Under WIFIA, EPA can issue long-term, low-interest loans… more

Environmental Protection Agency (EPA), Government-Guaranteed Loans, Infrastructure, Project Finance, Public Private Partnerships (P3s)

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Alexander Beck

Was lange währt, wird endlich gut? Bundestag beschließt mit erneuten (!) Änderungen AÜG -Reform

Einleitung - Der Bundestag beschloss am 21.10.2016 den Entwurf eines Gesetzes zur Änderung des Arbeitnehmeru¨berlassungsgesetzes („AÜG“) und anderer Gesetze. Dieser Gesetzesentwurf („GE“) basiert zwar auf dem… more

Employee Transfers, Netherlands

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Tobias Becker

Vertical Block Exemption Regulation and Guidelines

On 10 May 2022, the European Commission (EC) adopted the new Vertical Block Exemption Regulation (VBER), accompanied by the new Guidelines on Vertical Restraints (Vertical Guidelines). The new rules are the result of a lengthy… more

Antitrust Provisions, Competition, EU, European Commission, Exemptions

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Amy Beckingham

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

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Matthew Bedrossian

Tough Exams for Investments in the Education Sector

The growth of private spending on education presents an opportunity for private equity. While public spending on education in the OECD as a proportion of gross domestic product decreased slightly between 2003 and 2012, the… more

Accreditation, Buyouts, Collective Bargaining Agreements (CBA), Educational Institutions, OECD

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James Bee

EFRAG Releases Proposed Amended ESRS for Public Consultation

The proposals outline simplification “levers” to address sources of complexity in sustainability reporting under the EU Corporate Sustainability Reporting Directive… more

Corporate Governance, Corporate Sustainability Reporting Directive (CSRD), Disclosure Requirements, Environmental Social & Governance (ESG), EU

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Deric Behar

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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Megan Behrman

FCA Consults on Post-Brexit Prudential Regime for Investment Firms

Important changes ahead for investment firms as the FCA’s Discussion Paper (DP20/2) indicates that the UK may depart from EU capital rules. Key Points: ..FCA consults on a UK capital regime that in some respects breaks… more

EU, Financial Conduct Authority (FCA), Financial Services Industry, Investment Firms, UK

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Konstantinos Beikos-Paschalis

European Commission Consults on Draft Foreign Subsidies Regulation Guidelines

On 18 July 2025, the European Commission (EC) published the draft guidelines on the implementation of the Foreign Subsidies Regulation (FSR Guidelines)… more

Acquisitions, Competition, Draft Guidance, EU, European Commission

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Bruce Bell

Redressing the Balance of Power in Restructuring Plans Petrofac in the Court of Appeal

The Court of Appeal has reversed the sanction of the Petrofac group’s restructuring plans and allowed the appeal of two dissenting unsecured creditors.Re Petrofac Limited and Petrofac International (UAE) LLC [2025] EWCA Civ 821… more

Appeals, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Companies Act

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Gabriel Bell

Two Years in Review: Rehearing Petitions in Patent Cases

The Federal Circuit was more likely to call for a response to petitions supported by amicus briefs, but rarely granted rehearing in 2021 and 2022. Key Points: ..In 2021 and 2022, the Federal Circuit called for a response… more

Patent Litigation, Patents, Petition For Rehearing

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Kathryn Bell

Kirschner v. JP Morgan: Second Circuit Affirms That Syndicated Loans Are Not Securities

Second Circuit upholds SDNY’s finding that under Reves syndicated loans are not securities under federal law. Introduction - On August 24, 2023, the US Court of Appeals for the Second Circuit issued its highly… more

Appeals, Blue Sky Laws, Commercial Bankruptcy, Credit Facilities, Debt Instruments

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Charlie Beller

Enforcement of “Interlocking Directorates” Accelerates With DOJ-Announced Resignations and FTC Consent Agreement

Companies should take a proactive approach as US antitrust agencies continue to enforce Section 8 of the Clayton Act. The Federal Trade Commission (FTC) and the US Department of Justice (DOJ) Antitrust Division (the… more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Enforcement Authority, Federal Trade Commission (FTC)

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Georgia Bellett

COP28: Key Takeaways From the Annual Climate Conference in Dubai

The first global stocktake, Article 6, carbon markets, new finance pledges, and the loss and damage fund formed the major developments at this year’s conference. Between November 30 and December 12, 2023, Dubai hosted the… more

Climate Change, COP, Dubai, Energy Market, Energy Sector

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Robert Benditz

German Draft Competition Law Amendment Includes Far Reaching Remedial Powers Absent Actual Infringements

Under the draft law, the FCO could impose behavioural and structural remedies following a sector inquiry without finding an infringement of German or EU competition law. The German Federal Ministry for Economic Affairs and… more

Compliance, Digital Markets Strategy, Digital Services, Enforcement Actions, EU

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Alexander Benedetti

Earnouts Are Rising Across Europe, But Can They Unlock COVID-19 Valuation Gaps?

Despite practical challenges, earnouts are a tool that PE buyers should increasingly consider to reconcile differences and get deals done. The use of earnouts, though historically disliked by PE buyers, is increasing across… more

Business Valuations, Coronavirus/COVID-19, Earn-Outs, EU, Private Equity

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Ryan Benedict

Major Reforms to UK Secondary Capital Raising Processes

The landmark UK Secondary Capital Raising Review Report takes a holistic approach in making bold and comprehensive recommendations to improve the UK secondary capital raising processes and ecosystem. On 19 July 2022, HM… more

Capital Markets, Capital Raising, Financial Conduct Authority (FCA), HM Treasury, Information Reports

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Filippo Benintendi

The Race Toward PSD2 Implementation Intensifies

Latest milestones in the transformation of the payment services market: final text of the RTS and the member states’ implementation of PSD2. Key Points: ..The EC has adopted the final text of the RTS, which includes… more

EU, European Banking Authority (EBA), European Commission, PSD2, Regulation Technical Standards (RTS)

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Michael Benjamin

US Tax Reform: Opportunities and Challenges for Leveraged Finance

The new tax rules are expected to have an immediate impact on leveraged companies and leveraged finance transactions. On December 22, 2017, President Trump signed into law the “Tax Cuts and Jobs Act” (the Act).1 This Client… more

Controlled Foreign Corporations, Corporate Taxes, EBITDA, Leveraged Finance, Tax Cuts and Jobs Act

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Sandra Benjamin

US Immigration and Customs Enforcement Efforts - Employer Impacts

Corporate considerations for Trump administration immigration-related activities. Among the many developments in the first two weeks of the new administration, the Trump White House has taken a number of immigration-related… more

Department of Homeland Security (DHS), Employment Policies, Enforcement Priorities, Form I-9, Immigration and Customs Enforcement (ICE)

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Tim Bennett

Redressing the Balance of Power in Restructuring Plans Petrofac in the Court of Appeal

The Court of Appeal has reversed the sanction of the Petrofac group’s restructuring plans and allowed the appeal of two dissenting unsecured creditors.Re Petrofac Limited and Petrofac International (UAE) LLC [2025] EWCA Civ 821… more

Appeals, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Companies Act

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Krisa Benskin

DOL Final Rule on ESG Factors to Take Effect February 1, 2023

The Final Rule clarifies the application of ERISA’s fiduciary duties of prudence and loyalty to the selection of plan investments that incorporate ESG goals. On November 22, 2022, the US Department of Labor (DOL) released a… more

Benefit Plan Sponsors, Corporate Counsel, Department of Labor (DOL), Effective Date, Employee Benefits

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Nick Benson

ESG in Asset Management: A Global Perspective - October 2021

The global asset management community has long been among the leaders in recognising the investment and risk management benefits of tracking the environmental, social, and governance (ESG) performance of the assets it invests… more

Asset Management, Business Strategies, Climate Change, Corporate Governance, Corporate Social Responsibility

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Jane Bentham

No Deal Brexit and Data Transfers: Companies Must Prepare Now

Companies should identify data flows, implement a data transfer solution, and update internal documents and privacy notices. Since our blog on “What a “No Deal” Brexit Means for UK Data Privacy”, the European Data Protection… more

Article 50 Treaty of the EU, CNIL, Data Privacy, Data Protection, DIFC

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Barr Benyamin

Supreme Court: SLUSA Does Not Prohibit State Court Jurisdiction Over Securities Act Class Actions

In Cyan, Inc., the Justices unanimously decide that state courts have jurisdiction over federal Securities Act class actions. Key Points: ..Resolves split of authority on whether the Securities Litigation Uniform Standards… more

Class Action, Cyan Inc v Beaver Cty Emps Ret Fund, Jurisdiction, PSLRA, Removal

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Stuart Beraha

The Technology, Media and Telecommunications Review, 13th Edition - Japan

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Digital Communications, Digital Marketplace, Digital Platforms, Electronic Communications, Infrastructure

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Hannah Berdal

ESG Toolkit Expands for European PE

Green shoots emerge as PE firms consider new ways to incorporate ESG into dealmaking. Market sentiment and the increasing importance of environmental, social, and governance (ESG) to firms’ competitiveness across the market,… more

Climate Change, Consultation, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements

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Maximilian Berenbrok

Rechtliche Implikationen für Immobilien in Deutschland

Nach einem heute beschlossenen Gesetz werden Mieter vor Kündigungen durch Vermieter geschützt, die in vielen Fällen keinen ähnlichen Schutz vor einer Kündigung ihrer Finanzierung erhalten. Gesetz zur Änderung des deutschen… more

Commercial Leases, Coronavirus/COVID-19, Germany, Moratorium, Relief Measures

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Werner Berg

Review of the EU Merger Guidelines - The First Step

The European Commission has launched a public consultation seeking feedback on its ongoing review of the 20+-year-old EU merger guidelines… more

Antitrust Provisions, Competition, Consultation, EU, EU Merger Directive

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Marc Berger

President Trump Issues Executive Order on Fair Banking

Regulators are directed to avoid reputation risk, identify banks that have engaged in unlawful debanking, and take appropriate remedial actions… more

Anti-Discrimination Policies, Banking Sector, Banks, ECOA, Enforcement Actions

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Sean Berkowitz

New DOJ Policy Will Curb “Piling On” Multiple Penalties for Same Corporate Misconduct

Corporate resolution policy will provide greater clarity and predictability for companies that self-report and cooperate with DOJ. Key Points: ..The new policy requires DOJ civil and criminal prosecutors to coordinate in… more

Civil Monetary Penalty, Cooperation, Corporate Fines, Corporate Misconduct, Criminal Prosecution

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Alexa Berlin

Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay

In a spinoff, a public company separates one or more of its businesses into a new, publicly traded company. For the public company that initiates it, a spinoff can achieve a number of critical business and financial… more

Business Strategies, Corporate Governance, Corporate Taxes, Due Diligence, Initial Public Offering (IPO)

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David Berman

Latham Texas Private Funds Breakfast Series Fund Portfolio Company Finance

This fall, Latham’s Investment Funds Practice provided guidance on financing options and considerations for funds and portfolio companies in the second installment of the Private Funds Breakfast Series. The quarterly series is… more

Corporate Financing, Debt Financing, Financial Markets, Financing, Investment Funds

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Michael Bern

Supreme Court: SEC ALJs Are Officers Subject to Constitution’s Appointments Clause

Respondents in pending or future proceedings should carefully assess their options until several key legal questions are resolved. The United States Supreme Court recently issued its ruling in Lucia v. Securities and Exchange… more

Administrative Law Judge (ALJ), Administrative Proceedings, Appointments Clause, Constitutional Challenges, Enforcement Actions

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Carolina Bernal

Telegram: Court Halts Grams Delivery

SEC’s motion for a preliminary injunction is granted, prohibiting delivery of Telegram tokens to purchasers. On March 24, the Court in the Southern District of New York sided with the SEC and granted an injunction prohibiting… more

Howey, Preliminary Injunctions, Securities and Exchange Commission (SEC), Securities Tokens

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Tessa Bernhardt

LathamTECH in Focus: Tech Deals: The Emerging Focus of FDI Regulators?

In this episode of LathamTECH in Focus, Silicon Valley partner Tessa Bernhardt examines the global expansion of foreign direct investment statutes, discusses where she is seeing heightened regulatory activity and offers insights… more

Acquisitions, CFIUS, Corporate Counsel, Cross-Border Transactions, Due Diligence

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Amaryllis Bernitsa

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Aaron Bernstein

Passive Foreign Investment Companies: Reinterpreting the Active Banking Exception for the Modern Banking Industry

The passive foreign investment company (“PFIC”) rules generally impose unfavorable tax treatment on certain U.S. shareholders of foreign corporations that generate excess passive income or hold excess passive assets. In January… more

Banking Sector, Banks, Corporate Taxes, Final Rules, International Tax Issues

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Eitan Bernstein

Multinational Financial Groups After the U.S. Tax Reform: Selected Inbound and Outbound Issues

Introduction and Overview - The Tax Cuts and Jobs Act (“TCJA”) resulted in the most sweeping changes to the Internal Revenue Code (the “Code”) in decades and will result in countless articles and commentary to address the… more

BEPS, Controlled Foreign Corporations, Corporate Taxes, Financial Institutions, Internal Revenue Code (IRC)

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Joseph Bevash

The Canadian LNG Projects Revolution

Canada’s liquefied natural gas (LNG) market is at something of a turning point. With expanding shale reserves, an amenable regulatory environment and a general comfort with foreign investment in its oil and gas industry,… more

Energy Projects, Importers, Liquid Natural Gas, Natural Gas, Oil & Gas

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Kishore Bhindi

Second FCA Consultation on New Prudential Regime for Investment Firms

Latest FCA consultation focuses on remuneration, risk management and governance, and liquidity requirements. Key Points: The consultation: ..Sets out the FCA’s proposals for the new remuneration rules for FCA… more

Consultation, Corporate Governance, Financial Conduct Authority (FCA), Investment Adviser, Investment Firms

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Frank Bierwirth

European Commission Proposes Amended Framework for the Securitisation of Non-Performing Exposures

The proposal is part of an effort to aid economic recovery and enhance the capacity of banks to lend to corporates and SMEs. The European Commission’s proposal to amend the Securitisation Regulation1 and the Capital… more

Banks, Capital Requirements Regulation (CRR), EU, European Banking Authority (EBA), European Commission

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Alexandra Bigot

France Publishes Restructuring and Insolvency Law Reform Ordinance

Ordinance 2021-1193, which effects into law the European Directive on preventive restructuring frameworks, applies to proceedings opened from 1 October 2021. Key Points: ..Certain preventive mechanisms are strengthened… more

Bankruptcy Reform, Commercial Bankruptcy, Cramdown, Creditors, Debt Restructuring

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Aisling Billington

Complex Commercial Litigation Law Review - Fifth Edition - England & Wales

The courts of England are some of the most established fora for dealing with complex commercial litigation. The Civil Procedure Rules (CPR) that apply to English civil litigation, which govern every aspect of cases from… more

Affirmative Defenses, Arbitration, Breach of Contract, Commercial Litigation, Contract Disputes

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Annie Birch

DOJ Issues New FCPA Guidelines Amid Growing Ambitions of UK and European Prosecutors

The guidelines confirm that FCPA enforcement will continue but provide opportunities for foreign authorities to lead where US interests are not significantly impacted… more

Anti-Corruption, Bribery, Corporate Governance, Department of Justice (DOJ), Enforcement Actions

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Cathy Birkeland

Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay

In a spinoff, a public company separates one or more of its businesses into a new, publicly traded company. For the public company that initiates it, a spinoff can achieve a number of critical business and financial… more

Business Strategies, Corporate Governance, Corporate Taxes, Due Diligence, Initial Public Offering (IPO)

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Senet S. Bischoff

FINRA Proposes Amendments to Margin Requirement Rules

The proposed amendments could significantly alter the landscape for extended settlement of securities offerings by expressly limiting the public offering exception for “when-issued” securities to equity IPOs. Key Points:… more

Financial Industry Regulatory Authority (FINRA), Initial Public Offering (IPO), Margin Requirements, Proposed Amendments, Public Offerings

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Andrew Bishop

Direct Lending Takes Off in Asia Pacific: Five Key Takeaways

Asia’s private debt market has gained increased investor attention in recent years. While private debt fundraising peaked in 2019 before a hiatus during the COVID-19 pandemic, direct lending dry powder levels are now steadily on… more

Asia Pacific, Capital Raising, Corporate Financing, Direct Lending

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Jeff Bjork

Third Circuit Adopts Standard for Appointment of Future Claimants Representatives

The court’s decision in In re Imerys Talc America, Inc. clarifies the appointment standard for future claimants representatives in the Third Circuit under Section 524(g) of the US Bankruptcy Code. In a precedential decision,… more

Appeals, Chapter 11, Class Representatives, Commercial Bankruptcy, Commercial Insurance Policies

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Daniel Blackman

New DOJ Guidance Increases Benefits for Robust Antitrust Compliance Programs - What Companies Need to Know

The Antitrust Division’s new policy gives credit for pre-existing compliance programs, but only those that meet certain high standards. On July 11, 2019, Assistant Attorney General Makan Delrahim announced that the US… more

Antitrust Division, Antitrust Provisions, Compliance, Cooperation, Deferred Prosecution Agreements

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Robert Blamires

SEC Imposes New Cybersecurity Requirements on Broker-Dealers, Investment Companies, Registered Investment Advisers, and Transfer Agents

Covered institutions will need to review their cybersecurity and incident response policies and procedures ahead of the applicable compliance deadline… more

Broker-Dealer, Brokers, Compliance, Covered Entities, Cyber Incident Reporting

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Allison Blanco

Supreme Court Blocks Copyright Infringement Claims Until Actual Registration Issues

Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC has important implications for copyright owners who file infringement suits, including authors of literary, musical, and dramatic works. Key Points: ..The Supreme… more

Appeals, Copyright, Copyright Exhaustion, Copyright Infringement, Copyright Registration

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Georgina Blears

Delaware Court Confirms Corporate Officers’ Duty of Oversight - Lessons for UK Companies

The US decision reminds UK companies and their officers to identify and report red flags about misconduct in the workplace. Certain shareholders of McDonald’s Corporation (the Company) sued David Fairhurst, the Company’s… more

Corporate Culture, Corporate Officers, Delaware General Corporation Law, Fiduciary Duty, McDonalds

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Joshua Bledsoe

Federal Court Rejects Preliminary Injunction Against California Climate Disclosure Laws

The ruling allows implementation of the laws while First Amendment litigation proceeds on the merits… more

CARB, Climate Change, Constitutional Challenges, Disclosure Requirements, Environmental Policies

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David Blumental

China Introduces New Foreign Investment Law, Negative Lists, and Encouraged Industries Catalogue

What do multinational corporations, private equity funds, and other foreign investors need to know? On March 15, 2019, the National People’s Congress of China approved The People’s Republic of China Foreign Investment Law… more

Agricultural Sector, CFIUS, China, Consultation, Entertainment Industry

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Andrew Blumenthal

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Melanie Blunschi

International Arbitration: Focus on Chinese Counter-Parties

Given recent developments, parties with cross-border agreements and arbitration with Chinese counter-parties should look to Hong Kong as a seat of arbitration. On 2 April 2019, the Hong Kong SAR Government and the PRC Supreme… more

Arbitration, China, Hong Kong, Hong Kong International Arbitration Centre (HKIAC), International Arbitration

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Wolf-Tassilo Böhm

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Kiley Boland

DOD and GSA Announce FAR Class Deviations to Implement DEI-Related Executive Orders

Government contractors and subcontractors should be on the lookout for contract modifications as agencies begin implementing DEI-related Executive Orders… more

Affirmative Action, Compliance, Contract Amendments, Contract Terms, Department of Defense (DOD)

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David Boles

FCA Confirms Reform to the UK IPO Process

The new rules are designed to improve the availability of information during the UK IPO process. Key Points: ..New rules will be introduced from 1 July 2018 to change the timing and sequencing of the availability of… more

AIM, Conflicts of Interest, Financial Conduct Authority (FCA), Initial Public Offering (IPO), Market Abuse

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Robert Boley

Supreme Court’s Halliburton Decision Opens New Line of Defense

In Halliburton Co. v. Erica P. John Fund, Inc., a rebuttable presumption must yield to the evidence at class certification. On June 23, 2014, the United States Supreme Court sustained the “fraud-on-the-market” doctrine… more

Basic v Levinson, Class Certification, Fraud, Fraud-on-the-Market, Halliburton

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Marco Bonasso

Managing Italian Companies with Listed Securities During the COVID-19 Outbreak – Part III (Limits to Market Transactions)

This third in a series provides practical guidance to help companies cope with the evolving regulatory scenario during the pandemic. Due to the global spread of COVID-19, governments and regulators have adopted a variety of… more

Coronavirus/COVID-19, Italy, Publicly-Traded Companies, Relief Measures, State of Emergency

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Gregory Bonné

London Litigation Year in Review and 2024 Outlook

Welcome to our London Litigation Year in Review and 2024 Outlook. In this report, we examine the litigation trends that shaped the commercial landscape in 2023 and look at how these developments are likely to play out in the… more

Antitrust Litigation, Artificial Intelligence, Banking Sector, Criminal Investigations, Cryptocurrency

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France-Hélène Boret

Review of the EU Merger Guidelines - The First Step

The European Commission has launched a public consultation seeking feedback on its ongoing review of the 20+-year-old EU merger guidelines… more

Antitrust Provisions, Competition, Consultation, EU, EU Merger Directive

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Federico Borgogno

Managing Italian Private Equity Investments During the COVID-19 Outbreak

Practical guidance for private equity firms when tackling Italian portfolio companies’ questions during the pandemic. In light of the COVID-19 outbreak, the Italian government has adopted significant steps to curb the spread… more

Coronavirus/COVID-19, Italy, Portfolio Companies, Private Equity Firms, Private Equity Funds

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Yasmina Borhani

German Court Delays Implementation of Unified Patent Court Legislation

Germany’s constitutional court, the Bundesverfassungsgericht, has requested that the German President hold off on signing the legislation ratifying the Unified Patent Court (UPC) and the Unitary Patent (UP) following a… more

EU, Germany, Patents, Pending Legislation, Unified Patent Court

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Michael Bosworth

Kirschner v. JP Morgan: Second Circuit Affirms That Syndicated Loans Are Not Securities

Second Circuit upholds SDNY’s finding that under Reves syndicated loans are not securities under federal law. Introduction - On August 24, 2023, the US Court of Appeals for the Second Circuit issued its highly… more

Appeals, Blue Sky Laws, Commercial Bankruptcy, Credit Facilities, Debt Instruments

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Jean-Baptiste Bourbier

COVID-19 Crisis: French Tax and Social Contributions Measures for Businesses - Updated

The French government has announced emergency measures regarding taxes and social contributions in order to protect businesses from the impact of the crisis. Key Points: ..Businesses may request delays for the payment of… more

Coronavirus/COVID-19, Dividends, France, Relief Measures, Tax Authority

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Gillian Bourke

European Scrutiny of Foreign Subsidies to Impact PE Deals

A new regulation to control foreign subsidies could entail more complex, costly, and time-consuming deal clearances. European M&A is set to become more complex after the entry into force of the Foreign Subsidies Regulation… more

Acquisitions, Competition, Complex Corporate Transactions, EU, European Commission

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Laurenz Bové

6 Sustainability Takeaways in EU Antitrust & Regulatory

Delivering the European Green Deal | Fit for 55 package - The European Commission has put forward Fit for 55, a package of legislative proposals to make its policies fit for delivering the updated 2030 greenhouse gas… more

Climate Change, Competition, Environmental Social & Governance (ESG), EU, Greenhouse Gas Emissions

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Charlie Bowden

FCA Sets Out Next Steps on Its Approach to Non-Financial Misconduct

On 2 July 2025, the FCA published its long-awaited proposed next steps on addressing non-financial misconduct (NFM) in financial services. In a joint Consultation Paper and Policy Statement (CP25/18), the regulator is… more

Code of Conduct, Corporate Misconduct, Employee Misconduct, Employees, Employment Policies

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Christopher Bower

FTC Hearing Considers Collusive, Exclusionary, and Predatory Conduct on Digital Platforms

Third FTC hearing on Competition and Consumer Protection in the 21st Century considers calls for additional scrutiny in multi-sided digital platform industries. On October 15, 16, and 17, 2018, the Federal Trade Commission… more

Administrative Hearings, Antitrust Provisions, Competition, Data Collection, Data-Sharing

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Marissa Boynton

Eighth Circuit Vacates FTC Click-to-Cancel Rule Days Before Compliance Deadline

Although the entire Rule has been vacated, businesses offering negative option programs should remain aware of general unfair and deceptive advertising principles and applicable state law requirements. KEY POINTS: On July 8,… more

Advertising, Appeals, Compliance, Consumer Protection Laws, Enforcement Actions

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Y. Bora Bozkurt

Non-Plain Vanilla Questions About Taxation of Plain Vanilla Convertible Debt

Convertible debt is exceptionally attractive to investors in volatile markets because it offers the security of a bond with the upside of equity. That is why convertible debt was one of the strongest asset classes during the… more

Convertible Bonds, Convertible Debt, Corporate Financing, Corporate Issuers, Corporate Taxes

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Patrick Braasch

German Real Estate Sellers: Beware Rent Roll Risks

Sellers may be liable for damages if actual rent is lower than stated in the rent roll, despite contractual exclusion of liability for defects. The Higher Regional Court of Cologne (HRC Cologne) has ruled that a property… more

Contract Disputes, Contract Terms, Damages, Declaratory Relief, Germany

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Aaron Bradley

UK Digital Services Tax: 1 April Brings New Tax on Global Digital Businesses

Following the publication of the Finance Bill 2020 the UK government is pressing ahead with the introduction of the Digital Services Tax from 1 April 2020. From 1 April 2020 the UK government is introducing a new tax in the… more

BEPS, Digital Marketplace, Digital Services, Digital Taxes, OECD

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Jennifer Bragg

Healthcare & Life Sciences: Drug Pricing Digest - August 2025

Our Drug Pricing and Market Access team tracks recent developments in healthcare reform, the Medicaid Drug Rebate Program, the 340B Program, Medicare, and state law… more

Centers for Medicare & Medicaid Services (CMS), Covered Entities, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Marcello Bragliani

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Isabelle Brams

Personal Data: A Relative Concept?

Advocate General Spielmann opines that personal data can be pseudonymous in the hands of one party and anonymous in the hands of another… more

Court of Justice of the European Union (CJEU), Data Privacy, Data Protection, Data Security, Data-Sharing

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Kasey Branam

CMS Finalizes Long-awaited Rule Implementing ACA’s Overpayment Reporting Requirements

CMS provides some clarity in Affordable Care Act final rule, but questions remain, complicating compliance efforts. On February 12, 2016, the Centers for Medicare & Medicaid Services (CMS) published a final rule (Final… more

60-Day Rule, Affordable Care Act, Centers for Medicare & Medicaid Services (CMS), Final Rules, Medicare Part A

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Roderick Branch

Mexico Issues First License Under New FinTech Law

The landmark authorization signals the Mexican government will likely grant similar licenses to more FinTech companies in the coming months. Nearly two years after the Mexican government enacted its Financial Technology… more

Banking Sector, FinTech, Mexico, New Legislation, Popular

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Bénédicte Bremond

French Employment and Tax Reforms Set to Boost Private Equity Buyouts

President Macron recently unveiled employment and tax reforms to increase France’s appeal for deal makers. While France ranks highly as an investment destination for private equity firms, complex and inflexible French employment… more

Collective Bargaining Agreements (CBA), Federal Labor Laws, France, President Macron, Private Equity

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Jennifer Brennan

High Court Declines to “Cram Down” Shareholders in Proposed Part 26A Restructuring Plan of Oil Company

The decision provides new judicial guidance for determining the boundaries of cross-class cram down tests. On 28 June 2021, the High Court declined to sanction a restructuring plan proposed by Hurricane Energy plc… more

Bondholders, Commercial Bankruptcy, Cramdown, Creditors, Debt Restructuring

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Oliver Bretton

UK Government to Implement UNCITRAL Model Law on Enterprise Group Insolvency

The model law aims to maximise group-wide recoveries in an insolvency through cooperation and efficient administration. The UK government has announced its intention to legislate to implement the UNCITRAL Model Law on… more

Cross-Border, Cross-Border Insolvency Regulations (CBIR), Foreign Jurisdictions, Insolvency, The Model Law

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Jed Brickner

Sun Capital: Private Equity Funds Liable for Portfolio Company’s Withdrawal Liability

District Court finds affiliated funds acted in de facto partnership which controlled portfolio company; Decision may be significant in making private equity acquisition structuring choices. On March 28, 2016, a Federal… more

Commercial Bankruptcy, Employee Retirement Income Security Act (ERISA), Investment Portfolios, Joint and Several Liability, Multiemployer Pension Plan Amendments Act (MPPAA)

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Matthew Brill

FCC Aims to Codify and Streamline Foreign Ownership Rules and Review Process

On April 29, 2025, the Federal Communications Commission (FCC or Commission) released a Notice of Proposed Rulemaking (NPRM) that proposes to formalize the Commission’s practices and review processes for reviewing foreign… more

Communications Act of 1934, FCC, Foreign Ownership, National Security, NPRM

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Jean-Philippe Brisson

New Verra Methodology Aims to Create Carbon Credits Through Accelerated Retirement of Coal-Fired Power Plants

The methodology outlines a three-step approach for obtaining credits: retirement of coal-fired power plants, generation of replacement renewable electricity, and assurance of a just transition… more

Carbon Emissions, Clean Energy, Climate Change, Coal, Coal Industry

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Frederick Brodie

Baking the Books — Recent Instances of Fraud Highlight the Need for Vigilance in M&A Deals

Buyers’ best defence against M&A fraud requires rigorous, pre-closing due diligence — when fraud is suspected, deal teams should seek legal advice and proceed with caution. Recent high-profile fraud cases gravely illustrate… more

Accounting Fraud, Acquisitions, Auditors, Contract Terms, Due Diligence

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Michael Brody

US Tax Reform: Key Business Impacts, Illustrated With Charts and Transactional Diagrams

Appendix at pages 34-43 includes a series of transactional diagrams outlining the main structuring issues in the international context. Key Points: ..The legislation alters fundamental aspects of US business taxation… more

Corporate Taxes, Energy Sector, Mortgage REITS, Multinationals, Net Operating Losses

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Chasmin Brooks

Private Equity Fund Managers: Annual Compliance Reminders and New Developments

Summary of private equity firms’ compliance obligations, discussion of notable developments in 2017, and outlook for 2018. US federal laws and regulations, as well as the rules of self-regulatory organizations (SROs), impose… more

Chief Compliance Officers, Corporate Governance, Cybersecurity, Disclosure Requirements, Fund Managers

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Mark Broude

Houston Bankruptcy Court Splits With Third Circuit on “Statutory Impairment”

Ultra court clarifies the requirements for classifying a creditor as “unimpaired” under a plan of reorganization. Key Points: - Texas bankruptcy court splits from Third Circuit in finding that a creditor must receive… more

Bankruptcy Code, Bankruptcy Court, Bankruptcy Plans, Commercial Bankruptcy, Unsecured Debt

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Julie Brousseau

French Competition Authority Determines That Certain Information Exchanges Are Acceptable

The decision gives useful guidance on what type of information exchanges are compatible with antitrust rules - Key Points: ..The extent and the types of information that can be exchanged between competitors without… more

France, French Competition Authority, Information Sharing, International Travel

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Christopher Brown

New FTC Policy Statement Expands Scope of “Unfair” Methods of Competition

The guidance significantly expands the reach of Section 5 beyond the Sherman and Clayton Acts to encompass unfair methods of competition that constitute “incipient” violations of the antitrust laws or violate “the spirit” of the… more

Enforcement Authority, Federal Trade Commission (FTC), FTC Act, New Guidance, Policy Statement

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Kegan Brown

DOI Seeks Comments on Proposal to Expand Natural Resource Damage Assessment Procedures

The advanced notice of proposed rulemaking signals DOI’s interest in developing faster and more cost-effective methods to quantify natural resource damage claims. On January 18, 2023, the US Department of the Interior (DOI)… more

Advanced Notice of Proposed Rulemaking (ANPRM), Calculation of Damages, CERCLA, Comment Period, Critical Habitat

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Matthew Brown

Energy & Infrastructure: Renewables Driving Change in the Investment Landscape

Macro market shifts as part of the energy transition are spurring investors, sponsors, and even traditional oil and gas producers to move in new directions. There is an increase in wind and solar projects being funded, with… more

Batteries, Carbon Capture and Sequestration, Electricity, Energy Projects, Energy Sector

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Michael (Tyler) Brown

FERC Expands Scope of Affiliation Between Investor and Public Utility

More investors in public utilities may now be considered affiliates, thereby significantly increasing compliance obligations and transactions subject to prior FERC approval. On October 20, 2022, the Federal Energy Regulatory… more

Affiliates, Board of Directors, Federal Power Act, FERC, Investors

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Natalie Brown

UK Government Announces Emergency Employment Protection Measures

The support will be backdated to 1 March 2020 and will be open for an initial three-month period. The UK government announced on 20 March 2020 certain emergency protective measures which it billed as “unprecedented”, and… more

Coronavirus/COVID-19, Emergency Management Plans, Employee Retention, Public Health Emergency, UK

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Richard Brown

Proposals to Shake Up the UK IPO Timetable

The FCA seeks to improve transparency in the UK equity IPO process. The FCA is proposing significant reforms to the UK equity IPO process, in order to address its concerns that investors should be receiving better… more

Consultation, Corporate Governance, Financial Conduct Authority (FCA), Initial Public Offering (IPO), Proposed Amendments

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Robert Brown

Texas Signs Responsible AI Governance Act Into Law

After undergoing substantial changes in the Texas legislature, a scaled-down TRAIGA will go into effect in 2026. On June 22, 2025, Texas Governor Greg Abbott signed the Texas Responsible AI Governance Act (TRAIGA or the Act)… more

Advisory Committee, Algorithms, Artificial Intelligence, Governor Abbott, New Legislation

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Stephen Brown

5 Steps Toward a Workplace Without Sexual Misconduct

Sexual misconduct in the workplace has featured prominently in the news this year. TIME Magazine named the “silence breakers” as its Person of the Year. And US lawmakers have introduced a bipartisan bill to bolster employees’… more

Anti-Harassment Policies, Best Management Practices, Employee Training, Employer Liability Issues, Employment Policies

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Dyllan Brown-Bramble

Connecticut Passes Significant Amendments to the Connecticut Data Privacy Act

Covered companies will need to take additional steps to comply with the law in light of the new obligations relating to consumer health data and minors under 18 years old. On June 6, 2023, the Connecticut legislature passed… more

Amended Legislation, Data Controller, Dating Services, Effective Date, Electronic Protected Health Information (ePHI)

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Oliver Browne

London Litigation Year in Review and 2024 Outlook

Welcome to our London Litigation Year in Review and 2024 Outlook. In this report, we examine the litigation trends that shaped the commercial landscape in 2023 and look at how these developments are likely to play out in the… more

Antitrust Litigation, Artificial Intelligence, Banking Sector, Criminal Investigations, Cryptocurrency

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Elliot Brownlee

Navigating the Rise of UK Class Actions Implications for Private Equity

As collective redress actions rise, sponsor and corporate statements are under high scrutiny, with an industry developing to take advantage… more

Class Action, Environmental Social & Governance (ESG), Investors, Litigation Funding, Private Equity

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Morgan Brubaker

US Supreme Court Says No to Post-Sale Restrictions Under Patent Law

The Court also holds that patent exhaustion applies to both foreign and domestic sales in a historic decision. Key Points: ..Patent rights are exhausted by sale even if the patentee purports to impose post-sale… more

First Sale Doctrine, Foreign Sales, Impression Products v Lexmark International, IP License, Patent Exhaustion

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Niklas Brüggemann

Germany Adopts New Sweeping Revision of FDI Control Regime

The latest amendments provide new criminal gun jumping rules, broaden the standard of review, and expand EU-wide cooperation. Key Points: ..New gun jumping rules prohibit certain pre-closing cooperation as well as… more

Foreign Direct Investment, Foreign Investment, Germany, Gun-Jumping, Standard of Review

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Pierre Brûlé

Impact of COVID-19 on French Listed Companies and High Yield Issuers

Q&A for listed companies and high yield issuers navigating capital markets implications, with reference to the AMF’s recommendations and best practices. Listed Companies’ General Meetings During Confinement - Q: How… more

Coronavirus/COVID-19, Corporate Governance, Corporate Issuers, France, Publicly-Traded Companies

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Alice Brunning

EDPB Issues Guidelines on Processing Personal Data for Legitimate Interests Purposes

The draft guidelines provide further clarification to the EDPB’s interpretation of legitimate interests, and suggest a potential divergence with the UK ICO… more

Court of Justice of the European Union (CJEU), Data Controller, Data Processors, Draft Guidance, EU

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Daniel Brunton

Momentum Builds Towards California Offshore Wind Reality

California’s first upcoming offshore wind lease sale, scheduled for December 6, 2022, is the next major step forward for clean energy in the Golden State. The Bureau of Ocean Energy Management (BOEM) and the State of… more

BOEM, California Coastal Commission, Clean Energy, Commercial Leases, Contract Terms

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Alexander Buckeridge-Hocking

Unpacking the UK-EU Deal: What Lies Ahead for Energy and Carbon Markets?

The agreement promises to unlock market and investment opportunities and facilitate greater UK-EU collaboration… more

Carbon Emissions, Clean Energy, Emissions Trading System, Energy Market, Energy Policy

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Sherryn Buehlmann

Second FCA Consultation on New Prudential Regime for Investment Firms

Latest FCA consultation focuses on remuneration, risk management and governance, and liquidity requirements. Key Points: The consultation: ..Sets out the FCA’s proposals for the new remuneration rules for FCA… more

Consultation, Corporate Governance, Financial Conduct Authority (FCA), Investment Adviser, Investment Firms

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Nicole Buffa

Federal Court Rejects Preliminary Injunction Against California Climate Disclosure Laws

The ruling allows implementation of the laws while First Amendment litigation proceeds on the merits… more

CARB, Climate Change, Constitutional Challenges, Disclosure Requirements, Environmental Policies

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Emma Bunting

DOJ Issues New FCPA Guidelines Amid Growing Ambitions of UK and European Prosecutors

The guidelines confirm that FCPA enforcement will continue but provide opportunities for foreign authorities to lead where US interests are not significantly impacted… more

Anti-Corruption, Bribery, Corporate Governance, Department of Justice (DOJ), Enforcement Actions

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Savannah Burgoyne

Key Insights on DOJ's Civil Rights Fraud Initiative

In a memorandum dated May 19, 2025, Deputy Attorney General Todd Blanche announced the establishment of a new Civil Rights Fraud Initiative (the Initiative) at the Department of Justice (DOJ)… more

Colleges, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Educational Institutions, Enforcement Actions

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Samuel Burleton

Financing the Future of Fission: A Nuclear Renaissance and the Promise of SMRs

SMRs are attracting growing attention from governments, investors, and financiers as a means to power the energy transition, offering the promise of shorter construction times, scalability, and reduced financial risk compared to… more

Clean Energy, Climate Change, Emerging Technologies, Energy Projects, Energy Sector

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Douglas Burnaford

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Jase Burner

Five Strategies for Startups to Effectively Tackle ESG

As more public — and even private — companies will need to address ESG expectations, some simple strategies can help companies chart a course from the beginning. As the global focus on environmental, social, and governance… more

Compliance, Corporate Governance, Corporate Social Responsibility, Early Stage Companies, Environmental Social & Governance (ESG)

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James Burnett

Credit Insights – Finding Liquidity Under Loan and Bond Documents

To raise new debt at a time of low liquidity, leveraged and other sub investment grade companies must navigate restrictions in loan and bond documents. Many companies are seeking funding to survive the currently… more

Bonds, Coronavirus/COVID-19, Corporate Financing, Credit Facilities, EBITDA

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Kendall Burnett

UK Regulators Propose Shake-up to Bank Remuneration Rules

On 26 November 2024, the PRA and the FCA published a joint Consultation Paper on changes to the remuneration rules (PRA CP16/24, FCA CP24/24). The changes are relevant to banks, building societies, and PRA-designated investment… more

Consultation, EU, Financial Conduct Authority (FCA), Financial Institutions, Financial Services Industry

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Thibault Burnier

Impact of COVID-19 on French M&A Transactions

COVID-19 and government measures to fight it may significantly affect M&A transactions. On March 16, 2020, President Emmanuel Macron announced the implementation of unprecedented and extendable quarantine measures in order to… more

Acquisitions, Complex Corporate Transactions, Coronavirus/COVID-19, France, Mergers

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Mikhail Bushinski

NY Attorney General Secures $1 Billion-Plus Judgment for Illegal Loans Misrepresented as Merchant Cash Advances

On January 22, 2025, New York Attorney General (NYAG) Letitia James announced a judgment and settlement against cash advance provider Yellowstone Capital, its officers, and two dozen affiliates (Yellowstone) for more than $1… more

Enforcement Actions, Loans, Merchant Cash Advance (MCA), Non-Bank Lenders, Predatory Lending

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Lawrence Buterman

Florida Law to Restrict the Use of Certain ESG Factors by Asset Managers and Financial Institutions

The legislation mirrors anti-“industry boycott” legislation introduced or passed in other US states and provides more explicit rubrics of prohibited factors. On May 5, 2023, Florida Governor Ron DeSantis signed into law… more

Asset Management, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Federal Contractors

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Richard Butterwick

Recent Developments for UK PLCs - August 2025

On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026… more

Deregulation, Digital Securities, Disclosure Requirements, Final Rules, Financial Conduct Authority (FCA)

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Asia Cadet

Final US Outbound Investment Rules to Be Effective January 2, 2025: Key Questions Answered

The Final Rule prohibits or requires notification of certain US investments in Chinese and Chinese-controlled entities involved in semiconductors, quantum information technologies, and artificial intelligence… more

Biden Administration, China, Compliance, Controlled Foreign Corporations, Covered Person

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Jennifer Cadet

Rise in Transatlantic Transactions Puts M&A Deal Terms in Focus

More US buyers — and more buyer-friendly deal terms — are entering the seller-friendly UK market, although the picture is increasingly nuanced. Whilst global M&A deal volumes have dipped at the start of Q1 2023, UK-bound… more

Acquisitions, Antitrust Provisions, Contract Terms, Cross-Border Transactions, EU

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Connor Cahalane

Staying Inside - FCA’s New Guidance on Market Conduct During COVID-19

New guidance for issuers and market participants on capital raising events and alternative working arrangements, and additional time allowed for filing half-yearly financial reports. On 27 May 2020, the FCA published its… more

Coronavirus/COVID-19, Corporate Issuers, Financial Conduct Authority (FCA), Financial Reporting, Market Participants

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Joseph Calabrese

Caring for the CARES Act: The New Oversight and Investigations Landscape for COVID-19 Relief Programs

Economic aid legislation will likely result in increased scrutiny of certain industries, similar to investigations that followed relief efforts in the 2008 financial crisis. Key Points: ..The CARES Act creates multiple new… more

CARES Act, Compliance, Coronavirus/COVID-19, Financial Stimulus, Government Investigations

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Monica Calce

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Leslie Caldwell

A Look Ahead at the Biden Administration’s Regulatory and Enforcement Priorities

With the new administration poised to take office, public and private companies will need to consider how President Biden’s regulatory, enforcement, and legislative priorities will affect their businesses. During this… more

Administrative Law Judge (ALJ), Antitrust Provisions, Biden Administration, Broadband, CFIUS

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Javier Ruiz Calzado

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Zaal Cama

Management Incentive Plan Resets 4 Solutions for Sponsors

Buyout firms have recently used a range of reset tools to incentivise management, requiring careful navigation of legal, tax, and regulatory issues. As buyout firms navigate current pressures on portfolio company financial… more

Business Valuations, Buyouts, Capital Gains, Cash-in-Lieu of Benefits, Corporate Management

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Catherine Campbell

Failure to Prevent Fraud: Corporates Face New Criminal Offence Amid Accountability Crackdown

Enhanced SFO powers and promises of swifter action on economic crime underscore the importance of anti-fraud measures for corporates and M&A dealmakers. The UK government is cracking down on corporates turning a blind eye to… more

Acquisitions, Corporate Governance, Corporate Liability, Criminal Liability, Financial Conduct Authority (FCA)

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Christopher Campbell

Worker Windfalls Bring Benefits for PE

Sponsors are likely to explore share-based schemes and other plans to incentivise non-managerial staff. Incentivising management with sweet equity and co-investment opportunities is a tried and tested strategy for buyout… more

Corporate Management, Employee Benefits, Employee Stock Purchase Plans, Equity Compensation, Executive Compensation

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Neil Campbell

W&I Insurance: Hard Staple, Hard Sell?

Warranty and indemnity insurance may remain a staple of European private equity, but are buyers changing course? Warranty and indemnity (W&I) insurance has become an important component of European PE transactions in recent… more

EU, Indemnity Insurance, Private Equity, UK, Warranty Insurance

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Tiffany Fobes Campion

Considerations for REITs in Adopting a Poison Pill in Response to the COVID-19 Crisis

REIT management and boards of directors should review their defensive profile and consider whether to prepare a rights plan. Key Points: ..Unprecedented market volatility and investor uncertainty due to the coronavirus… more

Coronavirus/COVID-19, Corporate Governance, Poison Pill, REIT, Shareholder Rights

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Marc Campopiano

California Targets New and Expanded Logistics Facilities

Assembly Bill 98 imposes stringent design requirements applicable to new and expanded warehouse development as soon as January 1, 2026… more

California, CEQA, Distribution Centers, Transportation Industry, Urban Planning & Development

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Robert Canning

CMS Proposes New Medicare Reporting and Payment System for Laboratories

Proposed rule will create significant, retroactive reporting requirements for private payor payment rates to clinical laboratories. Many clinical laboratories will need to expend significant resources to track, collect and… more

Centers for Medicare & Medicaid Services (CMS), Clinical Laboratory Testing, Medicare, Reporting Requirements

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Benjamin B. R. Carale

Five Eye-Opening Facts About the Philippine US$ Bond Market

The Philippine bond market differs significantly from other markets, but is expected to change as growth continues. Philippine companies have become avid borrowers of funds provided by the international high yield bond… more

Bonds, Foreign Investment, Foreign Markets

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Tal Carmeli

California Low Carbon Fuel Standard Amendments Take Effect

On June 27, 2025, the California Office of Administrative Law (OAL) approved the amended Low Carbon Fuel Standard (LCFS) Regulation, submitted by the California Air Resources Board (CARB) to the OAL on May 16, 2025… more

Administrative Procedure Act, Amended Regulation, Biofuel, California Air Resources Board, CARB

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Les Carnegie

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Jason Caron

Healthcare & Life Sciences: Drug Pricing Digest - August 2025

Our Drug Pricing and Market Access team tracks recent developments in healthcare reform, the Medicaid Drug Rebate Program, the 340B Program, Medicare, and state law… more

Centers for Medicare & Medicaid Services (CMS), Covered Entities, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Michelle L.C. Carpenter

Key Compensation Items for 2024 Proxy Season and Beyond - February 2024

Pursuant to rules that the Securities and Exchange Commission (SEC) issued in late 2022, publicly traded companies must generally provide both tabular and narrative and/or graphical disclosure of the relationship between… more

Compensation & Benefits, Corporate Governance, Environmental Social & Governance (ESG), Executive Compensation, Proxy Season

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Brett Carr

EBA Publishes No Action Letter on Interaction Between MiCA and PSD2

In the short term, firms are likely to face dual authorisation and significant regulatory requirements. On 10 June 2025, the European Banking Authority (EBA) issued a No Action letter on the relationship between the Markets… more

Cryptoassets, Cryptocurrency, Digital Assets, EU, European Banking Authority (EBA)

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Noah Carr

Regulatory Updates in Asia ESG - August 2023

As ESG regulation in Asia develops at an increasing pace, Latham lawyers give an update on noteworthy developments across the region… more

Asia, China, Climate Change, Consultation, Corporate Governance

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Michael Carroll

EPA Targets Oil and Gas Sector with Suite of New Emissions Rules

On May 12, 2016, the US Environmental Protection Agency (EPA) released its final rules aimed at reducing methane emissions from the oil and gas industry, in support of the Obama Administration’s efforts to cut methane emissions… more

Environmental Protection Agency (EPA), Greenhouse Gas Emissions, Methane, New Source Performance Standards (NSPS), Oil & Gas

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Darcee Case

US Tax Court Voids Penalties Affecting Syndicated Conservation Easements; Treasury Reacts With Proposed Regulations

The Tax Court’s decision setting aside IRS Notice 2017-10 for ignoring the APA’s notice and comment requirements has serious implications for other notices identifying listed transactions. Key Points: ..Notice 2017-10… more

Administrative Procedure Act, Conservation Easements, Internal Revenue Code (IRC), IRS, Notice and Comment

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Heeran Caselton

Proposed Market Framework for Financing Small Nuclear Projects in the UK

The Expert Finance Working Group on Small Nuclear Reactors (EFWG), an independent group convened in January 2018 by the Department for Business, Energy & Industrial Strategy, recently published its report with recommendations… more

Critical Infrastructure Sectors, Energy Projects, Energy Sector, Federal Funding, Financing

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Edoardo Cassinelli

6 Sustainability Takeaways in EU Antitrust Regulatory - December 2023

Political Agreement Reached on Corporate Sustainability Due Diligence Rules - On 14 December 2023, the European Council (Council) and European Parliament (Parliament) reached a political agreement on the Corporate… more

Antitrust Provisions, Corporate Governance, Due Diligence, Environmental Social & Governance (ESG), EU

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Sara Castiglia

Final US Outbound Investment Rules to Be Effective January 2, 2025: Key Questions Answered

The Final Rule prohibits or requires notification of certain US investments in Chinese and Chinese-controlled entities involved in semiconductors, quantum information technologies, and artificial intelligence… more

Biden Administration, China, Compliance, Controlled Foreign Corporations, Covered Person

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Kelly Cataldo

After the IRA - A New Financing Landscape

As we pass the first anniversary of the Inflation Reduction Act, the project finance markets are beginning to coalesce around novel financing structures designed to make optimal use of the new tax credit subsidies that the US… more

Credit Facilities, Energy Projects, Energy Sector, Inflation Reduction Act (IRA), Production Tax Credit

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Chris Caulder

GSA Announces Initiative to Revamp FedRAMP to Further Administration’s Priority of Promoting Government Efficiency

FedRAMP 20x aims to increase efficiency through automation and removal of hurdles to FedRAMP authorization… more

Automation Systems, Cloud Computing, Data Security, FedRAMP, General Services Administration (GSA)

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Joel Cavanaugh

SEC Adopts Changes to Form PF for Private Equity and Large Hedge Fund Advisers

On May 3, 2023, the US Securities and Exchange Commission (SEC), in a 3-2 decision, adopted a final rule that modifies Form PF’s reporting requirements for certain registered investment advisers to private equity funds, hedge… more

Amended Forms, Final Rules, Form PF, Hedge Funds, Investment Adviser

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Brian Chae

ISSB Implementation Across Asia - September 2024

In the December 2023 edition of Regulatory Updates in Asia ESG we provided an update on how jurisdictions across Asia are responding to the International Sustainability Standards Board (ISSB) standards. Several regulators in… more

Asia, Climate Change, Consultation, COP, Corporate Governance

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Joshua Chalkley

No-Poach Prosecutions: A Growing Problem for M&A Deal Teams?

M&A deal teams should take note of heightened scrutiny of HR and employment practices by antitrust enforcers in the US and Europe. No-poach, non-solicitation, and wage-fixing agreements - arrangements between companies… more

Acquisitions, Anti-Competitive, Antitrust Provisions, Corporate Liability, Department of Labor (DOL)

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Damara Chambers

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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J. Michael Chambers

Supreme Court: SEC ALJs Are Officers Subject to Constitution’s Appointments Clause

Respondents in pending or future proceedings should carefully assess their options until several key legal questions are resolved. The United States Supreme Court recently issued its ruling in Lucia v. Securities and Exchange… more

Administrative Law Judge (ALJ), Administrative Proceedings, Appointments Clause, Constitutional Challenges, Enforcement Actions

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Kevin Andrew Chambers

US Sanctions and Export Control Agencies Issue “Joint Compliance Note” on Voluntary Self-Disclosure Policies

Companies that promptly self-disclose and remediate potential violations of administrative or criminal law may significantly mitigate liability. On July 26, 2023, the US Departments of Justice (DOJ), Commerce, and the… more

Bureau of Industry and Security (BIS), Compliance, Department of Justice (DOJ), Economic Sanctions, Enforcement Authority

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Frederic Chamboredon

France Amends Banking Monopoly Rules to Facilitate Syndications

Ordinance allows certain types of foreign entities to purchase outstanding loans from French-regulated entities. The French government has issued an ordinance that aims to improve the legal framework for French securitization… more

Amended Regulation, Banking Sector, Foreign Entities, France, Syndicated Loans

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Lindsey Champlin

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Anthony Chan

Hong Kong and BVI Courts Differ on Whether Noteholders Have Standing to Petition for Winding-Up

The Hong Kong Court confirmed that noteholders with beneficial interest in global notes do not have standing to present winding-up petitions against issuers. Meanwhile, the BVI Court reached the opposite conclusion in a… more

Commercial Bankruptcy, Corporate Restructuring, Hong Kong, Insolvency, Reorganizations

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Kenneth Chan

China: New Measures for Deregulating and Promoting Foreign Direct Investment

On January 12, 2017, the State Council issued the Circular concerning Measures on Expanding the Opening Up and the Active Utilization of Foreign Investment (the Circular). The Circular sets out the government’s policies and… more

China, Deregulation, Foreign Direct Investment, Popular

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Sandhya Chandrasekhar

US Stimulus Creates Temporary COBRA Premium Subsidy and Payroll Tax Credit

Under the new stimulus law, employers must make available temporary COBRA premium subsidies and special COBRA enrollment rights to eligible individuals. Employers are entitled to a refundable payroll tax credit for the amount of… more

American Rescue Plan Act of 2021, Benefit Plan Sponsors, Biden Administration, COBRA, Coronavirus/COVID-19

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Dale Chang

The PTAB Pendulum Swings Back to Petitioners

The PTAB’s institution rates have bounced back under Director Vidal, as discretionary denials have plummeted. Key Points: ..Petitioners are enjoying the highest institution rate since 2015-2016, driven largely by a… more

Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents, Post-Grant Review

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Tom Channing

Foreign Subsidies Regulation Key Updates for PE Deal Teams

European M&A is expected to become more complex after European legislators agreed on a new Foreign Subsidies Regulation (FSR), which came into force in January 2023 and aims to control subsidies that distort the EU internal… more

Acquisitions, Disclosure Requirements, EU, European Commission, Foreign Subsidies

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Terry Charalambous

Working Out Worker Rights - What Recent Developments Mean for PE

Worker classification, employee rights, and equal pay are among the issues that require careful consideration in light of recent and forthcoming changes. The COVID-19 pandemic, and the growing emphasis on ESG metrics… more

Corporate Governance, Corporate Social Responsibility, Employee Rights, Environmental Social & Governance (ESG), Equal Pay

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Layan Charara

White House Issues Outbound Investment Executive Order and Treasury Department Solicits Comments on This New Regulatory Program: 5 Key Takeaways

After publicly signaling support for an outbound investment screening mechanism in July 2022, the Biden Administration has issued a long-anticipated Executive Order to address certain investments by US persons in “countries of… more

Advanced Notice of Proposed Rulemaking (ANPRM), Biden Administration, China, Comment Period, Executive Orders

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Matthew Chase

Latham Letter Begins New Era for Private Capital Fundraising

Interpretive guidance unlocks general solicitation in Regulation D offerings with user-friendly, bright-line approach. On March 12, 2025, Latham & Watkins obtained SEC Staff guidance on the use of general solicitation in… more

Accredited Investors, Capital Raising, General Solicitation, New Guidance, Offerings

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Azzam Chaudhry

California’s New VC Diversity Reporting Law Aims to Increase Transparency

Venture capital firms should begin planning now for compliance to avoid monetary penalties or court action. California Governor Gavin Newsom signed Senate Bill No. 54 (SB 54) into law on October 8, 2023. The bill is designed… more

Corporate Governance, Disclosure Requirements, Diversity, Governor Newsom, New Legislation

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Ben Cheatham

Biden Signs Climate Bill With Transformative Changes to Clean Energy Tax Incentives

The Inflation Reduction Act ushers in the largest clean energy tax credit package in US history. Key Points: • Wind and solar tax credits receive a multi-year extension at full rates, and solar projects are eligible for… more

Biden Administration, Carbon Capture and Sequestration, Climate Change, Energy Tax Incentives, Green Energy

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Cheng-Ling Chen

China Issues New Cybersecurity Law to Protect Children

China’s PCPPIC protects children’s personal information in much the same way as COPPA and the GDPR, but with a few differences. On August 22, 2019, the Cyberspace Administration of China (CAC) released a new data privacy… more

China, COPPA, Corporate Counsel, Cybersecurity, Data Privacy

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Jessica Chen

Treasury Issues Final and Temporary Regulations on Related-Party Debt Instruments

Seeking to curb “excessive” use of related-party debt, Treasury and IRS retain basic framework, but significantly narrow the scope, of the Proposed Regulations. On October 13, 2016, the US Department of the Treasury… more

Debt Securities, Debt-Equity, Proposed Regulation, Reclassification Rules, Related Parties

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Jeffrey Chenard

US Regulators’ Anxieties Could Limit European Financing Options

PE houses in Europe have benefitted in recent years from the availability of “Yankee” financings — access to the US leveraged loan markets to support buyout and refinancing activity in Europe, at low interest rates, with… more

EBITDA, Equity Financing, EU, Federal Reserve, Financial Markets

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Raymond Cheng

Hong Kong Issues Guidance on Automatic Share Buyback Programs

The SEHK guidance sets out the framework for its assessment in considering a waiver application of the increasingly popular automatic share buyback program. The Stock Exchange of Hong Kong Limited (the SEHK) has issued a… more

Cooling-Off Rule, Hong Kong, Hong Kong Stock Exchange, Insider Trading, Listing Rules

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Rowland Cheng

Beijing Municipal Government’s Three-Year Action Plan to Boost Foreign Investment in China

The Three-Year Action Plan includes action items that will encourage greater foreign investment in Beijing’s media, technology, internet, and other industries. Since the National People’s Congress of China approved The… more

China, Economic Action Plan, Foreign Investment

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Janna Chesno

Recent Developments in Pipeline Safety

PHMSA focuses on proposed rule for gas transmission and gathering pipelines. Key Points: ..GAO has released a report assessing the adequacy of PHMSA odorization requirements. ..PHMSA will split the forthcoming Gas… more

Energy Sector, GAO, Oil & Gas, PHMSA, Pipelines

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James Chesterman

The Smile Telecoms Restructuring Plan: A Closer Look

A restructuring plan completed earlier this year by Smile Telecoms notches up a number of firsts. African telecommunications provider Smile Telecoms Holding Limited, incorporated in Mauritius, successfully completed a… more

Cramdown, Creditors, Debt Restructuring, Insolvency, Lenders

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George Chipev

EPA’s Fiscal Year 2014 Civil Enforcement Results Reveal Agency’s Shifting Focus

Despite a decline in civil environmental enforcement results, EPA remains poised to continue pursuing high stakes enforcement cases in 2015. On December 18, 2014, the US Environmental Protection Agency (EPA) released its… more

Enforcement Statistics, Environmental Protection Agency (EPA), Strategic Enforcement Plan

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Aaron Chiu

5 Key Numbers: US Antitrust Insights for Manufacturers About Right-to-Repair Enforcement

Private plaintiffs and government enforcers are aggressively attempting to revive antitrust theories challenging manufacturers’ policies that impact consumers’ “right to repair.” Manufacturers’ policies that impact how… more

Antitrust Provisions, Class Action, Enforcement Actions, Enforcement Priorities, Federal Trade Commission (FTC)

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Eunice Chiu

Hong Kong International Arbitration Centre Releases 2024 Annual Statistics

The statistics show a robust demand for arbitration and reflect Hong Kong’s importance as an arbitral venue for resolving cross-border commercial disputes. On 20 February 2025, the Hong Kong International Arbitration Centre… more

Arbitration Agreements, Arbitration Awards, Business Disputes, Commercial Litigation, Contract Disputes

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Eric Cho

Final Regulations Issued on Domestically Controlled REIT Determinations and Energy Credit Transfers

Two sets of recently finalized regulations provide guidance for REITs. Key Points: - Final FIRPTA regulations provide rules for determining whether a REIT is domestically controlled, including a look-through rule for certain… more

C-Corporation, Domestic Corporations, Energy Tax Incentives, Final Rules, FIRPTA

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Karan Chopra

The Acquisition and Leveraged Finance Review, 8th Edition - United Kingdom

It is fair to say that the acquisition and leveraged finance industry has shown resilience in relation to the difficult global situation arising from the covid-19 pandemic, particularly in comparison to the previous global… more

Acquisitions, Coronavirus/COVID-19, Equity Markets, EU, Financial Markets

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Daniel Chor

Low-Carbon Hydrogen in Latin America: Current Context and Opportunities

Latin America is well positioned for a strategic role as a hub for the production and utilization of low-carbon hydrogen in the global energy transition. Low-carbon hydrogen is set to play a key role in the decarbonization… more

Carbon Emissions, Climate Change, Environmental Policies, Hydrogen Power, Latin America

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John Chory

How Final CFIUS Regulations Will Impact Technology Companies and Investors

The Final Rules clarify requirements for foreign investments, including those transactions subject to CFIUS review and filing. On February 13, 2020, two Final Rules published by the US Treasury Department implementing changes… more

CFIUS, Critical Infrastructure Sectors, Emerging Technology Companies, Final Rules, Foreign Direct Investment

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Thomas Christopher

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

See all updates »

Derek Chua

Hong Kong Issues Guidance on Automatic Share Buyback Programs

The SEHK guidance sets out the framework for its assessment in considering a waiver application of the increasingly popular automatic share buyback program. The Stock Exchange of Hong Kong Limited (the SEHK) has issued a… more

Cooling-Off Rule, Hong Kong, Hong Kong Stock Exchange, Insider Trading, Listing Rules

See all updates »

Jenny Cieplak

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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Peter Citron

European Commission Invites Comments regarding Collective Bargaining for the Self-Employed

The European Commission is seeking feedback on introducing regulations or guidance to ensure that EU competition law rules do not prevent self-employed workers from collectively bargaining. On 6 January 2020, the European… more

Collective Bargaining, Comment Period, EU, European Commission, Self Employed

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Ann Claassen

Environmental Protection Agency Adopts National Limits on Formaldehyde Exposure for Composite Wood Products

On December 12, 2016, EPA published the final Formaldehyde Standards For Composite Wood Products Rule (the Rule) in the Federal Register. The compliance date for most aspects of the Rule is December 12, 2017, with a sell-through… more

CARB, Environmental Protection Agency (EPA), National Emissions Standards, New Regulations, Toxic Chemicals

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Barton Clark

Department of Labor: Plan Fiduciaries Can Include Private Equity Investment Options for Defined Contribution Retirement Plans

The U.S. Department of Labor (“DOL”) recently issued an information letter (“DOL Letter”) that could provide sponsors of private equity and other private investment funds a new source of investor capital – some of the estimated… more

Benefit Plan Sponsors, Defined Contribution Plans, Department of Labor (DOL), Fiduciary, Private Equity Funds

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Cameron Clark

FTC Hearing Considers Collusive, Exclusionary, and Predatory Conduct on Digital Platforms

Third FTC hearing on Competition and Consumer Protection in the 21st Century considers calls for additional scrutiny in multi-sided digital platform industries. On October 15, 16, and 17, 2018, the Federal Trade Commission… more

Administrative Hearings, Antitrust Provisions, Competition, Data Collection, Data-Sharing

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Charles Claypoole

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Michael Clemente

Middle District of Florida Accepts Justice Thomas’s Invitation: FCA Qui Tam Provision Unconstitutional

The Zafirov decision finds that the False Claims Act qui tam provision violates Article II of the US Constitution. On September 30, 2024, in United States ex rel. Zafirov v. Florida Medical Associates LLC, Judge Kathryn… more

Appointments Clause, Article II, Constitutional Challenges, False Claims Act (FCA), Federal Contractors

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Pierre-Louis Cléro

ESG on the Rise in M&A Transactions

Dealmakers should continue to weigh the impact of ESG issues on M&A deals as ESG standards evolve. Environmental, social, and governance (ESG) issues have become increasingly important for corporates in recent years, driven… more

Acquisitions, Climate Change, Corporate Governance, Data Privacy, Diversity and Inclusion Standards (D&I)

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Phillip Clifford QC

Commercial Court: Compliance With Arbitral Preconditions a Question of Admissibility

The decision clarifies the circumstances under which an arbitral award might be challenged. A recent decision by the English Commercial Court indicates that failure to comply with a precondition to arbitration (such as an… more

Admissibility, Arbitration, Commercial Court, Dispute Resolution, International Arbitration

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Nick Cline

Corporate Reorganisations - 2023 - United Kingdom - England & Wales

What types of transactions are classifed as ‘corporate reorganisations’ in your jurisdiction? The term ‘corporate reorganisation’ can be used to mean a wide variety of transactions, but is most typically used to refer to… more

Corporate Restructuring, Jurisdiction, Regulatory Requirements, Reorganizations, Transfer of Assets

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Andrew Clubock

Supreme Court Slack Decision Confirms Narrow Interpretation of Section 11 Claims

The unanimous opinion requires shareholder plaintiffs to plead and prove that they purchased shares traceable to an allegedly false or misleading registration statement. On June 1, 2023, the US Supreme Court issued its… more

Class Action, Direct Listing, Initial Public Offering (IPO), Judicial Interpretation, Misleading Statements

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Edward Coates

W&I Insurance: Hard Staple, Hard Sell?

Warranty and indemnity insurance may remain a staple of European private equity, but are buyers changing course? Warranty and indemnity (W&I) insurance has become an important component of European PE transactions in recent… more

EU, Indemnity Insurance, Private Equity, UK, Warranty Insurance

See all updates »

Meghan Cocci

Due Diligence: The Key Ingredient in Restaurant M&A

Due diligence on restaurant companies should factor in industry-specific legal and operational risks. Buyers acquire restaurant companies to access new brands, expand and diversify, or vertically integrate. Attractive target… more

Acquisitions, Business Licenses, Contract Terms, Cybersecurity, Due Diligence

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Thomas Cochran

FCA and PRA Publish Final Securitisation Rules: Key Points

Firms will need to update their internal procedures and ensure they are ready to comply with the new requirements ahead of 1 November 2024. HM Treasury (HMT), the Financial Conduct Authority (FCA), and the Prudential… more

Compliance, Compliance Dates, Final Rules, Financial Conduct Authority (FCA), Financial Services Industry

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Scott Cockerham

Treasury Guidance Narrows Beginning of Construction Rules for Wind and Solar Projects

Wind and solar projects seeking to begin construction before July 4, 2026, must meet stricter qualification criteria for some tax incentives… more

Clean Energy, Energy Projects, Energy Tax Incentives, Inflation Reduction Act (IRA), Investment Tax Credits

See all updates »

Cheryl Coe

Final Carried Interest Regulations: Key Takeaways for Private Fund Sponsors

While the final regulations simplify key exceptions and contain favorable changes, ambiguity continues for investment fund managers. On January 7, 2021, the US Treasury Department and Internal Revenue Service (together,… more

Capital Gains, Carried Interest, Final Rules, Fund Sponsors, Holding Periods

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Alexander Cohen

Latham Letter Begins New Era for Private Capital Fundraising

Interpretive guidance unlocks general solicitation in Regulation D offerings with user-friendly, bright-line approach. On March 12, 2025, Latham & Watkins obtained SEC Staff guidance on the use of general solicitation in… more

Accredited Investors, Capital Raising, General Solicitation, New Guidance, Offerings

See all updates »

Benjamin Cohen

Evolving Perspectives on Direct Listings after Spotify and Slack

In a direct listing, a company's outstanding shares are listed on a stock exchange without a primary or secondary underwritten offering. Existing security holders become free to sell shares on the stock exchange at market-based… more

Corporate Governance, Direct Listing, Initial Public Offering (IPO), Listing Rules, Publicly-Traded Companies

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John Colahan

The Technology, Media and Telecommunications Review - 11th Edition

The Technology, Media and Telecommunications Review is now in its 11th edition, and I am excited to be taking the reins of this publication after a decade under the steady hand of long-time editor John Janka. This Review… more

Coronavirus/COVID-19, Media, Popular, Public Policy, Regulatory Standards

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James Cole

Treasury Guidance Narrows Beginning of Construction Rules for Wind and Solar Projects

Wind and solar projects seeking to begin construction before July 4, 2026, must meet stricter qualification criteria for some tax incentives… more

Clean Energy, Energy Projects, Energy Tax Incentives, Inflation Reduction Act (IRA), Investment Tax Credits

See all updates »

Antonio Coletti

Corporate Governance in Italy: ESG Issues to Consider for the 2025 Assembly Season

The Corporate Governance Code recommends that the board of directors promote, in the most appropriate forms, dialogue with shareholders and other stakeholders relevant to the company, thus tying the goal of "sustainable success"… more

Board of Directors, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Investors

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Javier Colino

Spanish Lease Act Amendments: What Landlords Need to Know

The government’s Royal Decree of 6 March 2019 makes significant changes to the rules governing landlord-tenant relations under the Spanish Lease Act. Background - Lease agreements in Spain are subject to the Ley 29/1994,… more

Amended Regulation, Contract Terms, Landlords, Lease Term, Lease Termination

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Charlotte Collins

UK Supreme Court Hands Down Combined Judgment Affecting Consumer Finance Sector

The judgment brings clarity regarding the fiduciary duty and unfair relationships. The consumer finance sector now awaits the FCA’s plans for a new redress scheme covering commission arrangements… more

Car Dealerships, Consumer Financial Products, Consumer Lenders, Consumer Protection Laws, Fiduciary Duty

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Fernando Colomina

The Acquisition and Leveraged Finance Review, 9th Edition - Spain

Market conditions have remained challenging through the past year. The post-pandemic recovery globally saw a significant setback as a result of the war in Ukraine, which exacerbated the pre-existing market issues and led to… more

Acquisitions, Equity Markets, EU, Financial Markets, Leveraged Finance

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Scott Colwell

Structuring Challenges in Leveraged Buyouts in Israel

How foreign private equity sponsors and their lenders are finding solutions to local law structuring issues - Leveraged finance acquisitions have existed in the Israeli market for many years. However, for a variety of… more

Acquisitions, Banking Sector, Financial Institutions, Foreign Acquisitions, Foreign Investment

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David Concannon

The Yellow Brick Road for Consumer Tokens: The Path to SEC and CFTC Compliance - An Update

Developing a framework for consumer tokens - With the rapid growth in the development of blockchain technology, virtual currencies and token sales (sometimes referred to as initial coin offerings, or ICOs), token offerings… more

Blockchain, CFTC, Commodities, Compliance, Cryptocurrency

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Danielle Conley

DOJ Issues Guidance on “Unlawful Discrimination”

The guidance reflects a key step in the administration’s broader strategy to root out DEI efforts in the private sector… more

Anti-Discrimination Policies, Civil Rights Act, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Equal Protection

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Blair Connelly

Proposed Amendments to Delaware General Corporation Law Aim to Clarify Corporate Transaction Rules

If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction… more

Acquisitions, Business Entities, Capital Markets, Controlling Stockholders, Corporate Governance

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Ian Conner

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

See all updates »

Matthew Conway

Paying the Premium: An Alternate Approach to Repricing Underwater Options - February 2024

Can we keep our heads (and options) above water? As we enter the middle of the first quarter of 2024, many management teams and boards are still asking themselves this question. Volatility in equity markets has, for many… more

Corporate Governance, Incentive Stock Options, Stock Options, Tender Offers

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Maurice Conway

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

See all updates »

Simon Cooke

Minority Deals Present Asia Opportunity for PE

The Asian PE market presents significant opportunities through minority investments, with nearly 60% of all disclosed PE investments tracked by Preqin since 2000 structured as minority deals. PE deals in Asia range from… more

Asia, Investors, Minority Shareholders, Private Equity

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Shivaun Cooney

California Supreme Court Hears Oral Argument in Case Challenging 2010 Bay Area Air Quality Management District Air Quality Thresholds

On October 7, 2015, the California Supreme Court heard oral argument in California Building Industry Association v. Bay Area Air Quality Management District (Supreme Court Case No. S213478), a case which calls into question the… more

Air Pollution, Bay Area Air Quality Management District, CA Supreme Court, California Building Industry Association (CBIA), CEQA

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Jenna Cooper

Recent Developments for Directors July 2025

The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing… more

Artificial Intelligence, Board of Directors, Corporate Governance, D&O Insurance, Disclosure Requirements

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David Cooper-Parry

Credit Insights – Delay or Disclose? Managing Default Risk From Qualified Audit Opinions in the COVID-19 Era

Boards of struggling companies (and their auditors) must navigate choppy waters in terms of finalising their audited accounts in the midst of a global downturn. The global downturn triggered by the COVID-19 pandemic continues… more

Audits, Coronavirus/COVID-19, Corporate Governance, Disclosure Requirements, Economic Downturn

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Chiara Coppotelli

Impact of COVID-19 on Italian High Yield Issuers

A Q&A for Italian high yield issuers, focusing on capital markets implications and best practices. Disclosure Requirements on COVID-19 Impact for High Yield Issuers - Q: How should companies disclose the impact of the… more

Capital Markets, Coronavirus/COVID-19, Corporate Issuers, EU, EU Market Abuse Regulation (EU MAR)

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Charles Courtenay

German Court Delays Implementation of Unified Patent Court Legislation

Germany’s constitutional court, the Bundesverfassungsgericht, has requested that the German President hold off on signing the legislation ratifying the Unified Patent Court (UPC) and the Unitary Patent (UP) following a… more

EU, Germany, Patents, Pending Legislation, Unified Patent Court

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Oswald Cousins

DOL Raises Minimum Salary Thresholds for Overtime Exemptions

Employers may need to raise exempt employee salaries or reclassify them as non-exempt if the new salary thresholds go into effect. On April 23, 2024, the Department of Labor (DOL) issued a new rule (the DOL Rule) that will… more

Compliance, Department of Labor (DOL), Employer Liability Issues, Exempt-Employees, Fair Labor Standards Act (FLSA)

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Alex Cox

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Christopher Cox

Constrained Markets Drive Creative Continuation Vehicle Solutions but Conflict Challenges Remain

Deals require more transactional, advisory, and regulatory experience in the increasingly complex continuation vehicle market. As the GP-led secondary market continues to evolve and reacts to new SEC rules and growing… more

Capital Raising, Conflicts of Interest, Financial Conduct Authority (FCA), General Partner, Institutional Limited Partners Association (ILPA)

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Nick Cox

Federal Court Upholds SCAQMD Warehouse Rule

A district court has ruled that federal law does not preempt an indirect source rule that targets emissions associated with warehouses in Southern California. On December 14, 2023, a US federal judge rejected claims that… more

Carbon Emissions, Climate Change, Environmental Policies, Greenhouse Gas Emissions, SCAQMD

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Gail Crawford

EU Data Act Significant New Switching Requirements Due to Take Effect for Data Processing Services

In the rapidly evolving landscape of European tech regulation, the Data Act introduces changes with the potential to reshape established market dynamics, presenting significant challenges and opportunities for affected… more

Cloud Service Providers (CSPs), Data Privacy, Data Processing Rules, Data Processors, Data Protection

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Matthew Crawford

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Ellen Creede

With Proposed Amendments to Rule 5110, FINRA Looks to Modernize Corporate Finance Regulation

The proposal represents a major step in what promises to be a full-scale overhaul of FINRA’s Capital Formation Rules - On April 12, 2017, the Financial Industry Regulatory Authority, Inc. (FINRA) published Regulatory Notice… more

Capital Formation, Corporate Financing, Filing Requirements, Financial Industry Regulatory Authority (FINRA), Proposed Amendments

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Tegan Creedy

DAC 6 Deadline Nears: What Does the Mandatory Disclosure Regime Mean for Taxpayers and Advisers?

The 31 December deadline for EU Member States to adopt implementing legislation for DAC 6 is fast approaching. Intermediaries and taxpayers must be ready for compliance. By the end of 2019, each Member State of the European… more

Cross-Border, Deadlines, Disclosure Requirements, EU, EU Directive

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Emily Cridland

Making Your Carve-Out a Clean Cut

Corporates should leverage growing carve-out and divestment activity across the European market with a strategic approach to deal making. In the current deal market, corporates are taking an increasingly strategic and… more

Acquisitions, Business Valuations, Carve Out Provisions, Complex Corporate Transactions, Divestment

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Julie Crisp

IRS Pursues 409A Audits, Issues Ruling on Certain Options/SARs under 457A

IRS audits signal focus on Section 409A compliance; Revenue Ruling makes certain nonqualified options and stock appreciation rights more attractive for offshore entities. The IRS has begun its limited audit initiative of… more

Deferred Compensation, IRS, Offshore Companies, Publicly-Traded Companies, SAR

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Becky Critchley

UK Supreme Court Hands Down Combined Judgment Affecting Consumer Finance Sector

The judgment brings clarity regarding the fiduciary duty and unfair relationships. The consumer finance sector now awaits the FCA’s plans for a new redress scheme covering commission arrangements… more

Car Dealerships, Consumer Financial Products, Consumer Lenders, Consumer Protection Laws, Fiduciary Duty

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Denis Criton

Foreign Investments in France: New Regime, Effective April 1, 2020

The new regime extends the list of strategic sectors and amends the application process timeline, among other new features. Key Points: ..The list of strategic sectors has been extended to include (i) activities pertaining… more

EU, European Economic Area (EEA), Foreign Investment, France, National Security

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Luca Crocco

A Look At UK, EU And US Cartel Enforcement Trends

Demonstrating both increased cross-border collaboration and the adoption of novel theories of cartel violations, the European Commission and the U.K. Competition and Markets Authority, together with the U.S. competition… more

Anti-Competitive, Artificial Intelligence, Cartels, Competition, Criminal Prosecution

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Rachel Croft

Recent case law update: Treatment of Trust Assets — Akers (and others) v. Samba Financial Group (2017)

The English Supreme Court has delivered a ruling that provides helpful guidance on the enforceability of trusts in respect of assets located in foreign jurisdictions that do not recognise trusts. The ruling also highlights… more

Asset Transfer, Beneficiaries, Foreign Securities, Jurisdiction, Saudi Arabia

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Steven Croley

A Look Ahead at the Biden Administration’s Regulatory and Enforcement Priorities

With the new administration poised to take office, public and private companies will need to consider how President Biden’s regulatory, enforcement, and legislative priorities will affect their businesses. During this… more

Administrative Law Judge (ALJ), Antitrust Provisions, Biden Administration, Broadband, CFIUS

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Christopher Cronin

SEC Takes Enforcement Action against Utility Token ICO

The SEC’s latest enforcement action and its Chairman’s statement clarify the application of securities laws to ICOs and cryptocurrency markets. Introduction - On December 11, 2017, the US Securities and Exchange… more

Cryptocurrency, Enforcement Actions, Initial Coin Offering (ICOs), Securities and Exchange Commission (SEC), Securities Violations

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Heather Crossner

California Development: Proposed Amendments to CEQA Guidelines Significantly Change Transportation Analyses

Developers of infill projects could face additional uncertainty and legal vulnerability under new requirements to analyze impacts on transportation. On August 6, the Governor’s Office of Planning and Research (OPR)… more

CEQA, Department of Transportation (DOT), Environmental Policies, Public Transit, Urban Planning & Development

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Alexander Crosthwaite

Innovation Required to Address Three Emerging GP Led Secondary Transaction Themes

GP-led secondary deals — where a sponsor initiates the sale of portfolio companies from a fund it manages to a new fund it also manages — were a prominent feature of the private equity landscape in 2022, encouraged by… more

Business Valuations, General Partnerships, Limited Partnerships, Portfolio Companies, Private Equity

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Alexandra Croswell Kelly

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Floriane Cruchet

CJEU Rejects Minimum Threshold for GDPR Claims

The court determined that mere infringement of the GDPR is insufficient for a damages claim, but that there is no minimum threshold for non-material damages. In a recent judgment (Case C-300/21), the Court of Justice of the… more

Calculation of Damages, Court of Justice of the European Union (CJEU), Damages, De Minimis Claims, EU

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Jason Cruise

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Naim Culhaci

SEC Staff Clarifies That Certain Protocol Staking Activities Do Not Implicate the Registration Requirements of the US Federal Securities Laws

The Staff clarifies that protocol staking does not qualify as a security under the Howey Test, clearing the way for market participants to engage in staking… more

Blockchain, Crypto Exchanges, Cryptoassets, Digital Assets, Howey

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Elva Cullen

The Evolution of the UK Online Safety Bill: What’s Next?

The bill has been introduced into the UK’s Parliament with various amendments to the initial draft published in May 2021, reflecting the extensive feedback received and the challenges in reaching a consensus. In March 2022,… more

Digital Service Providers, Digital Services, Enforcement, EU, OFCOM

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Kathryn Culver

FDA Omnibus Reform Act: Examining the Policy Changes

The Act introduces key reforms to the FDA regulatory framework relating to drugs, biological products, and cosmetics, among others. On December 29, 2022, President Biden signed the Consolidated Appropriations Act, 2023 (the… more

Abbreviated New Drug Application (ANDA), Biologics, Biosimilars, Cosmetics, FDA Approval

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Tim Cummings

SEC Adopts Changes to Form PF for Private Equity and Large Hedge Fund Advisers

On May 3, 2023, the US Securities and Exchange Commission (SEC), in a 3-2 decision, adopted a final rule that modifies Form PF’s reporting requirements for certain registered investment advisers to private equity funds, hedge… more

Amended Forms, Final Rules, Form PF, Hedge Funds, Investment Adviser

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Tess Curet

US Courts Annual Review

Global Competition Review is a leading source of news and insight on competition law, economics, policy and practice, allowing subscribers to stay apprised of the most important developments around the world. Alongside the… more

Antitrust Litigation, Antitrust Provisions, Competition, Federal Trade Commission (FTC)

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Joseph Curran

COVID-19: CARES Act Eases Key US Tax Rules, Throwing a Lifeline to Some Businesses – UPDATE

The IRS has issued crucial guidance on procedures to implement tax provisions of the recently enacted CARES Act. Key Points: ..Allows a five-year carryback for net operating losses (NOLs) generated in 2018, 2019, and 2020… more

CARES Act, Coronavirus/COVID-19, Net Operating Losses, Relief Measures, Tax Relief

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Dillon Curtis

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Steve Curtis

FCA and PRA Publish Final Securitisation Rules: Key Points

Firms will need to update their internal procedures and ensure they are ready to comply with the new requirements ahead of 1 November 2024. HM Treasury (HMT), the Financial Conduct Authority (FCA), and the Prudential… more

Compliance, Compliance Dates, Final Rules, Financial Conduct Authority (FCA), Financial Services Industry

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Adam Czernikiewicz

PE Views: Insights on the World of Private Equity - March 2021

Creative Uses of Collateral Present New Financing Opportunities for PE - Raising fresh capital for portfolio companies in times of financial stress is always a delicate balancing act between attracting new lenders and… more

Balance Sheets, Capital Raising, Collateral, Coronavirus/COVID-19, Financing

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Christopher D'Agostino

DOJ Announces Policy Changes to “Invigorate” Efforts to Combat Corporate Crime - Japanese Version

今回の米国司法省の政策変更において、司法省は個人の責任に一層の重点を置き、また企業の過去の違法行為に対しては包括的な評価を行い、さらに企業との司法解決に対してはより厳格な対応をすることとなる - 2021年10月28日、米国司法省 （United States Department of Justice、以下「DOJ」）… more

Compliance, Cooperation, Corporate Crimes, Corporate Misconduct, Criminal Prosecution

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Giancarlo D'Ambrosio

Earnouts Are Rising Across Europe, But Can They Unlock COVID-19 Valuation Gaps?

Despite practical challenges, earnouts are a tool that PE buyers should increasingly consider to reconcile differences and get deals done. The use of earnouts, though historically disliked by PE buyers, is increasing across… more

Business Valuations, Coronavirus/COVID-19, Earn-Outs, EU, Private Equity

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Danielle D'Oyley

Three Practical Steps to Managing FCPA & Anti-Corruption Risks

Foreign Corrupt Practices Act (FCPA) enforcement continues to be a priority for the United States Department of Justice (DOJ) and Securities and Exchange Commission (SEC). In recent years, U.S. authorities have aggressively… more

Compliance, Corporate Counsel, Department of Justice (DOJ), Enforcement, Foreign Corrupt Practices Act (FCPA)

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Natalie Daghles

How to Implement Contracts in Germany During the COVID-19 Crisis

Electronic contract processing enables parties to avoid physical contact. In Germany and around the world, work processes are changing drastically. Health policy considerations have already prompted many large companies in… more

Contract Formation, Coronavirus/COVID-19, E-Signatures, Germany, Signatures

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Samantha Daisy

SEC Brings Charges for Failure to File Forms 13F (Investment Manager Share Positions) and 13H (Large Trader Registration)

The SEC’s September 17, 2024, actions signal its commitment to penalize non-compliance, while encouraging market participants to self-report violations. On September 17, 2024, the US Securities and Exchange Commission (SEC)… more

Compliance, Cooperation, Enforcement Actions, Filing Requirements, Institutional Investors

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Kamal Dalal

EBA Report on Sustainable Securitisation in Europe: Welcome Regulatory Pragmatism

In a long-awaited report, the EBA offers timely recommendations for Europe’s developing sustainable securitisation market in a world transitioning to green. Key Points: ..The report champions a pragmatic approach to… more

EU, European Banking Authority (EBA), Green Bonds, Green Finance, Regulatory Agenda

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Julie Dalke

Trademark Tacking: Supreme Court Decides Who Decides

The United States Supreme Court settles circuit split, ruling that juries determine if a party’s revisions to a trademark impart the same commercial impression to consumers. Trademark owners often update their marks and… more

Hana Financial v Hana Bank, Jury Questions, Likelihood of Confusion, PepsiCo, SCOTUS

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Sarang (Sy) Damle

President Trump’s AI Action Plan: Key Insights

The plan seeks to limit AI regulation at the federal and state level, encourages rapid development of AI infrastructure, and warns against ideological bias in models… more

Artificial Intelligence, Bias, Critical Infrastructure Sectors, Diversity and Inclusion Standards (D&I), Executive Orders

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Jana Dammann de Chapto

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Jason Daniels

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Matthew Darch

Employee Notice Provision of Defend Trade Secrets Act – Immediate Action Needed

New law requires employers to give notice of immunity rights in order to recover enhanced damages. President Obama signed the Defend Trade Secrets Act (DTSA) into law on May 11, 2016. Certain relief available to companies… more

Defend Trade Secrets Act (DTSA), Employment Contract, Enhanced Damages, Misappropriation, Notice Requirements

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James Darlson

Sanctions Update: EU and UK Impose Sweeping Import Restrictions on Russian-Origin Iron and Steel

The new measures bar the import of iron or steel products processed in countries other than Russia but incorporating Russian-origin iron or steel components. The measures form part of a series of significant sanctions updates… more

Amended Regulation, Economic Sanctions, EU, Exports, Imports

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Nitesh Daryanani

PE Sponsor and Majority-Owned Portfolio Company Considered Single Entity Under the Sherman Act

PE firms with non-competitor, majority-owned portfolio companies will face reduced risks of antitrust liability under Section 1 of the Sherman Act in the Eleventh Circuit. On May 24, 2022, the United States Court of Appeals… more

Antitrust Conspiracies, Federal Trade Commission (FTC), Interlocking Directorate, Portfolio Companies, Private Equity

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Sohom Datta

Insider Trading in Commodities Markets: An Evolving Enforcement Priority

The CFTC and the DOJ both now pursue enforcement actions against trading in commodities based on misappropriation of confidential information. Among the many changes resulting from the Dodd-Frank Wall Street Reform and… more

CFTC, Commodities, Confidential Information, Department of Justice (DOJ), Dodd-Frank

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Michael David

DOJ to Withdraw Assent to Standards-Essential Patent Policy Statement

Antitrust Division head calls for a more balanced discussion of competing interests when a standard-essential patent holder seeks an injunctive order. Overview - Assistant Attorney General Makan Derahim has announced that… more

Competition, Department of Justice (DOJ), FRAND, Injunctive Relief, Patents

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Martin Davies

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Paul Davies

EFRAG Releases Proposed Amended ESRS for Public Consultation

The proposals outline simplification “levers” to address sources of complexity in sustainability reporting under the EU Corporate Sustainability Reporting Directive… more

Corporate Governance, Corporate Sustainability Reporting Directive (CSRD), Disclosure Requirements, Environmental Social & Governance (ESG), EU

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Tom Davies

Restructuring Plans and Tax Liabilities A More Assertive HMRC

Companies must approach HMRC with suitable care when proposing a restructuring plan, mindful of lessons learned from recent case law. Ever since unpaid taxes due to HMRC were “crammed down” pursuant to a restructuring plan that… more

Corporate Restructuring, Corporate Taxes, HMRC, International Tax Issues, Tax Avoidance

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Britton Dale Davis

Annual HSR Threshold Adjustments Announced for 2025

FTC adjusts the Hart-Scott-Rodino Act size thresholds, raising the minimum size for reportable acquisitions to $126.4 million. On January 10, 2025, the Federal Trade Commission (FTC) announced new jurisdictional thresholds… more

Acquisitions, Antitrust Provisions, Competition, Federal Trade Commission (FTC), Filing Fees

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George Davis

Texas Bankruptcy Court Approves Serta Simmons “Uptier” Transaction

The ruling, which held that the transaction did not violate the implied covenant of good faith and fair dealing, highlights the importance of carefully drafting lending documents. On June 6, 2023, Judge David Jones of the… more

Bankruptcy Court, Commercial Bankruptcy, Contract Terms, Covenant of Good Faith and Fair Dealing, Credit Agreements

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Peter Davis

The Limits of Applying Reves v. Ernst & Young to DeFi and the Perils of Regulating Web3 by Enforcement

The SEC’s reliance on a nebulous US Supreme Court decision raises important questions for the future of decentralized finance. Reves v. Ernst & Young,[1] a 30-year-old US Supreme Court decision on farmers’ co-ops, is… more

Collateral, Decentralized Finance (DeFi), Howey, Investment Contract, Noteholders

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Stuart Davis

EBA Publishes No Action Letter on Interaction Between MiCA and PSD2

In the short term, firms are likely to face dual authorisation and significant regulatory requirements. On 10 June 2025, the European Banking Authority (EBA) issued a No Action letter on the relationship between the Markets… more

Cryptoassets, Cryptocurrency, Digital Assets, EU, European Banking Authority (EBA)

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Elana Nightingale Dawson

Supreme Court Revisits Insider-Trading Liability

Salman reaffirms Dirks and holds that a “gift” of inside information to a trading relative or friend continues to meet the personal-benefit requirement. The Salman Prosecution - In 2011, Bassam Yacoub Salman was… more

Criminal Prosecution, Dirks v SEC, Illegal Tipping, Insider Trading, Material Nonpublic Information

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Alessia De Coppi

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Guendalina Catti De Gasperi

European Commission Launches “New Deal” Consumer Legislation Covering Digital Services

Proposed new consumer legislation raises regulatory risks for businesses, creating new rights for consumers and introducing potentially increased collective litigation and fines for businesses. The European Commission today… more

Consumer Protection Laws, Digital Service Providers, EU

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Pedro de Rojas

Adler: A Spanish Perspective

How would the Spanish court tackle the issues faced by the English Court of Appeal in Adler? Our analysis provides an instructive comparison for groups, shareholders, and creditors when considering where to restructure… more

Bankruptcy Code, Commercial Bankruptcy, Debt Restructuring, EU, Insolvency

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Enrique Rene de Vera

Biden Signs Climate Bill With Transformative Changes to Clean Energy Tax Incentives

The Inflation Reduction Act ushers in the largest clean energy tax credit package in US history. Key Points: • Wind and solar tax credits receive a multi-year extension at full rates, and solar projects are eligible for… more

Biden Administration, Carbon Capture and Sequestration, Climate Change, Energy Tax Incentives, Green Energy

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David DeCarlo

Putting Teeth Into the Compliance Rule: SEC Imposes US$5 Million Penalty on Investment Adviser for Valuation Practices

The SEC’s penalty against fixed-income manager Deer Park signals increased vigilance over investment advisers’ valuation policies for client assets. On June 4, 2019, Deer Park Road Management Company, LP (Deer Park or the… more

Asset Valuations, Business Valuations, Civil Monetary Penalty, Enforcement Actions, Investment Adviser

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Lionel Dechmann

Analysis: Impact of French Ordinance Relating to Guarantees and Security in Respect of Annual Information Obligation

The Ordinance’s extension to grantors of French law security interests in rem is likely to have a practical impact on lenders. Key Points: ..The obligation of lenders to provide grantors of cautionnements (guarantees) of… more

Acquisitions, Annual Reports, Bank Guarantees, Corporate Financing, France

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Elizabeth Deeley

Supreme Court to Decide Whether PSLRA Discovery Stay Applies in State Court

A Supreme Court decision could resolve significant inconsistency among trial courts as to the applicability of the PSLRA discovery stay. Key Points: ..While federal district courts have consistently applied the Private… more

Discovery, Financial Institutions, Initial Public Offering (IPO), Private Securities Litigation Reform Act of 1995, PSLRA

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Samir Deger-Sen

California State Court Applies Discovery Stay in Securities Act Claim

A recent decision, if widely adopted, could spare companies from unnecessary discovery costs in claims that may not survive a threshold pleadings challenge. Key Points: ..State courts across the country have reached… more

Discovery, PSLRA, State Courts, Statutory Interpretation, Stays

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Florian Dehmel

German Federal Labour Court Rules on Virtual Share Options and Exit Bonuses

The German Federal Labour Court has tightened its case law. According to a decision from 19 March 2025 (10 AZR 67/24), the reasons for which were only recently published, employees may be entitled to an exit bonus even if the… more

Bonuses, Employee Benefits, Employment Litigation, ESOP, Germany

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Thies Deike

5 Things To Know About The European Data Act

The European Parliament and the Council of the European Union adopted the European Data Act on June 28 after lengthy negotiations. The Data Act creates a legal framework for a single European data market, and its key target… more

Connected Items, DATA Act, Data Collection, Data Protection, Data-Sharing

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Heather Deixler

CMS Seeks Healthcare Industry Input on Future of Digital Health

Comments on the RFI, due by June 16, present a rare opportunity to shape future technology standards, reporting requirements, and business opportunities… more

Centers for Medicare & Medicaid Services (CMS), Comment Period, Digital Health, Health Information Technologies, Health Insurance Portability and Accountability Act (HIPAA)

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Antonio Del Pino

Viewpoints: President José María Aznar Examines Economic Landscape in Latin America

Former Spanish Prime Minister and special advisor to Latham & Watkins, President José María Aznar, discusses regional trends and opportunities with Latin America Practice Co-Chair Antonio Del Pino… more

Cross-Border, EU, Latin America, Spain

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Natalie DeLave

SEC v. Ripple: Approaching Judgment Day

While a conclusion to the much-hyped case may be approaching, market participants should be wary of doomsday prognostications. As a new year begins, the digital assets industry is still enduring a deep and widespread crypto… more

Aiding and Abetting, Blockchain, Cryptocurrency, Digital Assets, Enforcement Actions

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David Della Rocca

Paying the Premium: An Alternate Approach to Repricing Underwater Options - February 2024

Can we keep our heads (and options) above water? As we enter the middle of the first quarter of 2024, many management teams and boards are still asking themselves this question. Volatility in equity markets has, for many… more

Corporate Governance, Incentive Stock Options, Stock Options, Tender Offers

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Makan Delrahim

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

See all updates »

Yulia Dementieva

A Practical Guide to Russian Restructurings

Introduction – Restructurings are likely to be a major topic in the Russian Federation during 2015 and beyond. From a legal perspective, the legislation pertaining to restructurings and insolvencies has benefited from a… more

Debt Restructuring, Insolvency, Lenders, Russia

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Nicholas DeNovio

G7 Tax Agreement Marks Significant Step Toward Global Tax Reform

The agreement builds on the two-pillar approach outlined by the OECD and aims to tackle the challenges arising from an increasingly globalized and digital economy. Key Points: ..Under Pillar One, the largest and most… more

Biden Administration, Corporate Taxes, EU, G7, Multinationals

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Blake denton

Delaware Supreme Court Clarifies Ab Initio Requirement Under MFW

To obtain business judgment deference, controllers must insist on MFW’s minority protections before engaging in any substantive economic or valuation discussions. The Delaware Supreme Court’s 2014 decision in Kahn v. M&F… more

Business Judgment Rule, Business Valuations, Controlling Stockholders, Corporate Governance, DE Supreme Court

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Manuel Deó

4 Key Reasons Why European P2P Deals Fail – and How Private Equity Deal Teams Can Avoid Them

Adherence to secrecy, pre-announcement preparations, realistic expectations-setting, and strategic plans for taking control are keys to P2P deal success. The deal market has seen a resurgence in public to private (P2P)… more

Buyouts, EU, France, Germany, Going-Private Transactions

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María José Descalzo

Spain Approves New Royal Decree on Foreign Investments

Royal Decree 571/2023, which will enter into force on September 1, 2023, amends the regime for foreign investments in Spain and, particularly, the investment control regime. The Spanish government approved Royal Decree… more

Amended Legislation, Foreign Investment, National Security, Spain

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Brian DeShannon

Washington State’s Noncompetition Law: What Employers Need to Know

The new state law reflects a trend among other states including New Hampshire, Maine, Maryland, Oregon, and Rhode Island to enact noncompetition legislation. Key Points: Under Washington State’s new noncompetition law,… more

Contract Terms, Employment Contract, Governor Inslee, New Legislation, Non-Compete Agreements

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John Detrich

Trump Administration Pursues Deregulation in a Trio of Orders

The orders span various sectors and aim to introduce sunset provisions into regulations and eliminate regulations deemed unlawful or anti-competitive… more

Administrative Procedure Act, Clean Water Act, Department of Energy (DOE), Deregulation, Energy Policy

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Isuru Devendra

What Venezuelan Gold Fight Means For UK One Voice Doctrine

On June 30, in Deutsche Bank AG v. Central Bank of Venezuela, the Court of Appeal of England and Wales handed down the latest judgment in the ongoing battle between the board of the Central Bank of Venezuela, or BCV, appointed… more

Commercial Court, Deutsche Bank, Gold, International Litigation, UK

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Regan Devers

SEC Approves Amendments to FINRA’s New Issue Rules

The amendments expand certain exemptions and provide additional guidance under Rules 5130 and 5131 with respect to equity IPO allocations. On December 19, 2019, the Financial Industry Regulatory Authority (FINRA) issued… more

Amended Rules, Broker-Dealer, Charitable Organizations, Corporate Issuers, Exemptions

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Alan Devlin

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Matthew Dewitz

DAC 6 Deadline Nears: What Does the Mandatory Disclosure Regime Mean for Taxpayers and Advisers?

The 31 December deadline for EU Member States to adopt implementing legislation for DAC 6 is fast approaching. Intermediaries and taxpayers must be ready for compliance. By the end of 2019, each Member State of the European… more

Cross-Border, Deadlines, Disclosure Requirements, EU, EU Directive

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Toon Dictus

EFRAG Releases Proposed Amended ESRS for Public Consultation

The proposals outline simplification “levers” to address sources of complexity in sustainability reporting under the EU Corporate Sustainability Reporting Directive… more

Corporate Governance, Corporate Sustainability Reporting Directive (CSRD), Disclosure Requirements, Environmental Social & Governance (ESG), EU

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Michael Dillard

Trends Influencing Oil & Gas Mergers and Acquisitions

While oil and gas M&A activity declined slightly in 2013, the industry seems poised to reward players who understand the market’s signals. M&A activity in 2013 reveals some interesting trends driving the market. With favorable… more

Energy Sector, Oil & Gas, Shareholder Activism

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Analisa Dillingham

New York Regulator Issues Proposed AI Guidance for Insurers

On January 17, 2024, the New York State Department of Financial Services (DFS) issued for public comment a proposed circular letter on the use of AIS and external data sources by New York-authorized insurers (the Proposed… more

Algorithms, Artificial Intelligence, Insurance Industry, Insurance Regulations, Machine Learning

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Ted Dillman

US Supreme Court Clarifies Treatment of Rejected Trademark Licenses and Other Executory Contracts in Bankruptcy

The Supreme Court holds that a debtor’s rejection of an executory contract in bankruptcy constitutes a breach. Introduction - In Mission Product Holdings, Inc. v. Tempnology, LLC (Tempnology), the US Supreme Court… more

Bankruptcy Appellate Panel (BAP), Bankruptcy Code, Breach of Contract, Commercial Bankruptcy, Debtors

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Joy Dineo

US Federal Judge: Efficiencies Analysis Inadmissible in Antitrust Merger Trial

A recent US federal district court ruling finding a defendant’s evidence of cost savings inadmissible could change how efficiencies evidence is presented in merger cases. A US federal district court ruling last month has… more

Acquisitions, Antitrust Division, Antitrust Litigation, Defense Sector, Department of Justice (DOJ)

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Mary Alice DiPietro

CEQA Case Report Year in Review 2017: Understanding the Judicial Landscape for Development

California higher courts rule in favor of public agencies on small majority of environmental impact report cases. Over the course of 2017, Latham lawyers reviewed all 46 California Environmental Quality Act (CEQA) cases, both… more

Appeals, CEQA, Construction Industry, Construction Project, Environmental Impact Report (EIR)

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Antonio Distefano

Managing Italian Private Equity Investments During the COVID-19 Outbreak

Practical guidance for private equity firms when tackling Italian portfolio companies’ questions during the pandemic. In light of the COVID-19 outbreak, the Italian government has adopted significant steps to curb the spread… more

Coronavirus/COVID-19, Italy, Portfolio Companies, Private Equity Firms, Private Equity Funds

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Susanna Dittrich Ingunza

The Draft FSR Implementing Regulation Is Out - Now What?

Specific compliance considerations apply to M&A transactions and public tenders. On 12 January 2023, the Foreign Subsidies Regulation (FSR) entered into force. The FSR empowers the European Commission (Commission) to control… more

Draft Guidance, EU, European Commission, Foreign Subsidies, Investigations

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Henrietta Ditzen

Time to Prepare for New EU Medical Device Regime

Companies should act now to prepare for the full implementation of the MDR and IVDR. On 26 May 2020, Regulation (EU) 2017/745 on medical devices (MDR) will become fully active, reflecting an overhaul of the current regulatory… more

EU, International Harmonization, Medical Devices, New Regulations, Pharmaceutical Industry

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Kirstin Scheffler Do

Supreme Court Holds FCA Liability Hinges on Defendants’ Subjective Beliefs as to Falsity

The Court unanimously held that a defendant’s subjective belief is relevant to scienter under the False Claims Act, even when a defendant’s conduct is consistent with an objectively reasonable interpretation of the law. On… more

False Claims Act (FCA), Health Care Providers, Healthcare Fraud, Objective Falsity, Objective Standard

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Bobbi-Jo Dobush

Agencies Consider 16 Key Reforms to the Endangered Species Act Regulations

FWS and NMFS propose significant changes to the Endangered Species Act regulations as part of the Trump administration’s regulatory reform agenda. Key Points: The three proposed rules would: ..Amend parts of the… more

Critical Habitat, Endangered Species, Endangered Species Act (ESA), Environmental Policies, ESA Listings

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Calum Docherty

UK Adequacy Holds Firm Under New Data (Use and Access) Act 2025

The DUAA introduces several reforms to UK data protection law, but their implications are relatively limited in practice. The Data (Use and Access) Act 2025 (the DUAA) was enacted on 19 June 2025 and amends rather than… more

Adequacy Requirement, Amended Legislation, Cookies, Data Privacy, Data Protection

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Ava Dodge

New Minnesota Law Bans Most Post-Employment Non-Competes: 6 Key Takeaways

Minnesota has enacted one of the strictest state non-compete laws in the US, banning almost all post-termination non-competes between employers and their employees and between employers and certain independent contractors… more

Confidential Information, Contract Terms, Corporate Counsel, Employer Liability Issues, Employment Contract

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Daniel Dominguez

Latin America Likely to Face Continued Robust US AntiCorruption Enforcement

Companies operating in Latin America should re-examine anti-corruption best practices and be prepared to act quickly in response to a US government inquiry. Key Points: ..In 2022, Latin America was a hotbed for US… more

Anti-Corruption, Compliance, Department of Justice (DOJ), Enforcement, Enforcement Actions

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Ignacio Dominguez

Spain Develops First €20 Billion of Guarantee Line to Help Spanish Businesses

The Resolution contains the terms and conditions of the first tranche of the ICO Guarantee Line for businesses and self-employed persons, in order to mitigate the economic impact of COVID-19. On 26 March 2020, Spain’s… more

Commercial Loans, Coronavirus/COVID-19, Emergency Management Plans, Government-Guaranteed Loans, Line of Credit

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Jordi Domínguez

Spain Imposes Recoverable Paid Leave for Workers in Non-Essential Services

The new regulation limits the mobility of workers providing services in sectors that currently qualify as non-essential. On 29 March 2020, the Spanish Official Gazette (BOE) published Royal Decree-Law 10/2020 of 29 March… more

Business Closures, Coronavirus/COVID-19, Emergency Response, Operators of Essential Services, Paid Leave

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Kieran Donovan

China’s New AI Regulations

China’s regulations aim to address risks related to artificial intelligence and introduce compliance obligations on entities engaged in AI-related business. This Client Alert discusses what technologies and entities are… more

Algorithms, Artificial Intelligence, China, Compliance, New Regulations

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Dr. Felix Dörfelt

International Arbitration Newsletter - October 2016

London has long enjoyed a reputation as one of the most popular and trusted arbitral seats in the world. The use of arbitration in England is long-standing and a legislative framework recognizing and seeking to encourage the… more

Arbitration Awards, ICSID, International Arbitration, International Chamber of Commerce (ICC), Jurisdiction

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Camille Dorval

CJEU Rejects Minimum Threshold for GDPR Claims

The court determined that mere infringement of the GDPR is insufficient for a damages claim, but that there is no minimum threshold for non-material damages. In a recent judgment (Case C-300/21), the Court of Justice of the… more

Calculation of Damages, Court of Justice of the European Union (CJEU), Damages, De Minimis Claims, EU

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Alexis Downe

Release Me From My Bands Or Else My Project Fails Third Party Releases in Schemes

Third-Party Releases are common in English law schemes of arrangement and restructuring plans, and US courts have so far indulged that approach in granting recognition. If Prospero’s plea to the audience at the conclusion… more

Bankruptcy Code, Bankruptcy Court, Chapter 15, Commercial Bankruptcy, Commercial Leases

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Thomas Doyen

France Publishes Restructuring and Insolvency Law Reform Ordinance

Ordinance 2021-1193, which effects into law the European Directive on preventive restructuring frameworks, applies to proceedings opened from 1 October 2021. Key Points: ..Certain preventive mechanisms are strengthened… more

Bankruptcy Reform, Commercial Bankruptcy, Cramdown, Creditors, Debt Restructuring

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Diana Doyle

COVID-19: CARES Act Eases Key US Tax Rules, Throwing a Lifeline to Some Businesses – UPDATE

The IRS has issued crucial guidance on procedures to implement tax provisions of the recently enacted CARES Act. Key Points: ..Allows a five-year carryback for net operating losses (NOLs) generated in 2018, 2019, and 2020… more

CARES Act, Coronavirus/COVID-19, Net Operating Losses, Relief Measures, Tax Relief

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Benjamin Dozier

CFTC Enters the Market for Anti-Corruption Enforcement

New enforcement advisory encourages reporting of foreign corrupt practices that the agency intends to pursue under the Commodity Exchange Act. On March 6, 2019, the Division of Enforcement (Division) of the US Commodity… more

Anti-Corruption, CFTC, Commodity Exchange Act (CEA), Compliance, Department of Justice (DOJ)

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Alice Drayton

Investor Directors in the Hot Seat as Enforcement Risk Grows

Greater focus on strong corporate governance and transparency is placing company directors in the UK and elsewhere under growing scrutiny and increased risk of individual civil and criminal liability. As new case law and… more

Board of Directors, Compliance, Corporate Governance, Criminal Liability, Enforcement Priorities

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Michael Dreibelbis

New Verra Methodology Aims to Create Carbon Credits Through Accelerated Retirement of Coal-Fired Power Plants

The methodology outlines a three-step approach for obtaining credits: retirement of coal-fired power plants, generation of replacement renewable electricity, and assurance of a just transition… more

Carbon Emissions, Clean Energy, Climate Change, Coal, Coal Industry

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Christopher Drewry

Considerations for REITs in Adopting a Poison Pill in Response to the COVID-19 Crisis

REIT management and boards of directors should review their defensive profile and consider whether to prepare a rights plan. Key Points: ..Unprecedented market volatility and investor uncertainty due to the coronavirus… more

Coronavirus/COVID-19, Corporate Governance, Poison Pill, REIT, Shareholder Rights

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Michael J.M. Dreyfuss

21st Century Cures Act Brings Medicare Reimbursement and Policy Changes in 2017

Changes include increased transparency, delayed DMEPOS payment reductions, changed reimbursement for infusion drugs, changed hospital policies and more. On December 13, 2016, President Obama signed into law the 21st Century… more

21st Century Cures Act, Centers for Medicare & Medicaid Services (CMS), DMEPOS, Medicare, Pharmaceutical Industry

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Catherine Drinnan

A More Aggressive UK Pensions Regulator?

The Regulator’s expanded powers, effective 1 October 2021, reinforce the need for all relevant parties to give proper consideration to the effect of corporate transactions, refinancings, restructurings and other activity on UK… more

Complex Corporate Transactions, Corporate Restructuring, Defined Benefit Plans, Enforcement Authority, Regulatory Authority

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Jonathatn Drory

New SEC Disclosures for Payments to Governments by Oil, Natural Gas, and Mining Companies: FAQs

New SEC Disclosures for Payments to Governments by Oil, Natural Gas, and Mining Companies - What so-called resource extraction issuers need to know ahead of the September 26, 2024 deadline… more

Corporate Governance, Disclosure Requirements, Energy Exploration, Foreign Private Issuers, Form SD

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Yilong Du

Chinese Outbound M&A: 4 Key Questions

Overseas direct investment by Chinese companies increased significantly in 2016 to US$212 billion, a 143% increase from 2015. While outbound M&A interest remains strong in China, recent measures taken by the Chinese government… more

Acquisitions, China, Complex Corporate Transactions, Foreign Direct Investment, Mergers

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Olivier du Mottay

Foreign Investments in France: New Regime, Effective April 1, 2020

The new regime extends the list of strategic sectors and amends the application process timeline, among other new features. Key Points: ..The list of strategic sectors has been extended to include (i) activities pertaining… more

EU, European Economic Area (EEA), Foreign Investment, France, National Security

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Josh Dubofsky

Rise in Transatlantic Transactions Puts M&A Deal Terms in Focus

More US buyers — and more buyer-friendly deal terms — are entering the seller-friendly UK market, although the picture is increasingly nuanced. Whilst global M&A deal volumes have dipped at the start of Q1 2023, UK-bound… more

Acquisitions, Antitrust Provisions, Contract Terms, Cross-Border Transactions, EU

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Paul Dudek

SEC Staff Clarifies Disclosure Expectations for Crypto Asset Exchange-Traded Products

The Staff highlighted disclosure-related observations and issues identified during reviews of digital asset ETP filings. On July 1, 2025, the Securities and Exchange Commission’s (SEC’s) Division of Corporation Finance (the… more

Compliance, Corporate Governance, Cryptoassets, Digital Assets, Disclosure Requirements

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Sophie Duffy

NLRB Limits the Scope of Confidentiality and NonDisparagement Covenants

Employers should review and tailor their confidentiality and non-disparagement covenants to mitigate risk of a finding that such covenants are unlawful. On February 21, 2023, the National Labor Relations Board (the NLRB)… more

Confidentiality Agreements, Contract Terms, Hiring & Firing, NLRA, NLRB

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Ivana Dukanovic

The ELVIS Act: Tennessee Shakes Up Its Right of Publicity Law and Takes On Generative AI

A new Tennessee law seeks to impose liability on generative AI companies and internet platforms related to unauthorized use of a person’s voice or likeness. On March 21, 2024, Tennessee enacted the Ensuring Likeness, Voice,… more

Artificial Intelligence, Civil Liability, Copyright Office, Deep Fake, Enforcement

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Aleksandra Dulska

London Litigation Year in Review and 2024 Outlook

Welcome to our London Litigation Year in Review and 2024 Outlook. In this report, we examine the litigation trends that shaped the commercial landscape in 2023 and look at how these developments are likely to play out in the… more

Antitrust Litigation, Artificial Intelligence, Banking Sector, Criminal Investigations, Cryptocurrency

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Katie Dunne

Government Gatekeeper? DOJ Memo Encourages Dismissal of Meritless False Claims Act Cases

Leaked DOJ memo instructs government attorneys to consider dismissing certain False Claims Act qui tam actions. On January 10, 2018, Michael D. Granston, Director of the Commercial Litigation Branch of the Department of… more

Confidential Information, Department of Labor (DOL), Dismissals, False Claims Act (FCA), Qui Tam

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Camilla Dutton

The Lipstick Effect - Are Kylie Jenner and New Technologies Making Beauty Deals Increasingly Attractive for Private Equity?

Digital due diligence becomes increasingly important when buying digitally native beauty brands. Recent high-profile beauty M&A deals, coupled with current economic uncertainty, have brought renewed interest in the “lipstick… more

Acquisitions, Cosmetics, Influencers, Mergers, Private Equity

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Danny Dvorak

The Future of Green Marketing: Anticipated Changes to the FTC’s Green Guides

The FTC will likely update Green Guides provisions, impacting corporate decision-making in marketing and throughout the value chain. Latham & Watkins is pleased to present a series of Clients Alerts on environmental, social,… more

Advertising, Chemicals, Climate Change, Environmental Claims, Environmental Social & Governance (ESG)

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Becky Eaton

PE Firms Eye AI

Artificial Intelligence has the potential to be the next transformational technology, and as adoption of AI-powered tools continues to increase, deal activity in the AI space will follow. Regulators and law makers are actively… more

Artificial Intelligence, Benefit Plan Sponsors, Due Diligence, EU, Pending Legislation

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Nick Eberhart

Verra Announces Public Consultation on Proposed Approach to Third-Party Crypto Instruments and Tokens

A major voluntary carbon standard invites comments on linking carbon credits with crypto instruments and tokens, reinforcing the growing importance of blockchain transactions in voluntary carbon markets. On August 3, 2022,… more

Asset Tokens, Blockchain, Carbon Off-Set Credits, Carbon Pricing, Consultation

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Anthemis Economou

European Commission Consults on Draft Foreign Subsidies Regulation Guidelines

On 18 July 2025, the European Commission (EC) published the draft guidelines on the implementation of the Foreign Subsidies Regulation (FSR Guidelines)… more

Acquisitions, Competition, Draft Guidance, EU, European Commission

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Zachary Eddington

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Bryant Edwards

China’s NDRC Proposes Changes to Outbound Investment Rules

Changes could reduce regulatory uncertainty for Chinese investors, potentially spurring significant increases on outbound Chinese investment, especially in sensitive industries. Summary - Continuing a policy of… more

Buyers, China, Foreign Investment, NDRC, Outbound Transactions

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Yien Ee

Direct Lending Goes Large

PE deal teams can increasingly access direct lending for large, cross-border buyouts but regulatory and structuring challenges across jurisdictions remain. Direct lending has long been a feature of the debt market, and has… more

Buy-Out Agreements, Cross-Border Transactions, Direct Lending, EU, Private Equity

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Michael Egge

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Brittany Ehardt

CFIUS Annual Report: 6 Key Takeaways for Calendar Year 2018

CFIUS continued to have a busy year in 2018, and CFIUS reveals first available data about the declaration process under the new Pilot Program. On May 16, 2020, the Committee on Foreign Investment in the United States (CFIUS)… more

Annual Reports, CFIUS, Cross-Border Transactions, Federal Pilot Programs, FIRRMA

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Polly Ehrman

EMIR REFIT: Bringing the EU and the US Closer Together?

EMIR REFIT came into force on 17 June 2019, helping to level the playing field between the EU and the US. Key Points: ..Alternative investment funds will bear the brunt of the changes as EMIR REFIT closes an exemption many… more

Alternative Investment Funds, Amended Regulation, Counterparties, EMIR, EU

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Benjamin Weber Einhouse

Regional US Transportation & Climate Initiative Program Comes to an End

A multistate cap-and-invest program to reduce carbon emissions from the transportation sector is dead after several participating states pulled out. Less than one year ago, the governors of Massachusetts, Rhode Island, and… more

Carbon Emissions, Climate Change, Fossil Fuel, Governor Lamont, Greenhouse Gas Emissions

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Allison Eitman

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

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Ahmed El Banna

Saudi Arabia Issues Decree to Permit Foreign Ownership of Retail Pharmacies

The new law, which offers a unique opportunity for investors in Saudi Arabia’s pharmacy market, forms part of a broader strategy to encourage innovation and foreign investment. The Kingdom of Saudi Arabia (KSA) has opened… more

Foreign Direct Investment, Foreign Investment, Foreign Ownership, Investment Opportunities, Pharmaceutical Industry

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Eugene Elrod

Tax Cuts & MLPs: FERC Announces Changes Designed to Reduce Cost-Based Rates Charged by Regulated Pipelines

FERC eliminates tax allowance in MLP pipelines’ cost-based rates and establishes procedures to address income tax changes. Key Points: ..FERC will no longer permit MLPs to recover an income tax allowance in cost-based… more

Corporate Taxes, FERC, Master Limited Partnerships, Natural Gas, Oil & Gas

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Omar Elsayed

The Evolving Business and Investment Landscape in Saudi Arabia

Saudi Arabia is developing into a sophisticated financial center in the Middle East. As companies are increasingly active in the Kingdom and demand for Sharia’h-compliant financial instruments increases, the Kingdom can provide… more

Companies Law, Saudi Arabia, Sukuk

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Kimberly Eney

The CARES Act: Helping the Nonprofit Sector Care for Communities During COVID-19

Nonprofits now have a number of options to navigate doing business in the midst of COVID-19. On March 27, 2020, President Donald J. Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (CARES Act),… more

CARES Act, Charitable Organizations, Coronavirus/COVID-19, Nonprofits

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Susan Engel

California State Court Applies Discovery Stay in Securities Act Claim

A recent decision, if widely adopted, could spare companies from unnecessary discovery costs in claims that may not survive a threshold pleadings challenge. Key Points: ..State courts across the country have reached… more

Discovery, PSLRA, State Courts, Statutory Interpretation, Stays

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Christoph Engeler

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Christian Engelhardt

German Court Delays Implementation of Unified Patent Court Legislation

Germany’s constitutional court, the Bundesverfassungsgericht, has requested that the German President hold off on signing the legislation ratifying the Unified Patent Court (UPC) and the Unitary Patent (UP) following a… more

EU, Germany, Patents, Pending Legislation, Unified Patent Court

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Patrick English

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

See all updates »

Semih Bayar Eren

Foreign Investments in France: New Regime, Effective April 1, 2020

The new regime extends the list of strategic sectors and amends the application process timeline, among other new features. Key Points: ..The list of strategic sectors has been extended to include (i) activities pertaining… more

EU, European Economic Area (EEA), Foreign Investment, France, National Security

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Aitor Errasti

The Acquisition and Leveraged Finance Review, 9th Edition - Spain

Market conditions have remained challenging through the past year. The post-pandemic recovery globally saw a significant setback as a result of the war in Ukraine, which exacerbated the pre-existing market issues and led to… more

Acquisitions, Equity Markets, EU, Financial Markets, Leveraged Finance

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James Erselius

California Court of Appeal Agrees Two Activities Constitute One CEQA Project

CEQA Case Report: Understanding the Judicial Landscape for Development - In a published decision issued June 12, 2018, County of Ventura v. City of Moorpark, Case No. B282466, the California Court of Appeal rejected part of… more

CEQA, Coastal Real Estate, Environmental Impact Report (EIR), Environmental Policies, Petition for Writ of Mandate

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Grace Erskine

UK Government Launches Consultation on Deregulating Commercial Agents

The UK’s consultation on deregulating commercial agents could have knock-on impacts on payment services and create regulatory divergence from the EU… more

Agents, Consultation, Deregulation, E-Commerce, EU

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Rosa Espin

European Court of Justice Delivers Victory for EU Transparency and Accountability

Landmark ruling requires the European Commission to disclose impact assessments used as a basis for its legislative decision-making process. The Grand Chamber of the Court of Justice of the European Union recently issued a… more

Appeals, Court of Justice of the European Union (CJEU), Environmental Assessments, EU, European Commission

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Caroline Esser

US Courts Annual Review

Global Competition Review is a leading source of news and insight on competition law, economics, policy and practice, allowing subscribers to stay apprised of the most important developments around the world. Alongside the… more

Antitrust Litigation, Antitrust Provisions, Competition, Federal Trade Commission (FTC)

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Michael Esser

German Draft Competition Law Amendment Includes Far Reaching Remedial Powers Absent Actual Infringements

Under the draft law, the FCO could impose behavioural and structural remedies following a sector inquiry without finding an infringement of German or EU competition law. The German Federal Ministry for Economic Affairs and… more

Compliance, Digital Markets Strategy, Digital Services, Enforcement Actions, EU

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Carmen Esteban

Spanish Insolvency Act Amendment Offers Comfort to Parties in Sareb Transactions

On November 30, 2013, the Spanish legislator approved a recent amendment to Spanish insolvency law, introduced in March 2013, to clarify that a claim transferred to Spanish “bad bank” Sareb, and subsequently sold by Sareb to a… more

Creditors, Debtors, Equitable Subordination, EU, Priority Disputes

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Charles Esteva Mosso

European Commission Consults on Draft Foreign Subsidies Regulation Guidelines

On 18 July 2025, the European Commission (EC) published the draft guidelines on the implementation of the Foreign Subsidies Regulation (FSR Guidelines)… more

Acquisitions, Competition, Draft Guidance, EU, European Commission

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Tom Evans

CMA Vets PE Roll-Up Transactions

The CMA increasingly reviews PE mergers including historic roll-up deals, which will prompt sponsors to reassess merger control risks. The UK’s Competition and Markets Authority (CMA) is increasingly focused on competition… more

Competition, Enforcement Actions, Investigations, Merger Controls, Mergers

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Jeanne Fabre

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

See all updates »

Joaquin Fabre

European Healthcare & Life Sciences Market Update - H1 2022

Welcome to the first edition of our European Healthcare & Life Sciences Market Update, a new report summarising key emerging trends, opportunities, and challenges facing the market in 2022. During the last 12 months, the… more

Clinical Trials, Digital Health, EU, EU Clinical Trials Regulation (CTR), Health Care Providers

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James Fagan

English High Court Upholds Privilege Claim Over Client Instructions to Provide Confirmations

The decision clarifies how lawyer-client privilege applies in the context of transactions. The recent English High Court decision Raiffeisen Bank International AG v Asia Coal Energy Ventures Limited and Ashurst provides… more

Complex Corporate Transactions, Confidential Communications, Legal Advice Privilege, UK

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Fabrice Fages

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Zachary Fallon

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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Kimberly Farbota

NY Legislation Sets Bold Climate Change Goals

Examining the regulatory framework of New York’s legislative climate change initiative — the Community Leadership and Community Protection Act. On Thursday, July 18, 2019, New York Governor Andrew Cuomo signed into law the… more

Climate Change, Energy Efficiency, Energy Storage, Environmental Justice, Greenhouse Gas Emissions

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Xavier Farde

Analysis: Impact of French Ordinance Relating to Guarantees and Security in Respect of Annual Information Obligation

The Ordinance’s extension to grantors of French law security interests in rem is likely to have a practical impact on lenders. Key Points: ..The obligation of lenders to provide grantors of cautionnements (guarantees) of… more

Acquisitions, Annual Reports, Bank Guarantees, Corporate Financing, France

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Nolan Fargo

EPA Proposes Granting Texas Primacy for Class VI Wells

The proposal could accelerate the permitting process for carbon capture and storage projects in the state. On June 9, 2025, the US Environmental Protection Agency (EPA) signed a proposed rule that, if approved, would grant… more

Carbon Capture and Sequestration, Energy Projects, Environmental Protection Agency (EPA), Expedited Actions Process, Hazardous Waste

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Bradley Faris

Proactively Adopting a Poison Pill in Response to the COVID-19 Crisis

Tailored considerations for boards of directors and management in the current environment. Key Points: ..Hostile takeover activity and stockholder activism often correspond with or follow periods of extreme market… more

Coronavirus/COVID-19, Corporate Governance, Hostile Takeover, Poison Pill, Shareholder Rights

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James Farrell

California Employees may Waive Right to Arbitrate on Behalf of a Class, but not PAGA Claims

California Supreme Court rules the Federal Arbitration Act preempts State’s refusal to enforce class arbitration waivers on public policy or unconscionability grounds; holds PAGA claims unwaivable. On June 23, 2014, the… more

Arbitration, Class Action Arbitration Waivers, CLS Transportation, Employer Liability Issues, Employment Contract

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Joseph Farrell

US Immigration and Customs Enforcement Efforts - Employer Impacts

Corporate considerations for Trump administration immigration-related activities. Among the many developments in the first two weeks of the new administration, the Trump White House has taken a number of immigration-related… more

Department of Homeland Security (DHS), Employment Policies, Enforcement Priorities, Form I-9, Immigration and Customs Enforcement (ICE)

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Oriane Fauré

France Implements Damages Directive

The Ordinance introduces new provisions in the Commercial Code that facilitate private actions brought by victims of competition law infringements. Key points - ..Directive 2014/104/ EU of 26 November 2014 (the… more

Breach of Competition Law, EU Damages Directive, France, French Commercial Code

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Kelly Smith Fayne

The LathamTECH Podcast — Getting Deals Done: Tackling Antitrust Challenges in Tech M&A

As 2025 began, the tech industry anticipated that regulators in the US, EU, and beyond may adopt a more business-friendly approach to antitrust, potentially easing the scrutiny on M&A activities. Opportunities certainly exist to… more

Acquisitions, Antitrust Litigation, Antitrust Provisions, Antitrust Violations, Mergers

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Enrique Fayos de Arizón

Foreign Subsidies Regulation Key Updates for PE Deal Teams

European M&A is expected to become more complex after European legislators agreed on a new Foreign Subsidies Regulation (FSR), which came into force in January 2023 and aims to control subsidies that distort the EU internal… more

Acquisitions, Disclosure Requirements, EU, European Commission, Foreign Subsidies

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Michael Fee

New DOJ Policy Will Curb “Piling On” Multiple Penalties for Same Corporate Misconduct

Corporate resolution policy will provide greater clarity and predictability for companies that self-report and cooperate with DOJ. Key Points: ..The new policy requires DOJ civil and criminal prosecutors to coordinate in… more

Civil Monetary Penalty, Cooperation, Corporate Fines, Corporate Misconduct, Criminal Prosecution

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Michael Feeley

Environmental Protection Agency Adopts National Limits on Formaldehyde Exposure for Composite Wood Products

On December 12, 2016, EPA published the final Formaldehyde Standards For Composite Wood Products Rule (the Rule) in the Federal Register. The compliance date for most aspects of the Rule is December 12, 2017, with a sell-through… more

CARB, Environmental Protection Agency (EPA), National Emissions Standards, New Regulations, Toxic Chemicals

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Amy Feinberg

IRS Launches New Large Partnership Audits, Relying on AI and Increased Funding

The IRS is making good on its promise to step up enforcement on large partnerships that issue more than 100 annual K-1s and have more than $100 million in assets. As noted in this Latham Client Alert, the IRS’s renewed focus on… more

Artificial Intelligence, Audits, Bipartisan Budget Act, Corporate Governance, IRS

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Ian Felstead

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Timothy Fenn

IRS Launches New Large Partnership Audits, Relying on AI and Increased Funding

The IRS is making good on its promise to step up enforcement on large partnerships that issue more than 100 annual K-1s and have more than $100 million in assets. As noted in this Latham Client Alert, the IRS’s renewed focus on… more

Artificial Intelligence, Audits, Bipartisan Budget Act, Corporate Governance, IRS

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Carl Fernandes

Second FCA Consultation on New Prudential Regime for Investment Firms

Latest FCA consultation focuses on remuneration, risk management and governance, and liquidity requirements. Key Points: The consultation: ..Sets out the FCA’s proposals for the new remuneration rules for FCA… more

Consultation, Corporate Governance, Financial Conduct Authority (FCA), Investment Adviser, Investment Firms

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Rhea Fernandes

DOJ Issues Guidance on “Unlawful Discrimination”

The guidance reflects a key step in the administration’s broader strategy to root out DEI efforts in the private sector… more

Anti-Discrimination Policies, Civil Rights Act, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Equal Protection

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Fernando Ferreiro

Council of the European Union Approves Its Position on NPL Directive

The proposed directive aims to prevent the excessive build-up of NPLs on European banks’ balance sheets. Background - The Council of the European Union (the Council) recently approved its position1 on the proposal for a… more

Banking Sector, Debt Buyers, EU, EU Directive, European Commission

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Laura Ferrell

SEC Withdraws Proposed Rule on ESG Disclosures for Investment Advisers and Investment Companies

The withdrawal aligns with the SEC’s “back to basics” approach, but it does not preclude scrutiny of ESG in asset managers’ strategies, marketing, and fund documentation… more

Asset Management, Corporate Governance, Disclosure Requirements, Enforcement Actions, Environmental Social & Governance (ESG)

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Shannon Fiedler

IRS Announces Penalty Relief for 2019, 2020 Tax Years

Taxpayers must act quickly to determine if further action is necessary to obtain relief. Delinquent returns must be filed on or before September 30, 2022… more

Federal Taxes, Filing Deadlines, Income Taxes, IRS, Relief Measures

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Daniel Filstrup

SEC Imposes New Cybersecurity Requirements on Broker-Dealers, Investment Companies, Registered Investment Advisers, and Transfer Agents

Covered institutions will need to review their cybersecurity and incident response policies and procedures ahead of the applicable compliance deadline… more

Broker-Dealer, Brokers, Compliance, Covered Entities, Cyber Incident Reporting

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Loren Finegold

Prudential Regulators Are First to Finalize Uncleared Swap Margin Rules

While the rules provide some clarity, the global market still awaits the finalization of the CFTC and the European margin rules. With the clock ticking on the countdown to finalization of uncleared swap margin rules… more

Dodd-Frank, Margin Requirements, Prudential Regulation Authority (PRA), Uncleared Swaps

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Sean Finn

G7 Tax Agreement Marks Significant Step Toward Global Tax Reform

The agreement builds on the two-pillar approach outlined by the OECD and aims to tackle the challenges arising from an increasingly globalized and digital economy. Key Points: ..Under Pillar One, the largest and most… more

Biden Administration, Corporate Taxes, EU, G7, Multinationals

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William Finnegan IV

Midstream MLP Merger Mania Maintains Momentum

The market’s notable uptick in MLP-to-MLP M&A activity, often preceded by an acquisition of the target MLP’s general partner, follows a trend we recently identified. At least five MLP M&A transactions have been announced… more

Buy-Out Agreements, Energy Sector, Equity Transactions, General Partnerships, Intercompany Transactions

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Alice Fisher

US Supreme Court Justices Continue to Question Constitutionality of FCA Qui Tam Provision

Justice Kavanaugh issued a concurring opinion in Wisconsin Bell, which Justice Thomas joined, to question again whether the False Claims Act qui tam provision violates Article II of the US Constitution… more

Article II, Constitutional Challenges, False Claims Act (FCA), Qui Tam, SCOTUS

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Erica Fisher

Brands and Influencers: Navigating Influencer Agreements from Macro to Micro

Brands seeking to reach valuable social media audiences must carefully consider the legal requirements and consequences of engaging influencers. Who Are “Influencers”? An influencer is an individual who has the power to… more

Advertising, Contract Terms, Federal Trade Commission (FTC), Influencers, Intellectual Property Protection

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Miriam Fisher

Treasury Finalizes Controversial Regulations on IRS Penalty Oversight, but Debate Continues

Section 6751(b), designed to ensure supervisory oversight amid rising penalty assertions in settlement negotiations, has been contentious due its ambiguity, and the final regulations may not resolve the debate… more

Enforcement Actions, Final Rules, Internal Revenue Code (IRC), IRS, Penalties

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Nick Fisher

Cybersecurity Preparedness 3 Critical Considerations for PE

PE companies face increasing risk from cyber attackers, and regulators are holding directors personally accountable for cybersecurity failings. Cyberattacks targeting well-resourced businesses, especially those with… more

Cyber Attacks, Cybersecurity, Data Breach, Data Privacy, Data Protection

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Sean Fitzgerald

Cross-Border M&A: Putting the Recently Finalized US Inversion Regulations into Context Following US Tax Reform

New regulations more notable for what they retain than what they change. Key Points: ..The US anti-inversion rules have more than a 15-year history of impacting the structure and practicality of certain cross-border deals,… more

Acquisitions, Corporate Taxes, Cross-Border Transactions, Inversion, IRS

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Caitlin Fitzpatrick

FTC Turns Up the Pressure on Oil and Gas M&A

Transacting parties should be aware of five recent trends in oil and gas merger enforcement and prepare for more arduous regulatory reviews. US antitrust enforcement in oil and gas transactions has spiked in the last year… more

Antitrust Provisions, Enforcement Priorities, Federal Trade Commission (FTC), Mergers, Oil & Gas

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Dana Fleischman

SEC Staff Issues No-Action Relief to Broker-Dealers From Reg BI and Form CRS Obligations Related to Certain Family Offices

The no-action relief applies to family offices with at least US$50 million in total assets (Institutional Family Offices) and requires broker-dealers seeking to rely on the relief to establish and maintain specific additional… more

Broker-Dealer, Family Offices, Financial Industry Regulatory Authority (FINRA), Form CRS, Investment Advisers Act of 1940

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Wayne Flick

US Supreme Court’s Sleight of Hand in Bankruptcy Jurisdiction

With all attention focused on Executive Benefits, the Daimler decision could represent the real sea change in jurisdiction over non-core actions. Introduction - Recently, much of the bankruptcy bar was focused on… more

Commercial Bankruptcy, DaimlerChrysler, DaimlerChrysler v Bauman, EBIA v Arkison, Federal Rules of Civil Procedure

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Diego Enrique Flores

California Appeals Court: Statewide Emissions Goals May Inform Mitigation Measures

CEQA Case Report: Understanding the Judicial Landscape for Development - In an unpublished opinion issued May 18, 2018, Responsible Development for Water Tank Hill v. County of San Mateo, Case No. A150883, the California… more

Air Quality Standards, Appeals, CEQA, Environmental Impact Report (EIR), Greenhouse Gas Emissions

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Arthur Foerster

NHTSA Updates Cybersecurity Best Practices for the Safety of New Vehicles

The National Highway Traffic Safety Administration’s updated guidance encourages auto industry suppliers and manufacturers to consider cybersecurity a top organizational priority. On September 9, 2022, the National Highway… more

Automotive Industry, Best Practices, Connected Cars, Cybersecurity, Manufacturers

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Clement Fondufe

Taking Security in Africa: A Comparative Guide for Investors - May 2024

This guide provides an overview of the types of assets over which security can be taken, the different types of security, as well as the related procedures for the perfection and enforcement of such security in Africa… more

Africa, Asset Management, Egypt, Ethiopia, Foreign Exchanges

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Adrian Hei-Yin Fong

A Giant LEAP Forward: Hong Kong Consults on Crypto Dealing and Custody

Government plans to supercharge the digital assets industry, with crypto dealing and custody regimes the icing on the cake for a holistic regulatory framework… more

Blockchain, Chain of Custody, Cryptocurrency, Custody, Digital Assets

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Lucas Fontes Novaes

Latin America Likely to Face Continued Robust US AntiCorruption Enforcement

Companies operating in Latin America should re-examine anti-corruption best practices and be prepared to act quickly in response to a US government inquiry. Key Points: ..In 2022, Latin America was a hotbed for US… more

Anti-Corruption, Compliance, Department of Justice (DOJ), Enforcement, Enforcement Actions

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Jared Asher Forbus

Supreme Court Ruling Extends Reach of Primary Liability for Securities Fraud

Highly anticipated opinion extends primary liability for securities fraud beyond the “maker” of false statements. Key Points: ..The Court held that a defendant’s act of sending emails drafted by another, that the defendant… more

Appeals, Corporate Officers, Directors, Enforcement Actions, False Statements

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Scott Forchheimer

IFLR Cross-border Financing Report 2018 - US

Despite gradual increases in short-term interest rates over the past couple of years, interest rates in the US remain relatively low. That, combined with the flexibility found in covenant-lite loans, makes the US loan market… more

Banking Sector, Corporate Financing, Cross-Border, Cross-Border Transactions, Equity Financing

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Alex Ford-Cox

EU-US Data Privacy Framework Goes Live: What Are the Practical Implications?

The new framework provides an additional route for personal data transfers from the EEA to the US. On 10 July 2023, the European Commission (EC) took the final step to enable businesses to start relying on the new EU-US… more

Adequacy Requirement, Certification Requirements, Compliance, Data Privacy, Department of Transportation (DOT)

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Stephanie Forrest

Ruling Requires South Korean Government to Review Climate Targets

South Korea’s Constitutional Court has issued a “first of its kind” decision in Asia, requiring South Korea to update its greenhouse gas reduction targets. On 29 August 2024, South Korea’s Constitutional Court (the Court)… more

Climate Change, Compliance Dates, Constitutional Courts, Corporate Counsel, European Court of Human Rights

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Sarah Fortt

ISSB Implementation Across Asia - September 2024

In the December 2023 edition of Regulatory Updates in Asia ESG we provided an update on how jurisdictions across Asia are responding to the International Sustainability Standards Board (ISSB) standards. Several regulators in… more

Asia, Climate Change, Consultation, COP, Corporate Governance

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Adam Fovent

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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Jon Fox

Avoiding Misadventures in Venture: Considerations for European Corporates

European corporate venture capital teams should reflect on their rights in light of falling valuations, revised exit expectations, and other challenges. This year has been challenging for venture capital (VC). Valuations of… more

Business Valuations, Capital Markets, Dilution, EU, Exit Strategies

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Thomas Fox

Healthcare AI Deals a Tonic for Private Equity Investors

Healthcare artificial intelligence is a promising sector for PE investors that requires careful navigation, particularly given divergent regulatory approaches. PE funds invested more than US$14 billion in healthcare (including… more

Artificial Intelligence, Health Care Providers, Hospitals, Pharmaceutical Industry, Popular

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Óscar Franco

Spain Approves New Insolvency and Procedural Measures to Mitigate COVID-19 Impact

The new measures seek to overcome the expected high rate of insolvency, refinancing, and corporate disputes arising from the COVID-19 crisis. The Spanish government approved Royal Decree-Law 16/2020 on 28 April, which adopts… more

Business Disputes, Commercial Bankruptcy, Coronavirus/COVID-19, Insolvency, New Regulations

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Aaron Franklin

Green Bond Impact Reporting Under Securities Law

The rising volatility of financial markets since the beginning of the Covid-19 pandemic has prompted many investors to increase their focus on resilience, governance, and corporate leadership as they strive to understand which… more

Coronavirus/COVID-19, Corporate Governance, Environmental Social & Governance (ESG), Financial Markets, Green Bonds

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Esther Franks

China’s New AI Regulations

China’s regulations aim to address risks related to artificial intelligence and introduce compliance obligations on entities engaged in AI-related business. This Client Alert discusses what technologies and entities are… more

Algorithms, Artificial Intelligence, China, Compliance, New Regulations

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Giulia Franzoso

Sustainability-Linked Bond Issuers Miss Sustainability Targets: 10 Takeaways

Issuers should consider the ambitiousness of their sustainability targets, any challenges in achieving the targets on schedule, and how they will prove their progress. The global market for sustainability-linked bonds… more

Bond Issuers, Bonds, Corporate Bonds, Environmental Social & Governance (ESG), Strategic Planning

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Brett Frazer

Long-Awaited Guidelines From Article 6.4 Published Ahead of COP28

The Supervisory Body published the Methodology Guidance and the Removal Guidance to be presented for discussion in COP28. After two years of discussion, the Supervisory Body (SB) responsible for determining the guidelines… more

Carbon Emissions, Climate Change, COP, Energy Sector, Environmental Policies

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David Frazier

Keeping Tabs on PTAB

With the increased popularity of the Patent Trial and Appeal Board (PTAB) as a forum to resolve patent disputes, Latham has established innovative, market-leading approaches to PTAB proceedings, securing success for clients at… more

Patent Litigation, Patent Trial and Appeal Board, Patents

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Donya Fredj

UAE’s SCA to Regulate ICO Tokens as Securities

The SCA’s decision marks a significant step towards achieving enhanced regulation of digital securities and commodities in the UAE. Key Points: ..The announcement signals a change in the SCA’s position following its… more

Commodities, Digital Assets, Initial Coin Offering (ICOs), Proposed Regulation, Securities

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Nora Fredstie

International Arbitration Newsletter - January 2017

New “Expedited Procedure” aims to fast-track lower value disputes. On 4 November 2016, the International Chamber of Commerce (ICC) released amendments to its Arbitration Rules (the 2016 Rules), which will come into effect… more

Amended Rules, ICSID, International Arbitration, International Chamber of Commerce (ICC), International Litigation

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Tad Freese

PE Views: Insights on the World of Private Equity - March 2021

Creative Uses of Collateral Present New Financing Opportunities for PE - Raising fresh capital for portfolio companies in times of financial stress is always a delicate balancing act between attracting new lenders and… more

Balance Sheets, Capital Raising, Collateral, Coronavirus/COVID-19, Financing

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Richard G. Frenkel

Early Lessons on Alice Corp. v. CLS Bank International and Section 101 From Recent Court Decisions

Alice and its immediate aftermath in the lower courts – In Alice Corp. v. CLS Bank International, 134 S. Ct. 2347 (2014), the US Supreme Court held that claims to “generic computer implementation” of abstract ideas are… more

Alice Corporation, Amazon, American Airlines, CLS Bank v Alice Corp, Google

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Christopher Frey

LathamTECH in Focus: Move Fast, Stay Compliant

In this episode of LathamTECH in Focus, Chris Frey, a White Collar Defense & Investigations partner, explores the special risks emerging tech companies face under recent administrations and how they can stay ahead in a rapidly… more

Biden Administration, Compliance, Emerging Technology Companies, Enforcement Actions, Investigations

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James Friedland

SCAQMD Announces Enforcement of Southern California Warehouse Regulation Despite Ongoing Litigation

Regulators are pursuing steep fines in response to widespread alleged noncompliance with an emissions rule still subject to potential reversal by the courts. On September 20, 2023, the South Coast Air Quality Management… more

Air Quality Standards, Airlines, Compliance, Enforcement, Enforcement Actions

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Leah Friedman

AI and ESG How Companies Are Thinking About AI Board Governance

Questions around the governance of artificial intelligence (AI) have come to the fore via recent, prominent US shareholder proposals and first-of-their kind enforcement actions, which we describe in depth here. It is in this… more

Artificial Intelligence, Biden Administration, Corporate Governance, Disclosure Requirements, Executive Orders

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Matthew Friedrich

Los Angeles City Council Dramatically Expands Permanent Renter Protections

A countywide eviction moratorium is also extended until March 31, 2023. The Los Angeles City Council recently passed a package of ordinances aimed at providing residential tenants in Los Angeles (the City) with permanent… more

Eviction, Landlords, Local Ordinance, Moratorium, Rent Control

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Annie E. S. Froehlich

US Trade Controls Against China Reach Supply Chain and End-Use Targets and Activities

Supply chain, end use, and human rights–related sanctions, export controls, and Entity List designations target public and private entities in China. Human rights–related designations - The US government has increasingly… more

China, Entity List, Export Controls, Exports, National Security

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Rebecca Frumento

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies. The interest and need for healthcare services transactions in the… more

Acquisitions, Antitrust Provisions, Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Health Care Providers

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Ashley Fry

Two Years in Review: Rehearing Petitions in Patent Cases

The Federal Circuit was more likely to call for a response to petitions supported by amicus briefs, but rarely granted rehearing in 2021 and 2022. Key Points: ..In 2021 and 2022, the Federal Circuit called for a response… more

Patent Litigation, Patents, Petition For Rehearing

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Chi Ho (Jason) Fu

Hong Kong Court Recognises PRC Reorganisation for the First Time

The decision raises new questions about whether cross-border insolvency recognition and assistance between mainland China and Hong Kong will be a two-way street. The Hong Kong court has for the first time recognised the… more

China, COMI, Cross-Border, Hong Kong, International Harmonization

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Marcus Funke

BaFin Publishes Statement on ICO and Token Regulation

BaFin, the German Federal Financial Services Supervisory Authority, joins global regulators in releasing guidance for German ICO issuers and advisors. The growing number and commercial significance of cryptographic token… more

Germany, Initial Coin Offering (ICOs), Regulatory Standards, Securities, Token Sales

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Thomas Gabay

A Path Forward for Consumer Tokens?

SEC’s Hinman provides helpful guidance for analyzing digital assets under the US securities laws. William Hinman, Director of the US Securities and Exchange Commission (SEC) Division of Corporation Finance, provided… more

Bitcoin, Digital Assets, Digital Currency, Ether, Initial Coin Offering (ICOs)

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Sarah Gadd

UK Regulators Propose Shake-up to Bank Remuneration Rules

On 26 November 2024, the PRA and the FCA published a joint Consultation Paper on changes to the remuneration rules (PRA CP16/24, FCA CP24/24). The changes are relevant to banks, building societies, and PRA-designated investment… more

Consultation, EU, Financial Conduct Authority (FCA), Financial Institutions, Financial Services Industry

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Sarah Gagan

5 Simple Steps Startups Can Take to Protect Intellectual Property

All emerging companies can and should take basic steps to protect their uniquely valuable intellectual property. For many companies, especially startups, intellectual property often represents an important component of a… more

Best Practices, Entrepreneurs, IP Portfolio, Popular, Startups

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Andrew Galdes

United States Eases OFAC Sanctions on Syria

General License 25 effectively suspends OFAC sanctions targeting Syria. Stringent US export control restrictions on exports and reexports to Syria remain… more

Economic Sanctions, EU, Export Controls, Exports, Foreign Policy

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Derek Galey

California Court of Appeal Agrees Two Activities Constitute One CEQA Project

CEQA Case Report: Understanding the Judicial Landscape for Development - In a published decision issued June 12, 2018, County of Ventura v. City of Moorpark, Case No. B282466, the California Court of Appeal rejected part of… more

CEQA, Coastal Real Estate, Environmental Impact Report (EIR), Environmental Policies, Petition for Writ of Mandate

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Weina (Grace) Gao

China Issues New Cybersecurity Law to Protect Children

China’s PCPPIC protects children’s personal information in much the same way as COPPA and the GDPR, but with a few differences. On August 22, 2019, the Cyberspace Administration of China (CAC) released a new data privacy… more

China, COPPA, Corporate Counsel, Cybersecurity, Data Privacy

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Drew Gardiner

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Frederick Gardner

FCA’s Final Proposals for PISCES: A New Era for Private Market Trading

On 10 June 2025, the FCA unveiled its final proposals for the Private Intermittent Securities and Capital Exchange System (PISCES), following a comprehensive consultation process. The proposals mark a significant step in the… more

Capital Markets, Disclosure Requirements, Financial Conduct Authority (FCA), Investors, Private Company Shares

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Tristram Gargent

When Does an Event of Default Cease to Be Continuing

The High Court’s decision in relation to an ISDA Master Agreement will likely guide interpretation of other English law-governed financing documentation. Prior to entering into administration, Lehman Brothers International… more

Default, Financing, Interest Rate Swaps, ISDA, ISDA Master Agreement

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Jennifer Garlock

US EPA Proposes Methane Emissions Fees for Oil and Natural Gas Industry

The WEC Rule would impose fees for oil and gas facilities reporting a certain amount of greenhouse gas emissions per year. On January 26, 2024, the US Environmental Protection Agency (EPA) published in the Federal Register a… more

Environmental Protection Agency (EPA), Exports, Fees, Greenhouse Gas Emissions, Imports

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Craig Garner

Annual Meeting Handbook 2015 Edition - Providing a General Overview of State and Federal Laws and Stock Exchange Rules Relating to Annual Meetings of Shareholders

INTRODUCTION – Every public company in the United States is required by its charter documents, the corporate law of its state of incorporation and the federal securities laws to hold a meeting of shareholders at least… more

Annual Meeting, Corporate Governance, Shareholder Meetings, Shareholders

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Gregory Garre

US Supreme Court Allows Challenge to IRS Rule to Go Forward Despite Anti-Injunction Act

The ruling provides a new avenue for parties to bring pre-enforcement challenges to IRS rules and regulations. Key Points: ..In CIC Services v. IRS, the US Supreme Court allowed a pre-enforcement challenge to an IRS… more

Administrative Procedure Act, Anti-Injunction Act, CIC Services LLC v IRS, Criminal Liability, Criminal Penalties

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Christopher Garrett

CEQA Case Report: Understanding the Judicial Landscape for Development

2018 Year in Review: Public agencies prevailed in 65% of CEQA cases analyzed. Over the course of 2018, Latham & Watkins lawyers reviewed all 57 California Environmental Quality Act (CEQA) cases, both published and… more

Attorney's Fees, CA Supreme Court, CEQA, Environmental Impact Report (EIR), Environmental Litigation

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Christine Gärtner

International Arbitration Newsletter (Oct 2015)

Anti-Suit Awards Are Compatible With the Original Brussels I Regulation. (Gazprom OAO v Republic of Lithuania, Case C-536/13, Judgment dated 13 May 2015) The European Court of Justice decision in Gazprom v. Lithuania… more

Arbitration, Chile, Debt Securities, EU, European Court of Justice (ECJ)

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Roberto Reyes Gaskin

France Aligns With Brussels to Postpone CSRD Timeline

France, the first country to transpose the Corporate Sustainability Reporting Directive (the Directive or CSRD) through Order No. 2023-1142 of ­6 December 2023, Order No. 2023-1142 of 6 December 2023, concerning the publication… more

Certification Requirements, Corporate Governance, Corporate Sustainability Reporting Directive (CSRD), Environmental Social & Governance (ESG), EU Directive

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Andrew Gass

President Trump’s AI Action Plan: Key Insights

The plan seeks to limit AI regulation at the federal and state level, encourages rapid development of AI infrastructure, and warns against ideological bias in models… more

Artificial Intelligence, Bias, Critical Infrastructure Sectors, Diversity and Inclusion Standards (D&I), Executive Orders

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Rafal Gawlowski

Equity Derivatives 2019

The past several years have witnessed the continuing growth of strategic equities as part of corporate finance advisory services for both listed issuers and their controlling shareholders. Strategic equities services offer a… more

Convertible Debt, Convertible Notes, Corporate Financing, Derivatives, Equity Securities

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Manu Gayatrinath

The Liquidity Crunch Spurs Creative PE Deal Financing in the US

Since the 2008 financial crisis, the US Federal Reserve and other central banks in Europe have pumped trillions of dollars into the financial markets. Notwithstanding the amounts injected, a liquidity crunch in 2016 is… more

Bank Holding Company, Banking Sector, Basel III, EU, Federal Reserve

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Dominic Geiser

Hong Kong International Arbitration Centre Releases 2024 Annual Statistics

The statistics show a robust demand for arbitration and reflect Hong Kong’s importance as an arbitral venue for resolving cross-border commercial disputes. On 20 February 2025, the Hong Kong International Arbitration Centre… more

Arbitration Agreements, Arbitration Awards, Business Disputes, Commercial Litigation, Contract Disputes

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Christopher Geissinger

Annual Meeting Handbook 2015 Edition - Providing a General Overview of State and Federal Laws and Stock Exchange Rules Relating to Annual Meetings of Shareholders

INTRODUCTION – Every public company in the United States is required by its charter documents, the corporate law of its state of incorporation and the federal securities laws to hold a meeting of shareholders at least… more

Annual Meeting, Corporate Governance, Shareholder Meetings, Shareholders

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Nate Gelfand-Toutant

EPA Finalizes Rule Requiring Ethylene Oxide (EtO) and Chloroprene Emissions Cuts at Chemical Plants

The rule, covering 218 organic chemical and polymer manufacturing plants, imposes stringent emission limits on six chemicals without exemptions for startup, shutdown, and malfunction. On April 9, 2024, the US Environmental… more

Air Pollution, Chemicals, Clean Air Act, Environmental Policies, Environmental Protection Agency (EPA)

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Gary Gengel

NJDEP Proposed Rule Update: PFAS Added to Contaminant Testing Requirements

The proposed rule would potentially usher in a future of broad testing for certain PFAS at New Jersey remediation sites… more

Contamination, Government Agencies, Hazardous Substances, PFAS, Proposed Rules

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Juliana Genova

IRS Announces Penalty Relief for 2019, 2020 Tax Years

Taxpayers must act quickly to determine if further action is necessary to obtain relief. Delinquent returns must be filed on or before September 30, 2022… more

Federal Taxes, Filing Deadlines, Income Taxes, IRS, Relief Measures

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Etienne Gentil

Analysis: Impact of French Ordinance Relating to Guarantees and Security in Respect of Annual Information Obligation

The Ordinance’s extension to grantors of French law security interests in rem is likely to have a practical impact on lenders. Key Points: ..The obligation of lenders to provide grantors of cautionnements (guarantees) of… more

Acquisitions, Annual Reports, Bank Guarantees, Corporate Financing, France

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Emil George

UK Open for M&A - Government Seeks Evidence on National Security and Investment Act Scope

The UK government is considering steps to make the regime more business-friendly, while maintaining and refining essential national security protections. The National Security and Investment Act 2021 (NSIA), the UK’s first… more

Artificial Intelligence, Cross-Border Transactions, EU, European Commission, Foreign Direct Investment

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Patrick George

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Richard George

Navigating M&A in 2019 — How Deal Terms Are Responding to the Current M&A Market

Drawing on Latham’s Sixth Private M&A Market Study, we explore trends and developments in consideration mechanics and deal conditionality. Uncertainty has been a significant market factor in 2019… more

Acquisitions, Antitrust Provisions, Cross-Border Transactions, EU, Material Adverse Change Clauses (MACs)

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Michael Gergen

President Trump Issues Executive Order Prohibiting Certain Transactions in the Bulk-Power System Supply Chain

The Order prohibits the purchase or installation of certain bulk-power system electric equipment from foreign adversaries and those subject to their jurisdiction or direction. Key Points: ..On May 1, 2020, President Donald… more

Bulk Electric System, Bulk Purchasing, Energy Sector, Executive Orders, Supply Chain

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Tiziana Germinario

The Italian Insolvency Code: New Rules on ‘Debtor-in-Possession’ Financing

The Insolvency Code contains a “debtor-in-possession” financing regulation that reforms the legal framework outlined in the Bankruptcy Law in force until August 2020. Key Points: ..The newly enacted Insolvency Code grants… more

Debt Financing, Debt Restructuring, Debtors, Debtors-in-Possession, Insolvency

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Jason Michael Gerson

FTC Hearings Discuss the State of Data Security in the 21st Century

Ninth hearing on Competition and Consumer Protection in the 21st century highlights challenges of addressing persistent threats to data security. On December 11 and 12, the Federal Trade Commission (the FTC or the Commission)… more

Consumer Privacy Rights, Consumer Protection Laws, Cybersecurity, Data Breach, Data Security

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Mark Gerstein

Considerations for REITs in Adopting a Poison Pill in Response to the COVID-19 Crisis

REIT management and boards of directors should review their defensive profile and consider whether to prepare a rights plan. Key Points: ..Unprecedented market volatility and investor uncertainty due to the coronavirus… more

Coronavirus/COVID-19, Corporate Governance, Poison Pill, REIT, Shareholder Rights

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Elizabeth Gettinger

Global Legal Insights: 2022, 10th Edition - Korea

The foundation of South Korea’s cartel enforcement regime is the Monopoly Regulation and Fair Trade Act (“MRFTA”), passed in 1981. The MRFTA broadly prohibits four categories of conduct: (i) unfair collaborative acts; (ii)… more

Antitrust Litigation, Antitrust Provisions, Cartels, Enforcement Actions, Korea

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Anuj Ghai

6 Sustainability Takeaways in EU Antitrust & Regulatory - December 2021

Truly Green? CMA Continues to Evolve Guidance and Metrics for Companies’ Environmental Claims - The Competition and Markets Authority’s (CMA’s) Green Claims Code (the Code) and final guidance (the Guidance) on environmental… more

Climate Change, Coronavirus/COVID-19, Disclosure Requirements, EU, Green Marketing

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Daniel Gherardi

California Court of Appeal Upholds Federal Forum Provision Covering State-Court IPO Securities Class Actions

On April 28, 2022, the California Court of Appeal issued a much-anticipated decision in Wong v. Restoration Robotics, Case No. A161489, enforcing a forum selection clause contained in a corporate charter provision that required… more

Appeals, Corporate Charters, Federal Court Litigation, Forum, Forum Selection

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Devdeep Ghosh

W&I Insurance Likely to Play Increasing Role in Energy and Infrastructure

Stapled W&I policies and synthetic policies will likely be increasingly common features of E&I transactions, although their feasibility should be assessed case by case. Warranty and indemnity insurance (W&I) is a… more

Acquisitions, Commercial Insurance Policies, Energy Sector, EU, Infrastructure

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Diane Ghrist

US Supreme Court Will Decide Constitutionality of PTAB Judge Appointments

The Court’s decision, expected next summer, is unlikely to affect currently pending PTAB proceedings. Key Points: ..The Supreme Court will review the Federal Circuit’s decision holding that the appointments of the PTAB’s… more

Administrative Patent Judges, Appointments Clause, Constitutional Challenges, Patent Litigation, Patent Trial and Appeal Board

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Gaëtan Gianasso

French Civil Code Reform Sparks Quiet Revolution in Management

Since the era of Napoleon Bonaparte, French contract law has largely been governed by the same Civil Code. This year has seen a quiet revolution in the French legal system, bringing about modernisations that will improve the… more

Civil Code, France, Private Equity, Vesting

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Natasha Gianvecchio

FERC Expands Scope of Affiliation Between Investor and Public Utility

More investors in public utilities may now be considered affiliates, thereby significantly increasing compliance obligations and transactions subject to prior FERC approval. On October 20, 2022, the Federal Energy Regulatory… more

Affiliates, Board of Directors, Federal Power Act, FERC, Investors

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Thomas Giblin

Madoff Bankruptcy Decision Offers Protection for Foreign Investors

In re Madoff Securities Extends Morrison Framework to Prevent Avoidance of Purely Foreign Transfers under SIPA and the Bankruptcy Code - Applying the U.S. Supreme Court’s landmark decision in Morrison v. National… more

Bankruptcy Code, Bernie Madoff, Clawbacks, Foreign Entities, Judge Rakoff

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Benjamin Gibson

Supreme Court Waves Goodbye to Clean Water Act End-Result Requirements

The landmark decision alters the NPDES permit landscape, shifting the focus to specific actions over general outcomes… more

City and County of San Francisco v Environmental Protection Agency, Clean Water Act, Discharge of Pollutants, Environmental Protection Agency (EPA), NPDES

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Robert Gilbert

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Mikaela Wynne Gilbert-Lurie

Companies Face Increased Criminal Enforcement Risk From Aging Infrastructure-Related Disasters

Utilities and energy companies can implement strategies to mitigate risks from more frequent environmental disasters and infrastructure failures. In the early morning of June 11, 2023, a tanker truck carrying gasoline up… more

Criminal Liability, Department of Justice (DOJ), Energy Projects, Energy Sector, Environmental Litigation

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Aaron Gilbride

SEC Staff Clarifies Disclosure Expectations for Crypto Asset Exchange-Traded Products

The Staff highlighted disclosure-related observations and issues identified during reviews of digital asset ETP filings. On July 1, 2025, the Securities and Exchange Commission’s (SEC’s) Division of Corporation Finance (the… more

Compliance, Corporate Governance, Cryptoassets, Digital Assets, Disclosure Requirements

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Peter Gilhuly

Rejecting Trademark Licenses in Bankruptcy: In re Tempnology

The decision provides some additional, though limited protection for licensees of trademarks in bankruptcy proceedings. Introduction - In In re Tempnology LLC,1 the Bankruptcy Appellate Panel (the BAP) for the First… more

Bankruptcy Code, Commercial Bankruptcy, IP License, Trademarks

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Ruchi Gill

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Pauline Gilli

France Reforms Class Actions Regime

The new legislation facilitates easier access to class actions for litigants, which should lead to an increase in the use of class actions in the coming years… more

Class Action, Consumer Protection Laws, Damages, France, Litigation Strategies

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Adrien Giraud

European Court of Justice Curtails European Commission’s Expansion of Its Merger Control Powers

The judgment rejects the European Commission’s expansive re-interpretation of the European Union Merger Regulation, stressing the need for legal certainty in line with the EU legislature’s intent… more

Antitrust Provisions, Competition Authorities, Court of Justice of the European Union (CJEU), EU, European Commission

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Evelyne Girio

Unpacking the UK-EU Deal: What Lies Ahead for Energy and Carbon Markets?

The agreement promises to unlock market and investment opportunities and facilitate greater UK-EU collaboration… more

Carbon Emissions, Clean Energy, Emissions Trading System, Energy Market, Energy Policy

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Kun Woo (Ted) Gkoo

Responsible Financial Innovation Act Offers Clarity, Safeguards for Digital Assets - Taxation

Latham & Watkins presents a blog series on the Responsible Financial Innovation Act, which was introduced in the US Senate on June 10, 2022, to create a framework for digital assets, cryptocurrency, and blockchain technology… more

Blockchain, Cryptocurrency, Digital Assets, Internal Revenue Code (IRC), IRS

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Hayley Gladstone

How to Navigate the SEC’s Proposed Mandate on Clawbacks

US publicly listed companies should plan now for proposed stringent policies and required disclosures. Under the long-awaited proposed rules adopted by the Securities and Exchange Commission on July 1, 2015, generally, all… more

Clawbacks, Disclosure Requirements, Dodd-Frank, Executive Compensation, JOBS Act

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Lauren Glaser

California Court of Appeal Determines State Law Preempts Local Ordinance Provisions in Specific Instances

CEQA Case Report: Understanding the Judicial Landscape for Development - In a partially published opinion issued April 4, 2018, Small Property Owners of San Francisco Institute v. City and County of San Francisco, Case No… more

Appeals, CEQA, Local Ordinance, Preemption, Property Owners

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Brian Glennon

Court Decision Helps REITs Strategize for Successful Acquisitions in the Face of Shareholder Litigation

Decision of note for REITs contemplating asset acquisitions involving stock consideration that requires stockholder approval, even if the transaction does not effect a change-in-control. Background – Following… more

Preliminary Injunctions, Publicly-Traded Companies, Purchase Agreement, REIT, Shareholder Litigation

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Laura Glickman

Trump’s Proposed EPA Budget Cuts Underscore the Role of Next Generation Enforcement

Proposal for dramatic reductions in EPA staff and budget could lead to uneven environmental enforcement as states, tribes and environmental groups fill the vacuum. Introduction - On March 16, Donald Trump’s… more

Enforcement Authority, Environmental Protection Agency (EPA), Federal Budget, Trump Administration

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Nathaniel Glynn

BOEM Floats Proposal to Modernize Offshore Wind Regulations

A new proposal aims to streamline the process for permitting and developing offshore renewable energy projects and reduce costs to developers. On January 30, 2023, the Bureau of Ocean Energy Management (BOEM) published a… more

BOEM, Clean Energy, Comment Period, Energy Projects, Energy Sector

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Tom Glynne-Jones

Financing the Future of Fission: A Nuclear Renaissance and the Promise of SMRs

SMRs are attracting growing attention from governments, investors, and financiers as a means to power the energy transition, offering the promise of shorter construction times, scalability, and reduced financial risk compared to… more

Clean Energy, Climate Change, Emerging Technologies, Energy Projects, Energy Sector

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Philipp Gnatzy

UAE Merger Control Update: Behold the Threshold(s)

Merger control regime now effective, as per UAE Cabinet resolution setting filing thresholds. The Federal Cabinet of the United Arab Emirates has recently issued Cabinet Resolution No. 13 of 2016 (the Cabinet Resolution),… more

Merger Controls, Unfair Competition Law (UCL), United Arab Emirates (UAE)

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Lindsay Marie Gochnour

CEQA Case Report Year in Review 2017: Understanding the Judicial Landscape for Development

California higher courts rule in favor of public agencies on small majority of environmental impact report cases. Over the course of 2017, Latham lawyers reviewed all 46 California Environmental Quality Act (CEQA) cases, both… more

Appeals, CEQA, Construction Industry, Construction Project, Environmental Impact Report (EIR)

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Adam Goldberg

Release Me From My Bands Or Else My Project Fails Third Party Releases in Schemes

Third-Party Releases are common in English law schemes of arrangement and restructuring plans, and US courts have so far indulged that approach in granting recognition. If Prospero’s plea to the audience at the conclusion… more

Bankruptcy Code, Bankruptcy Court, Chapter 15, Commercial Bankruptcy, Commercial Leases

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Jordan Goldberg

Barr Speech on the Basel Endgame - A Snapshot: Many Comments Unaddressed and Significant Concerns Remain

On September 10, Federal Reserve Vice Chair for Supervision Barr gave a speech (the Barr Speech) in which he outlined the principal changes to the federal banking agencies' 2023 proposal to implement the Basel Endgame (the… more

Banking Sector, Banks, Fannie Mae, Federal Reserve, Financial Institutions

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Phil Goldberg

Supreme Court Waves Goodbye to Clean Water Act End-Result Requirements

The landmark decision alters the NPDES permit landscape, shifting the focus to specific actions over general outcomes… more

City and County of San Francisco v Environmental Protection Agency, Clean Water Act, Discharge of Pollutants, Environmental Protection Agency (EPA), NPDES

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Thomas Golding

Tolling Securities Claims: “In No Event” Means ... What It Says

US Supreme Court: Securities Act’s 3-year statute of repose is not subject to equitable tolling, providing greater certainty to underwriters. Key Points: ..Case has significant implications for financial Institutions that… more

American Pipe & Construction Co. v. Utah, CalPERS, CalPERS v ANZ Securities, Class Action, Equitable Tolling

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Michele Golinelli

Private equity in Italy: market and regulatory overview

How do private equity funds typically obtain their funding? Private equity funds continued to have a diverse investor base in 2015. Although with a significant decrease from the 2014 figure of 68%, about 48% of the capital… more

Alternative Investment Fund Managers Directive (AIFMD), Anti-Avoidance, Bank of Italy, BEPS, Buy-Out Agreements

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Ignacio Gómez-Sancha

Spain Approves New Royal Decree on Foreign Investments

Royal Decree 571/2023, which will enter into force on September 1, 2023, amends the regime for foreign investments in Spain and, particularly, the investment control regime. The Spanish government approved Royal Decree… more

Amended Legislation, Foreign Investment, National Security, Spain

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María Goñi

Aspectos Laborales de la Ley Integral para la Igualdad de Trato y la no Discriminación

La nueva regulación pretende garantizar la tutela del derecho a la igualdad de trato y no discriminación. El 13 de julio de 2022 el Boletín Oficial del Estado publicó la Ley 15/2022, de 12 de julio, integral para la igualdad… more

Anti-Discrimination Policies, Disability Discrimination, Employment Discrimination, Equal Opportunities, New Legislation

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Marifiel Gonzalez

CFPB Set to Limit Credit Card Late Fees

The move becomes effective on October 1, 2023, with the Supreme Court soon to decide on the agency’s rule-writing authority. On February 1, 2023, the Consumer Financial Protection Bureau (CFPB) proposed a rule (the… more

Banking Sector, Consumer Financial Protection Bureau (CFPB), Credit Cards, Fees, Late Fees

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Lori Goodman

IRS Provides Initial Guidance on Section 162(m) Tax Reform Changes

Notice 2018-68 clarifies certain Section 162(m) issues with respect to covered employees and grandfathering of written binding contracts. Key Points: ..“Covered employee” determination is not affected by whether or not the… more

Compensation & Benefits, Corporate Taxes, Executive Compensation, IRS, New Guidance

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Sophie Goossens

Charting the Future: Regulatory Milestones and Opportunities in AI, Online Safety, Cybersecurity, and Data Governance in the EU and the UK

The technology and digital regulatory environment in the EU and the UK is experiencing significant evolution in 2025 and beyond. These legal developments present both significant opportunities and complex compliance challenges,… more

AI Act, Artificial Intelligence, Cybersecurity, Data Privacy, EU

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Jonathan Gordon

Third Circuit Finds Future Royalty Obligations From Sale Transaction Dischargeable in Bankruptcy

The Third Circuit ruled that the obligations are prepetition “contingent and unliquidated” claims that can be discharged in a bankruptcy. In the chapter 11 bankruptcy of Mallinckrodt plc and certain subsidiaries (In re… more

Asset Purchase Agreements, Chapter 11, Commercial Bankruptcy, Dischargeable Debts, Royalties

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Nick Goshgarian

Unpacking the FTC’s New Negative Option Rule, Its Legal Challenges, and Future Uncertainty

The rule impacts both B2B and B2C subscription autorenewals and other negative option programs; however, significant legal challenges could impact the rule’s implementation… more

B2B Transactions, B2C, Compliance, Consumer Contracts, Consumer Financial Products

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Sebastian Goslar

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

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Heiko Gotsche

IFLR M&A Report - 2022

The recovery of the M&A market since the early days of the pandemic has been impressive. Even allowing for varying treatment of Covid-19 winners and losers, deal processes for resilient assets (and even for less obviously… more

Acquisitions, Coronavirus/COVID-19, Financial Markets, Foreign Investment, Global Market

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Jason Gott

Third Circuit Finds Future Royalty Obligations From Sale Transaction Dischargeable in Bankruptcy

The Third Circuit ruled that the obligations are prepetition “contingent and unliquidated” claims that can be discharged in a bankruptcy. In the chapter 11 bankruptcy of Mallinckrodt plc and certain subsidiaries (In re… more

Asset Purchase Agreements, Chapter 11, Commercial Bankruptcy, Dischargeable Debts, Royalties

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Scott Gottdiener

WORD OF THE DAY® – Effective Subordination

Seniority Rules. Partner Scott Gottdiener explains the term Effective Subordination from the Book of Jargon® – US Corporate and Bank Finance. Latham & Watkins' innovative Book of Jargon® series demystifies legal and business… more

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Seth Gottlieb

The LathamTECH Podcast — Can RSUs Unlock Employee Equity?

The trend of RSU (Restricted Stock Units) participation in secondary markets is transforming how private tech companies manage employee equity. As companies remain private for longer, the need for employee liquidity options… more

Corporate Governance, Employee Benefits, Equity Compensation, Private Equity, Qualified Restricted Stock Units (RSUs)

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Sarah Gragert

10 Things to Know: US Allows Lawsuits Relating to “Trafficking” in Confiscated Property in Cuba

Trump Administration breaks with precedent to allow US plaintiffs to bring “trafficking” suits under Title III of the Helms-Burton Act. Title III of the Helms-Burton Act (the Cuban Liberty and Democratic Solidarity (LIBERTAD)… more

Blocking Statutes, Cuba, EU, Expropriation, Helms-Burton Act

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Margaret Graham

SEC Launches Cyber and Emerging Technologies Unit Aimed at Safeguarding Investors

The new unit aims to protect retail investors and foster innovation by addressing cyber-related misconduct and emerging technology fraud… more

Artificial Intelligence, Blockchain, Cryptoassets, Cybersecurity, Digital Assets

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Nina Grandin

Weinstein Bankruptcy Decisions Find Talent Agreement Non-Executory, but Post-Closing Obligations Must be Honored

The Weinstein Company Holdings bankruptcy decisions clarify a buyer’s ongoing obligations under contracts purchased in bankruptcy, subject to resolution of appeals. Executive Summary - In the In re The Weinstein Company… more

Assignments, Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Executory Contracts

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Maximilian Grant

Keeping Tabs on PTAB

With the increased popularity of the Patent Trial and Appeal Board (PTAB) as a forum to resolve patent disputes, Latham has established innovative, market-leading approaches to PTAB proceedings, securing success for clients at… more

Patent Litigation, Patent Trial and Appeal Board, Patents

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Duncan Graves

No Causation Defence for Self-Interested Fiduciaries: UK Supreme Court Affirms Strict Profit Rule

The judgment concerns the circumstances in which fiduciaries must account to their principals for the profits they make from their fiduciary relationships… more

Appeals, Board of Directors, Breach of Duty, Causation, Corporate Governance

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Eric Green

United States Eases OFAC Sanctions on Syria

General License 25 effectively suspends OFAC sanctions targeting Syria. Stringent US export control restrictions on exports and reexports to Syria remain… more

Economic Sanctions, EU, Export Controls, Exports, Foreign Policy

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Jeremy Green

Close-Out Netting in the Kingdom of Saudi Arabia

In recent years, the Kingdom of Saudi Arabia (the Kingdom) has increasingly sought to position itself as a Middle Eastern jurisdiction that is open for global business. Key to this is establishing robust, competitive and liquid… more

Bankruptcy Code, Capital Markets, Derivatives, Financial Institutions, Financial Markets

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Matthew Green

Federal Court Rejects Preliminary Injunction Against California Climate Disclosure Laws

The ruling allows implementation of the laws while First Amendment litigation proceeds on the merits… more

CARB, Climate Change, Constitutional Challenges, Disclosure Requirements, Environmental Policies

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Michael Green

EFRAG Releases Proposed Amended ESRS for Public Consultation

The proposals outline simplification “levers” to address sources of complexity in sustainability reporting under the EU Corporate Sustainability Reporting Directive… more

Corporate Governance, Corporate Sustainability Reporting Directive (CSRD), Disclosure Requirements, Environmental Social & Governance (ESG), EU

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Jeffrey Greenberg

DFC Releases Guidelines to Implement the DFC-DPA Loan Program: Financing US Projects in Response to the COVID-19 Crisis

The guidelines are intended to facilitate loans to the private sector to support domestic industrial base capabilities. Key Points: ..Under the new DFC-DPA Loan Program, DFC will extend loans in amounts of up to US$500 million… more

Coronavirus/COVID-19, Project Finance, USAID

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Robyn Greenberg

CFTC Enters the Market for Anti-Corruption Enforcement

New enforcement advisory encourages reporting of foreign corrupt practices that the agency intends to pursue under the Commodity Exchange Act. On March 6, 2019, the Division of Enforcement (Division) of the US Commodity… more

Anti-Corruption, CFTC, Commodity Exchange Act (CEA), Compliance, Department of Justice (DOJ)

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Douglas Greenburg

The Guide to Anti-Money Laundering: Trade-Based Money Laundering and Terrorist Financing

Trade-based money laundering (TBML) describes a set of techniques through which drug traffickers, terrorists and other criminals use the veneer of trade to move illicit funds across borders while disguising the origin and… more

Anti-Money Laundering, BSA/AML, Criminal Conspiracy, Criminal Prosecution, Customs and Border Protection

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Adam Greenfield

US Supreme Court Says No to Post-Sale Restrictions Under Patent Law

The Court also holds that patent exhaustion applies to both foreign and domestic sales in a historic decision. Key Points: ..Patent rights are exhausted by sale even if the patentee purports to impose post-sale… more

First Sale Doctrine, Foreign Sales, Impression Products v Lexmark International, IP License, Patent Exhaustion

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John Greer

Midstream MLP Merger Mania Maintains Momentum

The market’s notable uptick in MLP-to-MLP M&A activity, often preceded by an acquisition of the target MLP’s general partner, follows a trend we recently identified. At least five MLP M&A transactions have been announced… more

Buy-Out Agreements, Energy Sector, Equity Transactions, General Partnerships, Intercompany Transactions

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Matthew Gregory

United States Eases OFAC Sanctions on Syria

General License 25 effectively suspends OFAC sanctions targeting Syria. Stringent US export control restrictions on exports and reexports to Syria remain… more

Economic Sanctions, EU, Export Controls, Exports, Foreign Policy

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Eric Greig

HHS Issues Policy Statement to Expand Use of Rulemaking Without Notice and Comment

The policy statement aims to bring more rapid action on personnel and management decisions and empowers HHS and each of its offices and subagencies to promulgate or rescind certain rules without a period of notice and comment… more

Administrative Procedure Act, Centers for Disease Control and Prevention (CDC), Centers for Medicare & Medicaid Services (CMS), Department of Health and Human Services (HHS), Federal Food Drug and Cosmetic Act (FFDCA)

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Frank Grell

Aufatmen bei Unternehmensleitern und Insolvenzverwaltern: Bundesgerichtshof bestätigt D&O-Deckung bei Insolvenzverschleppung

Der Bundesgerichtshof (BGH) hat mit Urteil vom 18. November 2020 (IV ZR 217/19) entschieden, dass Ansprüche gegen GmbH-Geschäftsführer auf Ersatz von Zahlungen, die nach Insolvenzreife vorgenommen wurden, vom Versicherungsschutz… more

Board of Directors, Coronavirus/COVID-19, Corporate Governance, D&O Insurance, Financial Distress

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Karmpreet Grewal

OCC, FRB, and FDIC Finalize Joint Principles for Climate-Related Financial Risk Management

Guidance for the largest US financial institutions is intended to promote climate risk management consistent with general safety and soundness practices. On October 30, 2023, the three US federal bank regulatory agencies —… more

Banking Sector, Biden Administration, Climate Change, Corporate Governance, Disclosure Requirements

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Jared Grimley

Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay

In a spinoff, a public company separates one or more of its businesses into a new, publicly traded company. For the public company that initiates it, a spinoff can achieve a number of critical business and financial… more

Business Strategies, Corporate Governance, Corporate Taxes, Due Diligence, Initial Public Offering (IPO)

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Melanie Grindle

Supreme Court: Willfulness Not Required for Profits Awards in Trademark Infringement Actions

Decision clarifies prior conflicting authority and holds that willfulness is not a prerequisite to recovering an infringer’s profits. Key Points: ..A finding of willfulness is not a prerequisite to a disgorgement of… more

§ 1125(a), § 1125(c), Appeals, Burden of Proof, Charge-Filing Preconditions

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Joachim Grittmann

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Monica Groat

Healthcare & Life Sciences: Drug Pricing Digest - August 2025

Our Drug Pricing and Market Access team tracks recent developments in healthcare reform, the Medicaid Drug Rebate Program, the 340B Program, Medicare, and state law… more

Centers for Medicare & Medicaid Services (CMS), Covered Entities, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Adrian Grocock

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Gabriel Gross

Viewpoints: Trade Secrets

Latham & Watkins IP partners Jeff Homrig and Gabe Gross discuss trade secrets issues and how to protect and defend a company’s most valuable assets… more

Defend Trade Secrets Act (DTSA), Intellectual Property Protection, Trade Secrets

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Johannes Groß

Unlocking Digital Infrastructure: European Market Drivers and Trends

M&A activity in the digital infrastructure sector has been growing year-on-year in Europe, with deal counts and cumulative deal values highlighting the resilience of this asset class. 2024 is likely set to hit a new peak of… more

Acquisitions, Corporate Sales Transactions, Data Centers, Digital Platforms, Digital Services

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Marco Grotenrath

Aufatmen bei Unternehmensleitern und Insolvenzverwaltern: Bundesgerichtshof bestätigt D&O-Deckung bei Insolvenzverschleppung

Der Bundesgerichtshof (BGH) hat mit Urteil vom 18. November 2020 (IV ZR 217/19) entschieden, dass Ansprüche gegen GmbH-Geschäftsführer auf Ersatz von Zahlungen, die nach Insolvenzreife vorgenommen wurden, vom Versicherungsschutz… more

Board of Directors, Coronavirus/COVID-19, Corporate Governance, D&O Insurance, Financial Distress

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Jason Grover

IRS Launches New Large Partnership Audits, Relying on AI and Increased Funding

The IRS is making good on its promise to step up enforcement on large partnerships that issue more than 100 annual K-1s and have more than $100 million in assets. As noted in this Latham Client Alert, the IRS’s renewed focus on… more

Artificial Intelligence, Audits, Bipartisan Budget Act, Corporate Governance, IRS

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Luke Grubb

How Data Privacy Regulations Changed Across Asia-Pacific in 2014

2014 saw a large number of significant developments in data privacy laws across Asia-Pacific. However, unsurprisingly there has not been a consistent approach across Asia-Pacific towards the development of data privacy… more

China, Data Protection, Legal History, Privacy Laws

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Thomas Grützner

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Leia Gu

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies. The interest and need for healthcare services transactions in the… more

Acquisitions, Antitrust Provisions, Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Health Care Providers

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Cindy Guan

Securities Litigation Trends During Covid-19

Many predicted a wave of securities litigation would follow the stock market plunge during the early days of the pandemic in March 2020, just as it did in the wake of the 2008 economic downturn. But in the months since the onset… more

Coronavirus/COVID-19, Corporate Governance, Derivative Suit, Disclosure Requirements, Enforcement Actions

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John Guccione

Ofgem Approves Great Britain’s Grid Connections Reform

The reform aims to prioritise “ready” and “needed” projects for grid connection. On 15 April 2025, the energy regulator for Great Britain, Ofgem, made its final decision to reform the electricity grid connection process,… more

Electricity, Energy Policy, Energy Projects, Ofgem, Power Grid

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Charles-Antoine Guelluy

Foreign Investments in France: New Regime, Effective April 1, 2020

The new regime extends the list of strategic sectors and amends the application process timeline, among other new features. Key Points: ..The list of strategic sectors has been extended to include (i) activities pertaining… more

EU, European Economic Area (EEA), Foreign Investment, France, National Security

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Charlotte Guerin

CNIL Fines Adtech Giant for Unlawful Data Processing

The French Data Protection Authority has imposed a €40 million fine for GDPR infringements. On 15 June 2023 the French Data Protection Authority (the CNIL), acting as Lead Supervisory Authority pursuant to the cooperation… more

CNIL, Corporate Counsel, Corporate Fines, Cross-Border, Data Processors

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Marion Guertault

L’arrêt « Uber » : nouveau coup dur pour les plateformes

Dans un arrêt du 4 mars 2020 (n° 19-13.316), voué à une large publication, la Cour de cassation reconnaît le statut de salarié à un chauffeur Uber. Un peu plus d’un an après l’arrêt Take Eat Easy (Cass. soc. 28 novembre 2018… more

Court of Cassation, Drivers, Employment Contract, Employment Litigation, France

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Marilyn Nabil Guirguis

US Senate Bill Would Reshape Antitrust Enforcement and Litigation

The bill would increase and shift the burden for many merger reviews, introduce new categories of prohibited conduct, and undo important common law defenses to single-firm conduct. On February 4, 2021, Senator Amy Klobuchar,… more

Acquisitions, Antitrust Division, Antitrust Litigation, Antitrust Provisions, Antitrust Violations

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Nikhil Gulati

Can Lenders Stay in the Driver’s Seat? The Enforceability of Make-Whole Premiums in Bankruptcy

Borrowers and lenders must both be aware of the risks relating to uncertainty regarding make-whole premiums in bankruptcy. The enforceability of “make-whole” premiums in bankruptcy has become a hotly contested issue in recent… more

Appeals, Bankruptcy Code, Borrowers, Chapter 11, Commercial Bankruptcy

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Jacques-Philippe Gunther

10 Key Takeaways Developments in International Cartel Enforcement and Observations From Workshop

Latham’s Antitrust & Competition Practice provides insight on the current state of enforcement, including more expansive views of what constitutes a cartel, enhanced detection tools, and what to expect next… more

Antitrust Investigations, Antitrust Provisions, Cartels, Competition, Competition Authorities

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Rajiv Gupta

ISSB Implementation Across Asia - September 2024

In the December 2023 edition of Regulatory Updates in Asia ESG we provided an update on how jurisdictions across Asia are responding to the International Sustainability Standards Board (ISSB) standards. Several regulators in… more

Asia, Climate Change, Consultation, COP, Corporate Governance

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Sachin Gupta

Website Terms of Use May Risk Liability Under California Law

Companies selling or leasing consumer goods or services should be alert to a recent rash of lawsuits targeting terms of service provisions. A recent spate of class action lawsuits brought under California Civil Code section… more

Civil Code, Corporate Liability, Goods or Services, Non-Disparagement Provisions, Online Reviews

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Louise Gurly

COVID-19: French Ordinance Adapts Access to Court-Supervised Restructuring Proceedings and to Insolvency Proceedings

A Shielded Period offers distressed companies more time and flexibility. On March 27, 2020, the French government issued ordinance 2020-3411 (the Ordinance) to ensure that French restructuring and insolvency courts are… more

Bankruptcy Court, Commercial Bankruptcy, Coronavirus/COVID-19, France, Public Health Emergency

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Peter Gutierrez

City of Los Angeles Proposes Linkage Fee Ordinance to Fund Affordable Housing

City Planning Commission recommends adopting new affordable housing linkage fee ordinance affecting new development, project budgets and property owners. A number of new fees, taxes and restrictions on development have been… more

Affordable Housing, Fees, Inclusionary Housing Ordinance, Real Estate Development, Urban Planning & Development

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Quentin Gwyer

High Court Rejects New Look Landlords’ CVA Challenge in Landmark Decision

The decision confirms that company voluntary arrangements remain a flexible tool for restructuring leasehold portfolios. Key Points: The judge rejected each of the landlords’ arguments, confirming that: ..A CVA may… more

Debt Restructuring, Landlords, Leaseholds, Tenants, UK

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Ben Haas

Drug Pricing: FDA Considerations Under Recent Executive Orders and Congressional Bills

President Trump’s executive orders and legislative proposals from Congress leverage FDA to help lower drug prices, address anti-competitive practices, and accelerate generic drug approvals… more

Anti-Competitive, Biosimilars, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Scott Haber

Third Point LLC v. Ruprecht — Activism Confronts the Rights Plan

The Delaware Court of Chancery refuses to enjoin Sotheby’s annual meeting and allows Sotheby’s “poison pill” to protect against an activist’s proxy contest. Implications for our Clients - In a thirty year-long… more

Board of Directors, Proxy Contests, Shareholder Litigation, Shareholders, Sothebys

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Joelle Hageboutros

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Kristen Haight

5 Key Takeaways From the CFIUS 2023 Annual Report

The report shows a decline in filings, new mitigation measures and conditions, and continued emphasis on monitoring and enforcement. On July 23, 2024, the Committee on Foreign Investment in the United States (CFIUS)… more

Annual Reports, Canada, CFIUS, China, Cross-Border Transactions

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Michael Alan Hale

California Court Adopts the Caremark Standard for Oversight Claims

The decision articulates the standard for plaintiffs asserting derivative claims based on an alleged failure of oversight by directors and officers of California companies. Nearly three decades ago in the seminal case In re… more

Board of Directors, Caremark claim, Corporate Governance, Corporate Officers, Delaware General Corporation Law

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Valentino Halim

GDPR Violations in Germany: Civil Damages Actions on the Rise

New trends in Germany reveal the urgent need for companies to develop effective defense strategies against damages claims raised in German civil courts. In recent months, German courts have been increasingly following a… more

Calculation of Damages, General Data Protection Regulation (GDPR), Germany, Statutory Violations

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Jaime Hall

EBA Consults on Prudential Disclosures on ESG Risks

The EBA consultation paper calls for the implementation of a Green Asset Ratio to measure banks’ sustainability performance. Regulators and sustainability-conscious investors increasingly expect banking institutions in the… more

Business Strategies, Climate Change, Consultation, Corporate Governance, Corporate Social Responsibility

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Andrew Halliwell

Can’t Pay, Won’t Pay - Hong Kong Introduces Third-Party Funding of Arbitration

New provisions allowing third-party funding of arbitration come into force on 1 February 2019. Key Points: ..The key provisions of the Arbitration and Mediation Legislation (Third-Party Funding) (Amendment) Ordinance 2017… more

Arbitration, Hong Kong, Hong Kong International Arbitration Centre (HKIAC), Litigation Fees & Costs, Mediation

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Thomas Halpern

Treasury and IRS Issue Initial Guidance on Stock Buyback Tax and Corporate Minimum Tax

New guidance clarifies certain key points on implementing the 1% tax that generally applies to public company stock buybacks and the 15% corporate minimum tax that generally applies to corporations with book income exceeding $1… more

Acquisitions, Corporate Taxes, IRS, New Guidance, Safe Harbors

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Keith Halverstam

Recent Developments for Directors July 2025

The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing… more

Artificial Intelligence, Board of Directors, Corporate Governance, D&O Insurance, Disclosure Requirements

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Justin Hamill

Proposed Amendments to Delaware General Corporation Law Aim to Clarify Corporate Transaction Rules

If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction… more

Acquisitions, Business Entities, Capital Markets, Controlling Stockholders, Corporate Governance

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Joshua Hamilton

US Congress Affirms and Expands SEC’s Disgorgement Authority in Annual Defense Spending Bill

The legislation - passed via the first congressional override of the Trump presidency - extends the SEC’s ability to obtain disgorgement for violations of federal securities laws. Key Points: ..As amended, the Securities… more

Congressional Override, Disgorgement, Enforcement Actions, Equitable Relief, Kokesh v SEC

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Sam Hamilton

IFLR Cross-border Financing Report 2018 - UK

Despite the economic uncertainty surrounding Brexit, given London’s undiminished role as a centre for debt finance markets in the UK remain open for business with healthy levels of debt issuance occurring so far in 2018… more

Banking Sector, Corporate Financing, Cross-Border, Cross-Border Transactions, Equity Financing

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Natasha Hamilton-Foyn

Companies Must Carefully Consider ESG Disclosures Under UK Non-Financial Reporting Directive

Companies should conduct thorough due diligence in light of closer scrutiny from stakeholders and governmental and non-governmental bodies. Companies are facing increasing pressure to report on environmental, social, and… more

BEIS, Corporate Governance, Corporate Social Responsibility, Disclosure Requirements, Environmental Policies

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Jeff Hammel

Supreme Court: SLUSA Does Not Prohibit State Court Jurisdiction Over Securities Act Class Actions

In Cyan, Inc., the Justices unanimously decide that state courts have jurisdiction over federal Securities Act class actions. Key Points: ..Resolves split of authority on whether the Securities Litigation Uniform Standards… more

Class Action, Cyan Inc v Beaver Cty Emps Ret Fund, Jurisdiction, PSLRA, Removal

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David Hammerman

Lexology In-Depth - Acquisition And Leveraged Finance

It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in Europe,… more

Acquisitions, AML/CFT, Base Erosion and Anti-Abuse Tax (BEAT), Base Erosion Tax, Capital Markets

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Lesley Hamming

USPTO Seeks Comments on PTAB’s Discretionary Denials of Review

The USPTO may issue new rules on the current practices found in its “precedential” PTAB decisions. Key Points: ..The PTAB often denies IPR and PGR petitions for reasons other than the merits of the petition, such as the… more

Comment Period, Inter Partes Review (IPR) Proceeding, Patents, Post-Grant Review, Proposed Rules

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Laila Hamzi

UK To Provide Compensation for Overseas Victims of Economic Crimes

A new UK policy establishes a commitment to providing victims of overseas bribery with compensation; however, important questions remain that will impact implementation. The UK’s Serious Fraud Office (SFO), the Crown… more

Bribery, Costa Rica, Criminal Proceeds, Cross-Border, Financial Crimes

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Benjamin Han

The Technology, Media and Telecommunications Review, 13th Edition - Japan

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Digital Communications, Digital Marketplace, Digital Platforms, Electronic Communications, Infrastructure

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Alisa Hand

SEC Imposes Expansive New “Pay Versus Performance” Disclosure Requirements on Public Companies

The new rules significantly expand required disclosure of the relationship between executive compensation and performance metrics, effective for the 2023 proxy season… more

Disclosure Requirements, Dodd-Frank, Executive Compensation, New Rules, Publicly-Traded Companies

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Peter Handrinos

A Look at the Surge in Life Sciences IPOs

After a sluggish few years, the IPO market came back to life in 2013, led by a surge of IPOs by life sciences companies. In this lw.com interview, Latham & Watkins partner Peter Handrinos explains what’s behind this uptick and… more

Initial Public Offering (IPO), Life Sciences, Startups

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Benjamin Hanelin

US Fish & Wildlife Service Proposes First-of-its-Kind Migratory Bird Incidental Take Authorizations

On May 26, 2015, the US Fish and Wildlife Service (FWS) announced its intent to prepare a programmatic environmental impact statement (PEIS) to evaluate the potential impacts of permits authorizing the incidental take of… more

Environmental Impact Report (EIR), Incidental Take Permits, Migratory Bird Treaty Act (MBTA), Mitigation, US Fish and Wildlife Service

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Gregory Hannibal

Final Carried Interest Regulations: Key Takeaways for Private Fund Sponsors

While the final regulations simplify key exceptions and contain favorable changes, ambiguity continues for investment fund managers. On January 7, 2021, the US Treasury Department and Internal Revenue Service (together,… more

Capital Gains, Carried Interest, Final Rules, Fund Sponsors, Holding Periods

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Joseph Hansen

Employee Data Increasingly in the Crosshairs of Data Privacy Enforcement

The California Attorney General’s investigative sweep is a potential harbinger of increased focus on employers’ data privacy compliance with respect to employee data. On July 14, 2023, the California Attorney General… more

Artificial Intelligence, Automation Systems, B2B Organizations, Biometric Information Privacy Act, California Consumer Privacy Act (CCPA)

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Marc Hansen

European Commission’s White Paper on Foreign Subsidies: Closing a regulatory gap?

The Commission opens a public consultation on a new tool to protect the EU from international competition. The European Commission (the Commission) is consulting the market on a proposal to add a new tool to the EU protective… more

Antitrust Provisions, Consultation, EU, European Commission, Foreign Subsidiaries

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Shawn Hansen

US Supreme Court Clarifies Treatment of Rejected Trademark Licenses and Other Executory Contracts in Bankruptcy

The Supreme Court holds that a debtor’s rejection of an executory contract in bankruptcy constitutes a breach. Introduction - In Mission Product Holdings, Inc. v. Tempnology, LLC (Tempnology), the US Supreme Court… more

Bankruptcy Appellate Panel (BAP), Bankruptcy Code, Breach of Contract, Commercial Bankruptcy, Debtors

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Michael Hardy

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Amy Hargreaves

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Christopher Harris

Green Bond Impact Reporting Under Securities Law

The rising volatility of financial markets since the beginning of the Covid-19 pandemic has prompted many investors to increase their focus on resilience, governance, and corporate leadership as they strive to understand which… more

Coronavirus/COVID-19, Corporate Governance, Environmental Social & Governance (ESG), Financial Markets, Green Bonds

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Daniel Harrison

High Court Ruling Helps Protect Confidentiality of Arbitral Awards

The High Court recently held that a party was not free to disclose an arbitral award even though that award had already entered the public domain. Notably, the ruling may have significant implications for parties considering… more

Arbitration, Arbitration Awards, Confidential Information, UK

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Mike Hart-Slattery

SEC Adopts Significant Rule Changes for Private Fund Advisers

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted a final rule package (each a Rule, and together, the Rules) that modifies the regulation of private fund advisers under the US Investment Advisers Act of… more

Compliance, Disclosure Requirements, Final Rules, Investment Adviser, Investment Advisers Act of 1940

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Faiza Hasan

US Supreme Court Upholds SEC’s Authority to Seek Disgorgement

Questions about the scope of the SEC’s disgorgement authority remain open, including in administrative proceedings. Key Points: ..Since the April 2017 decision in Kokesh v. SEC, the statutory authority of the Securities… more

15 U.S.C. § 78u(d)(5), Administrative Authority, Business Expenses, Calculation of Damages, Corporate Misconduct

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Judith Hasko

Life Sciences Product Development Needs More Creative Fundraising

The life sciences industry depended historically on public offerings for fundraising to support costs of developing therapeutic pharmaceutical and biologic products. The average cost of discovering and developing these products… more

Development Agreements, Early Stage Companies, Emerging Growth Companies, Funding, Fundraisers

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Julia Hatcher

EPA Proposes New RCRA Rules With Significant Compliance Obligations

The proposed rules would expand the RCRA Corrective Action regime to PFAS and potentially other emerging contaminants. They may complicate ongoing compliance efforts as well as lead to significant value chain impacts… more

CERCLA, Contamination, Environmental Policies, Environmental Protection Agency (EPA), Hazardous Substances

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Carolyne Hathaway

FDA Announces Planned Changes to the 510(k) Premarket Notification Program

Agency signals forthcoming changes that could impact manufacturers’ ability to commercialize new medical devices. Background - On November 26, 2018, officials from the Food and Drug Administration (FDA or the Agency) and… more

510(k) RTA, FDA De Novo Clearance, Federal Food Drug and Cosmetic Act (FFDCA), Food and Drug Administration (FDA), Medical Devices

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Hendrik Hauke

Tax Exemption Offers Relief in the German Restructuring Market

German legislator introduces tax exemption for income resulting from debt waivers in restructuring scenarios with retroactive effect. On 23 November 2018, the German legislator approved legislation regarding tax exemption of… more

Debt Restructuring, EBITDA, EU, Germany, Member State

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Dr. Sebastian Max Hauser

German Draft Competition Law Amendment Includes Far Reaching Remedial Powers Absent Actual Infringements

Under the draft law, the FCO could impose behavioural and structural remedies following a sector inquiry without finding an infringement of German or EU competition law. The German Federal Ministry for Economic Affairs and… more

Compliance, Digital Markets Strategy, Digital Services, Enforcement Actions, EU

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Henry Hauser

Reflecting on Self-Reflection: FTC Discusses Merger Retrospectives and Global Coordination

Latest hearings on Competition and Consumer Protection in the 21st Century consider the FTC’s historical record and global context. On April 12, 2019, the Federal Trade Commission (FTC) held the 13th installment in its series… more

Competition, Consumer Protection Laws, Federal Trade Commission (FTC), Global Market, Globalization

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Charlotte Hawkins

Africa Oil & Gas Report: How Will the Sustainability Agenda Impact Development in Africa?

As sustainability has moved up the agenda across the globe, politicians, investors, corporates, and multinational funding bodies have taken note. In the public sector, governments and intergovernmental organisations have drawn… more

Africa, Clean Energy, Electricity, Energy Projects, Energy Sector

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Simon Hawkins

A Giant LEAP Forward: Hong Kong Consults on Crypto Dealing and Custody

Government plans to supercharge the digital assets industry, with crypto dealing and custody regimes the icing on the cake for a holistic regulatory framework… more

Blockchain, Chain of Custody, Cryptocurrency, Custody, Digital Assets

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Matt Hays

CFPB Puts Fintechs in the Crosshairs

The agency just revived its dormant authority to supervise nonbank financial entities that it determines pose risk to consumers.  On April 25, 2022, the Consumer Financial Protection Bureau (CFPB) - the US government agency… more

Consumer Financial Protection Bureau (CFPB), Dodd-Frank, Enforcement Authority, Final Rules, Financial Services Industry

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Oscar Hayward

FCA Publishes Findings From Its Wholesale Data Market Study

The FCA found that wholesale data markets can be improved, but has ruled out a significant intervention. The FCA has published the findings of its wholesale data market study (MS23/1.5), which examined competition in the… more

Asset Class, Benchmarks, Competition, Credit Ratings, Data Collection

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David Hazelton

FAQs: Small Business Loans Under the CARES Act

US Congress set to make more than $350 billion available to eligible small business concerns. On March 27, 2020, President Donald J. Trump signed the Coronavirus Aid, Relief, and Economic Security Act (CARES Act). The CARES… more

CARES Act, Coronavirus/COVID-19, Economic Injury Disaster Loans, Financial Stimulus, Relief Measures

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Nicholas Hazen

Green Bond Impact Reporting Under Securities Law

The rising volatility of financial markets since the beginning of the Covid-19 pandemic has prompted many investors to increase their focus on resilience, governance, and corporate leadership as they strive to understand which… more

Coronavirus/COVID-19, Corporate Governance, Environmental Social & Governance (ESG), Financial Markets, Green Bonds

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Shruti Hazra

Analysis: Impact of Inflation Reduction Act’s Stock Buyback Excise Tax and Corporate Minimum Tax

Beginning in 2023, an excise tax of 1% will apply to public company stock buybacks and a 15% corporate minimum tax generally will apply to corporations with book income exceeding $1 billion. Key Points: ..Public… more

Acquisitions, Alternative Minimum Tax, Corporate Taxes, Derivatives, Excise Tax

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Alexandra Heberle

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Marc Hecht

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Jason Edward Heidemann

Supreme Court Says a Secret Sale Qualifies as Prior Art Under AIA

Helsinn confirmed that the AIA did not alter the meaning of the “on-sale” bar. In Helsinn Healthcare S.A. v. Teva Pharmaceuticals USA, Inc, the Supreme Court addressed whether a confidential sale of an invention to a… more

America Invents Act, Assignment of Inventions, Helsinn Healthcare SA v Teva Pharmaceuticals USA Inc, Inventions, On-Sale Bar

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Catherine Hein

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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John Heintz

Environmental Compliance and COVID-19 – 5 Questions for Companies to Consider

Companies should stay abreast of fast-moving changes to federal, state, and local regulatory stay-at-home orders and compliance guidance. While the most important consequences of the COVID-19 pandemic are undoubtedly the… more

Compliance, Coronavirus/COVID-19, Enforcement, Environmental Policies, Environmental Protection Agency (EPA)

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Chad Andrew Hejl

FTC Hearings Consider Pushing Boundaries of Merger Enforcement

Fourth and Fifth FTC Hearings on Competition and Consumer Protection consider more vigorous enforcement over vertical merger and innovation effects. In the past two weeks, the Federal Trade Commission (FTC) held two more… more

Antitrust Provisions, Competition, Enforcement, Federal Trade Commission (FTC), Mergers

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Alexander Hendry

Ready for Takeoff: A Look at the Space Sector in the Middle East

The Middle East’s rapidly advancing space sector has seen a slew of landmark achievements in the last few years. In 2014, the UAE established the UAE Space Agency to oversee and grow its space sector, and it has since… more

Aerospace, Middle East, Outer Space, Saudi Arabia, United Arab Emirates (UAE)

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Matthew Henegar

President Trump Issues Executive Order Prohibiting Certain Transactions in the Bulk-Power System Supply Chain

The Order prohibits the purchase or installation of certain bulk-power system electric equipment from foreign adversaries and those subject to their jurisdiction or direction. Key Points: ..On May 1, 2020, President Donald… more

Bulk Electric System, Bulk Purchasing, Energy Sector, Executive Orders, Supply Chain

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Lacey Henry

NY Legislation Sets Bold Climate Change Goals

Examining the regulatory framework of New York’s legislative climate change initiative — the Community Leadership and Community Protection Act. On Thursday, July 18, 2019, New York Governor Andrew Cuomo signed into law the… more

Climate Change, Energy Efficiency, Energy Storage, Environmental Justice, Greenhouse Gas Emissions

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Katie Henshall

UK Government Proposes an Independent Regulator for English Men’s Professional Football

The regulator would introduce a licensing system for clubs, increase scrutiny of directors and owners, and aim to equalise funding. The UK government has published a White Paper which outlines its plans to establish a new… more

Football, Licenses, Licensing Rules, Regulatory Authority, Sports

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Scott Herlihy

Director Tenure: A Solution in Search of a Problem

Director tenure continues to gain attention in corporate governance as term limits become a cause célèbre. Proponents argue directors should no longer qualify as independent after 10 years of service, even though no law, rule or… more

Board of Directors, Corporate Governance, Directors, Independent Boards, Tenure

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Andrea Herman

Treasury Guidance Narrows Beginning of Construction Rules for Wind and Solar Projects

Wind and solar projects seeking to begin construction before July 4, 2026, must meet stricter qualification criteria for some tax incentives… more

Clean Energy, Energy Projects, Energy Tax Incentives, Inflation Reduction Act (IRA), Investment Tax Credits

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Michael Herman

IRS Safe Harbor Eases Path for Domestic Content Bonus Tax Credits

IRS Notice 2024-41 provides taxpayers with a clearer path toward qualifying for domestic content bonus tax credits through a new elective safe harbor… more

Buy America, Inflation Reduction Act (IRA), IRS, Manufacturers, New Guidance

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Léo Herrenschmidt

French Parliament Publishes Evaluation Report on Corporate Duty of Vigilance Law

The report, published on 24 February 2022, assesses the implementation of the existing French corporate duty of vigilance law. French Statute No. 2017-399 of 27 March 2017 (the 2017 Statute) created a duty of vigilance… more

Corporate Governance, Corporate Social Responsibility, France, Human Rights, Information Reports

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Burc Hesse

Innovation Required to Address Three Emerging GP Led Secondary Transaction Themes

GP-led secondary deals — where a sponsor initiates the sale of portfolio companies from a fund it manages to a new fund it also manages — were a prominent feature of the private equity landscape in 2022, encouraged by… more

Business Valuations, General Partnerships, Limited Partnerships, Portfolio Companies, Private Equity

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Dr. Jan Heuer

COVID-19: Impact on Legal Positions of Landlords in Germany

What actions are available to the landlord in the event of COVID-19-based rent payment defaults? As a result of the legal amendments on German tenancy law that were passed in March 2020 in connection with the COVID-19… more

Commercial Leases, Commercial Property Owners, Commercial Tenants, Coronavirus/COVID-19, Default

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Alex Hewitt

Venezuela Restructuring: A Long Road Ahead?

Venezuela’s initiative is unlikely to set the stage for a restructuring of international obligations in the face of US sanctions. Key Points: - US sanctions will prohibit US persons from engaging in a restructuring of… more

Debt Restructuring, Economic Sanctions, Office of Foreign Assets Control (OFAC), Restructuring, SDN List

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Timothy Hia

Direct Lending Takes Off in Asia Pacific: Five Key Takeaways

Asia’s private debt market has gained increased investor attention in recent years. While private debt fundraising peaked in 2019 before a hiatus during the COVID-19 pandemic, direct lending dry powder levels are now steadily on… more

Asia Pacific, Capital Raising, Corporate Financing, Direct Lending

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Nicola Higgs

UK Supreme Court Hands Down Combined Judgment Affecting Consumer Finance Sector

The judgment brings clarity regarding the fiduciary duty and unfair relationships. The consumer finance sector now awaits the FCA’s plans for a new redress scheme covering commission arrangements… more

Car Dealerships, Consumer Financial Products, Consumer Lenders, Consumer Protection Laws, Fiduciary Duty

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Catherine Hill

Management Incentive Plan Resets 4 Solutions for Sponsors

Buyout firms have recently used a range of reset tools to incentivise management, requiring careful navigation of legal, tax, and regulatory issues. As buyout firms navigate current pressures on portfolio company financial… more

Business Valuations, Buyouts, Capital Gains, Cash-in-Lieu of Benefits, Corporate Management

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Tienlon Ho

Narrowing the Gap for the Price-Cost Test: Lessons From Eisai v. Sanofi-Aventis

For companies that rely on price discounting as a sales and marketing tool, navigating antitrust risk can be difficult. Lower prices always benefit customers in the short run, but economic theory creates room for plaintiffs to… more

Anticompetitive Behavior, Department of Justice (DOJ), Discount Pricing, Exclusionary Clauses, Federal Trade Commission (FTC)

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Martina Hoelzer

German Federal Labour Court Rules on Virtual Share Options and Exit Bonuses

The German Federal Labour Court has tightened its case law. According to a decision from 19 March 2025 (10 AZR 67/24), the reasons for which were only recently published, employees may be entitled to an exit bonus even if the… more

Bonuses, Employee Benefits, Employment Litigation, ESOP, Germany

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Genevieve Hoffman

President Trump Issues Executive Order Calling for Reform of the Federal Acquisition Regulation

The reforms called for could have a significant impact on how federal contractors and their subcontractors conduct business with the federal government… more

Deregulation, Executive Orders, Federal Acquisition Regulations (FAR), Federal Contractors, Government Agencies

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Jan Christoph Höft

German Draft Competition Law Amendment Includes Far Reaching Remedial Powers Absent Actual Infringements

Under the draft law, the FCO could impose behavioural and structural remedies following a sector inquiry without finding an infringement of German or EU competition law. The German Federal Ministry for Economic Affairs and… more

Compliance, Digital Markets Strategy, Digital Services, Enforcement Actions, EU

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Andrea Hogan

California Supreme Court: Government Communications on Private Accounts Are Public

Recent decision points to the original intent of the California Public Records Act in the evolving debate over government transparency. Key Points: ..California Supreme Court rules that emails and text messages sent or… more

CA Supreme Court, California Privacy Rights Act (CPRA), Email, Personal Data, Public Employees

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Haley Hohensee

SEC Adopts Significant Rule Changes for Private Fund Advisers

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted a final rule package (each a Rule, and together, the Rules) that modifies the regulation of private fund advisers under the US Investment Advisers Act of… more

Compliance, Disclosure Requirements, Final Rules, Investment Adviser, Investment Advisers Act of 1940

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Laura Holden

The UK’s AI Strategy: Where Are We Now?

Last year, the UK Department of Digital, Culture, Media and Sport (DCMS) published its 10- year National AI Strategy for the regulation and promotion of artificial intelligence (AI) in the UK (Report). DCMS seeks to build “the… more

Artificial Intelligence, Copyright, Cybersecurity, Defense Sector, Ethics

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Joshua Holian

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Jon Holland

The FCA’s Approach to Non-Financial Misconduct - A Further Twist

The FCA stated that the perpetrator’s character is key to non-financial misconduct investigations, which suggests a mismatch with recent case law. In last year’s Frensham case, the Upper Tribunal considered how relevant a… more

Criminal Investigations, Criminal Prosecution, Financial Conduct Authority (FCA), UK, Willful Misconduct

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James Hollingshead

Hong Kong Airlines - A Restructuring Unparalleled

A novel debt restructuring plan will allow the carrier to recover following pandemic turbulence. In December 2022, Hong Kong Airlines’ Hong Kong scheme and English restructuring plan were sanctioned by the respective… more

Airlines, Creditors, Debt Restructuring, Hong Kong, Secured Debt

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Julie Holloway

Keeping Tabs on PTAB

With the increased popularity of the Patent Trial and Appeal Board (PTAB) as a forum to resolve patent disputes, Latham has established innovative, market-leading approaches to PTAB proceedings, securing success for clients at… more

Patent Litigation, Patent Trial and Appeal Board, Patents

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Jeffrey Homrig

Viewpoints: Trade Secrets

Latham & Watkins IP partners Jeff Homrig and Gabe Gross discuss trade secrets issues and how to protect and defend a company’s most valuable assets… more

Defend Trade Secrets Act (DTSA), Intellectual Property Protection, Trade Secrets

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Kevin Homrighausen

EPA Releases Updated, Elevated Estimates for the Social Cost of Greenhouse Gases

New report raises social cost of carbon estimates, surpassing previous estimates by more than 250%. On December 2, 2023, the US Environmental Protection Agency (EPA) released a final report that substantially increases… more

Clean Air Act, Environmental Protection Agency (EPA), Greenhouse Gas Emissions, Information Reports, Regulatory History

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Loyal Horsley

Banks Can Hold Stablecoin Reserves, OCC States in Crypto-Friendly Letter

The US OCC allows banks, with certain restrictions, to hold assets in reserve for stablecoin issuers. On September 21, 2020, the US Office of the Comptroller of the Currency (OCC) issued Interpretive Letter #1172 (the… more

Banking Sector, Cryptocurrency, Interpretive Letters, Market Participants, OCC

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Chris Horton

Recent Developments for UK PLCs - December 2024

On 15 November 2024, the FCA released Primary Market Bulletin 52, offering guidance on compliance with MAR and DTR requirements, particularly in identifying and disclosing inside information, managing shareholder communications,… more

Compliance, Consultation, Corporate Culture, Disclosure Requirements, Financial Conduct Authority (FCA)

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Henriette Hosemann

Expropriation of Residential Property Investors in Berlin - A Realistic Scenario?

While the German capital continues its political efforts to tackle the housing crisis, a commission has validated the feasibility of expropriating housing providers. On June 28, 2023, a legal expert commission appointed by… more

Expropriation, Germany, Information Reports, Publicly-Traded Companies, Real Estate Investments

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Michel Houdayer

Direct Lending Goes Large

PE deal teams can increasingly access direct lending for large, cross-border buyouts but regulatory and structuring challenges across jurisdictions remain. Direct lending has long been a feature of the debt market, and has… more

Buy-Out Agreements, Cross-Border Transactions, Direct Lending, EU, Private Equity

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John Houghton

UK Restructuring Scheme Case Study: Guiding Bibby Offshore Into Safe Waters

UK-based offshore and subsea oil & gas services company solidifies its position and completes ownership transfer to noteholders in major company milestone. The recent Bibby Offshore recapitalisation is as fair and equitable a… more

Corporate Restructuring, Creditors, Debt Restructuring, Oil & Gas, Recapitalization

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Melanie Howard

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Robert Howard

Congress Evaluates Regulatory Path Forward for Integrating Drones

Recent hearings on Capitol Hill highlight issues requiring attention before the drone industry can fully realize its economic value. The value of the commercial unmanned aerial systems (UAS or drone) industry has grown to… more

Airspace, Commercial Use, Cybersecurity, Drones, Federal Aviation Administration (FAA)

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Jennifer Howes

SEC Imposes New Cybersecurity Requirements on Broker-Dealers, Investment Companies, Registered Investment Advisers, and Transfer Agents

Covered institutions will need to review their cybersecurity and incident response policies and procedures ahead of the applicable compliance deadline… more

Broker-Dealer, Brokers, Compliance, Covered Entities, Cyber Incident Reporting

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Maria Hoye

California Supreme Court: Government Communications on Private Accounts Are Public

Recent decision points to the original intent of the California Public Records Act in the evolving debate over government transparency. Key Points: ..California Supreme Court rules that emails and text messages sent or… more

CA Supreme Court, California Privacy Rights Act (CPRA), Email, Personal Data, Public Employees

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Hannah Hsieh

President Trump Issues Executive Order Calling for Reform of the Federal Acquisition Regulation

The reforms called for could have a significant impact on how federal contractors and their subcontractors conduct business with the federal government… more

Deregulation, Executive Orders, Federal Acquisition Regulations (FAR), Federal Contractors, Government Agencies

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Eudora Hu

China Adopts New Merger Control Filing Thresholds

On January 26, 2024, the State Council of China adopted new merger filing thresholds by promulgating the amended Provisions of the State Council on Thresholds for Prior Notification of Concentration of Undertakings (the Amended… more

China, Competition Authorities, Filing Requirements, Merger Controls, Mergers

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Wenchi Hu

New SEC Rules Mandate Public Disclosures and Enhance NMS Stock ATS Oversight

ATSs that trade NMS stocks should prepare for new Form ATS-N filings requiring substantial public disclosure of their operations and their broker-dealer operator’s ATS-related activities. Summary - On July 18, 2018, the… more

Alternative Trading System (ATS), Disclosure Requirements, National Market System (NMS), Publicly-Traded Companies, Regulation NMS

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Kuan Huang

Texas Bankruptcy Court Approves Serta Simmons “Uptier” Transaction

The ruling, which held that the transaction did not violate the implied covenant of good faith and fair dealing, highlights the importance of carefully drafting lending documents. On June 6, 2023, Judge David Jones of the… more

Bankruptcy Court, Commercial Bankruptcy, Contract Terms, Covenant of Good Faith and Fair Dealing, Credit Agreements

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Yung Ching Mitzi Huang

New EU Securitisation Regulations to Alter Securitisation Markets

New rules will modify regulatory capital requirements for securitisation positions and unify risk retention practices. By year end, the European Commission (the EC) is expected to publish two new EU regulations in the… more

Capital Markets, Capital Requirements, EU, European Commission, European Securities and Markets Authority (ESMA)

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Betty Huber

Federal Court Rejects Preliminary Injunction Against California Climate Disclosure Laws

The ruling allows implementation of the laws while First Amendment litigation proceeds on the merits… more

CARB, Climate Change, Constitutional Challenges, Disclosure Requirements, Environmental Policies

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Joseph Hudzik

HHS Begins Department Reorganization and Reduction in Force

New rounds of cuts and organizational shifts for HHS staff and operating divisions could dramatically impact the healthcare and life sciences industry… more

Centers for Disease Control and Prevention (CDC), Centers for Medicare & Medicaid Services (CMS), Department of Government Efficiency (DOGE), Department of Health and Human Services (HHS), Executive Orders

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Grant Huebner

Unpacking the FTC’s New Negative Option Rule, Its Legal Challenges, and Future Uncertainty

The rule impacts both B2B and B2C subscription autorenewals and other negative option programs; however, significant legal challenges could impact the rule’s implementation… more

B2B Transactions, B2C, Compliance, Consumer Contracts, Consumer Financial Products

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Stephan Hufnagel

Innovation Required to Address Three Emerging GP Led Secondary Transaction Themes

GP-led secondary deals — where a sponsor initiates the sale of portfolio companies from a fund it manages to a new fund it also manages — were a prominent feature of the private equity landscape in 2022, encouraged by… more

Business Valuations, General Partnerships, Limited Partnerships, Portfolio Companies, Private Equity

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Michael Huggins

War Exclusion Developments in Cyber Insurance Policies

Policyholders have options when it comes to war exclusions in cyber insurance policies, a focus area for insurers following recent cyberattacks. Key Points: ..Insurers have asserted that war exclusions may preclude… more

Cyber Attacks, Cyber Insurance, Hackers, Insurance Industry, Malware

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Catherine Hughes

Unilever – Too Big to Pay?

The Court’s decision rested on whether the patents provided outstanding benefit to the employer’s undertaking.  On 23 October, the UK Supreme Court (UKSC) handed down its highly anticipated ruling in Shanks v Unilever [2019]… more

Appeals, Inventions, Inventors, IP License, Patent Litigation

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Delyth Hughes

Using the ISDA IBOR Fallbacks Supplement in Finance-Linked Hedging Transactions

While a welcome development for parties to derivatives transactions generally, the launch of ISDA’s robust benchmark fallbacks may not be the most appropriate solution for IBOR cessation in finance-linked hedging transactions… more

Benchmarks, Corporate Financing, Derivatives, EU, Financing

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Allison Hugi

Sanctions Update: EU and UK Impose Sweeping Import Restrictions on Russian-Origin Iron and Steel

The new measures bar the import of iron or steel products processed in countries other than Russia but incorporating Russian-origin iron or steel components. The measures form part of a series of significant sanctions updates… more

Amended Regulation, Economic Sanctions, EU, Exports, Imports

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Kenneth Y.F. Hui

Hong Kong Confirms New Regulatory Licensing Regime for Virtual Asset Exchanges

The Hong Kong government has issued its widely anticipated consultation conclusions on a new framework to regulate virtual asset exchanges. On 21 May 2021, the Hong Kong Financial Services and the Treasury Bureau (FSTB) issued… more

Anti-Money Laundering, Anti-Terrorism Financing, Consultation, Crypto Exchanges, Cryptoassets

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Robert Hull

California Appeals Court Determines Threshold and Scope for EIR Requirement

CEQA Case Report: Understanding the Judicial Landscape for Development - In an unpublished opinion issued May 31, 2018, Save Adelaida v. County of San Luis Obispo, Case No. B279285, the California Court of Appeal partially… more

Agricultural Land, Appeals, CEQA, Environmental Impact Report (EIR), Real Estate Development

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Robin Hulshizer

US EPA’s Environmental Justice Objectives on Trial

As the objectives gain traction, they are meeting state resistance in court. The US Environmental Protection Agency’s (EPA’s) strategic plan for 2022–26, released in March 2022, added a new foundational principle to the… more

Civil Rights Act, Clean Air Act, Compliance, Department of Environmental Quality, Disparate Impact

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Thomas Humphrey

DOJ Announces Revised Guidance for Corporate Cooperation Credit

Revised policies seek to end the Yates Memo’s all-or-nothing approach to corporate cooperation and should enable more timely and cost-efficient resolutions. Key Points: ..Companies are eligible for criminal cooperation… more

Cooperation, Corporate Crimes, Criminal Prosecution, Department of Justice (DOJ), Government Investigations

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Paul Hunt

DFC Releases Guidelines to Implement the DFC-DPA Loan Program: Financing US Projects in Response to the COVID-19 Crisis

The guidelines are intended to facilitate loans to the private sector to support domestic industrial base capabilities. Key Points: ..Under the new DFC-DPA Loan Program, DFC will extend loans in amounts of up to US$500 million… more

Coronavirus/COVID-19, Project Finance, USAID

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Hafza Hussein

Cramming Down Pension Liabilities: The Final Frontier?

The Part 26A restructuring plan has introduced significant cross-class cramdown powers that may impact the defined benefit pension arrangements in the UK. As the UK looks set to enter a new restructuring cycle, the question… more

Buyouts, Commercial Bankruptcy, Cramdown, Creditors, CVAs (Company Voluntary Arrangements)

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Cary Hyden

Defending Against The Hostile Bid: Lessons Learned From Allergan

Readiness, a strong board and delivering good value are the best strategies to thwart activist investors say Latham & Watkins partners Cary Hyden, Paul Tosetti, Michele Johnson and Mark Gerstein in discussion with Allergan’s… more

Acquisition Agreements, Acquisitions, Allergan Inc, Board of Directors, Bylaws

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Allison Hyeyeon In

ISSB Implementation Across Asia - September 2024

In the December 2023 edition of Regulatory Updates in Asia ESG we provided an update on how jurisdictions across Asia are responding to the International Sustainability Standards Board (ISSB) standards. Several regulators in… more

Asia, Climate Change, Consultation, COP, Corporate Governance

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Margaret Hynds

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Giorgio Ignazzi

Impact of COVID-19 on Italian High Yield Issuers

A Q&A for Italian high yield issuers, focusing on capital markets implications and best practices. Disclosure Requirements on COVID-19 Impact for High Yield Issuers - Q: How should companies disclose the impact of the… more

Capital Markets, Coronavirus/COVID-19, Corporate Issuers, EU, EU Market Abuse Regulation (EU MAR)

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Kem Ihenacho

Taking Security in Africa: A Comparative Guide for Investors - May 2024

This guide provides an overview of the types of assets over which security can be taken, the different types of security, as well as the related procedures for the perfection and enforcement of such security in Africa… more

Africa, Asset Management, Egypt, Ethiopia, Foreign Exchanges

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Tiffany Ikeda

Bored Apes Scores Win in Protecting Its Trademarks

In a major Web3 trademark infringement case, NFT creators prevail over those with a bad-faith intent to profit. On April 21, 2023, Yuga Labs, the original creators of the Board Ape Yacht Club (BAYC) non-fungible token (NFT)… more

Blockchain, Cybersquatting, Domain Names, Ethereum, Fair Use

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Carla-Sophie Imperadeiro

Analysis: Impact of French Ordinance Relating to Guarantees and Security in Respect of Annual Information Obligation

The Ordinance’s extension to grantors of French law security interests in rem is likely to have a practical impact on lenders. Key Points: ..The obligation of lenders to provide grantors of cautionnements (guarantees) of… more

Acquisitions, Annual Reports, Bank Guarantees, Corporate Financing, France

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Flora Innes

EU Listing Act - Regulatory Divergence Between EU and UK MAR

Until recently, the UK and EU post-Brexit market abuse regimes remained substantially aligned. However, the passing of the EU Listing Act reforms in 2024 has meant that UK and EU MAR have started to diverge meaningfully for the… more

Capital Markets, Corporate Governance, Disclosure Requirements, EU, EU Market Abuse Regulation (EU MAR)

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James Inness

Recent Developments for UK PLCs - August 2025

On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026… more

Deregulation, Digital Securities, Disclosure Requirements, Final Rules, Financial Conduct Authority (FCA)

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Linda Inscoe

Biden Signs Law Curbing Use of Arbitration Agreements for Sexual Assault and Harassment Disputes

The new legislation may significantly impact the utility of mandatory and voluntary arbitration agreements in the employment setting. Key Points: ..The law permits predispute arbitration agreements and joint, class, and… more

#MeToo, Arbitration, Arbitration Agreements, Employer Liability Issues, Employment Contract

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Deniz Irgi

Third Circuit Adopts Standard for Appointment of Future Claimants Representatives

The court’s decision in In re Imerys Talc America, Inc. clarifies the appointment standard for future claimants representatives in the Third Circuit under Section 524(g) of the US Bankruptcy Code. In a precedential decision,… more

Appeals, Chapter 11, Class Representatives, Commercial Bankruptcy, Commercial Insurance Policies

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Telmo Iriondo

Understanding the New Ecodesign for Sustainable Products Regulation

The ESPR aims to make sustainable products the norm in the EU, replacing the current Ecodesign Directive and introducing broader measures for sustainability… more

Climate Change, Compliance, Consumer Product Companies, EU, Member State

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Ian Irlander

California Adopts Digital Financial Assets Law

Licensees, exchanges, and other market participants should prepare to comply with the listing, disclosure, capital, and other requirements that the new law imposes. On October 13, 2023, California Governor Gavin Newsom… more

Administrative Authority, Best Execution, Crypto Exchanges, Cryptoassets, Cryptocurrency

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Jack Isaacs

Transacting With Troubled Companies – 3 Tips for PE Deal Teams Navigating Stressed, Distressed, and Insolvent Acquisitions

Successfully executing an acquisition from stress, distress, or insolvency requires a creative approach to reconcile competing interests… more

Acquisitions, Commercial Bankruptcy, Financial Distress, Insolvency, Mergers

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Samuel Isaacson

Supreme Court’s Halliburton Decision Opens New Line of Defense

In Halliburton Co. v. Erica P. John Fund, Inc., a rebuttable presumption must yield to the evidence at class certification. On June 23, 2014, the United States Supreme Court sustained the “fraud-on-the-market” doctrine… more

Basic v Levinson, Class Certification, Fraud, Fraud-on-the-Market, Halliburton

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Jacob Itzkowitz

Federal Judge Affirms Enforceability of Judgment Sharing Provisions in Antitrust Cases

A recent district court order finds that JSAs can serve a legitimate purpose of controlling parties’ exposure and preventing coercive settlements. Antitrust conspiracy claims pose significant monetary risks, including treble… more

Antitrust Conspiracies, Antitrust Litigation, Antitrust Provisions, Joint and Several Liability, Settlement

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Denis Ivanov

Bank of Russia Improves Access to Capital Markets for Russian Issuers

Amended regulations cancel certain restrictions applicable to international equity offerings of Russian issuers. Historically, foreign securities offerings by Russian issuers were subject to certain rules and restrictions… more

Amended Regulation, Banks, Capital Markets, Corporate Issuers, Foreign Investment

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Dr. Holger Iversen

Entwarnung bei der Ausnutzung von „planreifen“ Bebauungsplänen i.S.d. § 33 BauGB!

Nach einem aktuellen Urteil des Verwaltungsgerichtshofs Baden-Württemberg war die vorzeitige Ausnutzung des Baurechts nach § 33 des Baugesetzbuchs (BauGB) bei sog. planreifen Bebauungsplänen bislang mit beachtlichen Risiken… more

Building Codes, Construction Industry, Construction Project, Contractors, General Contractors

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Kirsten Jackson

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Judith Jacop

The New German Digitalization Act: An Overview

The Digitalization Act, which entered into force on January 19, 2021, substantially extends the scope of German antitrust law to tackle presumed enforcement challenges in the digital economy and raises merger control thresholds… more

Antitrust Provisions, Blacklist, Competition Act, Digital Assets, Digital Markets Strategy

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Marc Jaffe

Evolving Perspectives on Direct Listings after Spotify and Slack

In a direct listing, a company's outstanding shares are listed on a stock exchange without a primary or secondary underwritten offering. Existing security holders become free to sell shares on the stock exchange at market-based… more

Corporate Governance, Direct Listing, Initial Public Offering (IPO), Listing Rules, Publicly-Traded Companies

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Anna James

FCA Publishes Final Policy Position on Announcing Enforcement Investigations

The regulator has dropped its proposed “public interest” test, but will take certain aspects of its proposals forwards. On 3 June 2025, the FCA published its final policy (PS25/5) on announcing enforcement investigations,… more

Enforcement, Enforcement Actions, Financial Conduct Authority (FCA), Financial Services Industry, New Regulations

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John Janka

FCC Institutes New Privacy Regime for Broadband Providers and Other Telecommunications Carriers

Landmark ruling establishes a variety of new obligations, but long-term effects remain unclear. On November 2, 2016, the US Federal Communications Commission (FCC) released an order adopting new privacy rules that will… more

Broadband, Data Protection, FCC, Privacy Policy, Telecommunications

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Kyle Jefcoat

President Trump Issues Executive Order Calling for Reform of the Federal Acquisition Regulation

The reforms called for could have a significant impact on how federal contractors and their subcontractors conduct business with the federal government… more

Deregulation, Executive Orders, Federal Acquisition Regulations (FAR), Federal Contractors, Government Agencies

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Chad Jennings

FDA Issues Draft Guidance on Orphan Drug Designation in Pediatric Subpopulations

New guidance intends to limit product sponsors’ exclusions from the requirement to study pharmaceuticals in pediatric patients. On December 20, 2017, the US Food and Drug Administration (FDA or Agency) issued draft guidance… more

Draft Guidance, Food and Drug Administration (FDA), Orphan Drugs, Pediatrics, Pharmaceutical Industry

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Miles Jennings

The Return of the Token Safe Harbor

SEC Commissioner Peirce has revived and refreshed her proposed three-year safe harbor for qualifying token projects, but some unresolved ambiguities remain. US Securities and Exchange Commission (SEC) Commissioner Hester… more

Cryptocurrency, Digital Assets, EDGAR, Regulation S-T, Safe Harbors

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José María Jiménez-Laiglesia

European Court of Justice Curtails European Commission’s Expansion of Its Merger Control Powers

The judgment rejects the European Commission’s expansive re-interpretation of the European Union Merger Regulation, stressing the need for legal certainty in line with the EU legislature’s intent… more

Antitrust Provisions, Competition Authorities, Court of Justice of the European Union (CJEU), EU, European Commission

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Connor Jobes

SEC and CFTC Launch Crypto Initiatives to Revamp Regulations and Promote Innovation

As the SEC unveils a strategic plan to modernize securities regulations and drive US leadership in blockchain integration within financial markets, the CFTC launches a corresponding “crypto sprint.”… more

Blockchain, CFTC, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi)

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Ragnar Johannesen

The Future of Sustainable Finance in Russia and the CIS (Russian)

Considerations for companies seeking to leverage sustainable finance in Russia and the CIS. Environmental, social, and governance (ESG) and sustainable finance became a more pressing issue in Russia and the Commonwealth of… more

Climate Change, Corporate Governance, Environmental Social & Governance (ESG), Green Bonds, Russia

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Alexander Johnson

Delaware Court Nixes Deal Due to Seller’s Failure to Operate in “Ordinary Course” During COVID-19

The decision leaves the door open for buyers to argue that inflexible ordinary course covenants can provide a basis to terminate a transaction in which a seller does not suffer an MAE. Key Points: ..The Delaware Court of… more

Acquisitions, Business Interruption, Buyers, Contract Termination, Contract Terms

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Bruce Johnson

EPA Issues Solicitation for Clean Air Act Section 112 Presidential Exemptions

EPA’s electronic mailbox is open for requests from stationary sources until March 31. In March 2025, the United States Environmental Protection Agency (EPA) announced that it has set up an electronic mailbox to allow… more

Air Pollution, Clean Air Act, Environmental Protection Agency (EPA), Exemptions, FOIA

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David Johnson

5 Key Numbers: US Antitrust Insights for Manufacturers About Right-to-Repair Enforcement

Private plaintiffs and government enforcers are aggressively attempting to revive antitrust theories challenging manufacturers’ policies that impact consumers’ “right to repair.” Manufacturers’ policies that impact how… more

Antitrust Provisions, Class Action, Enforcement Actions, Enforcement Priorities, Federal Trade Commission (FTC)

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Michele Johnson

Delaware Chancery Court Extends Oversight Duties to Non-Director Corporate Officers

Non-director officers may face liability for failing to properly oversee the corporation’s affairs and ignoring “red flags” within their “areas of responsibility.” Key Points: ..The McDonald’s Corporation’s response to… more

Board of Directors, Breach of Duty, C-Suite Executives, Caremark claim, Corporate Governance

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Kate Johnstone

US Supreme Court Decision Invites Scrutiny of Legislatively Imposed Impact Fees

The unanimous opinion holds that development impact fees established through the legislative process are subject to constitutional scrutiny as potential regulatory takings. The Takings Clause of the Fifth Amendment to the US… more

Dolan v City of Tigard, Fifth Amendment, George Sheetz v County of El Dorado, Impact Fees, Just Compensation

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Scott Joiner

US Deputy Attorney General Monaco Announces Revised Policies on Corporate Crime

Updated DOJ policies will continue to focus on individual accountability and corporate recidivism, while aiming to provide additional incentives for voluntary self-reporting, foster greater transparency on use of monitors, and… more

Compliance, Cooperation, Corporate Crimes, Corporate Misconduct, Corporate Officers

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Erin Brown Jones

Update: The NIH Funding Cuts: Implications and Status of Lawsuits

The proposed cuts would place a 15% indirect cost rate on all new and existing grant awards received by research institutions and universities… more

Colleges, Department of Health and Human Services (HHS), Executive Orders, Federal Funding, Federal Grants

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Ryan Jones

Delaware Court Nixes Deal Due to Seller’s Failure to Operate in “Ordinary Course” During COVID-19

The decision leaves the door open for buyers to argue that inflexible ordinary course covenants can provide a basis to terminate a transaction in which a seller does not suffer an MAE. Key Points: ..The Delaware Court of… more

Acquisitions, Business Interruption, Buyers, Contract Termination, Contract Terms

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Scott Jones

What’s New, What It Means: California AG Releases Modified CCPA Regulations

While still in draft form, the modifications both clarify certain obligations and introduce new uncertainty for businesses covered by the CCPA. Key Points: ..On February 7 and 10, 2020, the California AG announced and… more

Accessibility Rules, Amended Regulation, California Consumer Privacy Act (CCPA), Disclosure Requirements, Duty to Delete

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Sian Jones

CFPB Enforcement Update

This update analyzes the trends and patterns in the Consumer Financial Protection Bureau’s publicly available enforcement actions. Leveraging the analysis in our December 2014 White Paper, CFPB Enforcement by the Numbers… more

Consumer Financial Protection Bureau (CFPB), Debt Collection, Discriminatory Lending Practices, Enforcement Actions, FDCPA

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Zachary Judd

The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is Carve-Out Transaction

Latham & Watkins partner Zachary Judd explains the M&A term carve-out transaction, an acquisition of a subsidiary, business unit or division from a larger enterprise with other operations. For additional definitions of the legal… more

Carve Out Provisions, Mergers, Subsidiaries

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Jean-Luc Juhan

Charting the Future: Regulatory Milestones and Opportunities in AI, Online Safety, Cybersecurity, and Data Governance in the EU and the UK

The technology and digital regulatory environment in the EU and the UK is experiencing significant evolution in 2025 and beyond. These legal developments present both significant opportunities and complex compliance challenges,… more

AI Act, Artificial Intelligence, Cybersecurity, Data Privacy, EU

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Nicolas Jung

Proposal to Revise EU FDI Screening Regulation - Revolution or Gradual Evolution?

The proposed revision is ambitious in scope and aims for a greater harmonization of national FDI regimes. On January 24, 2024, the European Commission (EC) adopted five initiatives to strengthen the EU’s economic security,… more

EU, EU Screening Regulation, Foreign Direct Investment, Foreign Investment, International Harmonization

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Patrick Justman

Trademark Tacking: Supreme Court Decides Who Decides

The United States Supreme Court settles circuit split, ruling that juries determine if a party’s revisions to a trademark impart the same commercial impression to consumers. Trademark owners often update their marks and… more

Hana Financial v Hana Bank, Jury Questions, Likelihood of Confusion, PepsiCo, SCOTUS

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David Kahn

Partnerships: IRS Extends Prohibition on Treating Partners as Employees

Employees of partnerships, LLCs or their disregarded entity subsidiaries who receive equity in such entities may be treated as “self-employed” for tax purposes. On May 3, 2016, the US Treasury Department (Treasury) issued… more

Comment Period, Disregarded Entities, Employee Benefits, Employment Tax, Income Taxes

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Hanno Kaiser

European Commission Releases First Draft of General-Purpose AI Code of Practice

The Draft Code sets out various obligations relating to transparency, copyright compliance, and management of systemic risks for providers of GPAI models… more

Artificial Intelligence, EU, European Commission, Member State, Proposed Regulation

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John Kallaugher

General Court Annuls Fine in Envelope Cartel Settlement

First successful appeal against an EU settlement decision in a cartel case may have broader implications for the settlement process. On 13 December 2016, the General Court of the Court of Justice of the European Union (the… more

Appeals, Cartels, Corporate Fines, Court of Justice of the European Union (CJEU), EU

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Christine Kalpin

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Eric Kamerman

Tax Reform Update - Impact on Renewable and Energy Projects

Major tax overhaul will reshape the renewables and energy industries. Key Points: ..Sponsors must navigate new tax rules in search of lowest after-tax capital structures. ..A new cross-border tax threatens to complicate… more

Base Erosion Tax, Corporate Taxes, Renewable Energy, Tax Reform

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Lia-Madeline Kampmann

First Circuit Reins In Broad Theory of Liability Under AntiKickback Statute by Adopting “But-For Causation” Standard

The First Circuit joins the Sixth and Eighth Circuits in adopting a more exacting causation standard for False Claims Act liability premised on Anti-Kickback Statute violations. In a victory for False Claims Act (FCA)… more

Anti-Kickback Statute, But For Causation, Causation, Department of Justice (DOJ), Enforcement Actions

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Christopher Kandel

US Tax Reform: Opportunities and Challenges for Leveraged Finance

The new tax rules are expected to have an immediate impact on leveraged companies and leveraged finance transactions. On December 22, 2017, President Trump signed into law the “Tax Cuts and Jobs Act” (the Act).1 This Client… more

Controlled Foreign Corporations, Corporate Taxes, EBITDA, Leveraged Finance, Tax Cuts and Jobs Act

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Steve Kang

South Korea Reintroduces Human Rights and Due Diligence Act

The reintroduction of South Korea’s due diligence law potentially marks a significant advancement for human rights and ESG initiatives in the region… more

Corporate Governance, Cross-Border, Due Diligence, Environmental Policies, Environmental Social & Governance (ESG)

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Elizabeth Kanyer

Treasury Finalizes Controversial Regulations on IRS Penalty Oversight, but Debate Continues

Section 6751(b), designed to ensure supervisory oversight amid rising penalty assertions in settlement negotiations, has been contentious due its ambiguity, and the final regulations may not resolve the debate… more

Enforcement Actions, Final Rules, Internal Revenue Code (IRC), IRS, Penalties

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Karl Karg

EPA Proposes Repeal of Power Plant GHG Emissions Standards

If finalized, the rule would eliminate both Obama- and Biden-era limits on GHG emissions from fossil fuel-fired power plants. On June 11, 2025, the US Environmental Protection Agency (EPA) released a proposed rule under the… more

Biden Administration, Clean Air Act, Deregulation, Energy Sector, Environmental Protection Agency (EPA)

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Alexander Kartyshev

Bank of Russia Improves Access to Capital Markets for Russian Issuers

Amended regulations cancel certain restrictions applicable to international equity offerings of Russian issuers. Historically, foreign securities offerings by Russian issuers were subject to certain rules and restrictions… more

Amended Regulation, Banks, Capital Markets, Corporate Issuers, Foreign Investment

See all updates »

Ehson Kashfipour

Sanctions Update: EU and UK Impose Sweeping Import Restrictions on Russian-Origin Iron and Steel

The new measures bar the import of iron or steel products processed in countries other than Russia but incorporating Russian-origin iron or steel components. The measures form part of a series of significant sanctions updates… more

Amended Regulation, Economic Sanctions, EU, Exports, Imports

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Aly Kassam

COVID-19: Managing Financial Difficulties in the United Arab Emirates

Understanding bankruptcy laws in the UAE and DIFC in the context of COVID-19-related financial pressures. COVID-19 has already caused wide-scale disruption to numerous industries both locally and globally. Whilst efforts are… more

Coronavirus/COVID-19, Corporate Insolvency Regime, DIFC, Financial Markets, Insolvency

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Dr. Jörn Kassow

Entwarnung bei der Ausnutzung von „planreifen“ Bebauungsplänen i.S.d. § 33 BauGB!

Nach einem aktuellen Urteil des Verwaltungsgerichtshofs Baden-Württemberg war die vorzeitige Ausnutzung des Baurechts nach § 33 des Baugesetzbuchs (BauGB) bei sog. planreifen Bebauungsplänen bislang mit beachtlichen Risiken… more

Building Codes, Construction Industry, Construction Project, Contractors, General Contractors

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Cameron Kates

2019 Digital Asset Regulatory Look Back (US Edition)

It was a year filled with tantalizing tidbits and many loose ends. 2019 marked the 10th year since blockchain technology was released into the wild by its still unknown inventor, Satoshi Nakamoto, who mined the first bitcoin… more

Bitcoin, Blockchain, Chain of Custody, Cryptocurrency, Digital Assets

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Jeffy Katio

Tackling Greenwashing: Singapore's Approach and APAC's Evolving Regulatory Landscape

Singapore shows leadership in a diverse APAC market where the race is on to strengthen transparency in environmental claims and combat greenwashing… more

Asia Pacific, Australia, Climate Change, Consumer Protection Laws, Corporate Governance

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Eli Katz

Treasury Guidance Narrows Beginning of Construction Rules for Wind and Solar Projects

Wind and solar projects seeking to begin construction before July 4, 2026, must meet stricter qualification criteria for some tax incentives… more

Clean Energy, Energy Projects, Energy Tax Incentives, Inflation Reduction Act (IRA), Investment Tax Credits

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Robert Katz

IFLR M&A Report - 2022

The recovery of the M&A market since the early days of the pandemic has been impressive. Even allowing for varying treatment of Covid-19 winners and losers, deal processes for resilient assets (and even for less obviously… more

Acquisitions, Coronavirus/COVID-19, Financial Markets, Foreign Investment, Global Market

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Jared Kawalsky

Treasury Circulates Draft Regulations for Section 45Z Clean Fuel Production Credit

A new tax credit is proposed to calculate a fuel’s emissions factor based on its full carbon life cycle of production. Notices 2025-10 and 2025-11 (Notices), released on January 10, 2025, outline the intention of the… more

Carbon Emissions, Clean Energy, Energy Projects, Fuel Standards, Greenhouse Gas Emissions

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Claire Keast-Butler

FRC Releases Revised UK Corporate Governance Code

The revised Code clarifies requirements for accountability, workforce engagement, and board diversity. Key Points: ..The revised Code focuses on the application of flexible Principles on a “comply or explain”… more

Corporate Governance, Corporations Code, Financial Reporting Council (FRC), Reporting Requirements, UK

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Dr. Camilla Kehler-Weiß

COVID-19: Neue Sonderregeln für Bundesbeteiligungen an Aktiengesellschaften

Reaktion auf Covid-19 Krise: Der Gesetzgeber ebnet den Weg für eine Beteiligung des Bundes an notleidenden Unternehmen. Zentraler Bestandteil der umfassenden Hilfsmaßnahmen für die deutsche Wirtschaft zum Ausgleich der… more

Coronavirus/COVID-19, Financial Stimulus, Germany, Relief Measures, State of Emergency

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Michelle Kelban

Key Insights on Executive Orders Affecting the Real Estate Industry

Stakeholders in the commercial real estate industry should familiarize themselves with the Trump administration’s policy priorities and the actions already taken. Within the first month of the new administration, the Trump… more

Affordable Housing, Construction Project, Data Centers, Energy Sector, Executive Orders

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Pamela Kellet

Latham Texas Private Funds Breakfast Series Fund Portfolio Company Finance

This fall, Latham’s Investment Funds Practice provided guidance on financing options and considerations for funds and portfolio companies in the second installment of the Private Funds Breakfast Series. The quarterly series is… more

Corporate Financing, Debt Financing, Financial Markets, Financing, Investment Funds

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John Kelley

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Susan Kempe-Mueller

EU Data Act Significant New Switching Requirements Due to Take Effect for Data Processing Services

In the rapidly evolving landscape of European tech regulation, the Data Act introduces changes with the potential to reshape established market dynamics, presenting significant challenges and opportunities for affected… more

Cloud Service Providers (CSPs), Data Privacy, Data Processing Rules, Data Processors, Data Protection

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Edward Kempson

The European Green Bond Standard - The New Green Bond “Gold Standard”?

The European Green Bond Standard seeks to be the “gold standard” for green bonds and reinforce the EU’s position as the leading market for sustainable finance. With the adoption of the EU green bond standard (the EU GBS),… more

Bond Issuers, Climate Change, EU, European Commission, Green Bonds

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B Shayne Kennedy

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Jennifer Kent

IFLR Cross-border Financing Report 2018 - US

Despite gradual increases in short-term interest rates over the past couple of years, interest rates in the US remain relatively low. That, combined with the flexibility found in covenant-lite loans, makes the US loan market… more

Banking Sector, Corporate Financing, Cross-Border, Cross-Border Transactions, Equity Financing

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Cody Kermanian

The State of California Water in 2025

Stakeholders should stay informed as state and federal officials advance plans and policies for water conservation, water quality, and climate resilience in California… more

Climate Change, Delta Smelt, Department of Water Resources, Drought, Endangered Species

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Andrew Kerrick

USPTO Implements Interim Procedures Bifurcating Decisions to Institute AIA Trials

On March 26, 2025, Acting Director of the United States Patent and Trademark Office (USPTO) Coke Morgan Stewart issued a memorandum (the Workload Memorandum) to all Administrative Patent Judges (APJs) of the Patent Trial and… more

Administrative Procedure, America Invents Act, Appeals, Inter Partes Review (IPR) Proceeding, New Guidance

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William Kessler

Final Regulations Issued on Domestically Controlled REIT Determinations and Energy Credit Transfers

Two sets of recently finalized regulations provide guidance for REITs. Key Points: - Final FIRPTA regulations provide rules for determining whether a REIT is domestically controlled, including a look-through rule for certain… more

C-Corporation, Domestic Corporations, Energy Tax Incentives, Final Rules, FIRPTA

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Adam Kestenbaum

Compensation in the 2018 Proxy Season: Recent Shakeups Create New Challenges

When designing 2018 compensation plans and proxy disclosure, companies should focus on implications of recent developments, as well as enduring compensation considerations. 2018 brings significant changes to the executive and… more

Corporate Governance, Disclosure Requirements, Executive Compensation, Pay Ratio, Proxy Season

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Homam Khoshaim

The Technology, Media and Telecommunications Review, 13th Edition - Saudi Arabia

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Broadband, Coronavirus/COVID-19, Media, Privacy Laws, Public Policy

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Laura Kichenside

Earnouts Are Rising Across Europe, But Can They Unlock COVID-19 Valuation Gaps?

Despite practical challenges, earnouts are a tool that PE buyers should increasingly consider to reconcile differences and get deals done. The use of earnouts, though historically disliked by PE buyers, is increasing across… more

Business Valuations, Coronavirus/COVID-19, Earn-Outs, EU, Private Equity

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Joshua Kiernan

Structuring Challenges in Leveraged Buyouts in Israel

How foreign private equity sponsors and their lenders are finding solutions to local law structuring issues - Leveraged finance acquisitions have existed in the Israeli market for many years. However, for a variety of… more

Acquisitions, Banking Sector, Financial Institutions, Foreign Acquisitions, Foreign Investment

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Antony Kim

Cybersecurity Regulation in Flux as Trump Administration Focuses on Evolving Foreign and Tech Threats

The administration has signaled a potential softening of cyber regulation for domestic entities, with increasing focus on national security priorities and preparing for the future… more

Cybersecurity, Cybersecurity Information Sharing Act (CISA), Data Security, Enforcement Priorities, Executive Orders

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Hyo Joo Kim

Transacting With Troubled Companies – 3 Tips for PE Deal Teams Navigating Stressed, Distressed, and Insolvent Acquisitions

Successfully executing an acquisition from stress, distress, or insolvency requires a creative approach to reconcile competing interests… more

Acquisitions, Commercial Bankruptcy, Financial Distress, Insolvency, Mergers

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Jekkie Kim

Healthcare Tech: How Are Licensing Agreements Bridging the Industry Divide?

As the healthcare and technology sectors converge to create revolutionary new products and innovations, companies operating in very distinct regulatory and business environments must find ways to adapt and cooperate. When… more

Data-Sharing, Digital Health, Health Technology, Intellectual Property Protection, Inventions

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Michelle Kim

Unpacking the FTC’s New Negative Option Rule, Its Legal Challenges, and Future Uncertainty

The rule impacts both B2B and B2C subscription autorenewals and other negative option programs; however, significant legal challenges could impact the rule’s implementation… more

B2B Transactions, B2C, Compliance, Consumer Contracts, Consumer Financial Products

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Richard Chul Kim

ISSB Implementation Across Asia - September 2024

In the December 2023 edition of Regulatory Updates in Asia ESG we provided an update on how jurisdictions across Asia are responding to the International Sustainability Standards Board (ISSB) standards. Several regulators in… more

Asia, Climate Change, Consultation, COP, Corporate Governance

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Joseph Kimberling

Direct Lending Goes Large

PE deal teams can increasingly access direct lending for large, cross-border buyouts but regulatory and structuring challenges across jurisdictions remain. Direct lending has long been a feature of the debt market, and has… more

Buy-Out Agreements, Cross-Border Transactions, Direct Lending, EU, Private Equity

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Michael King

Surveying the Oil & Gas Industry Landscape: Acquisitions, Divestitures and Joint Ventures

In the rapidly evolving global oil and gas market, changes in composition of assets, financing, market players and types of transactions are among the many emerging industry trends. These topics were part of the discussion at… more

Divestiture, Energy Sector, Financing, Joint Venture, Market Participants

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Deborah Kirk

UK Online Safety Act 2023

The Online Safety Act (the OSA) received Royal Assent on 26 October 2023 and is now in force. The OSA establishes an extensive regulatory framework for providers of online user-to-user services and search services with links… more

Compliance, Compliance Dates, Digital Service Providers, Digital Services, Enforcement

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Lars Kjølbye

Denmark to Allow Stacking of Voluntary Carbon Credits and Nationally Determined Contribution

Denmark’s unprecedented carbon removals fund has facilitated the coexistence of corporate and national carbon claims in carbon accounting. In the past few years, stakeholders in the carbon market have debated how to… more

Carbon Capture and Sequestration, Carbon Emissions, Climate Change, Corporate Governance, Denmark

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Dr. Tobias Klass

Germany Passes COVID-19 Tax Relief Measures

Several state ministries of finance have issued decrees ruling reliefs to ease the economic burden taxpayers are facing due to COVID-19. The German government and administration have resolved to pass several measures across… more

Coronavirus/COVID-19, Emergency Management Plans, Germany, Relief Measures, State of Emergency

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Anne Kleffmann

Bundesrat stimmt Betriebsrätemodernisierungsgesetz zu – Klarheit bezüglich der datenschutzrechtlichen Stellung des Betriebsrats?

Der Bundesrat hat am 28. Mai 2021 dem „Gesetz zur Förderung der Betriebsratswahlen und der Betriebsratsarbeit in einer digitalen Arbeitswelt“ (Betriebsrätemodernisierungsgesetz) zugestimmt. Das Gesetz wird damit noch vor der… more

Data Protection, General Data Protection Regulation (GDPR), Germany, Remote Working, Works Council

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Julian Kleindorfer

Considerations for REITs in Adopting a Poison Pill in Response to the COVID-19 Crisis

REIT management and boards of directors should review their defensive profile and consider whether to prepare a rights plan. Key Points: ..Unprecedented market volatility and investor uncertainty due to the coronavirus… more

Coronavirus/COVID-19, Corporate Governance, Poison Pill, REIT, Shareholder Rights

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George Klidonas

Can Lenders Stay in the Driver’s Seat? The Enforceability of Make-Whole Premiums in Bankruptcy

Borrowers and lenders must both be aware of the risks relating to uncertainty regarding make-whole premiums in bankruptcy. The enforceability of “make-whole” premiums in bankruptcy has become a hotly contested issue in recent… more

Appeals, Bankruptcy Code, Borrowers, Chapter 11, Commercial Bankruptcy

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Rick Kline

PE Views: Insights on the World of Private Equity - March 2021

Creative Uses of Collateral Present New Financing Opportunities for PE - Raising fresh capital for portfolio companies in times of financial stress is always a delicate balancing act between attracting new lenders and… more

Balance Sheets, Capital Raising, Collateral, Coronavirus/COVID-19, Financing

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Ulrich Klockenbrink

German Bundestag Passes Comprehensive Reform in Restructuring and Insolvency Law

Through implementing the EU Restructuring Directive, German restructuring and insolvency law will be modernized, more effective, and enriched by new instruments. On 17 December 2020, the German Bundestag passed the Act on the… more

Bankruptcy Reform, Commercial Bankruptcy, Debt Restructuring, EU, Germany

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Keith Klovers

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Hiroki Kobayashi

The Technology, Media and Telecommunications Review, 13th Edition - Japan

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Digital Communications, Digital Marketplace, Digital Platforms, Electronic Communications, Infrastructure

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Dirk Kocher

Änderungen bei der virtuellen Hauptversammlung für die Hauptversammlungssaison 2021

Der Gesetzgeber hat für die Hauptversammlungssaison 2021 punktuelle Änderungen an den Regelungen zur virtuellen Hauptversammlung beschlossen. Diese sind bei der Vorbereitung ab sofort zu berücksichtigen… more

Annual Meeting, Coronavirus/COVID-19, Corporate Governance, Germany, Shareholder Rights

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Kendra Kocovsky

Texas Bankruptcy Court Approves Serta Simmons “Uptier” Transaction

The ruling, which held that the transaction did not violate the implied covenant of good faith and fair dealing, highlights the importance of carefully drafting lending documents. On June 6, 2023, Judge David Jones of the… more

Bankruptcy Court, Commercial Bankruptcy, Contract Terms, Covenant of Good Faith and Fair Dealing, Credit Agreements

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Erica Koenig

How Final CFIUS Regulations Will Impact Technology Companies and Investors

The Final Rules clarify requirements for foreign investments, including those transactions subject to CFIUS review and filing. On February 13, 2020, two Final Rules published by the US Treasury Department implementing changes… more

CFIUS, Critical Infrastructure Sectors, Emerging Technology Companies, Final Rules, Foreign Direct Investment

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Christopher Koepsel

10 Tips for Medical Technology Companies

The Centers for Medicare & Medicaid Services (CMS) has initiated a new review process of existing national coverage determinations (NCDs). This new process is designed to retire old policies and may present increased risks to… more

Biotechnology, Centers for Medicare & Medicaid Services (CMS), Healthcare, Medical Devices, Medicare

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Jennifer Koh

Federal Circuit Returns the On-Sale Bar to Status Quo for AIA Patents

Contrary to USPTO guidance, invention details need not be publicly disclosed to trigger on-sale bar for AIA patents. The Leahy-Smith America Invents Act (AIA)1 is widely considered the most significant overhaul of US patent… more

America Invents Act, On-Sale Bar, Patent Infringement, Patent Invalidity, Patent Litigation

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Eric Konopka

US Supreme Court Allows Challenge to IRS Rule to Go Forward Despite Anti-Injunction Act

The ruling provides a new avenue for parties to bring pre-enforcement challenges to IRS rules and regulations. Key Points: ..In CIC Services v. IRS, the US Supreme Court allowed a pre-enforcement challenge to an IRS… more

Administrative Procedure Act, Anti-Injunction Act, CIC Services LLC v IRS, Criminal Liability, Criminal Penalties

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Chloe Korban

Supreme Court Blocks Copyright Infringement Claims Until Actual Registration Issues

Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC has important implications for copyright owners who file infringement suits, including authors of literary, musical, and dramatic works. Key Points: ..The Supreme… more

Appeals, Copyright, Copyright Exhaustion, Copyright Infringement, Copyright Registration

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Ksenia Koroleva

Saudi Arabia Pioneers Data Embassies With Publication of Draft Global AI Hub Law

The draft law proposes a data embassy ecosystem and comprehensive framework in Saudi Arabia, promoting its position as a global AI hub… more

Artificial Intelligence, Consultation, Data Centers, Foreign Investment, Innovative Technology

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Constanze Köttgen

Trendwende bei datenschutzrechtlichen Sammelklagen? Generalanwalt stellt hohe Anforderungen an immateriellen Schadensersatz nach DSGVO

Das Umfeld für datenschutzrechtliche Sammelklagen wird seit Jahren immer klägerfreundlicher. Gerade die Geltendmachung von immateriellen Schadensersatzansprüchen nach Art. 82 DSGVO hat sich zu einem beliebten Geschäftsfeld… more

Class Action, Data Protection, Data Protection Authority, General Data Protection Regulation (GDPR), Germany

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Ivana Kovacevic Rouse

Latham Texas Private Funds Breakfast Series Introduction to Continuation Fund Transactions

This winter, Latham’s Investment Funds Practice delivered an in-depth exploration of continuation fund transactions, offering strategic insights and practical guidance in the latest installment of the Texas Private Funds… more

Acquisitions, Capital Markets, Conflicts of Interest, Financial Sponsors, Fund Managers

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Nancy Kowalczyk

MiFID II Research – Relief at Last?

US and EU authorities have finally moved to solve the cross-border issues arising from MiFID II rules on research unbundling. Key Points: - The US SEC has published three temporary “no action” letters, which are designed… more

Broker-Dealer, Cross-Border Transactions, EU, MiFID II, New Guidance

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Jörn Kowalewski

German Bundestag Passes Comprehensive Reform in Restructuring and Insolvency Law

Through implementing the EU Restructuring Directive, German restructuring and insolvency law will be modernized, more effective, and enriched by new instruments. On 17 December 2020, the German Bundestag passed the Act on the… more

Bankruptcy Reform, Commercial Bankruptcy, Debt Restructuring, EU, Germany

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Brian Kowalski

Latham Texas Private Funds Breakfast Series Navigating 2025 Exam Priorities Private Fund Advisers

This winter, Latham’s Investment Funds Practice provided guidance on the Securities and Exchange Commission’s (SEC) 2025 examination priorities for private fund advisers in the latest installment of the Private Funds Breakfast… more

Artificial Intelligence, Cybersecurity, Fees, Fiduciary Duty, Information Security

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Kristine Kozicki

In Practice: Conflicting signals? Potential impacts of the SEC’s proposed conflicts of interest rule on UK and EU CLO managers

On 25 January 2023, the US Securities and Exchange Commission (SEC) proposed a far-reaching rule (Rule 192) to prohibit securitisation transactions involving or resulting in a material conflict of interest between certain… more

Collateralized Loan Obligations, Compliance, Conflicts of Interest, Dodd-Frank, EU

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Mihail Krepchev

UK MRC Clarifies When Health Data Is Anonymised in Research Context

Research participants must identify which data sets constitute personal data to ensure compliance with the GDPR. The UK Medical Research Council (MRC) has published a useful guidance note on the identifiability,… more

Anonymization, Court of Justice of the European Union (CJEU), General Data Protection Regulation (GDPR), Information Commissioner's Office (ICO), Medical Research

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Joseph Kronsnoble

Treasury and IRS Issue Initial Guidance on Stock Buyback Tax and Corporate Minimum Tax

New guidance clarifies certain key points on implementing the 1% tax that generally applies to public company stock buybacks and the 15% corporate minimum tax that generally applies to corporations with book income exceeding $1… more

Acquisitions, Corporate Taxes, IRS, New Guidance, Safe Harbors

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Markus Krüger

Global Regulators React to Banking Sector Turbulence

The spring of 2023 saw more dislocation in the global financial sector than any time since the 2008-09 financial crisis. In the US, banking institutions with over $500 billion in total assets failed, and other banks that were… more

Banking Crisis, Banking Sector, Capital Requirements, Deposit Insurance, EU

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James Ktsanes

Texas Bankruptcy Court Approves Serta Simmons “Uptier” Transaction

The ruling, which held that the transaction did not violate the implied covenant of good faith and fair dealing, highlights the importance of carefully drafting lending documents. On June 6, 2023, Judge David Jones of the… more

Bankruptcy Court, Commercial Bankruptcy, Contract Terms, Covenant of Good Faith and Fair Dealing, Credit Agreements

See all updates »

Nicole Kubalek

IFLR M&A Report - 2022

The recovery of the M&A market since the early days of the pandemic has been impressive. Even allowing for varying treatment of Covid-19 winners and losers, deal processes for resilient assets (and even for less obviously… more

Acquisitions, Coronavirus/COVID-19, Financial Markets, Foreign Investment, Global Market

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Constanze Kugler

What Investors Should Know About the Berlin Rent Cap

The Berlin government’s envisaged five-year rent cap on residential properties has caused significant uncertainty among investors in housing portfolios. On 18 June 2019, the Berlin Senate published a position paper specifying… more

Germany, Investment Funds, Investors, Landlords, Proposed Rules

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Paul Kukish

Securing a Successful SPAC Sale - What PE Firms Need to Know

The recent rise to prominence of SPACs provides private equity portfolio companies an alternative method for stock exchange listing and access to the capital markets. Special purpose acquisition companies (SPACs) have… more

Initial Public Offering (IPO), Investors, Mergers, Private Equity, Private Equity Firms

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Anna Kullmann

London Litigation Year in Review and 2024 Outlook

Welcome to our London Litigation Year in Review and 2024 Outlook. In this report, we examine the litigation trends that shaped the commercial landscape in 2023 and look at how these developments are likely to play out in the… more

Antitrust Litigation, Artificial Intelligence, Banking Sector, Criminal Investigations, Cryptocurrency

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Nikhil Kumar

The Impact of Pending Tax Reform on Executive Compensation: The Need for Deductive Reasoning

Proposed US tax reform may impact the deductibility of executive compensation programs and companies should evaluate any potential tax planning opportunities in 2017 and the impact of the proposed changes going forward. The… more

Executive Compensation, Income Taxes, Performance Incentives, Proposed Legislation, Tax Deductions

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Wei-Chun (Lex) Kuo

China Issues New Cybersecurity Law to Protect Children

China’s PCPPIC protects children’s personal information in much the same way as COPPA and the GDPR, but with a few differences. On August 22, 2019, the Cyberspace Administration of China (CAC) released a new data privacy… more

China, COPPA, Corporate Counsel, Cybersecurity, Data Privacy

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Stuart Kurlander

Health Care & Life Sciences: Drug Pricing Digest - December 2022

Inflation Reduction Act Implementation: On Dec. 1, 2022, the Centers for Medicare & Medicaid Services (CMS) distributed an invitation addressed to “All Drug Manufacturers” announcing that CMS “will host monthly one-hour calls on… more

Biden Administration, Centers for Medicare & Medicaid Services (CMS), Drug Pricing, Election Results, Health Care Providers

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Chi Ho Kwan

Global Legal Insights: Bribery & Corruption, 9th Edition - China

China’s anti-corruption laws have been stringent for many years. On 1 January 1980, the Criminal Law of the People’s Republic of China (the “PRC Criminal Law”) containing the criminal offences of bribery and corruption came into… more

Bribery, China, Corruption, Criminal Investigations, Criminal Prosecution

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Hana Ladhari

France Aligns With Brussels to Postpone CSRD Timeline

France, the first country to transpose the Corporate Sustainability Reporting Directive (the Directive or CSRD) through Order No. 2023-1142 of ­6 December 2023, Order No. 2023-1142 of 6 December 2023, concerning the publication… more

Certification Requirements, Corporate Governance, Corporate Sustainability Reporting Directive (CSRD), Environmental Social & Governance (ESG), EU Directive

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Julie Ladousse

France Enacts Sweeping New Data Protection Law

The enactment of Law No. 2018-493 represents a significant milestone in France’s implementation of the new European corpus on data protection. Key Points: ..The new law increases fines and considerably reinforces the… more

CNIL, Data Protection, Data Protection Authority, France, General Data Protection Regulation (GDPR)

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Clayton LaForge

US Congress Affirms and Expands SEC’s Disgorgement Authority in Annual Defense Spending Bill

The legislation - passed via the first congressional override of the Trump presidency - extends the SEC’s ability to obtain disgorgement for violations of federal securities laws. Key Points: ..As amended, the Securities… more

Congressional Override, Disgorgement, Enforcement Actions, Equitable Relief, Kokesh v SEC

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Gabrielle LaHatte

Octane Fitness and Highmark Decisions Turn Three

Both courts and litigants are only now appreciating the full impact of the Supreme Court’s 2014 decisions on fee shifting in patent cases. Key Points: ..Successful Section 285 motions have increased substantially in the… more

Attorney's Fees, Brooks Furniture, Exceptional Case, Fee-Shifting, Highmark v. Allcare

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David Lai

Key Amendments to FEFTA Tighten Foreign Investment Regulations in Japan

The amendments expand the industries covered by the prior notification and waiting period requirement, and broaden covered foreign investment-related activities. In 2019, the Japanese government announced three key amendments… more

Amended Rules, Cross-Border Transactions, FEFTA, Foreign Direct Investment, Foreign Investment

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Gabriel Lakeman

EBA Publishes No Action Letter on Interaction Between MiCA and PSD2

In the short term, firms are likely to face dual authorisation and significant regulatory requirements. On 10 June 2025, the European Banking Authority (EBA) issued a No Action letter on the relationship between the Markets… more

Cryptoassets, Cryptocurrency, Digital Assets, EU, European Banking Authority (EBA)

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Ali Lakhani

Healthcare & Life Sciences: Drug Pricing Digest - November 2021 #2

Drug Pricing Initiatives: On Nov. 19, 2021, the House of Representatives passed H.R. 5376 (the Build Back Better Act, or BBBA), the approximately $2.2 trillion social safety net, climate, and tax bill that includes measures… more

Biden Administration, Drug Pricing, Health Care Providers, Life Sciences, Medicaid

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Sidhartha Lal

FCA Publishes Retail Markets Disclosure Proposals for Consumer Composite Investments

The FCA proposes moving away from the PRIIPs KIDs to a more flexible, technologically neutral regime, which allows firms to innovate and prioritise good customer outcomes… more

Compliance, Disclosure Requirements, Financial Conduct Authority (FCA), Financial Regulatory Reform, Financial Services Industry

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Howard K. H. Lam

All’s Well That Ends Well for Keepwell Providers?

No loss to issuers puts note trustees in the spotlight. The Hong Kong Court of Final Appeal (CFA) has overturned the Court of Appeal’s order that Peking University Founder Group Company Limited (PUFG), as the keepwell… more

Appeals, Breach of Contract, Business Entities, Capital Markets, Contract Terms

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Sophie Lamb QC

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Daphne Lambadariou

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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Jim Lambert

COP28: Key Takeaways From the Annual Climate Conference in Dubai

The first global stocktake, Article 6, carbon markets, new finance pledges, and the loss and damage fund formed the major developments at this year’s conference. Between November 30 and December 12, 2023, Dubai hosted the… more

Climate Change, COP, Dubai, Energy Market, Energy Sector

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Naffie Lamin

SEC Launches Regulation for Security-Based Swap Execution Facilities

Regulation SE, the last of the Title VII Dodd-Frank rulemakings, will become effective on February 13, 2024. The Securities and Exchange Commission (SEC) has taken a significant step in enhancing the regulatory landscape of… more

CFTC, Dodd-Frank, SBS Entities, Securities and Exchange Commission (SEC), Securities Exchange Act

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Dennis Lamont

Debt Portability Can Deliver a Better Exit Valuation — Will US Practice Increase Debt Portability in Europe?

Debt portability provisions — reasonably common in high yield lending but historically rare in bank financing — have been recently seen in an increased number of US transactions, as deal terms react to a buoyant financing… more

Acquisitions, Debt Financing, EU, Financial Markets, Portability

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Thomas Lane

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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David Langer

NJDEP Proposed Rule Update: PFAS Added to Contaminant Testing Requirements

The proposed rule would potentially usher in a future of broad testing for certain PFAS at New Jersey remediation sites… more

Contamination, Government Agencies, Hazardous Substances, PFAS, Proposed Rules

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Shannon Lankenau

CEQA Case Report Year in Review 2017: Understanding the Judicial Landscape for Development

California higher courts rule in favor of public agencies on small majority of environmental impact report cases. Over the course of 2017, Latham lawyers reviewed all 46 California Environmental Quality Act (CEQA) cases, both… more

Appeals, CEQA, Construction Industry, Construction Project, Environmental Impact Report (EIR)

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Posit Laohaphan

Hong Kong Issues Guidance on Automatic Share Buyback Programs

The SEHK guidance sets out the framework for its assessment in considering a waiver application of the increasingly popular automatic share buyback program. The Stock Exchange of Hong Kong Limited (the SEHK) has issued a… more

Cooling-Off Rule, Hong Kong, Hong Kong Stock Exchange, Insider Trading, Listing Rules

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Patrick Laporte

Foreign Investments in France: New Regime, Effective April 1, 2020

The new regime extends the list of strategic sectors and amends the application process timeline, among other new features. Key Points: ..The list of strategic sectors has been extended to include (i) activities pertaining… more

EU, European Economic Area (EEA), Foreign Investment, France, National Security

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Tobias Larisch

German Federal Government Lays Foundation for CCS in Germany

The key principles for a Carbon Management Strategy and draft act on the revision of the Carbon Storage Act create new opportunities for investors and project developers. The German Federal Government’s Carbon Management… more

Carbon Capture and Sequestration, Carbon Emissions, Climate Change, Energy Projects, Energy Sector

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Katherine Larkin-Wong

US Courts Annual Review

Global Competition Review is a leading source of news and insight on competition law, economics, policy and practice, allowing subscribers to stay apprised of the most important developments around the world. Alongside the… more

Antitrust Litigation, Antitrust Provisions, Competition, Federal Trade Commission (FTC)

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Eyad Latif

Doing Business in the UAE: A Guide to the Financial, Business, and Legal Considerations for Navigating the UAE’s Dynamic Market - Fourth Edition

This guide provides an overview of the principal legal issues for foreign investors considering doing business in the United Arab Emirates (the UAE). Formed on December 2, 1971, the UAE is a federal state of seven emirates… more

Foreign Investment, Regulatory Requirements, Statutory Requirements, Strategic Planning, United Arab Emirates (UAE)

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Sharon Lau

Singapore’s New Significant Investments Regime Comes Into Law

The Significant Investments Review Bill (the Bill), introduced by the Ministry of Trade and Industry (MTI), was passed by parliament on 9 January 2023 and is likely to enter into force in mid to late 2024. The Bill aims to… more

Capital Markets, Disclosure Requirements, Foreign Investment, Singapore

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Katherine Lauer

11th Circuit: Difference in Opinion Not Enough for FCA Liability

The 11th Circuit’s long-awaited AseraCare opinion requires more than mere disagreement regarding clinical judgment to prove falsity under the False Claims Act. The 11th Circuit rejected the government’s theory of falsity in… more

Appeals, False Claims Act (FCA), Health Care Providers, Hospice, Medicare

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Samantha Laufer

FTC Proposes Updates to COPPA Rule

On December 20, 2023, the Federal Trade Commission (FTC or Commission) issued a Notice of Proposed Rulemaking (Notice) recommending amendments to the Children’s Online Privacy Protection Rule (COPPA Rule or Rule). The FTC… more

COPPA, Data Protection, Data Retention, Data Security, Federal Trade Commission (FTC)

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Alexandra Lauré

Side Effects for PE Amid Changing EU Life Sciences and Healthcare Landscape

Substantial changes to the European life sciences and healthcare regulatory landscape are expected to reshape the sector. EU regulators have outlined a raft of reforms to modernise regulatory architecture, simplify product… more

Capital Markets, EU, Investment, Investors, Life Sciences

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Trevor Lavelle

Restructuring High Yield Bonds: Navigating the Downturn and Staying Nimble in Response to Market Changes

Issuers face numerous restructuring alternatives, both within and outside the bankruptcy process. The Big Picture - Issuers of high yield bonds trading at distressed levels can use exchange offers to restructure or modify… more

Capital Markets, Coronavirus/COVID-19, Debt Repurchasing, Debt Restructuring, Economic Downturn

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Jeffrey Lawlis

Impact of COVID-19 on Italian High Yield Issuers

A Q&A for Italian high yield issuers, focusing on capital markets implications and best practices. Disclosure Requirements on COVID-19 Impact for High Yield Issuers - Q: How should companies disclose the impact of the… more

Capital Markets, Coronavirus/COVID-19, Corporate Issuers, EU, EU Market Abuse Regulation (EU MAR)

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Paul Lawrence

The Unions Strike Back - Considerations for MA Acquirers

Those involved in M&A activity should view unions as major stakeholders and factor any possible or actual engagement obligations with them into an M&A deal process… more

Acquisitions, Employee Benefits, Employer Liability Issues, Mergers, Netherlands

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Ludmilla Le Grand

UK NSIA - Key Takeaways From the Annual Report

The report provides insights into the performance of the National Security and Investment Act. The UK’s Cabinet Office has published its third annual report on the functioning of the National Security and Investment Act 2021… more

Acquisitions, Cross-Border, Foreign Direct Investment, Foreign Investment, Mergers

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Tobias Leder

German Federal Labour Court Rules on Virtual Share Options and Exit Bonuses

The German Federal Labour Court has tightened its case law. According to a decision from 19 March 2025 (10 AZR 67/24), the reasons for which were only recently published, employees may be entitled to an exit bonus even if the… more

Bonuses, Employee Benefits, Employment Litigation, ESOP, Germany

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Belinda Lee

Antitrust Division’s Updated Guidance on Evaluating Corporate Compliance Programs - Key Features and Takeaways

The guidance stresses heightened focus on emerging antitrust risks, enhanced support and incentives, and proactive monitoring. On November 12, 2024, the Antitrust Division of the US Department of Justice (the Antitrust… more

Antitrust Division, Audits, Bid Rigging, Chief Compliance Officers, Compliance

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Benjamin Lee

New York Regulator Issues Proposed AI Guidance for Insurers

On January 17, 2024, the New York State Department of Financial Services (DFS) issued for public comment a proposed circular letter on the use of AIS and external data sources by New York-authorized insurers (the Proposed… more

Algorithms, Artificial Intelligence, Insurance Industry, Insurance Regulations, Machine Learning

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Bianca Lee

Data Protection Compliance Audits to Take Effect in China in 2025

The Measures outline requirements and procedures for self-initiated and regulator-mandated compliance audits from May 1, 2025… more

Audits, China, Data Processors, Data Protection, Data Security

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Bryant Lee

US Tax Reform: Key Business Impacts, Illustrated With Charts and Transactional Diagrams

Appendix at pages 34-43 includes a series of transactional diagrams outlining the main structuring issues in the international context. Key Points: ..The legislation alters fundamental aspects of US business taxation… more

Corporate Taxes, Energy Sector, Mortgage REITS, Multinationals, Net Operating Losses

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Catherine Lee

Equity Derivatives 2019

The past several years have witnessed the continuing growth of strategic equities as part of corporate finance advisory services for both listed issuers and their controlling shareholders. Strategic equities services offer a… more

Convertible Debt, Convertible Notes, Corporate Financing, Derivatives, Equity Securities

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David Lee

New Law Governing Foreign Direct Investment in the United States Brings Significant Changes to CFIUS Review

New law expands CFIUS’ jurisdiction and brings important procedural changes to foreign direct investment review. Key Points: ..The new legislation extends CFIUS’ jurisdiction to cover non-controlling investments in the… more

CFIUS, China, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions

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Edgar Lee

UK Online Safety Act - Summer 2025 Deadlines

In the next phase of Online Safety Act implementation, children’s safety duties and related codes of practice will come into full effect on 25 July 2025… more

Algorithms, Compliance Dates, Deadlines, Duty of Care, New Regulations

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Eun-Kyung Lee

Reform of the German Mietpreisbremse: A Breakthrough in Tenancy Law?

Proposed reforms to the Mietpreisbremse aim at strengthening and solidifying restrictions on steep rent increases in German urban areas. After intense discussions within the ruling coalition, the German government this week… more

Civil Code, Germany, Landlords, Proposed Regulation, Rent Control

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Helen Lee

EPA Proposes Unprecedented Greenhouse Gas Emission Reduction Program

We analyze EPA’s novel proposal to regulate greenhouse gas emissions from existing power plants as it will shape its regulation of other industry sectors. On June 2, 2014, EPA released its long-anticipated proposal to… more

Air Pollution, Air Quality Standards, Carbon Emissions, Environmental Protection Agency (EPA), Greenhouse Gas Emissions

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Jessmine Lee

SEC Expands Statutory Definition of “Dealer” and “Government Securities Dealer”

SEC defines the phrase “as part of a regular business” to capture private funds and other market participants that take on liquidity-providing roles. The Securities and Exchange Commission (SEC) adopted new rules that… more

Dealers, Financial Industry Regulatory Authority (FINRA), Government Securities, Liquidity, Market Participants

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Marcus Lee

Singapore’s New Significant Investments Regime Comes Into Law

The Significant Investments Review Bill (the Bill), introduced by the Ministry of Trade and Industry (MTI), was passed by parliament on 9 January 2023 and is likely to enter into force in mid to late 2024. The Bill aims to… more

Capital Markets, Disclosure Requirements, Foreign Investment, Singapore

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Matthew Lee

FINRA Proposes to Relax Communications Rule for Institutional Investors and Qualified Purchasers

The proposed amendment seeks to modify the existing framework of FINRA Rule 2210 to accommodate the use of certain projections and targeted returns. On November 13, 2023, the Financial Industry Regulatory Authority (FINRA)… more

Disclosure Requirements, Financial Industry Regulatory Authority (FINRA), Financial Services Industry, Institutional Investors, Investment Advisers Act of 1940

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Serena Lee

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Julie Lee Choi

Final US Outbound Investment Rules to Be Effective January 2, 2025: Key Questions Answered

The Final Rule prohibits or requires notification of certain US investments in Chinese and Chinese-controlled entities involved in semiconductors, quantum information technologies, and artificial intelligence… more

Biden Administration, China, Compliance, Controlled Foreign Corporations, Covered Person

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Jiyeon Lee-Lim

Lexology In-Depth - Acquisition And Leveraged Finance

It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in Europe,… more

Acquisitions, AML/CFT, Base Erosion and Anti-Abuse Tax (BEAT), Base Erosion Tax, Capital Markets

See all updates »

Janine Leeder

Corporate Reorganisations - 2021

What types of transactions are classified as ‘corporate reorganisations’ in your jurisdiction? The term ‘corporate reorganisation’ can be used to mean a wide variety of transactions, but is most typically used to refer to… more

Complex Corporate Transactions, Jurisdiction, Reorganizations, UK

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Kimberly Leefatt

New Law Governing Foreign Direct Investment in the United States Brings Significant Changes to CFIUS Review

New law expands CFIUS’ jurisdiction and brings important procedural changes to foreign direct investment review. Key Points: ..The new legislation extends CFIUS’ jurisdiction to cover non-controlling investments in the… more

CFIUS, China, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions

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Patrick Leftley

FCA and PRA Publish Final Securitisation Rules: Key Points

Firms will need to update their internal procedures and ensure they are ready to comply with the new requirements ahead of 1 November 2024. HM Treasury (HMT), the Financial Conduct Authority (FCA), and the Prudential… more

Compliance, Compliance Dates, Final Rules, Financial Conduct Authority (FCA), Financial Services Industry

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Ben Leigh

European Data Protection Board Focuses Coordinated Enforcement on Data Protection Officers

Organisations should expect increased scrutiny and enforcement activity around the role of data protection officers in the coming year. The European Data Protection Board (EDPB) has announced that its coordinated… more

Court of Justice of the European Union (CJEU), Data Protection, Data Protection Authority, Data Protection Impact Assessments (DPIAs), Data Protection Officers (DPOs)

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Chad Leiper

CMS Seeks Healthcare Industry Input on Future of Digital Health

Comments on the RFI, due by June 16, present a rare opportunity to shape future technology standards, reporting requirements, and business opportunities… more

Centers for Medicare & Medicaid Services (CMS), Comment Period, Digital Health, Health Information Technologies, Health Insurance Portability and Accountability Act (HIPAA)

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Lore Leitner

Europe Counts Down to the General Data Protection Regulation

Businesses have two years to comply with Europe’s new privacy regime. On 24 May 2016, after more than four years of debate, the General Data Protection Regulation (GDPR, or the Regulation) enters into force. The GDPR will… more

Binding Corporate Rules, Cyber Incident Reporting, Data Controller, Data Processors, EU

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Aija Lejniece

International Arbitration Newsletter - January 2017

New “Expedited Procedure” aims to fast-track lower value disputes. On 4 November 2016, the International Chamber of Commerce (ICC) released amendments to its Arbitration Rules (the 2016 Rules), which will come into effect… more

Amended Rules, ICSID, International Arbitration, International Chamber of Commerce (ICC), International Litigation

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Till Lembke

Hong Kong Introduces Major Updates to Its Copyright Regime

A recent amendment addresses key loopholes and aims to align Hong Kong’s copyright regime with international standards. On 16 December 2022, the Hong Kong Copyright (Amendment) Ordinance 2022 (Amendment) was finally… more

Amended Legislation, Copyright, Exceptions, Hong Kong, Safe Harbors

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Tiiu Lemsalu

ISDA Launches Version 1.0 of Definitions for Digital Asset Derivatives

The Definitions aim to support the safe and efficient development of the digital asset derivatives market through consistent contractual standards. On January 26, 2023, the International Swaps and Derivatives Association,… more

Contract Terms, Derivatives, Digital Assets, ISDA, ISDA Master Agreement

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Eric Leon

Texas Bankruptcy Court Approves Serta Simmons “Uptier” Transaction

The ruling, which held that the transaction did not violate the implied covenant of good faith and fair dealing, highlights the importance of carefully drafting lending documents. On June 6, 2023, Judge David Jones of the… more

Bankruptcy Court, Commercial Bankruptcy, Contract Terms, Covenant of Good Faith and Fair Dealing, Credit Agreements

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Anton Lesaca

FDA and NIH Announce Initiatives to Reduce Animal Testing and Encourage Alternative Methodologies

The initiatives reflect the latest measures from federal agencies to reduce and ultimately replace animal testing in drug development and biomedical research… more

Animal Testing, Clinical Trials, Food and Drug Administration (FDA), Life Sciences, National Institute of Health (NIH)

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Steven Lesan

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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James Leslie

2019 - A Year of Change for UK Corporate Tax?

The UK government broadens the scope of tax on non-resident persons and contemplates changes to stamp duty, taxing the digital economy, and Brexit-related changes. In recent years the pace of change in the corporate tax world… more

Anti-Avoidance, Corporate Taxes, Digital Taxes, Goodwill, International Tax Issues

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Nicholas Lessin

Generic vs. Branded Liability: Mensing Holds Sway Until FDA Completes Rulemaking

FDA’s delay on the final version of generic labelling rules until April 2017 means both branded and generic drug manufacturers face continued uncertainty. The U.S. Food and Drug Administration (FDA) recently announced it… more

Failure To Warn, Food and Drug Administration (FDA), Foreseeability, Generic Drugs, Innovator Liability

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Christopher Lester

Doing Business in the UAE: A Guide to the Financial, Business, and Legal Considerations for Navigating the UAE’s Dynamic Market - Fourth Edition

This guide provides an overview of the principal legal issues for foreign investors considering doing business in the United Arab Emirates (the UAE). Formed on December 2, 1971, the UAE is a federal state of seven emirates… more

Foreign Investment, Regulatory Requirements, Statutory Requirements, Strategic Planning, United Arab Emirates (UAE)

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Connie Leung

The DIFC Prescribed Company: A Guide to Uses and Requirements

The Prescribed Company Regulations offer a more flexible incorporation and permitted purposes regime than its predecessor, the Special Purpose Company Regulations. Background - Prescribed Companies are a type of corporate… more

DIFC, Special Purpose Entities, United Arab Emirates (UAE)

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S. Drew Levin

Due Diligence: The Key Ingredient in Restaurant M&A

Due diligence on restaurant companies should factor in industry-specific legal and operational risks. Buyers acquire restaurant companies to access new brands, expand and diversify, or vertically integrate. Attractive target… more

Acquisitions, Business Licenses, Contract Terms, Cybersecurity, Due Diligence

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Jamie Levine

Brands and Influencers: Navigating Influencer Agreements from Macro to Micro

Brands seeking to reach valuable social media audiences must carefully consider the legal requirements and consequences of engaging influencers. Who Are “Influencers”? An influencer is an individual who has the power to… more

Advertising, Contract Terms, Federal Trade Commission (FTC), Influencers, Intellectual Property Protection

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Richard Levy

Fifth Circuit: Make-Whole Premiums Should Be Disallowed as Unmatured Interest

Fifth Circuit finds that make-whole premiums should be considered unmatured interest subject to disallowance under Section 502(b)(2) of the Bankruptcy Code to the extent designed to compensate for future interest… more

Affiliates, Appeals, Bankruptcy Code, Chapter 11, Commercial Bankruptcy

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Hongbei Li

E-Money, Payment Services, and Insolvency

Consumers and service providers should take note of some of the enhanced risks upon an e-money institution’s insolvency. Technology is rapidly changing the way customers and businesses interact with financial systems… more

Bank of England, E-Money, EU, Financial Conduct Authority (FCA), Financial Services Industry

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Lea Li

US Treasury Alleviates Tax Risk From Interbank Offered Rates Phase-Out

The Proposed Regulations allow existing debt and non-debt contracts that now reference LIBOR and other Interbank Offered Rates (IBORs) to transition toward alternative reference rates without triggering tax. Key… more

Benchmarks, Debt Instruments, Fair Market Value, Inter-Bank Offered Rates (IBORs), Interest Rates

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Ning Li

Key Regulatory Updates for Hong Kong Listed Companies - November/December 2024

The updates include market consultation, consultation conclusions and various guiding materials by the HKEX, and bills for amendments to the Companies Ordinance by the Hong Kong government… more

Capital Markets, Compliance, Consultation, Corporate Governance, Financial Services Industry

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Jason Licht

Kirschner v. JP Morgan: Second Circuit Affirms That Syndicated Loans Are Not Securities

Second Circuit upholds SDNY’s finding that under Reves syndicated loans are not securities under federal law. Introduction - On August 24, 2023, the US Court of Appeals for the Second Circuit issued its highly… more

Appeals, Blue Sky Laws, Commercial Bankruptcy, Credit Facilities, Debt Instruments

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Courtenay Myers Lima

FAQs: Federal Reserve’s Main Street Lending Facilities for Small and Mid-Sized Businesses

Federal Reserve set to make up to $600 billion available to eligible small and mid-sized businesses. On April 9, 2020, the Board of Governors of the Federal Reserve System (Federal Reserve) announced details regarding the… more

CARES Act, Coronavirus/COVID-19, Credit Facilities, Federal Reserve, Financial Stimulus

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Aster Lin

China Issues Draft Data Security Law for Public Comment

The proposed Data Security Law has a broad jurisdictional scope and will expand the PRC’s regulatory framework for information and data. On July 3, 2020, the Standing Committee of China’s National People’s Congress issued the… more

China, Comment Period, Data Privacy, Data Security, Proposed Rules

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Francesco Lione

Buying Bonds or Selling Tulips: Dutch Auctions and Other Debt Repurchase Strategies for PE

Bond issuers may wish to pursue an unmodified reverse Dutch auction for debt repurchases, an effective but underutilised transaction template that is gaining popularity. During the second half of 2022, amid ongoing market… more

Art Auctions, Bond Issuers, Bonds, Corporate Bonds, Debt

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Julia Lippman

SEC Staff Issues Key Considerations on LIBOR Transition

As a major LIBOR transition milestone approaches, a Staff Statement provides key considerations for market participants regarding their obligations. On December 7, 2021, the Staff of the Securities and Exchange Commission… more

Alternative Reference Rates Committee (ARRC), Asset-Backed Securities, Broker-Dealer, Investment Adviser, Libor

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Noah Lipshut

Target Engaged: How UK PLCs Can Defend Against Growing US Shareholder Activist Focus in 2024

The UK market continues to prove a fertile hunting ground for shareholder activism, with US-based investors spearheading a significant proportion of public campaigns during 2023. These seasoned investors with a track record of… more

Acquisitions, Best Practices, Corporate Governance, Investors, Mergers

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David Little

European Commission Announces Intention to Withdraw EU Green Claims Directive Proposal

The announcement follows the EPP’s call not to further reinforce the existing EU anti-greenwashing framework, citing “overly complex” procedures in the proposal… more

Consumer Protection Laws, Environmental Policies, EU, European Commission, Greenwashing

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Anthony Liu

Hong Kong Privacy Regulator Highlights Data Security Guidance as Cyberattacks Increase

The Privacy Commissioner for Personal Data reminds organisations to review and implement appropriate data security measures amidst more data breaches. On 13 February 2023, the Privacy Commissioner for Personal Data of Hong… more

Cyber Attacks, Cybersecurity, Data Breach, Data Privacy, Data Protection Commissioner

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Michael Liu

Hong Kong Securities and Futures Commission Consults Public on Proposed REIT Code Amendments

Recognizing the recurrent income generating product nature, the SFC may lift some restrictions on investment scope for Hong Kong listed REITs. On 27 January 2014, the Securities and Futures Commission (SFC) commenced a… more

Hong Kong, Real Estate Investments, Real Estate Market, REIT, SFC

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Tracy Liu

Lexology In-Depth - Acquisition And Leveraged Finance

It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in Europe,… more

Acquisitions, AML/CFT, Base Erosion and Anti-Abuse Tax (BEAT), Base Erosion Tax, Capital Markets

See all updates »

Zhijin (Jin) Liu

European Commission Consults on Draft Foreign Subsidies Regulation Guidelines

On 18 July 2025, the European Commission (EC) published the draft guidelines on the implementation of the Foreign Subsidies Regulation (FSR Guidelines)… more

Acquisitions, Competition, Draft Guidance, EU, European Commission

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James Lloyd

Charting the Future: Regulatory Milestones and Opportunities in AI, Online Safety, Cybersecurity, and Data Governance in the EU and the UK

The technology and digital regulatory environment in the EU and the UK is experiencing significant evolution in 2025 and beyond. These legal developments present both significant opportunities and complex compliance challenges,… more

AI Act, Artificial Intelligence, Cybersecurity, Data Privacy, EU

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Beatrice Lo

Financing the Future of Fission: A Nuclear Renaissance and the Promise of SMRs

SMRs are attracting growing attention from governments, investors, and financiers as a means to power the energy transition, offering the promise of shorter construction times, scalability, and reduced financial risk compared to… more

Clean Energy, Climate Change, Emerging Technologies, Energy Projects, Energy Sector

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Shing Yuin Lo

The LathamTECH Podcast — Turning a London Eye Toward International Tech Growth

The US has long been the focal point for tech companies that want to develop next-generation products — and attract the funding and talent needed for global success. Over the years though, London has emerged as another leading… more

Artificial Intelligence, Defense Sector, Emerging Technologies, EU, FinTech

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Tahura Lodhi

US Trade Controls Against China Reach Supply Chain and End-Use Targets and Activities

Supply chain, end use, and human rights–related sanctions, export controls, and Entity List designations target public and private entities in China. Human rights–related designations - The US government has increasingly… more

China, Entity List, Export Controls, Exports, National Security

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Suzanne Logan

Will Jam v. IFC Increase Multilateral Development Banks’ US Legal Exposure?

No longer entitled to near absolute immunity, MDBs may be prompted to modify their charters, lending practices, and accountability mechanisms. Key Points: ..The Supreme Court reversed the D.C. Circuit’s ruling, holding… more

Absolute Immunity, Appeals, Foreign Governments, Foreign Sovereign Immunities Act of 1976 (FSIA), Foreign Sovereigns

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Anne Löhner

International Arbitration Newsletter - June 2014

In This Issue: -The ABCs of Arbitrating Outside of the New York Convention - Leading International Arbitration Partner Joins Latham & Watkins in Paris - US Supreme Court Revives International Arbitration… more

Arbitration, Arbitration Agreements, Athletes, Bilateral Investment Treaties, Compliance

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Jemma Lohr McPherson

The Initial Public Offerings Law Review: France

Welcome to the third edition of The Initial Public Offerings Law Review. This publication introduces the reader to the main stock exchanges around the globe and their related initial public offering (IPO) regulatory… more

Corporate Governance, Foreign Exchanges, Initial Public Offering (IPO), Publicly-Traded Companies, Regulatory Standards

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Florian Loibl

How to Respond to Respondents’ Non-Participation in International Arbitration

While there are no official statistics on respondent non-participation in international arbitration, institutional guidelines and anecdotal evidence suggest arbitrations without respondents are fairly common. As parties face… more

Arbitration, International Arbitration

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Carsten Loll

German Residential Portfolios: Market Outlook

As investors scrutinise German residential real estate opportunities in 2024, the environment looks very different from a year ago. While some large deals were executed in 2023 despite pressures in the market, the outlook for… more

Germany, Global Economy, Housing Developers, Housing Market, Investment Portfolios

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Mitchell London

Deep Dive on Deep Learning: FTC Considers Artificial Intelligence

Seventh Hearing on Competition and Consumer Protection considers ethical, practical, and legal dimensions of artificial intelligence and machine learning. On November 13 and 14, the Federal Trade Commission (FTC) held the… more

Algorithms, Anti-Competitive, Antitrust Violations, Artificial Intelligence, Consumer Protection Laws

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Arthur Long

President Trump Issues Executive Order on Fair Banking

Regulators are directed to avoid reputation risk, identify banks that have engaged in unlawful debanking, and take appropriate remedial actions… more

Anti-Discrimination Policies, Banking Sector, Banks, ECOA, Enforcement Actions

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Dr. Andreas Lönner

Änderungen bei der virtuellen Hauptversammlung für die Hauptversammlungssaison 2021

Der Gesetzgeber hat für die Hauptversammlungssaison 2021 punktuelle Änderungen an den Regelungen zur virtuellen Hauptversammlung beschlossen. Diese sind bei der Vorbereitung ab sofort zu berücksichtigen… more

Annual Meeting, Coronavirus/COVID-19, Corporate Governance, Germany, Shareholder Rights

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Alvaro López Usatorre

EC amends Temporary Crisis Framework for State Aid in the context of the invasion of Ukraine

On 20 July 2022, the European Commission (the EC) amended its recently approved Temporary Crisis Framework for State Aid measures to support the economy following Russia’s invasion of Ukraine (the Temporary Crisis Framework)… more

Crisis Management, Emergency Response, EU, European Commission, Military Conflict

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Eric Loubet

Impact of COVID-19 on French M&A Transactions

COVID-19 and government measures to fight it may significantly affect M&A transactions. On March 16, 2020, President Emmanuel Macron announced the implementation of unprecedented and extendable quarantine measures in order to… more

Acquisitions, Complex Corporate Transactions, Coronavirus/COVID-19, France, Mergers

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Shaza Loutfi

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Britt Lovejoy

The ELVIS Act: Tennessee Shakes Up Its Right of Publicity Law and Takes On Generative AI

A new Tennessee law seeks to impose liability on generative AI companies and internet platforms related to unauthorized use of a person’s voice or likeness. On March 21, 2024, Tennessee enacted the Ensuring Likeness, Voice,… more

Artificial Intelligence, Civil Liability, Copyright Office, Deep Fake, Enforcement

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Luis Manuel Lozano

Council of the European Union Approves Its Position on NPL Directive

The proposed directive aims to prevent the excessive build-up of NPLs on European banks’ balance sheets. Background - The Council of the European Union (the Council) recently approved its position1 on the proposal for a… more

Banking Sector, Debt Buyers, EU, EU Directive, European Commission

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Michelle Lu

Evolving Perspectives on Direct Listings after Spotify and Slack

In a direct listing, a company's outstanding shares are listed on a stock exchange without a primary or secondary underwritten offering. Existing security holders become free to sell shares on the stock exchange at market-based… more

Corporate Governance, Direct Listing, Initial Public Offering (IPO), Listing Rules, Publicly-Traded Companies

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Shuyu (Clarissa) Lu

US Senate Bill Would Reshape Antitrust Enforcement and Litigation

The bill would increase and shift the burden for many merger reviews, introduce new categories of prohibited conduct, and undo important common law defenses to single-firm conduct. On February 4, 2021, Senator Amy Klobuchar,… more

Acquisitions, Antitrust Division, Antitrust Litigation, Antitrust Provisions, Antitrust Violations

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Alexandra Luchian

Key Differences Between the UK and EU Vertical Block Exemption Regimes

Whilst not a sea of difference apart, the two regimes present notable distinctions for companies operating on both sides of the Channel to navigate. Upon its expiry on 31 May 2022, the 2010 Vertical Block Exemption Regulation… more

Competition, EU, European Commission, UK, UK Competition and Markets Authority (CMA)

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Heather Lui

Key Legal Considerations in Commercial Rights Licenses for Content-Based NFTs

As content-based NFT projects seek to provide NFT owners with value beyond being scarce collectibles, they should consider whether to grant owners rights to commercialize the content underlying the NFTs. As the ecosystem… more

FinTech, IP License, Licenses, Non-Fungible Tokens (NFTs)

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Stefan Lunk

Was lange währt, wird endlich gut? Bundestag beschließt mit erneuten (!) Änderungen AÜG -Reform

Einleitung - Der Bundestag beschloss am 21.10.2016 den Entwurf eines Gesetzes zur Änderung des Arbeitnehmeru¨berlassungsgesetzes („AÜG“) und anderer Gesetze. Dieser Gesetzesentwurf („GE“) basiert zwar auf dem… more

Employee Transfers, Netherlands

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Hadrian Luo

NHTSA Updates Cybersecurity Best Practices for the Safety of New Vehicles

The National Highway Traffic Safety Administration’s updated guidance encourages auto industry suppliers and manufacturers to consider cybersecurity a top organizational priority. On September 9, 2022, the National Highway… more

Automotive Industry, Best Practices, Connected Cars, Cybersecurity, Manufacturers

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Hans-Jürgen Lütt

Are Private Equity Bank Buyouts Set to Soar?

Ten years ago, a PE investment in a European bank would have been a rare occurrence. However, more recently, PE firms have deployed capital in the banking sector, encouraged by changing regulatory perceptions of PE bidders… more

Acquisitions, Cross-Border Transactions, European Central Bank, European Commission, Germany

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Niall Lynch

Antitrust Division’s Updated Guidance on Evaluating Corporate Compliance Programs - Key Features and Takeaways

The guidance stresses heightened focus on emerging antitrust risks, enhanced support and incentives, and proactive monitoring. On November 12, 2024, the Antitrust Division of the US Department of Justice (the Antitrust… more

Antitrust Division, Audits, Bid Rigging, Chief Compliance Officers, Compliance

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Omar Maayeh

Doing Business in the UAE: A Guide to the Financial, Business, and Legal Considerations for Navigating the UAE’s Dynamic Market - Fourth Edition

This guide provides an overview of the principal legal issues for foreign investors considering doing business in the United Arab Emirates (the UAE). Formed on December 2, 1971, the UAE is a federal state of seven emirates… more

Foreign Investment, Regulatory Requirements, Statutory Requirements, Strategic Planning, United Arab Emirates (UAE)

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Steven Mach

Los Angeles Regional Water Quality Control Board Approves Second Extension to Malibu Septic Prohibition Deadlines

On February 2, 2017, the Los Angeles Regional Water Quality Control Board (the Regional Board) approved a Revised Memorandum of Understanding (the 2017 MOU) between the City of Malibu (the City), the Regional Board, and the… more

Memorandum of Understanding, Septic Waste, Wastewater, Water Quality Control Boards

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Daniel Machado

Healthcare & Life Sciences: Drug Pricing Digest - August 2025

Our Drug Pricing and Market Access team tracks recent developments in healthcare reform, the Medicaid Drug Rebate Program, the 340B Program, Medicare, and state law… more

Centers for Medicare & Medicaid Services (CMS), Covered Entities, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Joel Mack

Equator Principles Transition: How EP4 Will Impact Projects in High-Income Countries

The transition from EP3 to EP4 has the potential to significantly impact new projects and expansions of existing projects financed by EPFIs in the United States and other high-income Designated Countries - The Equator… more

Equator Principles, Financial Institutions, Infrastructure, Pipelines, Project Finance

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Fiona Maclean

EU Data Act Significant New Switching Requirements Due to Take Effect for Data Processing Services

In the rapidly evolving landscape of European tech regulation, the Data Act introduces changes with the potential to reshape established market dynamics, presenting significant challenges and opportunities for affected… more

Cloud Service Providers (CSPs), Data Privacy, Data Processing Rules, Data Processors, Data Protection

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Morgan Maddoux

President Trump Issues Executive Order Calling for Reform of the Federal Acquisition Regulation

The reforms called for could have a significant impact on how federal contractors and their subcontractors conduct business with the federal government… more

Deregulation, Executive Orders, Federal Acquisition Regulations (FAR), Federal Contractors, Government Agencies

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Vivian Maese

New SEC Rules Mandate Public Disclosures and Enhance NMS Stock ATS Oversight

ATSs that trade NMS stocks should prepare for new Form ATS-N filings requiring substantial public disclosure of their operations and their broker-dealer operator’s ATS-related activities. Summary - On July 18, 2018, the… more

Alternative Trading System (ATS), Disclosure Requirements, National Market System (NMS), Publicly-Traded Companies, Regulation NMS

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Karl Mah

G7 Tax Agreement Marks Significant Step Toward Global Tax Reform

The agreement builds on the two-pillar approach outlined by the OECD and aims to tackle the challenges arising from an increasingly globalized and digital economy. Key Points: ..Under Pillar One, the largest and most… more

Biden Administration, Corporate Taxes, EU, G7, Multinationals

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Mateja Maher

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Ghaith Mahmood

President Trump’s AI Action Plan: Key Insights

The plan seeks to limit AI regulation at the federal and state level, encourages rapid development of AI infrastructure, and warns against ideological bias in models… more

Artificial Intelligence, Bias, Critical Infrastructure Sectors, Diversity and Inclusion Standards (D&I), Executive Orders

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Ryan Maierson

Recent Developments for Directors July 2025

The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing… more

Artificial Intelligence, Board of Directors, Corporate Governance, D&O Insurance, Disclosure Requirements

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Christine Mainguy

Treasury and IRS Issue Initial Guidance on Stock Buyback Tax and Corporate Minimum Tax

New guidance clarifies certain key points on implementing the 1% tax that generally applies to public company stock buybacks and the 15% corporate minimum tax that generally applies to corporations with book income exceeding $1… more

Acquisitions, Corporate Taxes, IRS, New Guidance, Safe Harbors

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Anne Mainwaring

Leeds Reforms Set UK Government Agenda for Financial Services

On 15 July 2025, the Chancellor of the Exchequer, Rachel Reeves, delivered her second Mansion House speech, having earlier that day announced the so-called Leeds Reforms to “position the UK as the number one destination for… more

Capital Markets, Deregulation, Financial Conduct Authority (FCA), Financial Services Industry, Regulatory Reform

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Kevin Mak

SGX RegCo to Incorporate IFRS Standards Into Mandatory Climate Reporting Rules

On 23 September 2024, the Singapore Exchange Regulation (SGX RegCo) announced that it will begin incorporating the IFRS Sustainability Disclosure Standards (IFRS Standards) issued by the International Sustainability Standards… more

Climate Change, Corporate Governance, Corporate Issuers, Environmental Social & Governance (ESG), Greenhouse Gas Emissions

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Tsun Ming (Truman) Mak

Chambers Global Practice Guides: International Arbitration 2024 - Hong Kong

Arbitration is a popular mode of alternative dispute resolution in Hong Kong, used increasingly in cross-border commercial disputes and among international parties. In 2023, the Hong Kong International Arbitration Centre (HKIAC)… more

Arbitration, Arbitration Agreements, Arbitration Awards, Evidentiary Standards, Hong Kong

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Christos Malamataris

Review of the EU Merger Guidelines - The First Step

The European Commission has launched a public consultation seeking feedback on its ongoing review of the 20+-year-old EU merger guidelines… more

Antitrust Provisions, Competition, Consultation, EU, EU Merger Directive

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Maria Malas

Healthcare Coverage Developments on the Horizon for Emerging Technologies, Including Digital Technologies

Technology companies, providers, investors, and other stakeholders should prepare for potential policy changes. In the coming months, a number of significant developments are anticipated to influence the future of the… more

Emerging Technologies, Health Insurance, Medical Monitoring, Medical Technology Companies, Medicare

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Adam Malatesta

SDNY Ruling Restricts Involuntary Bankruptcy Filings Against Chapter 15 Debtors

Cross-border debtors gain another tool to use against dissident creditors seeking to disrupt foreign restructuring proceedings. Introduction - In In re Ocean Rig UDW Inc., et al., Case No. 17-10736, a creditor challenged… more

Bankruptcy Code, Chapter 15, Commercial Bankruptcy, Creditors, Cross-Border

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Rüdiger Malaun

Europe’s New Market Abuse Rules For Issuers of Debt Securities

European Market Abuse Regulation 2016 imposes new obligations for issuers of debt securities traded on multilateral trading facilities. The European Parliament and the Council of the European Union have adopted a new… more

Debt Securities, Disclosure Requirements, EU, Inside Information, Managers

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Robert Malionek

FASB Adopts Changes to Accounting and Disclosure Standards for Digital Assets

The new standard aims to improve accounting treatment of certain digital assets under GAAP and may pave the way for increased institutional adoption. On September 6, 2023, the Financial Accounting Standards Board (FASB)… more

Accounting, Accounting Standards, Asset Tokens, Cryptoassets, Digital Assets

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Kevin Mallen

Second Circuit Backs Foreign Clawback Claims in Madoff Bankruptcy Action

The Second Circuit holds that the presumption against extraterritoriality and international comity do not bar recovery of purely foreign transfers. Key Points: ..The Second Circuit focused on the initial transfer from… more

Asset Transfer, Bankruptcy Code, Bernie Madoff, Clawbacks, Comity

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Ryan Malo

US Supreme Court Upholds Broad, but Not Unfettered, Government Authority to Dismiss FCA Cases

DOJ may dismiss qui tam False Claims Act cases at any point, as long as it intervenes in the case and satisfies the deferential Federal Rule of Civil Procedure 41(a) standard. The US Supreme Court, in its 8-1 June 16, 2023,… more

Article II, Constitutional Challenges, Department of Justice (DOJ), Dismissals, False Claims Act (FCA)

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Farrell Malone

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Amy Maloney

IFLR Project Finance Report 2014: US

Section 1 – Collateral/security 1.1 What types of collateral/security are available? It is customary in a project financing of a project or portfolio of projects located within the US (a US project financing) that, on the… more

Collateral, Foreign Jurisdictions, Jurisdiction, Natural Resources, Project Finance

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Allyson Maltas

New DOJ Guidance Increases Benefits for Robust Antitrust Compliance Programs - What Companies Need to Know

The Antitrust Division’s new policy gives credit for pre-existing compliance programs, but only those that meet certain high standards. On July 11, 2019, Assistant Attorney General Makan Delrahim announced that the US… more

Antitrust Division, Antitrust Provisions, Compliance, Cooperation, Deferred Prosecution Agreements

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Lene Malthasen

FCA Proposes New Rules on Climate-Related Disclosures by Listed Issuers

The FCA is moving towards formalising issuers’ compliance with the TCFD recommendations. Key Points: ..The FCA is proposing that premium listed commercial companies will need to disclose how they have implemented the… more

Climate Change, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA)

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Christina Mann

IFLR M&A Report - 2022

The recovery of the M&A market since the early days of the pandemic has been impressive. Even allowing for varying treatment of Covid-19 winners and losers, deal processes for resilient assets (and even for less obviously… more

Acquisitions, Coronavirus/COVID-19, Financial Markets, Foreign Investment, Global Market

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John Manthei

President Trump Issues Executive Order to Advance “Large-Scale” Reductions in Federal Workforce

It remains unclear the extent to which the order will impact agencies like FDA. On February 11, 2025, as part of an ongoing effort to reduce the size of the federal workforce, President Trump issued an executive order titled… more

Department of Health and Human Services (HHS), Elon Musk, Executive Orders, Food and Drug Administration (FDA), Government Agencies

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Fernando Mantilla-Serrano

ICC Launches Revised Arbitration Rules for 2021

The amendments aim to increase transparency and efficiency in the arbitral proceedings. Key Points: ..To increase transparency, parties must disclose “the existence and identity” of third-party funders. ..To increase… more

Arbitration, EU, International Arbitration, International Chamber of Commerce (ICC), Third Party Funding

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Abigail Marcus

New SEC Disclosures for Payments to Governments by Oil, Natural Gas, and Mining Companies: FAQs

New SEC Disclosures for Payments to Governments by Oil, Natural Gas, and Mining Companies - What so-called resource extraction issuers need to know ahead of the September 26, 2024 deadline… more

Corporate Governance, Disclosure Requirements, Energy Exploration, Foreign Private Issuers, Form SD

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Daniel Marcus

In Practice: European Middle Market CLOs Could Rise in 2024 - Despite Some Challenges

This article describes the current challenges in developing a European MM CLO market, and how asset managers may overcome them. Originally published in Butterworths Journal of International Banking and Financial Law - April… more

Benefit Plan Sponsors, Collateralized Loan Obligations, EBITDA, EU, Investment Management

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Thomas Margenet-Baudry

French Liquidity Support Measures Amid the COVID-19 Crisis: One Week After, Where Do Borrowers and Lenders Stand?

One week after the French government launched state sponsored financing measures, a report from the trenches. Since the publication of the Emergency Law of 23 March 2020, the French government and other key regulators have… more

Commercial Loans, Coronavirus/COVID-19, France, Relief Measures, State of Emergency

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Julie Marion

Tax Reform: Final Regulations Clarify Framework for Determining Pass-Through Income Deduction

Treasury finalizes rules for key component of tax reform for pass-through trades and businesses. Key Points: ..The deduction of up to 20% of pass-through trade or business income effectively may reduce the top marginal… more

Business Taxes, Final Rules, Internal Revenue Code (IRC), IRS, Pass-Through Entities

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Ellen Marks

In Practice: Conflicting signals? Potential impacts of the SEC’s proposed conflicts of interest rule on UK and EU CLO managers

On 25 January 2023, the US Securities and Exchange Commission (SEC) proposed a far-reaching rule (Rule 192) to prohibit securitisation transactions involving or resulting in a material conflict of interest between certain… more

Collateralized Loan Obligations, Compliance, Conflicts of Interest, Dodd-Frank, EU

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Vicki Marmorstein

TALF Program Update: Federal Reserve Releases Form of Agreed-Upon Procedures Report for CLOs

The form of agreed-upon procedures report provides additional clarity regarding certain TALF-required CLO report requirements. On September 1, 2020, the Federal Reserve released a form of agreed-upon procedures report (Form… more

Asset-Backed Securities, Collateralized Loan Obligations, Federal Reserve, Term Asset-Backed Securities Loan Facility (TALF)

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Joshua Marnitz

Renewable Energy Projects Face an Ill Wind in Texas

Proposed legislation would impose new constraints and regulatory obstacles for renewable energy, as conservative responses to ESG-related initiatives continue to morph across the US. The Texas legislature is considering… more

Climate Change, Energy Projects, Energy Sector, Environmental Impact Report (EIR), Environmental Social & Governance (ESG)

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Isaac Maron

IRS Proposed Rules Explain How Taxpayers Can Buy and Sell Renewable Energy Tax Credits or Receive Cash Refunds

The proposed rules for monetizing tax credits should catalyze energy transition markets and offer an alternative to tax equity transactions. On June 14, 2023, the IRS issued proposed rules for how it intends to administer the… more

Inflation Reduction Act (IRA), IRS, Proposed Rules, Renewable Energy, Renewable Energy Incentives

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Luca Marquard

California Adopts Digital Financial Assets Law

Licensees, exchanges, and other market participants should prepare to comply with the listing, disclosure, capital, and other requirements that the new law imposes. On October 13, 2023, California Governor Gavin Newsom… more

Administrative Authority, Best Execution, Crypto Exchanges, Cryptoassets, Cryptocurrency

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Alex Martin

In Practice: European Middle Market CLOs Could Rise in 2024 - Despite Some Challenges

This article describes the current challenges in developing a European MM CLO market, and how asset managers may overcome them. Originally published in Butterworths Journal of International Banking and Financial Law - April… more

Benefit Plan Sponsors, Collateralized Loan Obligations, EBITDA, EU, Investment Management

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Cassandra Martin

DOJ’s Updated Corporate Enforcement Policy Aims to Incentivize Compliance

Companies that self-disclose, cooperate, and remediate could benefit from significantly reduced fines and possible declinations even in cases with aggravating factors. In a speech at Georgetown University Law Center on… more

Bribery, Chief Compliance Officers, Compliance, Cooperation, Corporate Misconduct

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Jaime Martin

Government Sets Out Next Steps for UK Sustainability Reporting Framework

The package of consultations covers UK Sustainability Reporting Standards, transition plans, and assurance of sustainability-related disclosures… more

Consultation, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA)

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Christopher Adam Martinez

Proposed Amendments to Rules on Prop. 65 Short-Form Product Warnings Fail to Progress

The proposal had contemplated clarifications to when short-form warnings should be used and had aimed to introduce new requirements for information about harmful chemicals. Several amendments that the California Office of… more

Administrative Procedure Act, Drinking Water, OEHHA, Proposed Amendments, Proposition 65

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Roman Martinez

US Supreme Court Justices Continue to Question Constitutionality of FCA Qui Tam Provision

Justice Kavanaugh issued a concurring opinion in Wisconsin Bell, which Justice Thomas joined, to question again whether the False Claims Act qui tam provision violates Article II of the US Constitution… more

Article II, Constitutional Challenges, False Claims Act (FCA), Qui Tam, SCOTUS

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Esha Marwaha

UK Court of Appeal Rules NCA’s Refusal to Investigate Cotton Imports From Uyghur Region Unlawful

The ruling propels UK law enforcement to increase its investigative powers under POCA, and businesses to enhance their supply chain due diligence. On 27 June 2024, the UK Court of Appeal found that the National Crime… more

China, Criminal Investigations, Due Diligence, Human Rights, Imports

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François Mary

New French Regulations Tighten Control on Foreign Investments

A new decree expands the list of sectors in which foreign investors must seek prior French Minister of the Economy authorization - The French government issued a new decree 2014-479 dated 14 May, 2014 expanding the list… more

EU, Financial Regulatory Reform, Foreign Investment

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Ram Mashru

Quality Over Quantity: Law Commission Proposes Targeted Amendments to English Arbitration Act

The Law Commission’s Final Report on the Arbitration Act 1996 makes a modest number of important recommendations for reform. On 6 September 2023, the Law Commission concluded its review of the Arbitration Act 1996 (the Act),… more

Arbitration, Arbitrators, Federal Arbitration Act, International Arbitration, Proposed Amendments

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Glen Mastroberte

Brands and Influencers: Navigating Influencer Agreements from Macro to Micro

Brands seeking to reach valuable social media audiences must carefully consider the legal requirements and consequences of engaging influencers. Who Are “Influencers”? An influencer is an individual who has the power to… more

Advertising, Contract Terms, Federal Trade Commission (FTC), Influencers, Intellectual Property Protection

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Gavin Masuda

Ninth Circuit’s Slack Decision Forges New Ground for Securities Act Liability Related to Direct Listings

The decision appears to create a new rule for determining standing to bring Securities Act claims in the context of direct listings. The Slack Direct Listing Decision - On September 20, 2021, the US Court of Appeals for… more

Appeals, Class Action, Direct Listing, Initial Public Offering (IPO), Interlocutory Appeals

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Guy Jack Mathews

EPA Proposes Repeal of Power Plant GHG Emissions Standards

If finalized, the rule would eliminate both Obama- and Biden-era limits on GHG emissions from fossil fuel-fired power plants. On June 11, 2025, the US Environmental Protection Agency (EPA) released a proposed rule under the… more

Biden Administration, Clean Air Act, Deregulation, Energy Sector, Environmental Protection Agency (EPA)

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James Mathieson

UK NSIA - Key Takeaways From the Annual Report

The report provides insights into the performance of the National Security and Investment Act. The UK’s Cabinet Office has published its third annual report on the functioning of the National Security and Investment Act 2021… more

Acquisitions, Cross-Border, Foreign Direct Investment, Foreign Investment, Mergers

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Kayla Matthews

In California, New Automatic Renewal and Continuous Service Requirements Signed Into Law

Companies offering automatic renewal or continuous service terms to consumers subject to California law should review their consent, notice, and cancellation practices. On September 24, 2024, California Governor Gavin Newsom… more

Amended Legislation, Automatic Renewals, Business & Professions Code, Compliance, Consent

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Dr. Alexandre Maturana

COVID-19: Neue Sonderregeln für Bundesbeteiligungen an Aktiengesellschaften

Reaktion auf Covid-19 Krise: Der Gesetzgeber ebnet den Weg für eine Beteiligung des Bundes an notleidenden Unternehmen. Zentraler Bestandteil der umfassenden Hilfsmaßnahmen für die deutsche Wirtschaft zum Ausgleich der… more

Coronavirus/COVID-19, Financial Stimulus, Germany, Relief Measures, State of Emergency

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Sam Maxson

A Giant LEAP Forward: Hong Kong Consults on Crypto Dealing and Custody

Government plans to supercharge the digital assets industry, with crypto dealing and custody regimes the icing on the cake for a holistic regulatory framework… more

Blockchain, Chain of Custody, Cryptocurrency, Custody, Digital Assets

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Dan Maze

Lexology In-Depth - Acquisition And Leveraged Finance

It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in Europe,… more

Acquisitions, AML/CFT, Base Erosion and Anti-Abuse Tax (BEAT), Base Erosion Tax, Capital Markets

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Max Mazzelli

DOJ Data Security Program Now in Effect: Top Takeaways

New DOJ guidance helps companies understand their obligations under the DSP, which could severely impact investment agreements and ordinary commercial data transactions. On April 11, 2025, the US Department of Justice (DOJ)… more

Data Privacy, Data Security, Department of Justice (DOJ), Final Rules, New Guidance

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Catherine McBride

Landmark Bank Secrecy Act Resolution Signals Increasing Focus on Banks’ Anti-Money Laundering Compliance

Enforcement agencies urge investment in compliance programs. On October 10, 2024, the Department of Justice (DOJ) announced plea agreements with TD Bank N.A. (TDBNA) and its parent company, TD Bank US Holding Company… more

Anti-Money Laundering, Bank Secrecy Act, Banks, Compliance, Cooperation

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Aofie McCabe

W&I Insurance: Exclusions and Solutions for Private Equity

How can deal teams capitalise on the latest trend in the deal insurance market to improve bid success? The emergence of contingent risk insurance policies, which address known risks that would otherwise be excluded from… more

Acquisitions, Commercial Insurance Policies, Insurance Industry, Policy Terms, Private Equity Funds

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Brian McCall

Environmental Groups, Biofuel Trade Association Challenge Amendments to the California Low Carbon Fuel Standard

Stakeholders should anticipate potential delays and market impacts amid the ongoing legal challenges and the Office of Administrative Law’s recent disapproval… more

Administrative Procedure Act, CARB, CEQA, Climate Change, Constitutional Challenges

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Danielle McCall

DOJ Issues Guidance on “Unlawful Discrimination”

The guidance reflects a key step in the administration’s broader strategy to root out DEI efforts in the private sector… more

Anti-Discrimination Policies, Civil Rights Act, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Equal Protection

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Alex McCarney

Scoring on Sports Deals

Buyout firms must beware the unique legal, regulatory, and commercial issues that can complicate sports transactions and impact returns. Private equity interest in sports assets has grown over the last few years, with… more

Acquisitions, Financial Sponsors, Private Equity, Sports, UK

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Timothy McCarten

English High Court Decision Reinforces Application of Litigation Privilege in Internal Investigations

The decision indicates that company counsel should consider early how best to anticipate challenges to privilege claims over investigation materials. Introduction - A recent English High Court decision has important… more

Appeals, Corporate Counsel, Internal Investigations, Litigation Privilege, Royal Bank of Scotland

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William McConagha

Senators Introduce Legislation to Restrict Direct-to-Consumer Drug Advertising

On June 12, 2025, Senators Bernie Sanders (I-Vt.) and Angus King (I-Maine) introduced the End Prescription Drug Ads Now Act, with Senators Chris Murphy (D-Conn.), Peter Welch (D-Vt.), Jeff Merkley (D-Ore.), and Dick Durbin… more

Advertising, Constitutional Challenges, Department of Health and Human Services (HHS), Direct to Consumer Sales, FDCPA

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Alena McCorkle

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Tara McCortney

NFTs and the Right of Publicity: Assessing the Legal Risks

NFT creators should craft strategies to avoid minting or auctioning NFTs that use the likeness of an individual without their consent. As non-fungible tokens (NFTs) increase in popularity, the so-called common law “right of… more

Art, Artists, Athletes, Blockchain, CA Supreme Court

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Eli McCrain

Proposed Carried Interest Regulations Leave Unanswered Questions

While the proposed carried interest regulations clarify key aspects, the proposed rules leave some ambiguity for investment fund managers. Section 1061 is intended to limit long-term capital gain treatment attributable to… more

Carried Interest, Corporate Taxes, IRS, Proposed Regulation, U.S. Treasury

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James McCrory

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Christian McDermott

UK National Payments Vision: Key Takeaways

The NPV aims to promote growth and international competitiveness by advancing open banking, re-evaluating the approach to regulating the sector, and continuing the fight against fraud… more

Bank of England, Banking Sector, Financial Conduct Authority (FCA), Financial Regulatory Agencies, Financial Regulatory Reform

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Kevin McDonough

New York’s “New York State on PAUSE” Order: What Businesses Need to Know

New York State has issued guidance regarding businesses exempt from the order, but has yet to clarify its regulations’ interplay with local orders and federal guidance. As part of the State of New York’s continued response to… more

Business Closures, Coronavirus/COVID-19, Critical Infrastructure Sectors, Emergency Management Plans, Executive Orders

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Corey McGehee

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Ella McGinn

The Edinburgh Reforms - Two Years On

When the Edinburgh Reforms were announced on 9 December 2022, they were billed as an ambitious set of reforms. Two years on, we assess which of the measures have been completed, which remain outstanding, and whether they have… more

Banking Sector, Capital Markets, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA), Financial Markets

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Anne McGinnis

Tax Considerations for Financing and Refinancing Transactions in Turbulent Times

Volatile trading markets and economic instability may prompt taxpayers to modify, purchase, or repurchase debt; participants should consider the tax consequences. Key Points: ..Issuers may incur immediate income in the… more

Acquisitions, Corporate Financing, Corporate Taxes, Debt Restructuring, Mergers

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William McGlone

New UK Sanctions and Export Controls Rules – Top 10 Takeaways

The new rules are set to go in effect when the UK leaves the European Union on 31 December at 11 p.m. GMT. The United Kingdom’s transition period for withdrawing from the European Union is scheduled to end on 31 December 2020… more

Economic Sanctions, EU, Export Controls, Exports, Transitional Arrangements

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Victoria McGrath

The Systemic Importance of Cloud-Based Service Providers to Banks

US lawmakers urge FSOC to designate cloud-based storage systems used by major banks as systemically important financial market utilities. In an August 22, 2019, letter addressed to Treasury Secretary Steven Mnuchin, in his… more

Amazon, Banking Sector, Cloud Storage, Dodd-Frank, European Central Bank

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Derek McKinley

Saudi’s New Railways Law Further Enhances the Kingdom’s Rail Infrastructure Projects

The law, which took effect in June, impacts developers, investors, lenders, operators, and suppliers in the Saudi railway sector. As Saudi Arabia continues to make significant advances in urban development and mobility, the… more

Infrastructure, Logistics, Mass Transit, New Legislation, Public Projects

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Robbie McLaren

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Vanessa McLellan

European Parliament Adopts Position on Deforestation Regulation

The adopted position would mean that financial institutions fall under the remit of the regulation, requiring them to conduct additional due diligence on both established and new customers. On 13 September 2022, the… more

Climate Change, Due Diligence, Environmental Policies, EU, European Parliament

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Sean McMahon

Oil and Gas Restructurings: Exploration and Production Companies Face Unique Issues

The recent drop in oil prices will likely spur a flurry of industry restructurings, governed by a complex set of bankruptcy and state laws. Introduction - At the close of business on December 31, 2014, the price… more

Bankruptcy Code, Commodities, Debt Restructuring, Exploration and Production Assets, Mineral Leases

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Brian McManus

Treasury Finalizes Controversial Regulations on IRS Penalty Oversight, but Debate Continues

Section 6751(b), designed to ensure supervisory oversight amid rising penalty assertions in settlement negotiations, has been contentious due its ambiguity, and the final regulations may not resolve the debate… more

Enforcement Actions, Final Rules, Internal Revenue Code (IRC), IRS, Penalties

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Rob McNary

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Jack McNeily

LBRY Ruling: A Nice Read for the SEC

In granting the SEC’s motion for summary judgment, a federal court ruled that sales of LBC tokens were securities transactions. On November 7, 2022, the Securities and Exchange Commission (SEC) prevailed in a motion for… more

Blockchain, Digital Assets, Digital Currency, Fair Notice, Howey

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Nicholas McQuaid

Key Insights on President Trump Executive Order Limiting Criminal Enforcement of Regulatory Offenses

The executive order shifts policy on enforcement of criminal regulatory offenses, steering away from criminal enforcement of strict liability offenses in regulatory matters… more

Controlled Substances Act, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance, Executive Orders

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Stuart McRobbie

The Reproductive Sector - Fertile Ground for PE Deals

The fertility sector is likely to present growing opportunities for PE as an emerging, multifaceted industry. The global fertility sector, which has grown significantly in recent years as demand continues to soar, is… more

Fertility Treatments, Private Equity, Private Equity Firms, Reproductive Healthcare Issues, UK

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Stephen McWilliams

The Canadian LNG Projects Revolution

Canada’s liquefied natural gas (LNG) market is at something of a turning point. With expanding shale reserves, an amenable regulatory environment and a general comfort with foreign investment in its oil and gas industry,… more

Energy Projects, Importers, Liquid Natural Gas, Natural Gas, Oil & Gas

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Malorie Medellin

The Proposed ESG Auditing Rule You Know Nothing About

The Public Company Accounting Oversight Board’s proposed auditing standards feature major implications for ESG that could upend corporate audits. On June 6, 2023, the Public Company Accounting Oversight Board (PCAOB), the… more

Audits, Business Valuations, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG)

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Saisha Mediratta

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies. The interest and need for healthcare services transactions in the… more

Acquisitions, Antitrust Provisions, Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Health Care Providers

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Sean Meehan

Could Spotify’s Direct Listing Process Be Used In Europe?

Latham & Watkins recently advised the largest global music streaming subscription service in the world, Spotify, on its successful New York Stock Exchange (NYSE) listing using a novel direct listing process. Spotify’s direct… more

Corporate Issuers, Direct Listing, EU, Music Streaming, NYSE

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Brian Meenagh

Saudi Arabia Pioneers Data Embassies With Publication of Draft Global AI Hub Law

The draft law proposes a data embassy ecosystem and comprehensive framework in Saudi Arabia, promoting its position as a global AI hub… more

Artificial Intelligence, Consultation, Data Centers, Foreign Investment, Innovative Technology

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Sara Méndez

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Jacob Meninga

Treasury and IRS Issue Initial Guidance on Stock Buyback Tax and Corporate Minimum Tax

New guidance clarifies certain key points on implementing the 1% tax that generally applies to public company stock buybacks and the 15% corporate minimum tax that generally applies to corporations with book income exceeding $1… more

Acquisitions, Corporate Taxes, IRS, New Guidance, Safe Harbors

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Jonas Menne

Der Entwurf für das Gesetz zur Bekämpfung der Unternehmenskriminalität

Das Bundesjustizministerium hat am 22. August 2019 seinen Entwurf für das Gesetz zur Bekämpfung der Unternehmenskriminalität vorgestellt. Der 147 Seiten und 69 Paragrafen umfassende, bisher nicht veröffentlichte Entwurf regelt… more

Corporate Crimes, Corporate Investigations, Data Protection, General Data Protection Regulation (GDPR), Germany

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Jean Meraz-Debraine

Recommended Proxy Disclosure for Director Elections and Other Proposals

Tips and forms you can use for drafting your proxy statement to increase clarity and avoid pitfalls. In February 2016, the SEC warned that among a broad selection of companies, poorly-drafted, ambiguous and sometimes… more

Corporate Governance, Material Disclosures, Proxy Statements, Regulatory Standards, Voting Requirements

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Daniel Meron

US Supreme Court Justices Continue to Question Constitutionality of FCA Qui Tam Provision

Justice Kavanaugh issued a concurring opinion in Wisconsin Bell, which Justice Thomas joined, to question again whether the False Claims Act qui tam provision violates Article II of the US Constitution… more

Article II, Constitutional Challenges, False Claims Act (FCA), Qui Tam, SCOTUS

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Kevin Metz

Paying the Premium: An Alternate Approach to Repricing Underwater Options - February 2024

Can we keep our heads (and options) above water? As we enter the middle of the first quarter of 2024, many management teams and boards are still asking themselves this question. Volatility in equity markets has, for many… more

Corporate Governance, Incentive Stock Options, Stock Options, Tender Offers

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Jessie Michelin

DOJ and Treasury Take Crypto Enforcement to the Next Level

The DOJ’s National Cryptocurrency Enforcement Team and Treasury’s OFAC are setting their sights on cryptocurrency use in cybercrimes. The US Department of Justice (DOJ) is sharpening its focus on combatting cryptocurrency… more

Blockchain, Compliance, Cryptocurrency, Department of Justice (DOJ), Economic Sanctions

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Oliver Middleton

The End of the “Shareholder Rule” Exception to Legal Advice Privilege

Landmark decision means companies can assert legal advice privilege against their shareholders in litigation before the English courts. On 24 July 2025, the Privy Council handed down its decision in Jardine Strategic Ltd v… more

Companies Act, Inspection Rights, Legal Advice, Legal Advice Privilege, Shareholder Litigation

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George Mihlsten

California Supreme Court: Government Communications on Private Accounts Are Public

Recent decision points to the original intent of the California Public Records Act in the evolving debate over government transparency. Key Points: ..California Supreme Court rules that emails and text messages sent or… more

CA Supreme Court, California Privacy Rights Act (CPRA), Email, Personal Data, Public Employees

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Vladimir Mikhailovsky

A Practical Guide to Russian Restructurings

Introduction – Restructurings are likely to be a major topic in the Russian Federation during 2015 and beyond. From a legal perspective, the legislation pertaining to restructurings and insolvencies has benefited from a… more

Debt Restructuring, Insolvency, Lenders, Russia

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Cesare Milani

Omnibus Package Released: EU Commission Proposes Amendments to Sustainability Obligations

The Commission’s proposal seeks to reshape EU Sustainability requirements by amending CSRD, CSDDD, EU Taxonomy, and CBAM. On 26 February 2025, the European Commission (Commission) published its much-anticipated first… more

Amended Regulation, Carbon Emissions, Corporate Governance, Due Diligence, Environmental Policies

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Michael Milazzo

SEC Adopts Significant Rule Changes for Private Fund Advisers

On August 23, 2023, the Securities and Exchange Commission (SEC) adopted a final rule package (each a Rule, and together, the Rules) that modifies the regulation of private fund advisers under the US Investment Advisers Act of… more

Compliance, Disclosure Requirements, Final Rules, Investment Adviser, Investment Advisers Act of 1940

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Julie Miles

California Water Challenges Remain Despite Significant Precipitation in 2023

State and federal officials move forward plans and policies for water conservation, conveyance, and climate resilience. The winter of 2022-23 brought historic levels of precipitation to California after years of deep… more

Comment Period, Conservation, Critical Infrastructure Sectors, Drinking Water, Drought

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Brian Miller

Boardroom Perspectives: Proxy Access – Preparing for the 2017 Proxy Season

As shareholders continue to submit proxy access proposals, public companies may wish to consider proxy access and develop a response plan. Many public companies have received shareholder proxy access proposals in… more

Corporate Governance, Popular, Proxy Access, Proxy Season, Shareholder Proposals

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David Miller

Restructuring High Yield Bonds: Navigating the Downturn and Staying Nimble in Response to Market Changes

Issuers face numerous restructuring alternatives, both within and outside the bankruptcy process. The Big Picture - Issuers of high yield bonds trading at distressed levels can use exchange offers to restructure or modify… more

Capital Markets, Coronavirus/COVID-19, Debt Repurchasing, Debt Restructuring, Economic Downturn

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Evan Miller

New FDA Brief in Supreme Court Tobacco Case Puts Spotlight on Post-Chevron Regulatory Landscape

FDA says its authority to implement the TCA is not limited by Loper Bright, but suggests that future guidance documents may be limited. On August 26, 2024, the US Food and Drug Administration (FDA or the Agency) filed its… more

Administrative Procedure Act, Chevron Deference, E-Cigarettes, Food and Drug Administration (FDA), Government Agencies

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Henry Miller

ESG - US State-Level Developments for Private Capital and Financial Institutions

Private capital providers, investors, asset managers, and financial institutions will likely continue to face a fragmented regulatory landscape on ESG matters. Various US states have taken and continue to take action on ESG… more

Asset Management, Climate Change, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG)

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Kevin Miller

US State Regulatory Spotlight on Healthcare Transactions

Growing state-level oversight of M&A and other strategic transactions for healthcare provider businesses will impact growth strategies across major markets. The volume of healthcare services transactions in the United States… more

Acquisitions, Change of Control, Corporate Practice of Medicine, Covered Transactions, Hart-Scott-Rodino Act

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Thomas Milleville

A Less Economic Approach? European Commission Consults on Draft Guidelines for Exclusionary Conduct

The European Commission (EC) has published draft antitrust guidelines on exclusionary abuses (the Draft Guidelines) and is conducting a public consultation to gather feedback… more

Antitrust Provisions, Competition, Consultation, Draft Guidance, Enforcement

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Jeffrey Mispagel

Second Circuit Requires Consideration of Efficient Market for Chapter 11 Cramdown Interest Rates

Ruling overturns New York decision rejecting market-based approach. Key Points: - Court of Appeals for the Second Circuit requires courts to consider efficient market interest rate, if available, for purposes of chapter 11… more

Bankruptcy Code, Chapter 11, Chapter 13, Commercial Bankruptcy, Consumer Bankruptcy

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Patrick Mitchell

UK Government Proposes an Independent Regulator for English Men’s Professional Football

The regulator would introduce a licensing system for clubs, increase scrutiny of directors and owners, and aim to equalise funding. The UK government has published a White Paper which outlines its plans to establish a new… more

Football, Licenses, Licensing Rules, Regulatory Authority, Sports

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Oliver Mobasser

Preparing for the European Health Data Space - Opportunities and Challenges for Europe’s Digital Future

The EU regulation designed to facilitate secondary use of clinical data for research brings benefits for health research, but also poses challenges for companies… more

Clinical Trials, Data Controller, Data Protection, Data-Sharing, EU

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Bharath Mohan

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

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Nima Mohebbi

SEC Reels in Fishy NFT Project

In its third action involving NFTs, the SEC targets a restaurant membership token tied to fundraising and promises of potential price appreciation for buyers… more

Cease and Desist Orders, Corporate Counsel, Cryptoassets, Enforcement Actions, Howey

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Reza Mojtabaee-Zamani

Equity Derivatives 2019

The past several years have witnessed the continuing growth of strategic equities as part of corporate finance advisory services for both listed issuers and their controlling shareholders. Strategic equities services offer a… more

Convertible Debt, Convertible Notes, Corporate Financing, Derivatives, Equity Securities

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Nicole Liffrig Molife

Healthcare & Life Sciences: Drug Pricing Digest - August 2025

Our Drug Pricing and Market Access team tracks recent developments in healthcare reform, the Medicaid Drug Rebate Program, the 340B Program, Medicare, and state law… more

Centers for Medicare & Medicaid Services (CMS), Covered Entities, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Rafael Molina

European Commission Proposes Amended Framework for the Securitisation of Non-Performing Exposures

The proposal is part of an effort to aid economic recovery and enhance the capacity of banks to lend to corporates and SMEs. The European Commission’s proposal to amend the Securitisation Regulation1 and the Capital… more

Banks, Capital Requirements Regulation (CRR), EU, European Banking Authority (EBA), European Commission

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Roxana Mondragón-Motta

Update: California’s Consumer Right to Privacy Ballot Initiative

California ballot initiative, Consumer Right to Privacy Act of 2018, gathers momentum for a November vote, spurring some telecom and internet businesses to organize opposition. Businesses are preparing to oppose a California… more

Ballots, Consumer Privacy Rights, Data Privacy, Data Protection, Personal Data

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Andrea Monks

FCA Sets Out Next Steps on Its Approach to Non-Financial Misconduct

On 2 July 2025, the FCA published its long-awaited proposed next steps on addressing non-financial misconduct (NFM) in financial services. In a joint Consultation Paper and Policy Statement (CP25/18), the regulator is… more

Code of Conduct, Corporate Misconduct, Employee Misconduct, Employees, Employment Policies

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Frida Montenius

MiFID Refit - Commission Consults on Review of MiFID II Framework

The consultation provides a key opportunity for market participants to provide feedback on the regime. Key Points: ..The consultation covers a broad range of MiFID topics and, while framed as a questionnaire, contains… more

Commodities, Derivatives, EU, European Commission, European Securities and Markets Authority (ESMA)

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Duncan Joseph Moore

California Supreme Court: Government Communications on Private Accounts Are Public

Recent decision points to the original intent of the California Public Records Act in the evolving debate over government transparency. Key Points: ..California Supreme Court rules that emails and text messages sent or… more

CA Supreme Court, California Privacy Rights Act (CPRA), Email, Personal Data, Public Employees

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Matthew Moore

DOJ to Withdraw Assent to Standards-Essential Patent Policy Statement

Antitrust Division head calls for a more balanced discussion of competing interests when a standard-essential patent holder seeks an injunctive order. Overview - Assistant Attorney General Makan Derahim has announced that… more

Competition, Department of Justice (DOJ), FRAND, Injunctive Relief, Patents

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Ramón Moraleda

Spanish Lease Act Amendments: What Landlords Need to Know

The government’s Royal Decree of 6 March 2019 makes significant changes to the rules governing landlord-tenant relations under the Spanish Lease Act. Background - Lease agreements in Spain are subject to the Ley 29/1994,… more

Amended Regulation, Contract Terms, Landlords, Lease Term, Lease Termination

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Antonio Morales

US Deputy Attorney General Monaco Announces Revised Policies on Corporate Crime

Updated DOJ policies will continue to focus on individual accountability and corporate recidivism, while aiming to provide additional incentives for voluntary self-reporting, foster greater transparency on use of monitors, and… more

Compliance, Cooperation, Corporate Crimes, Corporate Misconduct, Corporate Officers

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Jason Morelli

Locked Box Lands in the US

In the US, unlike in Europe, deals are traditionally transacted on the basis of closing accounts, with adjustments made post-closing for working capital, indebtedness, cash, and transaction expenses. This is now changing… more

Complex Corporate Transactions, EU, Locked-Box Deals, Private Equity

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Michael Morin

Keeping Tabs on PTAB

With the increased popularity of the Patent Trial and Appeal Board (PTAB) as a forum to resolve patent disputes, Latham has established innovative, market-leading approaches to PTAB proceedings, securing success for clients at… more

Patent Litigation, Patent Trial and Appeal Board, Patents

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Whit Morley

Texas Bankruptcy Court Approves Serta Simmons “Uptier” Transaction

The ruling, which held that the transaction did not violate the implied covenant of good faith and fair dealing, highlights the importance of carefully drafting lending documents. On June 6, 2023, Judge David Jones of the… more

Bankruptcy Court, Commercial Bankruptcy, Contract Terms, Covenant of Good Faith and Fair Dealing, Credit Agreements

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Luca Morreale

ESG and Sustainable Finance

Sustainable finance is the practice of redirecting public and private capital towards investments that support ESG goals and outcomes. The market dynamics of sustainable finance are driven by the need for enormous investments to… more

Climate Change, Corporate Finance, Corporate Governance, Environmental Social & Governance (ESG), EU

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John Morris

Supreme Court Grants Certiorari in Clean Water Rule Case Jurisdictional Challenge

On January 13, 2017, the US Supreme Court granted certiorari for an appeal that will allow the Court to determine the proper jurisdiction for litigation challenging the Clean Water Rule (the Final Rule). The federal Clean Water… more

Certiorari, Clean Water Act, Energy Sector, Environmental Protection Agency (EPA), Final Rules

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Vanessa Morrison

UK Court of Appeal: When to Trigger the Creditor Duty Shift

Ruling provides guidance on how close to insolvency a company needs to be before directors must consider creditors’ interests. The UK Court of Appeal has ruled that the payment of a lawful dividend did not, on the facts,… more

Appeals, Board of Directors, Breach of Duty, Creditors, Dividends

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Jim Morrone

SEC Adopts Regulation A+ Rules

As amended, Regulation A now provides an exemption from registration for certain issuers offering up to US$50 million of securities in a 12-month period. On March 25, 2015, the Securities and Exchange Commission (SEC)… more

Amended Regulation, JOBS Act, Regulation A, Securities Act of 1933, Securities and Exchange Commission (SEC)

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Gregory Mortenson

DeFi Crypto Platform Not Liable for Scam Tokens

A federal court’s dismissal of claims against a decentralized cryptocurrency platform and its investors for the actions of scam token issuers is a case of first impression with wider significance. On August 29, 2023, the US… more

Cryptocurrency, Decentralized Finance (DeFi), Digital Platforms, Dismissals, Investors

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Javad Mostofizadeh

California’s New VC Diversity Reporting Law Aims to Increase Transparency

Venture capital firms should begin planning now for compliance to avoid monetary penalties or court action. California Governor Gavin Newsom signed Senate Bill No. 54 (SB 54) into law on October 8, 2023. The bill is designed… more

Corporate Governance, Disclosure Requirements, Diversity, Governor Newsom, New Legislation

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Rita Motta

CJEU Expands Scope of Legal Professional Privilege to Any Legal Advice

According to a new judgment LPP protects private communication between clients and lawyers, limiting requests for information in competition proceedings. Key Points: ..Clients can now argue that their communications with… more

Best Practices, Confidential Communications, Corporate Counsel, Court of Justice of the European Union (CJEU), EU

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Rob Moulton

UK Supreme Court Hands Down Combined Judgment Affecting Consumer Finance Sector

The judgment brings clarity regarding the fiduciary duty and unfair relationships. The consumer finance sector now awaits the FCA’s plans for a new redress scheme covering commission arrangements… more

Car Dealerships, Consumer Financial Products, Consumer Lenders, Consumer Protection Laws, Fiduciary Duty

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Paul Moura

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Brendan Moylan

Bridging the Gap Between Infrastructure and PE Requires a Fresh Approach to Deal Terms

PE firms seeking to attract a broader range of bidders to portfolio company sales should assess the changing needs of infra-investors. As the boundaries of what constitutes “infrastructure” assets have blurred in recent… more

Infrastructure, Investors, Portfolio Companies, Private Equity, Private Equity Firms

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Andrew Moyle

Abu Dhabi Global Market Issues Regulations on Distributed Ledger Technology Foundations

Recognising new realities in decentralisation, the regulations aim to provide market players with governance flexibility within distributed ledger technology foundations. On 2 October 2023, the Board of Directors of Abu… more

Abu Dhabi Global Markets (ADGM), Digital Assets, Distributed Ledger Technology (DLT), Dubai, Financial Institutions

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Daniel Muheme

European Commission Consults on Draft Foreign Subsidies Regulation Guidelines

On 18 July 2025, the European Commission (EC) published the draft guidelines on the implementation of the Foreign Subsidies Regulation (FSR Guidelines)… more

Acquisitions, Competition, Draft Guidance, EU, European Commission

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Marysia Mullen

Paying the Premium: An Alternate Approach to Repricing Underwater Options - February 2024

Can we keep our heads (and options) above water? As we enter the middle of the first quarter of 2024, many management teams and boards are still asking themselves this question. Volatility in equity markets has, for many… more

Corporate Governance, Incentive Stock Options, Stock Options, Tender Offers

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Jessica Munitz

The Last Days of Disco Ops

Consider this scenario: Staying Alive, Inc., a publicly traded clothing company based in South Beach, Florida, is planning to offer additional shares to the public in a registered securities offering. Several weeks before… more

Filing Requirements, Mergers, Pre-Merger Filing Requirements

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Jeffrey Muñoz

Is Your ORRI What You Think It Is?

Bankruptcy Court reinforces importance of parties’ intent in determining the nature of overriding royalty interests under state law. On April 2, 2015, the United States Bankruptcy Court for the District of Delaware (the… more

Assignments, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Mineral Leases

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Roberto Muñoz Rojo

Spain Approves New Insolvency and Procedural Measures to Mitigate COVID-19 Impact

The new measures seek to overcome the expected high rate of insolvency, refinancing, and corporate disputes arising from the COVID-19 crisis. The Spanish government approved Royal Decree-Law 16/2020 on 28 April, which adopts… more

Business Disputes, Commercial Bankruptcy, Coronavirus/COVID-19, Insolvency, New Regulations

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Chelsea Muñoz-Patchen

IRS Proposed Rules Explain How Taxpayers Can Buy and Sell Renewable Energy Tax Credits or Receive Cash Refunds

The proposed rules for monetizing tax credits should catalyze energy transition markets and offer an alternative to tax equity transactions. On June 14, 2023, the IRS issued proposed rules for how it intends to administer the… more

Inflation Reduction Act (IRA), IRS, Proposed Rules, Renewable Energy, Renewable Energy Incentives

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Matthew Murchison

FCC Aims to Codify and Streamline Foreign Ownership Rules and Review Process

On April 29, 2025, the Federal Communications Commission (FCC or Commission) released a Notice of Proposed Rulemaking (NPRM) that proposes to formalize the Commission’s practices and review processes for reviewing foreign… more

Communications Act of 1934, FCC, Foreign Ownership, National Security, NPRM

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Austin Charles Murnane

House Passes Space Commerce Free Enterprise Bill to Increase US Support for Commercial Spaceflight

Recent legislation and official statements show increasing US government support for commercial spaceflight, including emerging industries. Key Points: ..The House of Representatives passed the American Space Commerce Free… more

Commercial Use, Outer Space, Pending Legislation

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Brent Murphy

Supreme Court Slack Decision Confirms Narrow Interpretation of Section 11 Claims

The unanimous opinion requires shareholder plaintiffs to plead and prove that they purchased shares traceable to an allegedly false or misleading registration statement. On June 1, 2023, the US Supreme Court issued its… more

Class Action, Direct Listing, Initial Public Offering (IPO), Judicial Interpretation, Misleading Statements

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Kiera Murphy

FDA to Address Proposed Rule to Subject Laboratory Developed Tests to Agency Oversight in Public Webinar

FDA will hold a webinar regarding the proposed rule, which reiterates FDA’s assertion of jurisdiction over laboratory developed tests and proposes a phaseout of its general enforcement discretion approach. On October 31,… more

Food and Drug Administration (FDA), Jurisdiction, Laboratory Developed Tests, NPRM, Regulatory Oversight

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Kristin Murphy

Delaware Chancery Court Extends Oversight Duties to Non-Director Corporate Officers

Non-director officers may face liability for failing to properly oversee the corporation’s affairs and ignoring “red flags” within their “areas of responsibility.” Key Points: ..The McDonald’s Corporation’s response to… more

Board of Directors, Breach of Duty, C-Suite Executives, Caremark claim, Corporate Governance

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Sally Murphy

How Data Privacy Regulations Changed Across Asia-Pacific in 2014

2014 saw a large number of significant developments in data privacy laws across Asia-Pacific. However, unsurprisingly there has not been a consistent approach across Asia-Pacific towards the development of data privacy… more

China, Data Protection, Legal History, Privacy Laws

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Hugh Keenan Murtagh

FAQ: Recent Developments in US Law Affecting Pension and OPEB Claims in Restructurings (2017)

From theory to practice, planning to enforcement, the answers to 42 of the most frequently asked questions can help you prepare, cope or respond to a restructuring. This Client Alert answers some of the most frequently asked… more

Coal Industry, Commercial Bankruptcy, Controlled Groups, Debt Restructuring, Employer Liability Issues

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Shaun Musuka

NFTs: But is it Art (or a Security)?

As the market for NFTs heats up, market participants should remain mindful of the regulatory implications of complex schemes. As the current crypto boom has progressed, it seemed Decentralized Finance (DeFi) had cemented… more

Blockchain, Cryptocurrency, Decentralized Finance (DeFi), Digital Assets, Ethereum

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Benjamin Naftalis

President Trump Issues Executive Order on Fair Banking

Regulators are directed to avoid reputation risk, identify banks that have engaged in unlawful debanking, and take appropriate remedial actions… more

Anti-Discrimination Policies, Banking Sector, Banks, ECOA, Enforcement Actions

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Jordan Naftalis

Creative Crypto: IP Implications of Selling Creative Works Tied to Non-Fungible Tokens

As the market heats up for art-related NFTs, buyers should be aware of limitations on their rights to use those works. The convergence of blockchain technology and creative intellectual property (IP) through a non-fungible token… more

Art, Blockchain, Copyright, Counterfeiting, Digital Assets

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Pia Naib

President Trump Issues Executive Order on Fair Banking

Regulators are directed to avoid reputation risk, identify banks that have engaged in unlawful debanking, and take appropriate remedial actions… more

Anti-Discrimination Policies, Banking Sector, Banks, ECOA, Enforcement Actions

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Romain Nairi

L’arrêt « Uber » : nouveau coup dur pour les plateformes

Dans un arrêt du 4 mars 2020 (n° 19-13.316), voué à une large publication, la Cour de cassation reconnaît le statut de salarié à un chauffeur Uber. Un peu plus d’un an après l’arrêt Take Eat Easy (Cass. soc. 28 novembre 2018… more

Court of Cassation, Drivers, Employment Contract, Employment Litigation, France

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Jeesoo Nam

Qualified Opportunity Funds: Investment and Structuring Considerations

Recent guidance from Treasury clarifies fundamental aspects regarding the investment of deferred capital gains in QOFs. Key Points: ..Investors in qualified opportunity funds may derive significant tax benefits in the form… more

Capital Gains, Internal Revenue Code (IRC), Investment Funds, Investors, IRS

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Sarah Nappi

A Changing Landscape for US Importers of Defense Articles

ATF revises US Munitions Import List and extends term for import permits. On March 27, 2014, the US Bureau of Alcohol, Tobacco, Firearms, and Explosives (ATF) published revisions to the US Munitions Import List (USMIL)… more

ATF, Importers, Permits, US Munitions List

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Rachel Narowski

Key Compensation Items for 2024 Proxy Season and Beyond - February 2024

Pursuant to rules that the Securities and Exchange Commission (SEC) issued in late 2022, publicly traded companies must generally provide both tabular and narrative and/or graphical disclosure of the relationship between… more

Compensation & Benefits, Corporate Governance, Environmental Social & Governance (ESG), Executive Compensation, Proxy Season

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Yana Nastyushenko

Reporting of OTC Derivatives Between FC and NFC- Entities After 18 June 2020

EMIR REFIT Mandatory Reporting provisions require market participants to consider their existing Delegated Reporting arrangements. Key Points: ..From 18 June 2020, financial counterparties (FCs) will be liable for the… more

Derivatives, EMIR, EU, Over The Counter Derivatives (OTC), Reporting Requirements

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Dean Naumowicz

Close-Out Netting in the Kingdom of Saudi Arabia

In recent years, the Kingdom of Saudi Arabia (the Kingdom) has increasingly sought to position itself as a Middle Eastern jurisdiction that is open for global business. Key to this is establishing robust, competitive and liquid… more

Bankruptcy Code, Capital Markets, Derivatives, Financial Institutions, Financial Markets

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Omar Nazif

Energy & Infrastructure: Renewables Driving Change in the Investment Landscape

Macro market shifts as part of the energy transition are spurring investors, sponsors, and even traditional oil and gas producers to move in new directions. There is an increase in wind and solar projects being funded, with… more

Batteries, Carbon Capture and Sequestration, Electricity, Energy Projects, Energy Sector

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Imaan Nazir

FCA Board Focuses on AI

A new publication from the UK’s financial regulator signals to firms that they should take steps to manage risks in the use of AI. The UK’s Financial Conduct Authority (FCA) has published its latest board minutes… more

Artificial Intelligence, Consumer Protection Laws, Financial Conduct Authority (FCA), Financial Services Industry, Risk Management

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Gail Neely

FINRA Proposes to Relax Communications Rule for Institutional Investors and Qualified Purchasers

The proposed amendment seeks to modify the existing framework of FINRA Rule 2210 to accommodate the use of certain projections and targeted returns. On November 13, 2023, the Financial Industry Regulatory Authority (FINRA)… more

Disclosure Requirements, Financial Industry Regulatory Authority (FINRA), Financial Services Industry, Institutional Investors, Investment Advisers Act of 1940

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Marta Negro

Corporate Governance: le novità e i temi da considerare per la stagione assembleare 2022

Le novità e i temi rilevanti per l’imminente stagione assembleare anche alla luce dell’attività di revisione del quadro normativo europeo in materia di corporate governance e delle disposizioni tuttora vigenti per l’emergenza… more

Annual Meeting, Coronavirus/COVID-19, Corporate Governance, Environmental Social & Governance (ESG), Italy

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Elise Nelson

New FTC Rulemaking Seeks to Ban Most Non-Competes

FTC proposes a new rule that would ban non-competes in most situations; brings enforcement actions challenging non-competes as unfair methods of competition. On January 5, 2023, the Federal Trade Commission (FTC) issued a… more

Employment Contract, Federal Trade Commission (FTC), FTC Act, Non-Compete Agreements, NPRM

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Reilly Nelson

US Supreme Court Clarifies Scope of Review Under NEPA

The decision emphasizes the importance of judicial deference to agencies on NEPA and narrows the scope of environmental analyses… more

Administrative Procedure Act, Chevron Deference, Energy Projects, Environmental Litigation, Judicial Deference

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Timothy Neo

UK Data Protection and Digital Information (No. 2) Bill: What Is Changing?

The updated reform legislation provides welcome guidance and clarifications on aspects such as legitimate interests and accountability, without substantially shifting the approach proposed under the existing reform bill. On… more

Data Protection, European Data Protection Board (EDPB), General Data Protection Regulation (GDPR), Information Commissioner's Office (ICO), International Data Transfers

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Craig Nethercott

The Sukuk Handbook: A Guide To Structuring Sukuk - Second Edition

The development of modern Shari’ah compliant financial products is relatively new, dating back to the early 1970s and the emergence of the first Islamic banks. In recent years, Shari’ah scholars and market participants have… more

Financial Instruments, Financial Markets, Financing, Islamic-Compliant, Market Participants

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Peter Neuböck

The European Green Bond Standard - The New Green Bond “Gold Standard”?

The European Green Bond Standard seeks to be the “gold standard” for green bonds and reinforce the EU’s position as the leading market for sustainable finance. With the adoption of the EU green bond standard (the EU GBS),… more

Bond Issuers, Climate Change, EU, European Commission, Green Bonds

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Joel Patrick Nevins

Tax Cuts & MLPs: FERC Announces Changes Designed to Reduce Cost-Based Rates Charged by Regulated Pipelines

FERC eliminates tax allowance in MLP pipelines’ cost-based rates and establishes procedures to address income tax changes. Key Points: ..FERC will no longer permit MLPs to recover an income tax allowance in cost-based… more

Corporate Taxes, FERC, Master Limited Partnerships, Natural Gas, Oil & Gas

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Dominic Newcomb

Could PE Benefit From the Universal Adoption of “Super Senior” RCFs in Leveraged Financings?

Undrawn credit lines are essential to private equity but in short supply from banks. Undrawn revolving credit facilities (RCFs) are essential to private equity. They are a backup in the event of mismatches in the working… more

Banking Sector, Bonds, Credit Facilities, Leveraged Finance, Leveraged Loans

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Sam Newhouse

Recent Developments for UK PLCs - August 2025

On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026… more

Deregulation, Digital Securities, Disclosure Requirements, Final Rules, Financial Conduct Authority (FCA)

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Sean Newhouse

Hague Judgments Convention 2019 Enters Into Force in the UK

UK membership will strengthen cross-border enforcement of English court judgments and reinforce London’s position as a key global centre for dispute resolution… more

Contract Disputes, Cross-Border, Cross-Border Transactions, Dispute Resolution, Enforcement

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Jia Yan Ng

CMA Vets PE Roll-Up Transactions

The CMA increasingly reviews PE mergers including historic roll-up deals, which will prompt sponsors to reassess merger control risks. The UK’s Competition and Markets Authority (CMA) is increasingly focused on competition… more

Competition, Enforcement Actions, Investigations, Merger Controls, Mergers

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Min Yee Ng

Regulatory Updates in Asia ESG - August 2023

As ESG regulation in Asia develops at an increasing pace, Latham lawyers give an update on noteworthy developments across the region… more

Asia, China, Climate Change, Consultation, Corporate Governance

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Anna Ngo

Recent Developments for UK PLCs - August 2025

On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026… more

Deregulation, Digital Securities, Disclosure Requirements, Final Rules, Financial Conduct Authority (FCA)

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Lisa Nguyen

PTAB Update: New Motion to Amend Procedures Proposed

The new procedures could be in place before the end of 2018 with far-reaching effects for both patent owners and petitioners. Key Points: ..The new procedures allow a patent owner to file a motion to amend six weeks after… more

Administrative Procedure, Covered Business Method Proceedings, Inter Partes Review (IPR) Proceeding, Motion to Amend, Patent Trial and Appeal Board

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Sven Nickel

Expropriation of Residential Property Investors in Berlin - A Realistic Scenario?

While the German capital continues its political efforts to tackle the housing crisis, a commission has validated the feasibility of expropriating housing providers. On June 28, 2023, a legal expert commission appointed by… more

Expropriation, Germany, Information Reports, Publicly-Traded Companies, Real Estate Investments

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C. Mark Nicolaides

New EU Securitisation Regulations to Alter Securitisation Markets

New rules will modify regulatory capital requirements for securitisation positions and unify risk retention practices. By year end, the European Commission (the EC) is expected to publish two new EU regulations in the… more

Capital Markets, Capital Requirements, EU, European Commission, European Securities and Markets Authority (ESMA)

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Clare Nida

DOJ Issues New FCPA Guidelines Amid Growing Ambitions of UK and European Prosecutors

The guidelines confirm that FCPA enforcement will continue but provide opportunities for foreign authorities to lead where US interests are not significantly impacted… more

Anti-Corruption, Bribery, Corporate Governance, Department of Justice (DOJ), Enforcement Actions

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John Niemeyer

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Tomas Nilsson

Can Private Equity Buyers Be Suitable Purchasers of Divested Assets for Antitrust Regulators?

In the last five years, the European Commission (EC) has required divestitures in more than 70 antitrust cases, requiring merging parties to divest business assets as a condition to receiving regulatory approval. This… more

Antitrust Litigation, Divestiture, EU, European Commission, Mergers

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Tim Nobereit

Tax Exemption Offers Relief in the German Restructuring Market

German legislator introduces tax exemption for income resulting from debt waivers in restructuring scenarios with retroactive effect. On 23 November 2018, the German legislator approved legislation regarding tax exemption of… more

Debt Restructuring, EBITDA, EU, Germany, Member State

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Jocelyn Noll

Tax Considerations for Financing and Refinancing Transactions in Turbulent Times

Volatile trading markets and economic instability may prompt taxpayers to modify, purchase, or repurchase debt; participants should consider the tax consequences. Key Points: ..Issuers may incur immediate income in the… more

Acquisitions, Corporate Financing, Corporate Taxes, Debt Restructuring, Mergers

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Lara Nonninger

CJEU Rejects Minimum Threshold for GDPR Claims

The court determined that mere infringement of the GDPR is insufficient for a damages claim, but that there is no minimum threshold for non-material damages. In a recent judgment (Case C-300/21), the Court of Justice of the… more

Calculation of Damages, Court of Justice of the European Union (CJEU), Damages, De Minimis Claims, EU

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Clayton Northouse

DOJ Data Security Program Now in Effect: Top Takeaways

New DOJ guidance helps companies understand their obligations under the DSP, which could severely impact investment agreements and ordinary commercial data transactions. On April 11, 2025, the US Department of Justice (DOJ)… more

Data Privacy, Data Security, Department of Justice (DOJ), Final Rules, New Guidance

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Christopher Norton

California Appeals Court: Which Conflicting Limitations Period Applies to CEQA Claim

CEQA Case Report: Understanding the Judicial Landscape for Development - In a published opinion issued on October 23, 2018, Save Lafayette Trees v. City of Lafayette, Case No. A154168, the California Court of Appeal upheld… more

Appeals, CEQA, Petition for Writ of Mandate, Public Utility, Statute of Limitations

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Andrea Novarese

The Italian Insolvency Code: New Rules on ‘Debtor-in-Possession’ Financing

The Insolvency Code contains a “debtor-in-possession” financing regulation that reforms the legal framework outlined in the Bankruptcy Law in force until August 2020. Key Points: ..The newly enacted Insolvency Code grants… more

Debt Financing, Debt Restructuring, Debtors, Debtors-in-Possession, Insolvency

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Ian Nussbaum

Proposed Amendments to Delaware General Corporation Law Aim to Clarify Corporate Transaction Rules

If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction… more

Acquisitions, Business Entities, Capital Markets, Controlling Stockholders, Corporate Governance

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Ana O'Brien

Final Regulations Issued on Domestically Controlled REIT Determinations and Energy Credit Transfers

Two sets of recently finalized regulations provide guidance for REITs. Key Points: - Final FIRPTA regulations provide rules for determining whether a REIT is domestically controlled, including a look-through rule for certain… more

C-Corporation, Domestic Corporations, Energy Tax Incentives, Final Rules, FIRPTA

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Claudia O'Brien

EPA Will Not Require Financial Assurances From Electric Power Sector

EPA’s decision to forego financial requirements will likely face opposition by eNGOs. On July 2, 2019, the US Environmental Protection Agency (EPA) published its proposed decision not to impose new financial responsibility… more

CERCLA, Clean Air Act, Clean Water Act, Electric Generation Suppliers, Energy Sector

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Farah O'Brien

PE Goes to Hollywood

The film, television, and digital content production industries are ripe for PE investment, thanks to shifting revenue structures and European quotas. The extraordinary growth of entertainment streaming platforms over the… more

Digital Media, Entertainment Industry, EU, Film Industry, Private Equity

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Brian O'Connell

FCA’s 2022/23 Business Plan: Key Highlights

As the FCA’s remit continues to grow, the regulator pledges flexibility in the face of global financial and geopolitical headwinds. On 7 April 2022, the FCA released its new Business Plan as part of a package including  a… more

Business Plans, Enforcement, Environmental Social & Governance (ESG), False Claims Act (FCA), IOSCO

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Jaime O'Connell

European Parliament Publishes Proposed Changes to AIFMD and UCITS Directives

The “AIFMD II” proposals continue their progress through the EU legislative process with more detail provided, but in many areas specific criteria will not be known until Level 2 measures are developed. On 9 February 2023,… more

Alternative Investment Fund Managers Directive (AIFMD), Depository Institutions, Environmental Social & Governance (ESG), EU, EU Directive

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Devin O'Connor

EPA Proposes Repeal of Power Plant GHG Emissions Standards

If finalized, the rule would eliminate both Obama- and Biden-era limits on GHG emissions from fossil fuel-fired power plants. On June 11, 2025, the US Environmental Protection Agency (EPA) released a proposed rule under the… more

Biden Administration, Clean Air Act, Deregulation, Energy Sector, Environmental Protection Agency (EPA)

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Matthew O'Connor

Side Effects for PE Amid Changing EU Life Sciences and Healthcare Landscape

Substantial changes to the European life sciences and healthcare regulatory landscape are expected to reshape the sector. EU regulators have outlined a raft of reforms to modernise regulatory architecture, simplify product… more

Capital Markets, EU, Investment, Investors, Life Sciences

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Fergus O'Domhnaill

IFLR Cross-border Financing Report 2018 - UK

Despite the economic uncertainty surrounding Brexit, given London’s undiminished role as a centre for debt finance markets in the UK remain open for business with healthy levels of debt issuance occurring so far in 2018… more

Banking Sector, Corporate Financing, Cross-Border, Cross-Border Transactions, Equity Financing

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Colleen O'Donnell

Final Carried Interest Regulations: Key Takeaways for Private Fund Sponsors

While the final regulations simplify key exceptions and contain favorable changes, ambiguity continues for investment fund managers. On January 7, 2021, the US Treasury Department and Internal Revenue Service (together,… more

Capital Gains, Carried Interest, Final Rules, Fund Sponsors, Holding Periods

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Keely O'Malley

The JOBS Act, Two Years Later: An Updated Look at the IPO Landscape

Two years ago, the Jumpstart Our Business Startups (JOBS) Act became law. Title I of the JOBS Act significantly changed the IPO playbook, creating a new category of issuer called an emerging growth company (EGC) and rewriting… more

Emerging Growth Companies, Initial Public Offering (IPO), JOBS Act

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Molly O'Malley Clarke

FTC Publishes Updates to COPPA Rule

The first updates to the COPPA Rule since 2013 impose new obligations for sharing children’s personal information with third parties. On April 22, 2025, the Federal Trade Commission (FTC or Commission) published the final… more

Amended Regulation, Biometric Information, Compliance Dates, COPPA, Data Privacy

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Denisa Odendaal

European Parliament Publishes Proposed Changes to AIFMD and UCITS Directives

The “AIFMD II” proposals continue their progress through the EU legislative process with more detail provided, but in many areas specific criteria will not be known until Level 2 measures are developed. On 9 February 2023,… more

Alternative Investment Fund Managers Directive (AIFMD), Depository Institutions, Environmental Social & Governance (ESG), EU, EU Directive

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Bisi Ogunmefun

President Trump Issues Executive Order and Proclamation to Boost Coal

The president’s actions aim to bolster coal production and exports and coal-fired power generation, highlighting the importance of coal to US economic and national security… more

Clean Air Act, Coal Industry, Energy Policy, Energy Sector, Environmental Policies

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Chris Ohlgart

COVID-19: CARES Act Eases Key US Tax Rules, Throwing a Lifeline to Some Businesses – UPDATE

The IRS has issued crucial guidance on procedures to implement tax provisions of the recently enacted CARES Act. Key Points: ..Allows a five-year carryback for net operating losses (NOLs) generated in 2018, 2019, and 2020… more

CARES Act, Coronavirus/COVID-19, Net Operating Losses, Relief Measures, Tax Relief

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Jason Ohta

US Regulators Announce Inquiry Into Healthcare Consolidation

Companies should prepare for increased regulatory scrutiny into healthcare transactions and increased emphasis on compliance programs. The Federal Trade Commission (FTC), the Department of Justice (DOJ), and the Department… more

Compliance, Corporate Practice of Medicine, Department of Health and Human Services (HHS), Department of Justice (DOJ), Federal Trade Commission (FTC)

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Shintaro Ojima

Technology, Media and Telecommunications Review – Japan

The media and telecommunications environment in Japan has undergone significant development in 2014 and early 2015. The country has completed implementation of its broadband infrastructure, with a broadband penetration rate of… more

Digital Media, Japan, Regulatory Standards, Technology Sector, Telecommunications

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Scott Ollivierre

Debt Portability Can Deliver a Better Exit Valuation — Will US Practice Increase Debt Portability in Europe?

Debt portability provisions — reasonably common in high yield lending but historically rare in bank financing — have been recently seen in an increased number of US transactions, as deal terms react to a buoyant financing… more

Acquisitions, Debt Financing, EU, Financial Markets, Portability

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J. Seth Olson

FDA to Address Proposed Rule to Subject Laboratory Developed Tests to Agency Oversight in Public Webinar

FDA will hold a webinar regarding the proposed rule, which reiterates FDA’s assertion of jurisdiction over laboratory developed tests and proposes a phaseout of its general enforcement discretion approach. On October 31,… more

Food and Drug Administration (FDA), Jurisdiction, Laboratory Developed Tests, NPRM, Regulatory Oversight

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Evan Omi

5 Key Numbers: US Antitrust Insights for Manufacturers About Right-to-Repair Enforcement

Private plaintiffs and government enforcers are aggressively attempting to revive antitrust theories challenging manufacturers’ policies that impact consumers’ “right to repair.” Manufacturers’ policies that impact how… more

Antitrust Provisions, Class Action, Enforcement Actions, Enforcement Priorities, Federal Trade Commission (FTC)

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Chidi Onyeche

Taking Security in Africa: A Comparative Guide for Investors - May 2024

This guide provides an overview of the types of assets over which security can be taken, the different types of security, as well as the related procedures for the perfection and enforcement of such security in Africa… more

Africa, Asset Management, Egypt, Ethiopia, Foreign Exchanges

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Sara Orr

Equator Principles Transition: How EP4 Will Impact Projects in High-Income Countries

The transition from EP3 to EP4 has the potential to significantly impact new projects and expansions of existing projects financed by EPFIs in the United States and other high-income Designated Countries - The Equator… more

Equator Principles, Financial Institutions, Infrastructure, Pipelines, Project Finance

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Mario Orsenigo

Garanzie upstream e bancarotta fraudolenta, uno sguardo sistematico

Il rilascio di garanzie upstream: quando rileva penalmente, secondo le differenti tesi interpretative del reato di bancarotta. Il caso - Nel caso preso in esame dalla sentenza in commento, una società (Beta) aveva… more

Commercial Loans, Corporate Financing, Debt Restructuring, Italy

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Inge Osman

USPTO Implements Interim Procedures Bifurcating Decisions to Institute AIA Trials

On March 26, 2025, Acting Director of the United States Patent and Trademark Office (USPTO) Coke Morgan Stewart issued a memorandum (the Workload Memorandum) to all Administrative Patent Judges (APJs) of the Patent Trial and… more

Administrative Procedure, America Invents Act, Appeals, Inter Partes Review (IPR) Proceeding, New Guidance

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Maarten Overmars

Innovation Required to Address Three Emerging GP Led Secondary Transaction Themes

GP-led secondary deals — where a sponsor initiates the sale of portfolio companies from a fund it manages to a new fund it also manages — were a prominent feature of the private equity landscape in 2022, encouraged by… more

Business Valuations, General Partnerships, Limited Partnerships, Portfolio Companies, Private Equity

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Richard Owens

Second Circuit Reinforces FCPA’s Jurisdictional Limits

Ruling holds that the government cannot use conspiracy and accomplice liability theories to reach foreign nationals that lack US ties. Key Points: ..Non-resident foreign nationals who are not otherwise subject to direct… more

Alstom, Bribery, Department of Justice (DOJ), Enforcement Actions, Foreign Corrupt Practices Act (FCPA)

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Austin Ozawa

COVID-19: Due Diligence Considerations for M&A Transactions

Buyers in M&A transactions should consider a number of due diligence items in response to COVID-19 and the governmental response thereto. As parties pursue mergers and acquisitions transactions during, and in the wake of, the… more

Acquisitions, Coronavirus/COVID-19, Due Diligence, Mergers

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Catherine Ozdogan

Structuring an MLP Finance

Latham & Watkins Partner Catherine Ozdogan talks about structuring an Master Limited Partnership (MLP) financing. Considerations for MLP Financing include: - Understanding of what's going on in the marketplace - Preserve… more

Financing, Master Limited Partnerships

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Seung-Ju Paik

SDNY: Syndicated Loans Are Not Securities

Decision affirms long-standing market convention. On May 22, 2020, Judge Gardephe of the US District Court for the Southern District of New York held that syndicated term loans do not constitute securities under various… more

Blue Sky Laws, Criminal Conspiracy, Dismissals, Fraud, Leave to Amend

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Ignacio Pallarés

Spain Approves New Insolvency and Procedural Measures to Mitigate COVID-19 Impact

The new measures seek to overcome the expected high rate of insolvency, refinancing, and corporate disputes arising from the COVID-19 crisis. The Spanish government approved Royal Decree-Law 16/2020 on 28 April, which adopts… more

Business Disputes, Commercial Bankruptcy, Coronavirus/COVID-19, Insolvency, New Regulations

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Carla Palma

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies. The interest and need for healthcare services transactions in the… more

Acquisitions, Antitrust Provisions, Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Health Care Providers

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Catherine Palmer

Global Legal Insights: Bribery & Corruption, 7th Edition – China

We are pleased to present the seventh edition of Global Legal Insights – Bribery and Corruption. This book sets out the legal environment in relation to bribery and corruption enforcement in 28 countries and one region… more

Anti-Bribery, Anti-Corruption, Anti-Money Laundering, Bribery, China

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Qingyi Pan

New Verra Methodology Aims to Create Carbon Credits Through Accelerated Retirement of Coal-Fired Power Plants

The methodology outlines a three-step approach for obtaining credits: retirement of coal-fired power plants, generation of replacement renewable electricity, and assurance of a just transition… more

Carbon Emissions, Clean Energy, Climate Change, Coal, Coal Industry

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Om Pandya

Restructuring High Yield Bonds: Navigating the Downturn and Staying Nimble in Response to Market Changes

Issuers face numerous restructuring alternatives, both within and outside the bankruptcy process. The Big Picture - Issuers of high yield bonds trading at distressed levels can use exchange offers to restructure or modify… more

Capital Markets, Coronavirus/COVID-19, Debt Repurchasing, Debt Restructuring, Economic Downturn

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Betty Pang

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Apostolos Papadimitriou

European Commission publishes its 2022 State aid Guidelines on Climate, Environmental Protection and Energy

The Development - “Europe will need a considerable amount of sustainable investments to support its green transition. Although a significant share will come from the private sector, public support will play a role in… more

Climate Change, Energy Sector, Environmental Policies, EU, European Commission

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Samuel Pape

Hague Judgments Convention 2019 Enters Into Force in the UK

UK membership will strengthen cross-border enforcement of English court judgments and reinforce London’s position as a key global centre for dispute resolution… more

Contract Disputes, Cross-Border, Cross-Border Transactions, Dispute Resolution, Enforcement

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Edmond Parhami

Transfer Restrictions in Joint Acquisition Vehicles: How to Overcome Some Lurking Issues

Tags, drags, ROFOs, and ROFRs raise a number of substantive and procedural issues for parties to joint acquisition arrangements. Tag-along rights, drag-along rights, rights of first offer (ROFOs), and rights of first refusal… more

Acquisitions, General Partnerships, Limited Partnerships, Transfer Restrictions

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Alex Park

South Korea Reintroduces Human Rights and Due Diligence Act

The reintroduction of South Korea’s due diligence law potentially marks a significant advancement for human rights and ESG initiatives in the region… more

Corporate Governance, Cross-Border, Due Diligence, Environmental Policies, Environmental Social & Governance (ESG)

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Elizabeth Park

FCC Aims to Codify and Streamline Foreign Ownership Rules and Review Process

On April 29, 2025, the Federal Communications Commission (FCC or Commission) released a Notice of Proposed Rulemaking (NPRM) that proposes to formalize the Commission’s practices and review processes for reviewing foreign… more

Communications Act of 1934, FCC, Foreign Ownership, National Security, NPRM

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Ja Hyeon Park

FRB Clarifies Supervision of Digital Assets and Bank-Fintech Partnerships

A new program addresses innovative banking activities such as bank-fintech partnerships and digital assets while reinforcing guardrails around stablecoin activity. On August 8, 2023, the Board of Governors of the Federal… more

Banking Sector, Banks, Compliance, Digital Assets, Enforcement Programs

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Junyeon Park

Japanese Ministry of Economy, Trade and Industry Updates Guidance to Prevent Foreign Bribery

Companies with business operations in Japan should review due diligence procedures and internal policy regarding small facilitation payments to ensure they are consistent with new guidance from METI. In May 2021, the… more

Acquisitions, Anti-Bribery, Bribery, Compliance, Due Diligence

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Jonathan Parker

UK NSIA - Key Takeaways From the Annual Report

The report provides insights into the performance of the National Security and Investment Act. The UK’s Cabinet Office has published its third annual report on the functioning of the National Security and Investment Act 2021… more

Acquisitions, Cross-Border, Foreign Direct Investment, Foreign Investment, Mergers

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Drew Parkes

Boardroom Perspectives: Gender Diversity in Boardrooms Gains Momentum

Taking steps to address board composition for the long term. The movement toward greater diversity in the boardroom continues to gain momentum as market and legal forces drive boards to increase their gender and ethnic… more

Board of Directors, Corporate Governance, Diversity, Gender Equity, Proposed Legislation

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Andrew Parlen

Weinstein Bankruptcy Decisions Find Talent Agreement Non-Executory, but Post-Closing Obligations Must be Honored

The Weinstein Company Holdings bankruptcy decisions clarify a buyer’s ongoing obligations under contracts purchased in bankruptcy, subject to resolution of appeals. Executive Summary - In the In re The Weinstein Company… more

Assignments, Bankruptcy Code, Chapter 11, Commercial Bankruptcy, Executory Contracts

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Kathryn Parsons-Reponte

Recently Enacted Health Data Privacy Laws in Washington and Nevada Pose Challenges for Businesses

Washington State and Nevada have now passed health data privacy laws that impose obligations relating to the collection, processing, and sharing of “consumer health data.” Both laws (collectively, State Health Data Privacy Laws)… more

Compliance, Covered Entities, Data Privacy, Enforcement, FERPA

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Elizabeth Anna Parvis

Caring for the CARES Act: The New Oversight and Investigations Landscape for COVID-19 Relief Programs

Economic aid legislation will likely result in increased scrutiny of certain industries, similar to investigations that followed relief efforts in the 2008 financial crisis. Key Points: ..The CARES Act creates multiple new… more

CARES Act, Compliance, Coronavirus/COVID-19, Financial Stimulus, Government Investigations

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Dr. Nikolaos Paschos

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

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Parag Patel

President Trump Issues Executive Order on Fair Banking

Regulators are directed to avoid reputation risk, identify banks that have engaged in unlawful debanking, and take appropriate remedial actions… more

Anti-Discrimination Policies, Banking Sector, Banks, ECOA, Enforcement Actions

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Sara Patel

Healthcare and Life Sciences Trends and Developments Across MENA

The healthcare and life sciences ecosystem is witnessing significant growth in the Middle East as the GCC continues to seek economic diversification. The United Arab Emirates (UAE) and Kingdom of Saudi Arabia (KSA) are… more

Artificial Intelligence, Biotechnology, Foreign Investment, Intellectual Property Protection, Life Sciences

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Catriona Paterson

International Arbitration Newsletter - May 2017

On 1 March 2017 the UK Supreme Court1 overturned an order of the Court of Appeal and decided that Nigerian National Petroleum Corporation (NNPC) could not be required to provide monetary security as a condition for resisting… more

Arbitration, Brussels Convention, Chamber of Commerce, Criminal Prosecution, ICSID

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S.Giri Pathmanaban

Supreme Court Says a Secret Sale Qualifies as Prior Art Under AIA

Helsinn confirmed that the AIA did not alter the meaning of the “on-sale” bar. In Helsinn Healthcare S.A. v. Teva Pharmaceuticals USA, Inc, the Supreme Court addressed whether a confidential sale of an invention to a… more

America Invents Act, Assignment of Inventions, Helsinn Healthcare SA v Teva Pharmaceuticals USA Inc, Inventions, On-Sale Bar

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Brian Patterson

Five Strategies for Startups to Effectively Tackle ESG

As more public — and even private — companies will need to address ESG expectations, some simple strategies can help companies chart a course from the beginning. As the global focus on environmental, social, and governance… more

Compliance, Corporate Governance, Corporate Social Responsibility, Early Stage Companies, Environmental Social & Governance (ESG)

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Alessandro Patti

Managing Italian Private Equity Investments During the COVID-19 Outbreak

Practical guidance for private equity firms when tackling Italian portfolio companies’ questions during the pandemic. In light of the COVID-19 outbreak, the Italian government has adopted significant steps to curb the spread… more

Coronavirus/COVID-19, Italy, Portfolio Companies, Private Equity Firms, Private Equity Funds

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Stefan Patzer

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Sebastian Pauls

Innovation Required to Address Three Emerging GP Led Secondary Transaction Themes

GP-led secondary deals — where a sponsor initiates the sale of portfolio companies from a fund it manages to a new fund it also manages — were a prominent feature of the private equity landscape in 2022, encouraged by… more

Business Valuations, General Partnerships, Limited Partnerships, Portfolio Companies, Private Equity

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Jean Pawlow

Tax Court to Consider Relevancy Threshold for Economic Substance Doctrine Under Section 7701(o)

The Tax Court has invited amicus briefs and will address the codified meaning of the economic substance doctrine after increased IRS use of the doctrine to challenge taxpayer transactions. In a July 19, 2024, order in Patel… more

Captive Insurance Company, Economic Substance Doctrine, Healthcare Reform, IRS, Premiums

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Kary Payne

US Stimulus Creates Temporary COBRA Premium Subsidy and Payroll Tax Credit

Under the new stimulus law, employers must make available temporary COBRA premium subsidies and special COBRA enrollment rights to eligible individuals. Employers are entitled to a refundable payroll tax credit for the amount of… more

American Rescue Plan Act of 2021, Benefit Plan Sponsors, Biden Administration, COBRA, Coronavirus/COVID-19

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Marlon Paz

US Supreme Court Curtails Agency Power: Implications for Fintech and Crypto

Recent Supreme Court administrative law rulings change the power dynamic between the executive and the judiciary in critical areas of statutory interpretation, enforcement, and immunity from legal challenge… more

Administrative Authority, Administrative Procedure Act, Administrative Proceedings, Chevron Deference, Corner Post Inc v Board of Governors of the Federal Reserve System

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Samantha Peacock

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Thomas Pearce

NJDEP Proposed Rule Update: PFAS Added to Contaminant Testing Requirements

The proposed rule would potentially usher in a future of broad testing for certain PFAS at New Jersey remediation sites… more

Contamination, Government Agencies, Hazardous Substances, PFAS, Proposed Rules

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Katie Peek

PE Views: Insights on the World of Private Equity - December 2020

Emerging companies have historically been backed by venture capital funds, but as Europe’s startup scene matures, involvement by more traditional private equity investors is growing, particularly in the tech, consumer, and… more

Buyouts, Digital Health, Emerging Growth Companies, Emerging Technology Companies, Investors

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Evan Pelz

Will Jam v. IFC Increase Multilateral Development Banks’ US Legal Exposure?

No longer entitled to near absolute immunity, MDBs may be prompted to modify their charters, lending practices, and accountability mechanisms. Key Points: ..The Supreme Court reversed the D.C. Circuit’s ruling, holding… more

Absolute Immunity, Appeals, Foreign Governments, Foreign Sovereign Immunities Act of 1976 (FSIA), Foreign Sovereigns

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David Penna

Congress Considers Big Changes to New Federal Water Infrastructure Bank

As EPA announces US$5.5 billion for new water infrastructure loans, Congress is debating establishing a new lending “window” for State Revolving Funds. Key Points: ..Under WIFIA, EPA can issue long-term, low-interest loans… more

Environmental Protection Agency (EPA), Government-Guaranteed Loans, Infrastructure, Project Finance, Public Private Partnerships (P3s)

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Michèle Penzer

Final Section 956 Regulations Open the Door to Foreign Credit Support for US Corporate Borrowers

Section 956 final regulations confirm those eligible for territorial dividend exemption can benefit from foreign guarantee and collateral support without incurring US tax. On May 23, 2019, the US Treasury and Internal Revenue… more

Controlled Foreign Corporations, Dividends, Final Rules, Income Taxes, IRS

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Nell Perks

The End of the “Shareholder Rule” Exception to Legal Advice Privilege

Landmark decision means companies can assert legal advice privilege against their shareholders in litigation before the English courts. On 24 July 2025, the Privy Council handed down its decision in Jardine Strategic Ltd v… more

Companies Act, Inspection Rights, Legal Advice, Legal Advice Privilege, Shareholder Litigation

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Romain Perrois

CJEU Expands Scope of Legal Professional Privilege to Any Legal Advice

According to a new judgment LPP protects private communication between clients and lawyers, limiting requests for information in competition proceedings. Key Points: ..Clients can now argue that their communications with… more

Best Practices, Confidential Communications, Corporate Counsel, Court of Justice of the European Union (CJEU), EU

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Philip Perry

A Look Ahead at the Biden Administration’s Regulatory and Enforcement Priorities

With the new administration poised to take office, public and private companies will need to consider how President Biden’s regulatory, enforcement, and legislative priorities will affect their businesses. During this… more

Administrative Law Judge (ALJ), Antitrust Provisions, Biden Administration, Broadband, CFIUS

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Jerry Peters

OIG Solicits Comments Regarding New Healthcare Rules

OIG Proposed Rule to Expand Safe Harbors under the Anti-Kickback Statute and Exemptions under Civil Monetary Penalties Law - The Department of Health and Human Services, Office of Inspector General (OIG) released a… more

Anti-Kickback Statute, Civil Monetary Penalty, Department of Health and Human Services (HHS), Healthcare, Healthcare Reform

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Matthew Peters

What the Supreme Court’s Whistleblower Decision Means for Companies

By limiting the availability of Dodd-Frank whistleblower anti retaliation provisions, the Court’s decision may incentivize increased SEC reporting. In Digital Realty Trust, Inc. v. Somers, the Supreme Court of the United… more

Anti-Retaliation Provisions, Digital Realty Trust Inc v Somers, Dodd-Frank, Sarbanes-Oxley, SCOTUS

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Steven Peters

USPTO Implements Interim Procedures Bifurcating Decisions to Institute AIA Trials

On March 26, 2025, Acting Director of the United States Patent and Trademark Office (USPTO) Coke Morgan Stewart issued a memorandum (the Workload Memorandum) to all Administrative Patent Judges (APJs) of the Patent Trial and… more

Administrative Procedure, America Invents Act, Appeals, Inter Partes Review (IPR) Proceeding, New Guidance

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David Pettit

FERC Approves Landmark Rule on Electric Storage Resources

Federal Energy Regulatory Commission’s much-anticipated new rule will enhance the participation of electric storage resources in the organized wholesale electricity markets. Nearly a year and a half after issuing its original… more

Electricity, Energy Sector, Energy Storage, FERC, ISO/RTO

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Alfred Pfeiffer, Jr.

5 Key Numbers: US Antitrust Insights for Manufacturers About Right-to-Repair Enforcement

Private plaintiffs and government enforcers are aggressively attempting to revive antitrust theories challenging manufacturers’ policies that impact consumers’ “right to repair.” Manufacturers’ policies that impact how… more

Antitrust Provisions, Class Action, Enforcement Actions, Enforcement Priorities, Federal Trade Commission (FTC)

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Jonathan Phay

Private Wealth Investors Deliver a Fundraising Boost

In a challenging fundraising environment, private wealth investors are filling the gap, aided by investment platforms, intermediaries, and evolving legal structures. In recent years, inflationary pressures, interest rate… more

B2B Organizations, B2C, Capital Raising, ELTIF, EU

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Olga Phillips

UK Firms Should Share Customer Information Cross-Border Intra-Group to Fight Money Laundering and Terrorist Financing

UK government encourages regulated firms to share customer information within corporate groups, highlighting interaction with firms’ obligations under the Proceeds of Crime Act 2002 and GDPR. The UK government has published a… more

AML/CFT, Anti-Money Laundering, Anti-Terrorism Financing, Data-Sharing, FATF

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Cataldo Giuseppe Piccarreta

Private Equity Takes the Driver’s Seat in Italian Automotive Deals

Deal making is likely to surge as companies seek funding and private equity firms scour the market for buyout opportunities. Italy is poised to help steer automotive deal activity in the final weeks of what has been another… more

Artificial Intelligence, Automotive Industry, Buyouts, Digital Media, Investment Funds

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Matthew Piehl

FTC Issues Final Rule to Ban Most Non-Competes

The Final Rule declares most non-competes an unfair method of competition, in violation of Section 5 of the FTC Act. In its April 23, 2024, open meeting, the Federal Trade Commission (FTC) voted 3-2 to issue a final rule… more

Contract Terms, Corporate Executives, Corporate Sales Transactions, Employment Contract, Federal Trade Commission (FTC)

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Austin Pierce

Federal Court Rejects Preliminary Injunction Against California Climate Disclosure Laws

The ruling allows implementation of the laws while First Amendment litigation proceeds on the merits… more

CARB, Climate Change, Constitutional Challenges, Disclosure Requirements, Environmental Policies

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John Pierce

EU and Euratom to Withdraw From the Energy Charter Treaty: The End of an Era?

The EU and Euratom will withdraw from the Energy Charter Treaty with Member States to support modernisation in the future. The European Council has adopted four decisions, confirming that the EU and Euratom will leave the… more

Climate Change, Energy Charter Treaty, EU, European Commission, Investors

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Francesco Giovanni Giuseppe Pirisi

The Italian Insolvency Code: New Rules on ‘Debtor-in-Possession’ Financing

The Insolvency Code contains a “debtor-in-possession” financing regulation that reforms the legal framework outlined in the Bankruptcy Law in force until August 2020. Key Points: ..The newly enacted Insolvency Code grants… more

Debt Financing, Debt Restructuring, Debtors, Debtors-in-Possession, Insolvency

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Timothy Pisacreta

SEC Takes Enforcement Action and Issues Statement on Digital Asset Trading Platforms

Crypto trading platforms worldwide should be aware of recent SEC actions if they provide access to US persons or persons within the U.S. for trading. Global financial regulatory authorities have begun to take action and… more

Cryptocurrency, Digital Assets, Enforcement Actions, Financial Institutions, Securities and Exchange Commission (SEC)

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Francesca Pisano

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Irene Pistotnik

Managing Italian Companies with Listed Securities During the COVID-19 Outbreak – Part III (Limits to Market Transactions)

This third in a series provides practical guidance to help companies cope with the evolving regulatory scenario during the pandemic. Due to the global spread of COVID-19, governments and regulators have adopted a variety of… more

Coronavirus/COVID-19, Italy, Publicly-Traded Companies, Relief Measures, State of Emergency

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Natalie Pita

Enforcement of “Interlocking Directorates” Accelerates With DOJ-Announced Resignations and FTC Consent Agreement

Companies should take a proactive approach as US antitrust agencies continue to enforce Section 8 of the Clayton Act. The Federal Trade Commission (FTC) and the US Department of Justice (DOJ) Antitrust Division (the… more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Enforcement Authority, Federal Trade Commission (FTC)

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Ivan Pizeta

FCA Decision Offers More Regulatory Clarity for Professional Crypto Investors

Professional investors will benefit from increased exposure to cryptoassets via traditional financial instruments, though retail investors’ exposure remains limited. In the fast-paced world of cryptocurrency, regulatory… more

Crypto Exchanges, Cryptoassets, Cryptocurrency, Financial Conduct Authority (FCA), Financial Instruments

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Hayley Pizzey

Irish Data Protection Commission Orders Meta Ireland to Suspend Facebook Data Transfers to the US and Imposes Record GDPR Fine of €1.2 Billion

The final decision of the Irish Data Protection Commission (IDPC) in relation to the transfers of EU/EEA Facebook user data by Meta Platforms Ireland Limited (Meta Ireland) to its processor, Meta Platforms, Inc., in the US (the… more

Corporate Fines, Data Protection Authority, EU Data Protection Laws, European Commission, European Data Protection Board (EDPB)

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Maximilian Platzer

W&I Insurance: Hard Staple, Hard Sell?

Warranty and indemnity insurance may remain a staple of European private equity, but are buyers changing course? Warranty and indemnity (W&I) insurance has become an important component of European PE transactions in recent… more

EU, Indemnity Insurance, Private Equity, UK, Warranty Insurance

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Christopher Plaut

UPDATE: Cross-border Leveraged Lending – Consider Changes Needed to US Intercreditor Agreements for Financings with European Elements

Hybrid US/European restructurings can lead to unexpected commercial outcomes because of different practices in intercreditor agreements. The US loan markets continue to attract European borrowers whenever US pricing dips… more

Commercial Bankruptcy, Cross-Border Transactions, Debt Restructuring, EU, Intercreditor Agreements

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Michael Podolny

Emerging Companies Go Global

Over the past few years, it has become easier than ever for emerging companies to go global. From Tel Aviv to London, and India to Hong Kong, tech-driven businesses are able to pursue international markets more quickly, building… more

Early Stage Companies, Emerging Growth Companies, Emerging Technology Companies, Entrepreneurs, Global Market

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Jean Paul Poitras

6 Sustainability Takeaways in EU Antitrust Regulatory - December 2023

Political Agreement Reached on Corporate Sustainability Due Diligence Rules - On 14 December 2023, the European Council (Council) and European Parliament (Parliament) reached a political agreement on the Corporate… more

Antitrust Provisions, Corporate Governance, Due Diligence, Environmental Social & Governance (ESG), EU

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Simon Pommer

Germany Passes COVID-19 Tax Relief Measures

Several state ministries of finance have issued decrees ruling reliefs to ease the economic burden taxpayers are facing due to COVID-19. The German government and administration have resolved to pass several measures across… more

Coronavirus/COVID-19, Emergency Management Plans, Germany, Relief Measures, State of Emergency

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Olga Ponomarenko

Bank of Russia Improves Access to Capital Markets for Russian Issuers

Amended regulations cancel certain restrictions applicable to international equity offerings of Russian issuers. Historically, foreign securities offerings by Russian issuers were subject to certain rules and restrictions… more

Amended Regulation, Banks, Capital Markets, Corporate Issuers, Foreign Investment

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Johannes Poon

Recent Developments for UK PLCs - August 2025

On 15 July 2025, the FCA published PS25/9 and PS25/10 outlining its final rules for the new Public Offers and Admissions to Trading regime, which will supersede the existing UK Prospectus Regulation from 19 January 2026… more

Deregulation, Digital Securities, Disclosure Requirements, Final Rules, Financial Conduct Authority (FCA)

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Vadim Popov

Bank of Russia Improves Access to Capital Markets for Russian Issuers

Amended regulations cancel certain restrictions applicable to international equity offerings of Russian issuers. Historically, foreign securities offerings by Russian issuers were subject to certain rules and restrictions… more

Amended Regulation, Banks, Capital Markets, Corporate Issuers, Foreign Investment

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Isabella Porchia

ESMA Publishes Guidance on SPACs

ESMA warns against investor protection risks and provides guidance on expected disclosures. On 15 July 2021, ESMA published a statement on the prospectus disclosure and investor protection issues raised by special purpose… more

Consultation, Corporate Governance, Disclosure Requirements, EU Prospectus Regime, European Securities and Markets Authority (ESMA)

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Kimberly Posin

Third Circuit Adopts Standard for Appointment of Future Claimants Representatives

The court’s decision in In re Imerys Talc America, Inc. clarifies the appointment standard for future claimants representatives in the Third Circuit under Section 524(g) of the US Bankruptcy Code. In a precedential decision,… more

Appeals, Chapter 11, Class Representatives, Commercial Bankruptcy, Commercial Insurance Policies

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Aron Potash

A “Golden Age” of Data Center Dominance

A new executive order seeks to streamline funding for and construction of data center projects by reducing regulatory red tape. On July 23, 2025, the Trump administration issued an executive order titled “Accelerating… more

Clean Air Act, Clean Energy, Clean Water Act, Data Centers, Deregulation

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Benjamin Potter

California’s New VC Diversity Reporting Law Aims to Increase Transparency

Venture capital firms should begin planning now for compliance to avoid monetary penalties or court action. California Governor Gavin Newsom signed Senate Bill No. 54 (SB 54) into law on October 8, 2023. The bill is designed… more

Corporate Governance, Disclosure Requirements, Diversity, Governor Newsom, New Legislation

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Helena Potts

Credit Insights – Delay or Disclose? Managing Default Risk From Qualified Audit Opinions in the COVID-19 Era

Boards of struggling companies (and their auditors) must navigate choppy waters in terms of finalising their audited accounts in the midst of a global downturn. The global downturn triggered by the COVID-19 pandemic continues… more

Audits, Coronavirus/COVID-19, Corporate Governance, Disclosure Requirements, Economic Downturn

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Simon Powell

Getting the Deal Through – Arbitration 2019, Hong Kong Chapter

Multilateral conventions relating to arbitration - Is your jurisdiction a contracting state to the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards? Since when has the Convention been in… more

Arbitral Authority, Arbitration, Arbitration Agreements, Arbitration Award Challenges, Arbitration Awards

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Frédéric Pradelles

First-ever French Fine for Integrating Before Merger Clearance

Altice was fined €80 million for jumping the gun when it acquired SFR and Virgin Mobile/OTL in 2014. Please note that this Client Alert is based on the press release published by the French Competition… more

France, French Competition Authority, Gun-Jumping, Integration, Merger Controls

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Clément Pradille

6 Sustainability Takeaways in EU Antitrust Regulatory - December 2023

Political Agreement Reached on Corporate Sustainability Due Diligence Rules - On 14 December 2023, the European Council (Council) and European Parliament (Parliament) reached a political agreement on the Corporate… more

Antitrust Provisions, Corporate Governance, Due Diligence, Environmental Social & Governance (ESG), EU

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Koushik Prasad

FCA’s Final Proposals for PISCES: A New Era for Private Market Trading

On 10 June 2025, the FCA unveiled its final proposals for the Private Intermittent Securities and Capital Exchange System (PISCES), following a comprehensive consultation process. The proposals mark a significant step in the… more

Capital Markets, Disclosure Requirements, Financial Conduct Authority (FCA), Investors, Private Company Shares

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Jan-Philipp Praß

German Bundestag Passes Comprehensive Reform in Restructuring and Insolvency Law

Through implementing the EU Restructuring Directive, German restructuring and insolvency law will be modernized, more effective, and enriched by new instruments. On 17 December 2020, the German Bundestag passed the Act on the… more

Bankruptcy Reform, Commercial Bankruptcy, Debt Restructuring, EU, Germany

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Elizabeth Prewitt

Antitrust Division’s Updated Guidance on Evaluating Corporate Compliance Programs - Key Features and Takeaways

The guidance stresses heightened focus on emerging antitrust risks, enhanced support and incentives, and proactive monitoring. On November 12, 2024, the Antitrust Division of the US Department of Justice (the Antitrust… more

Antitrust Division, Audits, Bid Rigging, Chief Compliance Officers, Compliance

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Robert Price

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Dr. Christoph Priebe

Großprojekte erfolgreich managen, typische Fehler vermeiden

Baukosten müssen nicht aus dem Ruder laufen. Jeder Auftraggeber oder Investor kann das Kostenthema erfolgreich in den Griff nehmen. Der wirtschaftliche Erfolg einer Projektentwicklung steht und fällt damit, dass die… more

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Marcy Priedeman

What the Supreme Court’s Whistleblower Decision Means for Companies

By limiting the availability of Dodd-Frank whistleblower anti retaliation provisions, the Court’s decision may incentivize increased SEC reporting. In Digital Realty Trust, Inc. v. Somers, the Supreme Court of the United… more

Anti-Retaliation Provisions, Digital Realty Trust Inc v Somers, Dodd-Frank, Sarbanes-Oxley, SCOTUS

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Elizabeth Purcell

Updates: UK ICO Statements on Adtech and Real Time Bidding

Despite progress, the online advertising industry and UK regulators are still at odds over the “legitimate interest” definition under the GDPR. Following publication of the UK Information Commissioner’s Office’s (ICO’s)… more

Advertising, Data Protection, General Data Protection Regulation (GDPR), Information Commissioner's Office (ICO), Information Reports

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Katherine Putnam

Supreme Court Blocks Copyright Infringement Claims Until Actual Registration Issues

Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC has important implications for copyright owners who file infringement suits, including authors of literary, musical, and dramatic works. Key Points: ..The Supreme… more

Appeals, Copyright, Copyright Exhaustion, Copyright Infringement, Copyright Registration

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Lucas Quass

Federal Agencies Take Steps to Narrow Application of Endangered Species Act and Migratory Bird Treaty Act

The Trump administration changes course on regulatory interpretations relating to the scope of protections for endangered and threatened species and migratory birds… more

Chevron Deference, Endangered Species Act (ESA), Government Agencies, Incidental Take Permits, Loper Bright Enterprises v Raimondo

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Sean Quigley

Tax Court to Consider Relevancy Threshold for Economic Substance Doctrine Under Section 7701(o)

The Tax Court has invited amicus briefs and will address the codified meaning of the economic substance doctrine after increased IRS use of the doctrine to challenge taxpayer transactions. In a July 19, 2024, order in Patel… more

Captive Insurance Company, Economic Substance Doctrine, Healthcare Reform, IRS, Premiums

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Abid Qureshi

First Circuit Reins In Broad Theory of Liability Under AntiKickback Statute by Adopting “But-For Causation” Standard

The First Circuit joins the Sixth and Eighth Circuits in adopting a more exacting causation standard for False Claims Act liability premised on Anti-Kickback Statute violations. In a victory for False Claims Act (FCA)… more

Anti-Kickback Statute, But For Causation, Causation, Department of Justice (DOJ), Enforcement Actions

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Sami Qureshi

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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David Raab

New Tax Audit Regime Constitutes a Sea Change for Partnerships

Legislation impacts tiered partnerships and M&A transactions. Existing partnerships should review operating agreements before new rules take effect. The Bipartisan Budget Act of 2015 (the Act), which President Obama signed… more

Audits, IRS, K-1, Partnerships, TEFRA

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Iván Rabanillo

The Acquisition and Leveraged Finance Review, 9th Edition - Spain

Market conditions have remained challenging through the past year. The post-pandemic recovery globally saw a significant setback as a result of the war in Ukraine, which exacerbated the pre-existing market issues and led to… more

Acquisitions, Equity Markets, EU, Financial Markets, Leveraged Finance

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Mitchell Rabinowitz

World Economic Forum Launches First-of-Its-Kind Blockchain Deployment Toolkit

The resource aims to help businesses create more resilient supply chains and trusted data by responsibly deploying blockchain technology. The World Economic Forum has launched a new, first-of-its-kind resource - Redesigning… more

Blockchain, World Economic Forum

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Charles Rae

UK Arbitration Act 2.0: Government Announces Targeted Reforms

The Arbitration Bill’s changes clarify important aspects of English arbitral law, reinforcing London’s position as a leader in international arbitration. On 21 November 2023, the UK government unveiled its long-awaited plans to… more

Arbitration, Arbitration Agreements, Arbitration Procedural Rules, Arbitrators, Dispute Resolution

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Jumana Rahman

Modern Slavery – An Update

26 March 2017 marked two years since the introduction of the Modern Slavery Act 2015. As the signature legislation of the then Home Secretary (Theresa May – now Prime Minister), it heralded greater focus on an issue that impacts… more

Compliance, Disclosure Requirements, Human Rights, Modern Slavery Act, Theresa May

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Harj Rai

The Sukuk Handbook: A Guide To Structuring Sukuk - Second Edition

The development of modern Shari’ah compliant financial products is relatively new, dating back to the early 1970s and the emergence of the first Islamic banks. In recent years, Shari’ah scholars and market participants have… more

Financial Instruments, Financial Markets, Financing, Islamic-Compliant, Market Participants

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Adam Raichilson

Brands and Influencers: Navigating Influencer Agreements from Macro to Micro

Brands seeking to reach valuable social media audiences must carefully consider the legal requirements and consequences of engaging influencers. Who Are “Influencers”? An influencer is an individual who has the power to… more

Advertising, Contract Terms, Federal Trade Commission (FTC), Influencers, Intellectual Property Protection

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Nomaan Raja

The UAE Introduces the First SPAC Framework in the GCC

The SPAC Framework, which became effective on 4 January 2022, allows for the formation and listing of SPACs in the UAE for the first time. Special purpose acquisition companies (SPACs) have emerged as an important means of… more

Choice of Entity, Initial Public Offering (IPO), Special Purpose Acquisition Companies (SPACs), United Arab Emirates (UAE)

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Sushma Raju

Seventh Circuit Deepens Circuit Split Over FCA Dismissal Authority

The Seventh Circuit has created a third standard for evaluating motions to dismiss pursuant to the government’s FCA dismissal authority. The US Court of Appeals for the Seventh Circuit’s August 17, 2020, opinion in United… more

Appeals, Dismissals, False Claims Act (FCA), Motion to Dismiss, Split of Authority

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Davide Rallo

La nuova disciplina del pegno non possessorio e del patto marciano. Alcune novità in relazione alle procedure esecutive e concorsuali.

Il Decreto Legge n. 59/2016 (il cosiddetto “Decreto Banche”, di seguito il Decreto) è stato pubblicato in Gazzetta Ufficiale (e successivamente modificato e convertito in legge con la Legge n. 199/2016) ed è recentemente entrato… more

Banking Sector, Italy

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Shreya Ramesh

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

See all updates »

Christopher Randall

President Trump Issues Executive Order Prohibiting Certain Transactions in the Bulk-Power System Supply Chain

The Order prohibits the purchase or installation of certain bulk-power system electric equipment from foreign adversaries and those subject to their jurisdiction or direction. Key Points: ..On May 1, 2020, President Donald… more

Bulk Electric System, Bulk Purchasing, Energy Sector, Executive Orders, Supply Chain

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Natalie Hardwick Rao

Caring for the CARES Act: The New Oversight and Investigations Landscape for COVID-19 Relief Programs

Economic aid legislation will likely result in increased scrutiny of certain industries, similar to investigations that followed relief efforts in the 2008 financial crisis. Key Points: ..The CARES Act creates multiple new… more

CARES Act, Compliance, Coronavirus/COVID-19, Financial Stimulus, Government Investigations

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Edd Rarity

London Litigation Year in Review and 2024 Outlook

Welcome to our London Litigation Year in Review and 2024 Outlook. In this report, we examine the litigation trends that shaped the commercial landscape in 2023 and look at how these developments are likely to play out in the… more

Antitrust Litigation, Artificial Intelligence, Banking Sector, Criminal Investigations, Cryptocurrency

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Max Raskin

US Emergency Paid Leave Act: New Relief to Mitigate COVID-19’s Economic Impact

The legislation provides COVID-19-related paid leave that impacts many employers, but important questions remain. Key Points: ..The Act impacts employers with one to 499 employees, and will be effective no later than April… more

Coronavirus/COVID-19, Emergency Response, Employer Responsibilities, Families First Coronavirus Response Act (FFCRA), Family and Medical Leave Act (FMLA)

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David Rath

5 Tips for Navigating PIPEs in the European Life Sciences Sector

The challenging funding environment will likely prompt small- and mid-cap listed life sciences companies to seek financing through private investments in public equity. Small- and mid-cap life sciences companies typically… more

Capital Raising, Convertible Notes, Corporate Financing, EU, Financing

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Anna Rathbun

Antitrust Matters: What Digital Asset Innovators Need to Know

Unpacking three key competition issues for digital asset innovators and investors: M&A, interlocking directorates, and interoperability. In a sea of regulatory hurdles and issues, antitrust and competition laws may be low… more

Acquisitions, Antitrust Provisions, Competition, Digital Assets, Federal Trade Commission (FTC)

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Olivia Rauch-Ravisé

COVID-19 Crisis: French Tax and Social Contributions Measures for Businesses - Updated

The French government has announced emergency measures regarding taxes and social contributions in order to protect businesses from the impact of the crisis. Key Points: ..Businesses may request delays for the payment of… more

Coronavirus/COVID-19, Dividends, France, Relief Measures, Tax Authority

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Matthew Rawlinson

California State Court Applies Discovery Stay in Securities Act Claim

A recent decision, if widely adopted, could spare companies from unnecessary discovery costs in claims that may not survive a threshold pleadings challenge. Key Points: ..State courts across the country have reached… more

Discovery, PSLRA, State Courts, Statutory Interpretation, Stays

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Sarah Ray

5 Key Numbers: US Antitrust Insights for Manufacturers About Right-to-Repair Enforcement

Private plaintiffs and government enforcers are aggressively attempting to revive antitrust theories challenging manufacturers’ policies that impact consumers’ “right to repair.” Manufacturers’ policies that impact how… more

Antitrust Provisions, Class Action, Enforcement Actions, Enforcement Priorities, Federal Trade Commission (FTC)

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Victor Razon

Agencies Issue Guidance for Banking Organizations on Managing Risk in Third-Party Relationships

The guidance outlines principles and key considerations for banking organizations as they navigate risks associated with third parties, including fintechs. On June 6, 2023, the Federal Deposit Insurance Corporation (FDIC),… more

Banking Sector, FDIC, Financial Institutions, FinTech, FRB

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Charles Read

CARB Steers Clean Miles Standard Toward Formal Rulemaking

The agency has further strengthened electrification targets and provided additional details on compliance options for Transportation Network Companies. The California Air Resources Board (CARB) is developing the Clean Miles… more

Automotive Industry, CARB, Climate Change, Executive Orders, Governor Newsom

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Josh Real

CMS Seeks Healthcare Industry Input on Future of Digital Health

Comments on the RFI, due by June 16, present a rare opportunity to shape future technology standards, reporting requirements, and business opportunities… more

Centers for Medicare & Medicaid Services (CMS), Comment Period, Digital Health, Health Information Technologies, Health Insurance Portability and Accountability Act (HIPAA)

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William Reckler

CFTC Releases New Enforcement Cooperation Guidelines

The agency’s updated advisory for companies and first-ever guidance for individuals shed additional light on its approach for recognizing cooperation. On January 19, 2017, the Division of Enforcement (Division) of the U.S… more

CFTC, Cooperation, Enforcement Guidance

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Pamela Reddy

DOJ Issues New FCPA Guidelines Amid Growing Ambitions of UK and European Prosecutors

The guidelines confirm that FCPA enforcement will continue but provide opportunities for foreign authorities to lead where US interests are not significantly impacted… more

Anti-Corruption, Bribery, Corporate Governance, Department of Justice (DOJ), Enforcement Actions

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Harry Redford

Target Engaged: How UK PLCs Can Defend Against Growing US Shareholder Activist Focus in 2024

The UK market continues to prove a fertile hunting ground for shareholder activism, with US-based investors spearheading a significant proportion of public campaigns during 2023. These seasoned investors with a track record of… more

Acquisitions, Best Practices, Corporate Governance, Investors, Mergers

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Amanda Reeves

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Annemarie Reilly

Second Circuit Requires Consideration of Efficient Market for Chapter 11 Cramdown Interest Rates

Ruling overturns New York decision rejecting market-based approach. Key Points: - Court of Appeals for the Second Circuit requires courts to consider efficient market interest rate, if available, for purposes of chapter 11… more

Bankruptcy Code, Chapter 11, Chapter 13, Commercial Bankruptcy, Consumer Bankruptcy

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Bridget Reineking

US Treasury Department Publishes Proposed Regulations to Implement FIRRMA: 10 Key Questions Answered

CFIUS has offered a one-month comment period for proposed rulemaking to implement provisions of CFIUS legislation passed in August 2018. More than a year ago, in August 2018, US President Donald Trump signed the Foreign… more

CFIUS, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions, Export Controls

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Joshua Reisman

Considerations for REITs in Adopting a Poison Pill in Response to the COVID-19 Crisis

REIT management and boards of directors should review their defensive profile and consider whether to prepare a rights plan. Key Points: ..Unprecedented market volatility and investor uncertainty due to the coronavirus… more

Coronavirus/COVID-19, Corporate Governance, Poison Pill, REIT, Shareholder Rights

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Michael Reiss

California Court Adopts the Caremark Standard for Oversight Claims

The decision articulates the standard for plaintiffs asserting derivative claims based on an alleged failure of oversight by directors and officers of California companies. Nearly three decades ago in the seminal case In re… more

Board of Directors, Caremark claim, Corporate Governance, Corporate Officers, Delaware General Corporation Law

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Cooper Rekrut

US Treasury Department Publishes Proposed Regulations to Implement FIRRMA: 10 Key Questions Answered

CFIUS has offered a one-month comment period for proposed rulemaking to implement provisions of CFIUS legislation passed in August 2018. More than a year ago, in August 2018, US President Donald Trump signed the Foreign… more

CFIUS, Covered Transactions, Critical Infrastructure Sectors, Cross-Border Transactions, Export Controls

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Xavier Renard

COVID-19 Crisis: French Tax and Social Contributions Measures for Businesses - Updated

The French government has announced emergency measures regarding taxes and social contributions in order to protect businesses from the impact of the crisis. Key Points: ..Businesses may request delays for the payment of… more

Coronavirus/COVID-19, Dividends, France, Relief Measures, Tax Authority

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Morgan Rettig

FDA Reauthorization Act Aims to Speed Product Reviews Through User Fee Funding

Congress passes sweeping user fee reauthorization bill to fund increased FDA staffing and support commitments to product review timelines. Key Points: ..Congress authorized FDA to collect increased total annual user fees… more

Abbreviated New Drug Application (ANDA), Biosimilars, FDARA, Federal Food Drug and Cosmetic Act (FFDCA), Food and Drug Administration (FDA)

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Terra Reynolds

Key Insights on President Trump Executive Order Limiting Criminal Enforcement of Regulatory Offenses

The executive order shifts policy on enforcement of criminal regulatory offenses, steering away from criminal enforcement of strict liability offenses in regulatory matters… more

Controlled Substances Act, Criminal Prosecution, Department of Justice (DOJ), Enforcement Guidance, Executive Orders

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Valentin Riazanov

Final Carried Interest Regulations: Key Takeaways for Private Fund Sponsors

While the final regulations simplify key exceptions and contain favorable changes, ambiguity continues for investment fund managers. On January 7, 2021, the US Treasury Department and Internal Revenue Service (together,… more

Capital Gains, Carried Interest, Final Rules, Fund Sponsors, Holding Periods

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Tara Rice

Energy Storage Gets a Boost from Federal and Private Sector Actions

On June 16, 2016, the White House hosted a Summit on Scaling Renewable Energy and Storage with Smart Markets. As a backdrop to the Summit, the Obama Administration announced new executive actions and 33 public and private sector… more

Advanced Batteries, Department of Energy (DOE), Electricity, Energy Sector, Energy Storage

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Angelina Richards

The Corporate AMT’s Crypto Problem Poses Constitutional Hazards

Under recent accounting rule changes, unrealized crypto gains must generally be reported on income statements, but questions arise about the alignment of the new Corporate Alternative Minimum Tax with constitutional tax… more

Alternative Minimum Tax, Capital Gains, Constitutional Challenges, Corporate Taxes, Cryptoassets

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Elizabeth Richards

HHS Begins Department Reorganization and Reduction in Force

New rounds of cuts and organizational shifts for HHS staff and operating divisions could dramatically impact the healthcare and life sciences industry… more

Centers for Disease Control and Prevention (CDC), Centers for Medicare & Medicaid Services (CMS), Department of Government Efficiency (DOGE), Department of Health and Human Services (HHS), Executive Orders

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Ed Richardson

Deal Teams Can Scheme to Success

Schemes of arrangement are a well-known and familiar tool for many within M&A. They are often used to implement acquisitions of public or widely held companies or restructurings of financial indebtedness, frequently as part of… more

Commercial Bankruptcy, Creditors, Debt Restructuring, Insolvency, Scheme of Arrangement

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Kelly Richardson

No Small Issue: EPA’s Proposed Rule for Nanoscale Material Reporting

Arguably necessary and long overdue, but not without issues and challenges. Introduction - On March 25, 2015, the U.S. Environmental Protection Agency (EPA or the Agency) issued a Proposed Nanoscale Material (NM)… more

Environmental Protection Agency (EPA), Manufacturers, Nanoscale, Proposed Regulation, Public Comment

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Kevin Richardson

New SEC Disclosures for Payments to Governments by Oil, Natural Gas, and Mining Companies: FAQs

New SEC Disclosures for Payments to Governments by Oil, Natural Gas, and Mining Companies - What so-called resource extraction issuers need to know ahead of the September 26, 2024 deadline… more

Corporate Governance, Disclosure Requirements, Energy Exploration, Foreign Private Issuers, Form SD

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Anthoy Richmond

Boardroom Perspectives: Proxy Access – Preparing for the 2017 Proxy Season

As shareholders continue to submit proxy access proposals, public companies may wish to consider proxy access and develop a response plan. Many public companies have received shareholder proxy access proposals in… more

Corporate Governance, Popular, Proxy Access, Proxy Season, Shareholder Proposals

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Markus Rieder

Law Firm Search in Connection With “Diesel Emissions Scandal” Lawful, German Federal Constitutional Court Says

The recent Federal Constitutional Court decision severely limits legal privilege in German criminal investigations, but provides useful guidance to ensure privilege in limited circumstances. German government is called upon to… more

Attorney-Client Privilege, Automotive Industry, Carbon Emissions, Constitutional Challenges, Constitutional Courts

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Alexander Rieger

Germany’s €500 Billion Infrastructure Fund: Practical Insights and Opportunities

The fund will dedicate €100 billion to energy transition, enhancing private sector involvement and promoting economic growth and technological innovation… more

Clean Energy, Climate Change, Critical Infrastructure Sectors, Economic Development, Energy Projects

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Anna Rienhardt

SEC Approves New Municipal Advisor Fiduciary Duty Rule

The new MSRB rule represents another significant milestone in the MSRB’s development of the comprehensive regulatory framework for municipal advisors mandated under the Dodd-Frank Act. On December 23, 2015, the Securities… more

Fiduciary Duty, MSRB, Municipal Advisers, Securities and Exchange Commission (SEC)

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Amy Rigdon

Investment Funds: Sun Capital Reversal Offers Important Takeaways Regarding Portfolio Company Pension Liabilities

The First Circuit reverses a lower court decision and finds two Sun Capital private equity funds are not liable for portfolio company’s pension plan liabilities under ERISA. On November 22, 2019, the United States Court of… more

Defined Benefit Plans, Employee Retirement Income Security Act (ERISA), Investment Funds, Investors, Joint and Several Liability

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Elisabetta Righini

European Commission Releases First Draft of General-Purpose AI Code of Practice

The Draft Code sets out various obligations relating to transparency, copyright compliance, and management of systemic risks for providers of GPAI models… more

Artificial Intelligence, EU, European Commission, Member State, Proposed Regulation

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Jonathan Ritson-Candler

EU Listing Act - Regulatory Divergence Between EU and UK MAR

Until recently, the UK and EU post-Brexit market abuse regimes remained substantially aligned. However, the passing of the EU Listing Act reforms in 2024 has meant that UK and EU MAR have started to diverge meaningfully for the… more

Capital Markets, Corporate Governance, Disclosure Requirements, EU, EU Market Abuse Regulation (EU MAR)

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Eric Rivas

California Supreme Court Rules on Unfair Competition Law

The decision provides organizational plaintiffs, including nonprofits and trade associations, with a basis to establish standing to bring UCL claims. In July 2023 the California Supreme Court expanded the ability of… more

Aetna, CA Supreme Court, Health Care Providers, Injury-in-Fact, Out of Network Provider

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Caroline Rivera

US Courts Annual Review

Global Competition Review is a leading source of news and insight on competition law, economics, policy and practice, allowing subscribers to stay apprised of the most important developments around the world. Alongside the… more

Antitrust Litigation, Antitrust Provisions, Competition, Federal Trade Commission (FTC)

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Federica Rizzo

EU Regulatory & Antitrust Monitoring on Sustainability Newsletter - September 2020

Welcome to the inaugural issue of the EU Regulatory & Antitrust Monitoring on Sustainability newsletter. The September issue features six key takeaways from the past month to which companies and investors operating in the EU… more

Antitrust Provisions, Competition, Corporate Governance, EU, European Commission

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Catherine Rizzoni

Empowering Corporate Compliance Functions in a Post-Pandemic Environment

Building an effective post-pandemic compliance program requires taking stock of, and acting on, US regulators’ shifting approach and priorities. As detailed in a recent Latham Client Alert, the US Department of Justice (DOJ)… more

Chief Compliance Officers, Compliance, Coronavirus/COVID-19, Risk Assessment, Risk Management

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Brook Roberts

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Christian Roberts

Beyond the Valuation Gap - Flexing Earnouts in the Current M&A Environment

Increased use of earnouts is likely to facilitate M&A deals across sectors in Europe. Earnouts are increasingly common in European M&A. The growing prevalence of this contractual provision — in which additional… more

Acquisitions, Business Valuations, Contract Terms, De-Risking, Early Stage Companies

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Amy Robertson

IRS Provides COVID-19 Relief for Renewable Energy Projects

Notice 2020-41 gives renewable energy developers more time to complete projects and eases technical requirements of the 3 ½ month rule. Key Points: ..Developers who started construction in 2016 or 2017 now have five years to… more

Coronavirus/COVID-19, Energy Projects, IRS, Popular, Relief Measures

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Greg Robins

SDNY: Syndicated Loans Are Not Securities

Decision affirms long-standing market convention. On May 22, 2020, Judge Gardephe of the US District Court for the Southern District of New York held that syndicated term loans do not constitute securities under various… more

Blue Sky Laws, Criminal Conspiracy, Dismissals, Fraud, Leave to Amend

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Alicia Robinson

California Legislature Passes Four Aggressive Climate Bills and Authorizes Extension of Diablo Canyon

The climate bills championed by Governor Newsom stand to alter the state’s climate policy for years to come. On August 31, 2022, the last day of its 2021-2022 session, the California Legislature passed four climate bills… more

CARB, Carbon Capture and Sequestration, Carbon Emissions, Clean Energy, Climate Change

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Anne Robinson

DOJ Issues Guidance on “Unlawful Discrimination”

The guidance reflects a key step in the administration’s broader strategy to root out DEI efforts in the private sector… more

Anti-Discrimination Policies, Civil Rights Act, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Equal Protection

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James Robinson

Update: Executive Compensation Ramifications of Proposed Tax Cuts and Jobs Act

Proposed tax reform legislation includes several provisions that will affect the treatment of executive compensation. Key Points: ..The current House and Senate bills remove the previously proposed Section 409B1 and… more

Compensation & Benefits, Deferred Compensation, Executive Compensation, Proposed Legislation, Section 409A

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Stewart Robinson

UK Government Proposes an Independent Regulator for English Men’s Professional Football

The regulator would introduce a licensing system for clubs, increase scrutiny of directors and owners, and aim to equalise funding. The UK government has published a White Paper which outlines its plans to establish a new… more

Football, Licenses, Licensing Rules, Regulatory Authority, Sports

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Katherine Rocco

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Callum Rodgers

UK Supreme Court Clarifies the Scope of the Quincecare Duty

The Court held that banks do not owe this duty to customers deceived into instructing their banks to transfer money to fraudsters. On 12 July 2023, the UK Supreme Court handed down its highly anticipated judgment in Philipp… more

Breach of Duty, Capital Markets, Financial Conduct Authority (FCA), Fraud, UK

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Gregory Rodgers

Demystifying Modern Convertible Notes - April 2024 - Revised Edition

Issuing convertible notes has long been an attractive capital-raising option for public companies. At its most basic essence, a convertible note is a debt instrument that pays interest and principal, but also carries the right… more

Business Valuations, Capital Raising, Common Stock, Conversion, Convertible Notes

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Rachel Rodriguez

In re Orchard Enterprises, Inc. Stockholder Litigation, C.A. No. 7840 (Del. Ch. Feb. 28, 2014)

Delaware Court of Chancery applies entire fairness review to a take-private merger with a controlling stockholder, despite approval by a special committee and a majority-of-the-minority, and holds that disclosure claims may give… more

Controlling Stockholders, Mergers, Shareholder Litigation, Shareholders

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Naiara Rodríguez-Escudero

Aspectos Laborales de la Ley Integral para la Igualdad de Trato y la no Discriminación

La nueva regulación pretende garantizar la tutela del derecho a la igualdad de trato y no discriminación. El 13 de julio de 2022 el Boletín Oficial del Estado publicó la Ley 15/2022, de 12 de julio, integral para la igualdad… more

Anti-Discrimination Policies, Disability Discrimination, Employment Discrimination, Equal Opportunities, New Legislation

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Matthew Rodwell

Dubai Virtual Assets Regulation Authority Enacts New Regime to Regulate Virtual Assets

The new regime specifies licensing and reporting requirements for a range of activities related to virtual assets in the Emirate of Dubai. On February 7, 2023, the Dubai Virtual Assets Regulation Authority (VARA) adopted… more

Cryptoassets, DIFC, Dubai, Enforcement Authority, Licensing Rules

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Ariel Rogers

Global Legal Insights: Cartels 2021, 9th Edition - United Arab Emirates

Overview of the law and enforcement regime relating to cartels - The United Arab Emirates (“UAE”) competition law and enforcement regime is relatively young with just over eight years since Federal Law Number 4 of 2012… more

Antitrust Violations, Breach of Competition Law, Cartels, Civil Monetary Penalty, Competition Authorities

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Natalie Rogers

2022 CEQA Year in Review: Understanding the Judicial Landscape for Development

Public agencies prevailed in 71% of decisions involving the California Environmental Quality Act in 2022. Latham lawyers tracked key developments in California Environmental Quality Act (CEQA) case law throughout 2022… more

CA Supreme Court, CEQA, Environmental Impact Report (EIR), Legal History, Urban Planning & Development

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Juliet Rognlie

10 Key Takeaways From the Section 162(m) Proposed Regulations

Recently issued proposed regulations clarify changes made by the TCJA to the tax deductibility of executive compensation. Section 162(m) of the US Internal Revenue Code (the Code) as amended by the Tax Cuts and Jobs Act… more

Clawbacks, Compensation & Benefits, Covered Employees, Deferred Compensation, Executive Compensation

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Arthur Rohmer

Impact of COVID-19 on French M&A Transactions

COVID-19 and government measures to fight it may significantly affect M&A transactions. On March 16, 2020, President Emmanuel Macron announced the implementation of unprecedented and extendable quarantine measures in order to… more

Acquisitions, Complex Corporate Transactions, Coronavirus/COVID-19, France, Mergers

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Elena Romanova

Analysis: Impact of Inflation Reduction Act’s Stock Buyback Excise Tax and Corporate Minimum Tax

Beginning in 2023, an excise tax of 1% will apply to public company stock buybacks and a 15% corporate minimum tax generally will apply to corporations with book income exceeding $1 billion. Key Points: ..Public… more

Acquisitions, Alternative Minimum Tax, Corporate Taxes, Derivatives, Excise Tax

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Diego Romero

ICC Launches Revised Arbitration Rules for 2021

The amendments aim to increase transparency and efficiency in the arbitral proceedings. Key Points: ..To increase transparency, parties must disclose “the existence and identity” of third-party funders. ..To increase… more

Arbitration, EU, International Arbitration, International Chamber of Commerce (ICC), Third Party Funding

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Michael Romey

Executive Order Targeting State Energy Regulations: Impacts and Responses From States

The order instructs the Attorney General to curb state and local climate initiatives and prepare a report within 60 days detailing those efforts… more

California, Climate Change, Constitutional Challenges, Department of Justice (DOJ), Energy Policy

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Hanna Roos

Pharma and Biotech: Key Trends and Legal Risks

How to thrive amid uncertainty? This was the question we explored at the 35th FT Global Pharmaceutical and Biotechnology Conference. Here are five key industry trends and corresponding practical legal tips to help companies stay… more

Big Data, Biotechnology, Divestment, Innovation, Intellectual Property Protection

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Nicholas Rosellini

California Court of Appeal Upholds Federal Forum Provision Covering State-Court IPO Securities Class Actions

On April 28, 2022, the California Court of Appeal issued a much-anticipated decision in Wong v. Restoration Robotics, Case No. A161489, enforcing a forum selection clause contained in a corporate charter provision that required… more

Appeals, Corporate Charters, Federal Court Litigation, Forum, Forum Selection

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Benjamin Rosemergy

US Government Reopens Discussion of Private Pension Investments Expectations

The Department of Labor has taken two recent actions that indicate where the approach to retirement investment policy may go under the new administration… more

Biden Administration, Cryptocurrency, Department of Labor (DOL), Employee Retirement Income Security Act (ERISA), Environmental Social & Governance (ESG)

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Paul Rosen

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Howard Rosenblatt

Annual HSR Threshold Adjustments Announced

FTC adjusts the Hart-Scott-Rodino Act size thresholds, inter alia, to raise the minimum size for reportable acquisitions to $84.4 million. On January 26, 2018, the Federal Trade Commission (FTC) announced new jurisdictional… more

Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Size of Persons Test, Size of Transaction Test, The Clayton Act

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Adam Rosenbloom

SEC Announces First “EPS Initiative” Enforcement Actions

The enforcement actions provide early clues on how the SEC’s “risk-based data analytics” may flag public companies for investigation. Key Points: ..On September 28, 2020, the US Securities and Exchange Commission (SEC or… more

Analytics, Compliance, Corporate Issuers, Enforcement Actions, Risk Assessment

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Tatum Rosenfeld

California Court Adopts the Caremark Standard for Oversight Claims

The decision articulates the standard for plaintiffs asserting derivative claims based on an alleged failure of oversight by directors and officers of California companies. Nearly three decades ago in the seminal case In re… more

Board of Directors, Caremark claim, Corporate Governance, Corporate Officers, Delaware General Corporation Law

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Margaret Rote

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies. The interest and need for healthcare services transactions in the… more

Acquisitions, Antitrust Provisions, Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Health Care Providers

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James Rotstein

Speaking on Spokeo: Ninth Circuit Dismisses FACTA Lawsuit

The Ninth Circuit follows the Second and Seventh Circuits in dismissing consumer class actions in which named plaintiff alleges no injury other than statutory damages. Key Points: ..In Bassett v. ABM Parking Services,… more

Article III, Class Action, Class Certification, Dismissals, FACTA

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Greg Roussel

PE Views: Insights on the World of Private Equity - March 2021

Creative Uses of Collateral Present New Financing Opportunities for PE - Raising fresh capital for portfolio companies in times of financial stress is always a delicate balancing act between attracting new lenders and… more

Balance Sheets, Capital Raising, Collateral, Coronavirus/COVID-19, Financing

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Nils Röver

How will StaRUG help German companies address the impact of COVID-19?

Looking back at the last few months, the COVID-19 pandemic has hit many companies hard and amplified disruptive trends in various sectors. In addition to other measures to address COVID-19 impact on businesses, Germany has made… more

Acquisitions, Coronavirus/COVID-19, Debt Restructuring, Financial Distress, Germany

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Michael Rowe

IRS Publishes Guidance on the Prevailing Wage and Apprenticeship Requirements Under the IRA

Projects that start construction within 60 days from the publication of the Notice are exempt from the requirements. Key Points: ..Taxpayers now have until January 29, 2023, to start construction on a project to avoid… more

Apprenticeships, Construction Industry, Construction Project, Davis-Bacon Act, New Guidance

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Zachary Rowen

Delaware Court Nixes Deal Due to Seller’s Failure to Operate in “Ordinary Course” During COVID-19

The decision leaves the door open for buyers to argue that inflexible ordinary course covenants can provide a basis to terminate a transaction in which a seller does not suffer an MAE. Key Points: ..The Delaware Court of… more

Acquisitions, Business Interruption, Buyers, Contract Termination, Contract Terms

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Jennifer Roy

EPA Proposes Granting Texas Primacy for Class VI Wells

The proposal could accelerate the permitting process for carbon capture and storage projects in the state. On June 9, 2025, the US Environmental Protection Agency (EPA) signed a proposed rule that, if approved, would grant… more

Carbon Capture and Sequestration, Energy Projects, Environmental Protection Agency (EPA), Expedited Actions Process, Hazardous Waste

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Michael Rubin

President Trump’s AI Action Plan: Key Insights

The plan seeks to limit AI regulation at the federal and state level, encourages rapid development of AI infrastructure, and warns against ideological bias in models… more

Artificial Intelligence, Bias, Critical Infrastructure Sectors, Diversity and Inclusion Standards (D&I), Executive Orders

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Matthias Rubner

New Whistleblower Protections in France: Considerations for Companies

Companies operating in France should implement or adapt their reporting mechanisms to comply with the new requirements. On 1 September 2022, new protections for whistleblowers in France entered into force. The protections… more

Compliance, EU, EU Directive, France, Reporting Requirements

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Charles Ruck

Recent Developments for Directors July 2025

The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing… more

Artificial Intelligence, Board of Directors, Corporate Governance, D&O Insurance, Disclosure Requirements

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Simeon Rudin

European Secured Notes - Coming to a Bank Near You?

The bank-funding instrument is designed to unlock liquidity for SME loans. Key Points - ..The impact of COVID-19 on European small and medium-sized enterprises (SMEs) is expected to be severe1 — further underscoring the… more

Banking Sector, EU, Financial Markets, Liquidity, Secured Notes

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Kathryn Ruemmler

Committee on Foreign Investment in the United States – Key Questions Answered On CFIUS

What is CFIUS? CFIUS stands for the Committee on Foreign Investment in the United States. It is a US federal, interagency group with authority to review certain foreign investments in US businesses to determine whether such… more

CFIUS, Foreign Investment, Jurisdiction, Regulatory Authority

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Jacqueline Marie Rugart

Form N-PX “Say on Pay” Disclosure Requirement for 13F Filers Will Become Effective July 1, 2024

Form 13F filers will need to file their first Form N-PX covering the period of July 1, 2023, to June 30, 2024, by August 31, 2024. Rule 14Ad1 of the Securities Exchange Act of 1934 (Exchange Act), which was adopted by the… more

Chief Compliance Officers, Corporate Governance, Disclosure Requirements, Executive Compensation, Form 13F

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Brittany Ruiz

Spotify Case Study: Structuring and Executing a Direct Listing

Spotify Technology S.A. went public on April 3, 2018 through a direct listing of its shares on the New York Stock Exchange. Key Points: ..A direct listing is an innovative structure that provides companies with an… more

Direct Listing, Early Stage Companies, Entrepreneurs, Financial Statements, Initial Public Offering (IPO)

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Miles Ruthberg

Supreme Court: SEC ALJs Are Officers Subject to Constitution’s Appointments Clause

Respondents in pending or future proceedings should carefully assess their options until several key legal questions are resolved. The United States Supreme Court recently issued its ruling in Lucia v. Securities and Exchange… more

Administrative Law Judge (ALJ), Administrative Proceedings, Appointments Clause, Constitutional Challenges, Enforcement Actions

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Jake Ryan

New DOJ Policy Will Curb “Piling On” Multiple Penalties for Same Corporate Misconduct

Corporate resolution policy will provide greater clarity and predictability for companies that self-report and cooperate with DOJ. Key Points: ..The new policy requires DOJ civil and criminal prosecutors to coordinate in… more

Civil Monetary Penalty, Cooperation, Corporate Fines, Corporate Misconduct, Criminal Prosecution

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Christopher Rydberg

United States Eases OFAC Sanctions on Syria

General License 25 effectively suspends OFAC sanctions targeting Syria. Stringent US export control restrictions on exports and reexports to Syria remain… more

Economic Sanctions, EU, Export Controls, Exports, Foreign Policy

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Myria Saarinen

EU Data Act Significant New Switching Requirements Due to Take Effect for Data Processing Services

In the rapidly evolving landscape of European tech regulation, the Data Act introduces changes with the potential to reshape established market dynamics, presenting significant challenges and opportunities for affected… more

Cloud Service Providers (CSPs), Data Privacy, Data Processing Rules, Data Processors, Data Protection

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Jessica Saba

Seventh Circuit Deepens Circuit Split Over FCA Dismissal Authority

The Seventh Circuit has created a third standard for evaluating motions to dismiss pursuant to the government’s FCA dismissal authority. The US Court of Appeals for the Seventh Circuit’s August 17, 2020, opinion in United… more

Appeals, Dismissals, False Claims Act (FCA), Motion to Dismiss, Split of Authority

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Sindhoo Vinod Sabharwal

The Acquisition and Leveraged Finance Review, 8th Edition - United Kingdom

It is fair to say that the acquisition and leveraged finance industry has shown resilience in relation to the difficult global situation arising from the covid-19 pandemic, particularly in comparison to the previous global… more

Acquisitions, Coronavirus/COVID-19, Equity Markets, EU, Financial Markets

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Barry Sabin

Department of Justice Revises Policy Regarding Voluntary Disclosures of Export Control and Sanctions Violations

The revised policy both clarifies and expands DOJ’s prior disclosure guidance. On December 13, 2019, the United States Department of Justice (DOJ) revised its policy regarding voluntary self-disclosures (VSDs) of potentially… more

Amended Regulation, Department of Justice (DOJ), Economic Sanctions, Export Controls, Exports

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Nabil Sabki

SEC Proposes to Expand Interpretation of “Dealer” and “Government Securities Dealer” Definitions

On March 28, 2022, the US Securities and Exchange Commission (SEC) proposed rules (Proposing Release) that would require securities market participants that engage in dealer-like activities - such as a proprietary trading firm… more

Broker-Dealer, Decentralized Finance (DeFi), Government Securities, Investment Advisers Act of 1940, Market Participants

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Emily Sachs

FDA Releases Final Guidance on Considerations for the Use of Real-World Data and Real-World Evidence

The Guidance amends the 2021 draft guidance regarding products used under an Emergency Use Authorization and use of patient-level data from third parties. On August 31, 2023, the US Food and Drug Administration (FDA or the… more

Federal Food Drug and Cosmetic Act (FFDCA), Final Guidance, Food and Drug Administration (FDA), Pharmaceutical Industry, Prescription Drugs

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Jayanthi Sadanandan

Structuring Challenges in Leveraged Buyouts in Israel

How foreign private equity sponsors and their lenders are finding solutions to local law structuring issues - Leveraged finance acquisitions have existed in the Israeli market for many years. However, for a variety of… more

Acquisitions, Banking Sector, Financial Institutions, Foreign Acquisitions, Foreign Investment

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Jamie Sadler

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Stelios Saffos

Chambers Global Practice Guide - Private Credit 2025

The private credit market has emerged as a formidable force in the global financial landscape, offering a compelling alternative to traditional syndicated bank lending. The Private Credit Guide provides a broad overview of… more

Borrowers, Creditors, Debt, Financial Markets, Financial Services Industry

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Lawrence Safran

Lexology In-Depth - Acquisition And Leveraged Finance

It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in Europe,… more

Acquisitions, AML/CFT, Base Erosion and Anti-Abuse Tax (BEAT), Base Erosion Tax, Capital Markets

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Nadia Sager

Latham Letter Begins New Era for Private Capital Fundraising

Interpretive guidance unlocks general solicitation in Regulation D offerings with user-friendly, bright-line approach. On March 12, 2025, Latham & Watkins obtained SEC Staff guidance on the use of general solicitation in… more

Accredited Investors, Capital Raising, General Solicitation, New Guidance, Offerings

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Malika Sajdik

Hong Kong Issues Guidance on Recommended Data Security Measures

The guidance outlines steps that organizations should take to enhance data security as hybrid working and learning introduce new risks. On August 30, 2022, the Office of the Privacy Commissioner for Personal Data of Hong Kong… more

Data Protection, Data Protection Commissioner, Data Security, Hong Kong, New Guidance

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Adrianne Salaün

France Implements Damages Directive

The Ordinance introduces new provisions in the Commercial Code that facilitate private actions brought by victims of competition law infringements. Key points - ..Directive 2014/104/ EU of 26 November 2014 (the… more

Breach of Competition Law, EU Damages Directive, France, French Commercial Code

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Guillermo Ruiz de Salazar

Aspectos Laborales de la Ley Integral para la Igualdad de Trato y la no Discriminación

La nueva regulación pretende garantizar la tutela del derecho a la igualdad de trato y no discriminación. El 13 de julio de 2022 el Boletín Oficial del Estado publicó la Ley 15/2022, de 12 de julio, integral para la igualdad… more

Anti-Discrimination Policies, Disability Discrimination, Employment Discrimination, Equal Opportunities, New Legislation

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Matthew Salerno

Enforcement Trends in Cryptocurrency

Cryptocurrency is on the rise...and so are enforcement actions. In less than a decade, cyptocurrencies have grown from a novelty reserved for those dealing in the illicit into a robust platform embraced by financial… more

Anti-Money Laundering, Bitcoin, BitLicense, CFTC, Cryptocurrency

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Claudia Salomon

Top 10 Tips for Effective Written Advocacy in International Arbitration

To effectively advocate in an international arbitration, lawyers must produce effective and persuasive written communications. An arbitrator’s first impression of a case is based on written submissions, and when arbitrators are… more

Arbitration, Drafting Attorney, International Arbitration

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Karima Salway

Restrictive Covenant Crackdown Poses New Challenges for M&A Deal Teams

Corporates and deal teams should pay careful attention to drafting non-competes and other restrictive arrangements as UK, EU, and US regulators step up enforcement. Regulators on both sides of the Atlantic are placing greater… more

Acquisitions, Anti-Competitive, Department of Justice (DOJ), Employment Contract, EU

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Jordan Salzman

Update: Executive Compensation Ramifications of Proposed Tax Cuts and Jobs Act

Proposed tax reform legislation includes several provisions that will affect the treatment of executive compensation. Key Points: ..The current House and Senate bills remove the previously proposed Section 409B1 and… more

Compensation & Benefits, Deferred Compensation, Executive Compensation, Proposed Legislation, Section 409A

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P. Anthony Sammi

USPTO Releases Guidance on AI and Inventorship

The agency offers a practical test with examples for determining patentability of AI-assisted inventions that is grounded in feedback from stakeholders. In its continuing effort to respond to President Biden’s AI-related… more

Artificial Intelligence, Authorship, Computer-Related Inventions, Inventions, Inventors

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Luis Sánchez

Adler: A Spanish Perspective

How would the Spanish court tackle the issues faced by the English Court of Appeal in Adler? Our analysis provides an instructive comparison for groups, shareholders, and creditors when considering where to restructure… more

Bankruptcy Code, Commercial Bankruptcy, Debt Restructuring, EU, Insolvency

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Jose Antonio Sánchez Dafos

Spain Imposes Recoverable Paid Leave for Workers in Non-Essential Services

The new regulation limits the mobility of workers providing services in sectors that currently qualify as non-essential. On 29 March 2020, the Spanish Official Gazette (BOE) published Royal Decree-Law 10/2020 of 29 March… more

Business Closures, Coronavirus/COVID-19, Emergency Response, Operators of Essential Services, Paid Leave

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Victoria Sander

UK Proposes Insurer Resolution Regime

The proposals would give the Bank of England wide-ranging powers to deal with acute failure scenarios, treating policyholder liabilities as loss-absorbing. HM Treasury (HMT) is proposing1 a new UK resolution regime for… more

Bank of England, Capital Requirements, Financial Conduct Authority (FCA), Financial Services Industry, HM Treasury

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Katy Sanders

Second FCA Consultation on New Prudential Regime for Investment Firms

Latest FCA consultation focuses on remuneration, risk management and governance, and liquidity requirements. Key Points: The consultation: ..Sets out the FCA’s proposals for the new remuneration rules for FCA… more

Consultation, Corporate Governance, Financial Conduct Authority (FCA), Investment Adviser, Investment Firms

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Giovanni Sandicchi

Italy’s Liquidity Decree Extends Foreign Investment Regulation in Response to COVID-19

The Italian government extends its Golden Power to veto or impose conditions on corporate transactions involving foreign investment. On April 8, 2020, the Italian Government issued Law Decree 23/2020 providing a contingency… more

Coronavirus/COVID-19, Financial Stimulus, Foreign Investment, Italy, Liquidity

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Phil Sandick

EPA Extends CCR Regulations to Previously Exempt CCR Units

This post is the second in a series on four key power plant rules that the Environmental Protection Agency recently released. It discusses the rule on requirements governing disposal of coal combustion residuals at inactive… more

Carbon Emissions, Clean Air Act, Compliance Monitoring, Covered Entities, Environmental Protection Agency (EPA)

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Kenneth Sands

Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay

In a spinoff, a public company separates one or more of its businesses into a new, publicly traded company. For the public company that initiates it, a spinoff can achieve a number of critical business and financial… more

Business Strategies, Corporate Governance, Corporate Taxes, Due Diligence, Initial Public Offering (IPO)

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Chirag Sanghrajka

Energy & Infrastructure: Renewables Driving Change in the Investment Landscape

Macro market shifts as part of the energy transition are spurring investors, sponsors, and even traditional oil and gas producers to move in new directions. There is an increase in wind and solar projects being funded, with… more

Batteries, Carbon Capture and Sequestration, Electricity, Energy Projects, Energy Sector

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Hector Sants

UK Open for M&A - Government Seeks Evidence on National Security and Investment Act Scope

The UK government is considering steps to make the regime more business-friendly, while maintaining and refining essential national security protections. The National Security and Investment Act 2021 (NSIA), the UK’s first… more

Artificial Intelligence, Cross-Border Transactions, EU, European Commission, Foreign Direct Investment

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Terese Saplys

IP in the UK After Brexit: What Does It Mean for UK Business and Trading with the EU?

On 28 September 2020, the UK government made the Intellectual Property (Amendment etc.) (EU Exit) Regulations 2020 (IP Regulations 2020), which amend the intellectual property (IP) regime in the UK to reflect Brexit-related… more

EU, European Trade Mark Regulation (EUTMR), European Union Trade Mark (EUTM), Intellectual Property Protection, Member State

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Takaki Sato

The Technology, Media and Telecommunications Review - 11th Edition

The Technology, Media and Telecommunications Review is now in its 11th edition, and I am excited to be taking the reins of this publication after a decade under the steady hand of long-time editor John Janka. This Review… more

Coronavirus/COVID-19, Media, Popular, Public Policy, Regulatory Standards

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Suzana Sava-Montanari

In Practice: EU Proposed Securitisation Disclosure Reforms: Is the Remedy Worse Than the Affliction?

In this In Practice article, the authors look at what sell-side entities would need to consider if the reforms to the EU’s securitisation reporting regime, such as a new template for private securitisations, were to go ahead as… more

Corporate Governance, Disclosure Requirements, EU, European Banking Authority (EBA), European Securities and Markets Authority (ESMA)

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Lisbeth Savill

The Technology, Media and Telecommunications Review, 13th Edition - UK

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Broadband, Coronavirus/COVID-19, Digital Markets Strategy, Media, OFCOM

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Sandeep Savla

US Congress Affirms and Expands SEC’s Disgorgement Authority in Annual Defense Spending Bill

The legislation - passed via the first congressional override of the Trump presidency - extends the SEC’s ability to obtain disgorgement for violations of federal securities laws. Key Points: ..As amended, the Securities… more

Congressional Override, Disgorgement, Enforcement Actions, Equitable Relief, Kokesh v SEC

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Katherine Sawyer

Latin America Likely to Face Continued Robust US AntiCorruption Enforcement

Companies operating in Latin America should re-examine anti-corruption best practices and be prepared to act quickly in response to a US government inquiry. Key Points: ..In 2022, Latin America was a hotbed for US… more

Anti-Corruption, Compliance, Department of Justice (DOJ), Enforcement, Enforcement Actions

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Sara Sayma

Government Sets Out Next Steps for UK Sustainability Reporting Framework

The package of consultations covers UK Sustainability Reporting Standards, transition plans, and assurance of sustainability-related disclosures… more

Consultation, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA)

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Martin Saywell

Navigating M&A in 2019 — How Deal Terms Are Responding to the Current M&A Market

Drawing on Latham’s Sixth Private M&A Market Study, we explore trends and developments in consideration mechanics and deal conditionality. Uncertainty has been a significant market factor in 2019… more

Acquisitions, Antitrust Provisions, Cross-Border Transactions, EU, Material Adverse Change Clauses (MACs)

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Inès Schapira

French Supreme Court Extends Transfer of Criminal Liability During Merger by Absorption to All Company Types

The criminal liability of the absorbed company is transferred to the absorbing company, regardless of the corporate form of the company involved in the merger by absorption. In a ruling handed down on May 22, 2024, 1 the… more

Corporate Counsel, Court of Justice of the European Union (CJEU), Criminal Liability, EU, EU Directive

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Danielle Scheer

CMS Seeks Healthcare Industry Input on Future of Digital Health

Comments on the RFI, due by June 16, present a rare opportunity to shape future technology standards, reporting requirements, and business opportunities… more

Centers for Medicare & Medicaid Services (CMS), Comment Period, Digital Health, Health Information Technologies, Health Insurance Portability and Accountability Act (HIPAA)

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Julia-Bianka Schenkel

German Whistleblower Protection Act: Considerations for Companies

Companies operating in Germany should implement reporting mechanisms or adapt their existing ones to comply with the new legal requirements. The German Whistleblower Protection Act (Hinweisgeberschutzgesetz — HinSchG) will… more

EU, EU Directive, Germany, New Regulations, Reporting Requirements

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Axel Schiemann

New German Government Takes Office: Key Developments in ESG and Supply Chain Laws

Following the German federal election in February 2025, the new coalition consisting of CDU/CSU and SPD (the Coalition) has reached a coalition agreement, unveiled on April 9, 2025… more

Climate Change, Corporate Governance, Due Diligence, Energy Policy, Environmental Social & Governance (ESG)

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Thorsten Schiffer

New Size-of-Transaction Test in German Merger Control

Proposed legislative amendment to include changes to merger control thresholds, dominance test, parental liability, and to implement EU private damage directive. This Client Alert focuses on amendments to merger control,… more

Corporate Liability, European Merger Control Regulation, Germany, Multinationals, Size of Transaction Test

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Will Schildknecht

US AI Standards Take Shape: Key 180-Day Developments Following White House AI Executive Order

Companies should consider how new AI risk standards may align to their operations and whether to comment on the draft standards to shape their development. On April 29, 2024, the White House announced that several federal… more

Artificial Intelligence, Biden Administration, Centers for Medicare & Medicaid Services (CMS), Department of Health and Human Services (HHS), Department of Homeland Security (DHS)

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David Schindler

New DOJ Policy Will Curb “Piling On” Multiple Penalties for Same Corporate Misconduct

Corporate resolution policy will provide greater clarity and predictability for companies that self-report and cooperate with DOJ. Key Points: ..The new policy requires DOJ civil and criminal prosecutors to coordinate in… more

Civil Monetary Penalty, Cooperation, Corporate Fines, Corporate Misconduct, Criminal Prosecution

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Regina Schlatter

SEC Imposes Expansive New “Pay Versus Performance” Disclosure Requirements on Public Companies

The new rules significantly expand required disclosure of the relationship between executive compensation and performance metrics, effective for the 2023 proxy season… more

Disclosure Requirements, Dodd-Frank, Executive Compensation, New Rules, Publicly-Traded Companies

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Sara Schlau

Reminder: Employers Must Report 2024 ISO and ESPP Transactions

Deadlines are approaching for employers to report employee exercises of incentive stock options and employee stock purchase plan purchases during 2024. Corporations that offer incentive stock options (ISOs) or maintain a… more

Compliance, Employee Stock Purchase Plans, Filing Deadlines, Incentive Stock Options, IRS

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Max Schleusener

Proposed Amendments to Delaware General Corporation Law Aim to Clarify Corporate Transaction Rules

If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction… more

Acquisitions, Business Entities, Capital Markets, Controlling Stockholders, Corporate Governance

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Falko Schmidt

New German Government Takes Office: Key Developments in ESG and Supply Chain Laws

Following the German federal election in February 2025, the new coalition consisting of CDU/CSU and SPD (the Coalition) has reached a coalition agreement, unveiled on April 9, 2025… more

Climate Change, Corporate Governance, Due Diligence, Energy Policy, Environmental Social & Governance (ESG)

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Janina Schmidt-Keßler

Germany: Insolvency Claw-back Reform Provides Some Relief for Creditors

The reform of claw-back rights in German insolvency proceedings which provides for more legal certainty for creditors has become effective on 5 April 2017. Following their interpretation by German courts, the claw-back rights… more

Amended Regulation, Clawbacks, Creditors, Germany, Insolvency

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Dr. Henning Schneider

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Janice Schneider

US Supreme Court Clarifies Scope of Review Under NEPA

The decision emphasizes the importance of judicial deference to agencies on NEPA and narrows the scope of environmental analyses… more

Administrative Procedure Act, Chevron Deference, Energy Projects, Environmental Litigation, Judicial Deference

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Matthew Schneider

The European Green Bond Standard - The New Green Bond “Gold Standard”?

The European Green Bond Standard seeks to be the “gold standard” for green bonds and reinforce the EU’s position as the leading market for sustainable finance. With the adoption of the EU green bond standard (the EU GBS),… more

Bond Issuers, Climate Change, EU, European Commission, Green Bonds

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Dirk Schnelle

Überblick zu Corona-Betriebsvereinbarungen: Gesundheits- und Datenschutz

Der vorliegende Überblick zeigt wesentliche Rahmenbedingungen für Betriebsvereinbarungen zu Gesundheits-Kontrollen, insbesondere in Bezug auf mögliche Infektionen durch den Corona-Virus und damit verbundene Ansteckungsgefahren… more

Coronavirus/COVID-19, Germany, Health and Safety, Occupational Exposure, Re-Opening Guidelines

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Dominik Schoeninberger

German Federal Government Adopts Draft CSRD Implementation Act

The draft represents the next step in transposing the CSRD into national law. On 24 July 2024, the German Federal Government adopted the governmental draft of the Act implementing the EU Directive on Sustainability… more

Corporate Governance, Due Diligence, Environmental Social & Governance (ESG), EU, European Economic Area (EEA)

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Christopher Schott

Healthcare & Life Sciences: Drug Pricing Digest - August 2025

Our Drug Pricing and Market Access team tracks recent developments in healthcare reform, the Medicaid Drug Rebate Program, the 340B Program, Medicare, and state law… more

Centers for Medicare & Medicaid Services (CMS), Covered Entities, Department of Health and Human Services (HHS), Drug Pricing, Executive Orders

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Leif Schrader

Warranty and Indemnity Insurance – Is the Silver Bullet Beginning to Tarnish?

Warranty and indemnity (W&I) insurance products have been marketed as a “silver bullet,” which can bridge the gap between a buyer’s wish to receive proper deal protection and a seller’s aim of a clean exit. However, as the… more

Acquisitions, EU, Germany, Indemnity Insurance, Insurance Industry

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Brett Schroeder

Ever-Expanding Safe Harbor Leaves Creditors’ Claims Stranded at Sea

Second Circuit holds that Bankruptcy Code preempts creditors’ state law constructive fraud claims. On March 29, 2016, the Second Circuit issued its opinion in In re Tribune Company Fraudulent Conveyance Litig., unanimously… more

Automatic Stay, Bankruptcy Code, Commercial Bankruptcy, Creditors, Fraudulent Conveyance

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Immo Schuler

Germany and Austria Release Guidance on New Size-of-Transaction Test in Merger Control

Final joint guidance on new transaction value threshold published. The German Federal Cartel Office (FCO) and the Austrian Federal Competition Authority (FCA) have released a joint guidance paper (Guidance Paper) clarifying… more

Austria, EU, Federal Cartel Offices, Germany, Merger Controls

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Ian Schuman

FCA Consults on Rule Changes to Accommodate SPACs

Proposed changes to the UK Listing Rules would allow certain SPACs to avoid a listing suspension. Key Points: ..The FCA is proposing to amend its rules so that SPACs meeting certain conditions and disclosure requirements… more

Consultation, Corporate Governance, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA), Listing Rules

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George Schurr

‘Iniquity Exception’ Extends to Breaches of a Director’s Statutory Duty

English High Court holds that alleged breaches of a director’s statutory duties can engage the ‘iniquity exception’, which disapplies legal professional privilege under certain conditions. In Barrowfen Properties v Girish… more

Board of Directors, Breach of Duty, Corporate Governance, Fiduciary Duty, Legal Professional Privilege

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David Schwartz

FERC Expands Scope of Affiliation Between Investor and Public Utility

More investors in public utilities may now be considered affiliates, thereby significantly increasing compliance obligations and transactions subject to prior FERC approval. On October 20, 2022, the Federal Energy Regulatory… more

Affiliates, Board of Directors, Federal Power Act, FERC, Investors

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Roger Schwartz

Ever-Expanding Safe Harbor Leaves Creditors’ Claims Stranded at Sea

Second Circuit holds that Bankruptcy Code preempts creditors’ state law constructive fraud claims. On March 29, 2016, the Second Circuit issued its opinion in In re Tribune Company Fraudulent Conveyance Litig., unanimously… more

Automatic Stay, Bankruptcy Code, Commercial Bankruptcy, Creditors, Fraudulent Conveyance

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Andrea Schwartzman

Florida Law to Restrict the Use of Certain ESG Factors by Asset Managers and Financial Institutions

The legislation mirrors anti-“industry boycott” legislation introduced or passed in other US states and provides more explicit rubrics of prohibited factors. On May 5, 2023, Florida Governor Ron DeSantis signed into law… more

Asset Management, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG), Federal Contractors

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Antongiulio Scialpi

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Stefano Sciolla

Italy Issues New Rules on Hostile Foreign Takeovers and Golden Powers

The Italian Council of Ministers has approved law decree no. 148 (the Decree), extending the disclosure requirements on stakebuilding in Italian listed companies and the Italian government’s so-called “golden powers”. The… more

Hostile Takeover, Italy, New Regulations

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Eleanor Scogings

English High Court Confirms Mediation Can Be Condition Precedent to Litigation

In Ohpen Operations UK Limited v. Invesco Fund Managers Limited, the English court held that mediation was a condition precedent to the commencement of litigation and, accordingly, stayed the proceedings to enable mediation to… more

Breach of Contract, Contract Terms, Dispute Resolution, Mediation, Stays

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Clare Scott

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Nick Scott

European Commission Unveils Clean Industrial Deal

The Clean Industrial Deal aims to establish a joint roadmap for competitiveness and decarbonisation. On 26 February 2025, the European Commission (the Commission) unveiled the Clean Industrial Deal (the Deal), a strategy… more

Circular Economy, Clean Energy, Climate Change, Energy Sector, EU

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Tim Scott

UK Proposes Insurer Resolution Regime

The proposals would give the Bank of England wide-ranging powers to deal with acute failure scenarios, treating policyholder liabilities as loss-absorbing. HM Treasury (HMT) is proposing1 a new UK resolution regime for… more

Bank of England, Capital Requirements, Financial Conduct Authority (FCA), Financial Services Industry, HM Treasury

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Daniel Seale

Chambers Global Practice Guide - Private Credit 2025

The private credit market has emerged as a formidable force in the global financial landscape, offering a compelling alternative to traditional syndicated bank lending. The Private Credit Guide provides a broad overview of… more

Borrowers, Creditors, Debt, Financial Markets, Financial Services Industry

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Sebastian Seelmann-Eggebert

Green Power and the Protections of Intra-EU Energy Investment

The tribunal in Green Power v. Kingdom of Spain declined jurisdiction, finding that the parties had not validly consented to arbitration under the Energy Charter Treaty. A tribunal seated in Sweden has become the first to… more

Arbitration, Arbitration Awards, Court of Justice of the European Union (CJEU), Dispute Resolution, Energy Charter Treaty

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Verena Seevers

Potential Additional German Capital Gains Tax for Real Estate Investors

Real estate investors with their corporate seat and management outside of Germany may be subject to German taxation on capital gains from share deals. Non-resident individuals (investing directly or through partnerships or… more

Capital Gains, Foreign Investment, Germany, Private Equity, Real Estate Investments

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Mitchell Seider

Fifth Circuit: Make-Whole Premiums Should Be Disallowed as Unmatured Interest

Fifth Circuit finds that make-whole premiums should be considered unmatured interest subject to disallowance under Section 502(b)(2) of the Bankruptcy Code to the extent designed to compensate for future interest… more

Affiliates, Appeals, Bankruptcy Code, Chapter 11, Commercial Bankruptcy

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Samantha Seikkula

Federal Agencies Take Steps to Narrow Application of Endangered Species Act and Migratory Bird Treaty Act

The Trump administration changes course on regulatory interpretations relating to the scope of protections for endangered and threatened species and migratory birds… more

Chevron Deference, Endangered Species Act (ESA), Government Agencies, Incidental Take Permits, Loper Bright Enterprises v Raimondo

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Oliver Seiler

European SPACs: Guide to Regulatory Expectations - March 2022

Special purpose acquisition companies (or SPACs) saw a significant increase in popularity in 2020, which has continued into 2021. This trend, which largely started in the United States, has spread to global capital markets hubs,… more

Alternative Investment Fund Managers Directive (AIFMD), EU, EU Market Abuse Regulation (EU MAR), Initial Public Offering (IPO), Jurisdiction

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Jocelyn Seitzman

Europe’s New Market Abuse Rules For Issuers of Debt Securities

European Market Abuse Regulation 2016 imposes new obligations for issuers of debt securities traded on multilateral trading facilities. The European Parliament and the Council of the European Union have adopted a new… more

Debt Securities, Disclosure Requirements, EU, Inside Information, Managers

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Nathan Seltzer

DOJ Issues New FCPA Guidelines Amid Growing Ambitions of UK and European Prosecutors

The guidelines confirm that FCPA enforcement will continue but provide opportunities for foreign authorities to lead where US interests are not significantly impacted… more

Anti-Corruption, Bribery, Corporate Governance, Department of Justice (DOJ), Enforcement Actions

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Harald Selzner

PE Can Pursue PIPE Dreams

European PIPEs — which have experienced an uptick due to COVID-19-related market volatility — present unique structural, informational, and governance considerations for private equity investors. European private investments… more

Coronavirus/COVID-19, Corporate Governance, EU, Private Equity, Private Equity Funds

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Antonina Semyachkova

Is the Customer Always Right? PE in Focus as Regulators Tighten Grip on Consumer Facing Companies

Consumer-facing companies face an increasingly complex UK regulatory landscape as multiple regulators place the spotlight on consumer rights and protections. A raft of new legislation is set to impact businesses and PE sponsors,… more

Buy Now Pay Later (BNPL), Compliance, Consumer Contracts, Consumer Credit Protection, Consumer Financial Products

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Daphnée Setondji

France Reverses Position on Transfer of Criminal Liability in Mergers

In light of a landmark decision from France’s highest court, acquiring companies will have to give greater consideration to criminal risks potentially weighing on them as a result of the merger. The Cour de cassation (the… more

Criminal Liability, France, French Supreme Court, Mergers

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Daniel Settelmayer

OIG Solicits Comments Regarding New Healthcare Rules

OIG Proposed Rule to Expand Safe Harbors under the Anti-Kickback Statute and Exemptions under Civil Monetary Penalties Law - The Department of Health and Human Services, Office of Inspector General (OIG) released a… more

Anti-Kickback Statute, Civil Monetary Penalty, Department of Health and Human Services (HHS), Healthcare, Healthcare Reform

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Alexander Sevald

Private Equity Fund Managers: Annual Compliance Reminders and New Developments

Summary of private equity firms’ compliance obligations, discussion of notable developments in 2015 and outlook for 2016. US federal laws and regulations, as well as the rules of self-regulatory organizations (SROs),… more

Anti-Money Laundering, Audits, CFTC, Chief Compliance Officers, Conflicts of Interest

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Laurence Seymour

Paying the Premium: An Alternate Approach to Repricing Underwater Options - February 2024

Can we keep our heads (and options) above water? As we enter the middle of the first quarter of 2024, many management teams and boards are still asking themselves this question. Volatility in equity markets has, for many… more

Corporate Governance, Incentive Stock Options, Stock Options, Tender Offers

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Brett Shandler

PE Firms Eye AI

Artificial Intelligence has the potential to be the next transformational technology, and as adoption of AI-powered tools continues to increase, deal activity in the AI space will follow. Regulators and law makers are actively… more

Artificial Intelligence, Benefit Plan Sponsors, Due Diligence, EU, Pending Legislation

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Patrick Shannon

US IPO Guide - 2015 Edition

This is our initial public offering guide. It will help you decide whether an IPO is the right move for your company and, if so, help you make sure your IPO goes off as quickly and as smoothly as possible, without any unpleasant… more

Corporate Counsel, Emerging Growth Companies, Financial Industry Regulatory Authority (FINRA), Financial Statements, Initial Public Offering (IPO)

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Edward Shapiro

CFIUS Annual Report: 10 Key Takeaways for Calendar Years 2016 and 2017

The number of CFIUS notices filed is growing, more cases are extending into an investigation phase, and instances of pulling and refiling CFIUS notices are increasing. On November 22, 2019, the Committee on Foreign Investment… more

Acquisitions, Annual Reports, CFIUS, China, Critical Infrastructure Sectors

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Patrick Allan Sharma

New Guidance Issued for Transition Tax on Deferred Foreign Earnings

Anti-avoidance rules and limitations on application of the stock attribution rules among the topics to be addressed in forthcoming regulations. Key Points - ..Certain transactions intended to reduce transition tax… more

Financial Transactions, Tax Reform, Transition Tax

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Farhana Sharmeen

South Korea Reintroduces Human Rights and Due Diligence Act

The reintroduction of South Korea’s due diligence law potentially marks a significant advancement for human rights and ESG initiatives in the region… more

Corporate Governance, Cross-Border, Due Diligence, Environmental Policies, Environmental Social & Governance (ESG)

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Stephen Shashy

COVID-19: IRS Postpones Most Tax Deadlines; Court and Agency Closures Delay Federal Tax Cases – UPDATE

Updated guidance relieves most tax deadlines, provides new procedures for claiming tax relief, and addresses communications with the IRS during the widespread shutdown… more

Coronavirus/COVID-19, Court Closures, Court Schedules, Government Shutdown, Guidance Update

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Jesse Sheff

SDNY: Syndicated Loans Are Not Securities

Decision affirms long-standing market convention. On May 22, 2020, Judge Gardephe of the US District Court for the Southern District of New York held that syndicated term loans do not constitute securities under various… more

Blue Sky Laws, Criminal Conspiracy, Dismissals, Fraud, Leave to Amend

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Paul Sheridan, Jr.

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

See all updates »

Willliam Sherman

The Class Actions Global Guide, US

WHAT IS THE DEFINITION OF CLASS/COLLECTIVE ACTIONS IN YOUR JURISDICTION? ARE THEY POPULAR AND WHAT ARE THE CURRENT TRENDS? Definition of class/collective actions - In the US, a class action is a form of representative… more

Attorney's Fees, Attorney-Client Privilege, CAFA, Claims Limitations Period, Class Action

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Melissa Arbus Sherry

Third Circuit Finds Future Royalty Obligations From Sale Transaction Dischargeable in Bankruptcy

The Third Circuit ruled that the obligations are prepetition “contingent and unliquidated” claims that can be discharged in a bankruptcy. In the chapter 11 bankruptcy of Mallinckrodt plc and certain subsidiaries (In re… more

Asset Purchase Agreements, Chapter 11, Commercial Bankruptcy, Dischargeable Debts, Royalties

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Stephen Shi

ISSB Implementation Across Asia - September 2024

In the December 2023 edition of Regulatory Updates in Asia ESG we provided an update on how jurisdictions across Asia are responding to the International Sustainability Standards Board (ISSB) standards. Several regulators in… more

Asia, Climate Change, Consultation, COP, Corporate Governance

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Nicholas Siciliano

Illinois’ Stay-at-Home Order: What Businesses Need to Know

The Order requires many businesses to close, but allows essential industries to continue operating, and permits employees to work remotely, as applicable. On March 20, 2020, Illinois Governor J.B. Pritzker issued Executive… more

Business Closures, Coronavirus/COVID-19, Critical Infrastructure Sectors, Emergency Management Plans, Executive Orders

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Alex Siemers

US Supreme Court Overrules Chevron Deference to Agencies in Loper Bright and Relentless

The decision establishes that courts, not federal regulatory agencies, have final authority over the meaning of federal laws implicating those agencies and the limits on their authority. On June 28, 2024, the US Supreme… more

Administrative Procedure Act, Chevron Deference, Chevron v NRDC, Government Agencies, Judicial Authority

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John Sikora Jr.

SEC Dismisses Convertible Bond Dealer Suits

The SEC’s dismissal of recent “unregistered dealer” enforcement actions cements a scaling back of the dealer definition and reflects a policy shift from the prior SEC… more

Convertible Bonds, Dealers, Judicial Authority, Private Funds, Regulatory Reform

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Karen Silverman

Annual HSR Threshold Adjustments Announced

FTC adjusts the Hart-Scott-Rodino Act size thresholds, raising the minimum size for reportable acquisitions to $94 million. On January 28, 2020, the Federal Trade Commission (FTC) announced new jurisdictional thresholds for… more

Acquisitions, Antitrust Division, Antitrust Provisions, Federal Trade Commission (FTC), Filing Fees

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Joseph Simei

Annual HSR Threshold Adjustments Announced for 2024

FTC adjusts the Hart-Scott-Rodino Act size thresholds, raising the minimum size for reportable acquisitions to $119.5 million. On January 22, 2024, the Federal Trade Commission (FTC) announced new jurisdictional thresholds… more

Acquisitions, Antitrust Division, Department of Justice (DOJ), Federal Trade Commission (FTC), Filing Fees

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Keith Simon

Second Circuit Requires Consideration of Efficient Market for Chapter 11 Cramdown Interest Rates

Ruling overturns New York decision rejecting market-based approach. Key Points: - Court of Appeals for the Second Circuit requires courts to consider efficient market interest rate, if available, for purposes of chapter 11… more

Bankruptcy Code, Chapter 11, Chapter 13, Commercial Bankruptcy, Consumer Bankruptcy

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Klervi Simon

EU MDR Transitional Provisions Officially Extended

The revised provisions provide medical device and in-vitro diagnostics manufacturers with additional time to bring their product into compliance with the new EU Regulations, subject to a number of conditions. On March 20,… more

Amended Regulation, Diagnostic Tests, EU, Life Sciences, Manufacturers

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Robert Sims

Department of Justice Revises Policy Regarding Voluntary Disclosures of Export Control and Sanctions Violations

The revised policy both clarifies and expands DOJ’s prior disclosure guidance. On December 13, 2019, the United States Department of Justice (DOJ) revised its policy regarding voluntary self-disclosures (VSDs) of potentially… more

Amended Regulation, Department of Justice (DOJ), Economic Sanctions, Export Controls, Exports

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Chei Liang Sin

Enforcement of the Personal Data Protection Act in Singapore

The Personal Data Protection Commission (the “Commission’) was established in January 2013 to implement and enforce The Personal Data Protection Act 2012 (“PDPA”). The PDPA fully came into force on 2 July 2014. So far, the… more

Cell Phones, China, Consent, Data Breach, Data Collection

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Paul Singarella

California Supreme Court: Government Communications on Private Accounts Are Public

Recent decision points to the original intent of the California Public Records Act in the evolving debate over government transparency. Key Points: ..California Supreme Court rules that emails and text messages sent or… more

CA Supreme Court, California Privacy Rights Act (CPRA), Email, Personal Data, Public Employees

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Rifka Singer

Update: Executive Compensation Ramifications of Proposed Tax Cuts and Jobs Act

Proposed tax reform legislation includes several provisions that will affect the treatment of executive compensation. Key Points: ..The current House and Senate bills remove the previously proposed Section 409B1 and… more

Compensation & Benefits, Deferred Compensation, Executive Compensation, Proposed Legislation, Section 409A

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Sabrina Singh

The Future of Human Rights Due Diligence: UNGPs and the Draft Treaty on Business and Human Rights

Human rights due diligence standards are being negotiated at the international level, which may complement or complicate national and regional regulations. Latham & Watkins is pleased to introduce a series of Clients Alerts… more

Corporate Social Responsibility, Due Diligence, Environmental Social & Governance (ESG), EU, Human Rights

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Cameron Sinsheimer

Insider Trading in Commodities Markets: An Evolving Enforcement Priority

The CFTC and the DOJ both now pursue enforcement actions against trading in commodities based on misappropriation of confidential information. Among the many changes resulting from the Dodd-Frank Wall Street Reform and… more

CFTC, Commodities, Confidential Information, Department of Justice (DOJ), Dodd-Frank

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Leticia Sitges

6 Sustainability Takeaways in EU Antitrust & Regulatory - December 2022

Latham lawyers highlight key takeaways and developments in the sustainability space from the second half of the year… more

Antitrust Provisions, Climate Change, Consultation, Corporate Governance, Corporate Social Responsibility

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Simon Skinner

The UK’s New Regime for Carried Interest Taxation - How the Draft Legislation Stacks Up

On 21 July 2025, the UK government published draft legislation relating to its new carried interest regime. This Client Alert considers key aspects of the new regime and how it may apply to UK-based asset managers and non-UK… more

Asset Management, Carried Interest, HMRC, Income Taxes, Investment Funds

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Harriet Slater

The International Investigations Review, 12th Edition - England & Wales

In its second year, the Biden administration has made clear its prioritisation of white-collar prosecutions. This includes changes in policy and guidance, such as a renewed focus on individual accountability, an increased… more

Accounting, Biden Administration, Compliance, Corporate Counsel, Corporate Crimes

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Peter Sluka

Chambers Global Practice Guide - Private Credit 2025

The private credit market has emerged as a formidable force in the global financial landscape, offering a compelling alternative to traditional syndicated bank lending. The Private Credit Guide provides a broad overview of… more

Borrowers, Creditors, Debt, Financial Markets, Financial Services Industry

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Ivan Smallwood

Private Equity in Japan: With Opportunities Come Continuing Challenges

Firms targeting assets divested by conglomerates still face obstacles, though barriers to PE investment in Japan are gradually falling. Many hurdles that traditionally challenged private equity firms looking to invest in Japan… more

Acquisitions, Cross-Border Transactions, EU, Foreign Exchanges, Foreign Investment

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Colleen Smith

Proposed Amendments to Delaware General Corporation Law Aim to Clarify Corporate Transaction Rules

If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction… more

Acquisitions, Business Entities, Capital Markets, Controlling Stockholders, Corporate Governance

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Daniel Smith

UK Court Clarifies Important Issues Relating to Proprietary Interests in Trust Assets

The Court of Appeal ruled that losing proprietary rights under foreign law could invalidate personal claims against third party recipients of trust assets. On 27 January 2022, the UK Court of Appeal unanimously dismissed an… more

Appeals, Beneficiaries, Estate Planning, Foreign Banks, Liquidation

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James Smith

New Cyber Incident Reporting Requirements on the Horizon in the US

Companies should take steps now to prepare for the new rules and expectations. The US government continues to expand regulatory requirements around notification and disclosure of major cyberattacks or incidents… more

Biden Administration, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cybersecurity

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Maria (Masha) Smith

World Economic Forum Launches First-of-Its-Kind Blockchain Deployment Toolkit

The resource aims to help businesses create more resilient supply chains and trusted data by responsibly deploying blockchain technology. The World Economic Forum has launched a new, first-of-its-kind resource - Redesigning… more

Blockchain, World Economic Forum

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Sydney Smith

Annual HSR Threshold Adjustments Announced

FTC adjusts the Hart-Scott-Rodino Act size thresholds, inter alia, to raise the minimum size for reportable acquisitions to $84.4 million. On January 26, 2018, the Federal Trade Commission (FTC) announced new jurisdictional… more

Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Size of Persons Test, Size of Transaction Test, The Clayton Act

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Amy Smyth

UK Adequacy Holds Firm Under New Data (Use and Access) Act 2025

The DUAA introduces several reforms to UK data protection law, but their implications are relatively limited in practice. The Data (Use and Access) Act 2025 (the DUAA) was enacted on 19 June 2025 and amends rather than… more

Adequacy Requirement, Amended Legislation, Cookies, Data Privacy, Data Protection

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Benjamin Snyder

D.C. Circuit: No FCA Liability for Unassessed Regulatory Penalties

Kasowitz decision precludes use of the False Claims Act to usurp regulators’ role and collect bounties for never-adjudicated violations. The United States Court of Appeals for the D.C. Circuit issued a decision in United… more

Civil Monetary Penalty, Environmental Protection Agency (EPA), Environmental Violations, False Claims Act (FCA), Fraud

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Howard Sobel

Delaware Court Nixes Deal Due to Seller’s Failure to Operate in “Ordinary Course” During COVID-19

The decision leaves the door open for buyers to argue that inflexible ordinary course covenants can provide a basis to terminate a transaction in which a seller does not suffer an MAE. Key Points: ..The Delaware Court of… more

Acquisitions, Business Interruption, Buyers, Contract Termination, Contract Terms

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Sebastian Sohn

Germany Further Expands FDI Control Regime

The latest amendments build on last year’s reform, extensively expanding the sectors subject to a mandatory review. Key Points: ..The list of sectors in which investment in a German business triggers a notification… more

Agricultural Sector, Energy Sector, EU, Foreign Direct Investment, Foreign Investment

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Natalia Solarova

European Scrutiny of Foreign Subsidies to Impact PE Deals

A new regulation to control foreign subsidies could entail more complex, costly, and time-consuming deal clearances. European M&A is set to become more complex after the entry into force of the Foreign Subsidies Regulation… more

Acquisitions, Competition, Complex Corporate Transactions, EU, European Commission

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Gaston Soler

IRS Issues Guidance on Transfers by Non-US Partners of Interests in Partnerships With US Assets

Proposed regulations under Section 864(c)(8) provide guidance for determining a foreign partner’s effectively connected gains or losses from a transfer of its interest in a partnership engaged in a US trade or business. Key… more

Capital Gains, Capital Losses, Foreign Partner, Internal Revenue Code (IRC), IRS

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Karen Song

IFLR M&A Report 2021

If 2020 was the year that COVID-19 precipitated extraordinary government intervention and regulation of our lives, 2021 looks set to be the year that regulatory interventions in M&A precipitate changes to the way that dealmakers… more

Acquisitions, Foreign Direct Investment, Foreign Investment, Global Market, Mergers

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Andrew Sorkin

Navigating the Impact of Counterparty Insolvency and Negative Market Conditions in the Crypto Space

An in-depth discussion on the impact of counterparty insolvency, negative market conditions on companies, as well as legal rights and remedies companies may have in the current crypto environment. Topics: Understanding the… more

Cryptoassets, Cybersecurity, Insolvency, Market Conditions

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Samantha Sosa

Antitrust Division’s Updated Guidance on Evaluating Corporate Compliance Programs - Key Features and Takeaways

The guidance stresses heightened focus on emerging antitrust risks, enhanced support and incentives, and proactive monitoring. On November 12, 2024, the Antitrust Division of the US Department of Justice (the Antitrust… more

Antitrust Division, Audits, Bid Rigging, Chief Compliance Officers, Compliance

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Pia Sösemann

Filter Future? Updates on the Copyright Directive and Platform Liability

Recent developments at the CJEU give some shape to the practical implications of Article 17 of the Copyright Directive. 7 June 2021 was the implementation deadline for the Copyright in the Digital Single Market Directive… more

Copyright, Court of Justice of the European Union (CJEU), EU, European Copyright Directive, Intellectual Property Protection

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Igor Sotnikov

A Practical Guide to Russian Restructurings

Introduction – Restructurings are likely to be a major topic in the Russian Federation during 2015 and beyond. From a legal perspective, the legislation pertaining to restructurings and insolvencies has benefited from a… more

Debt Restructuring, Insolvency, Lenders, Russia

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Claudia Sousa

Pay.UK Releases Paper on Protections in Consumer-to-Business Payments

The paper identifies potential gaps in protections for consumers, with a focus on consumer-to-business payments via the Faster Payments System. In November, Pay.UK, the retail payments authority, released a summary paper… more

Consumers, Cryptocurrency, EU, Open Banking, Payment Systems

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Robin Spedding

Navigating the Rise of UK Class Actions Implications for Private Equity

As collective redress actions rise, sponsor and corporate statements are under high scrutiny, with an industry developing to take advantage… more

Class Action, Environmental Social & Governance (ESG), Investors, Litigation Funding, Private Equity

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Giovanni Spedicato

Italy’s Liquidity Decree Extends Foreign Investment Regulation in Response to COVID-19

The Italian government extends its Golden Power to veto or impose conditions on corporate transactions involving foreign investment. On April 8, 2020, the Italian Government issued Law Decree 23/2020 providing a contingency… more

Coronavirus/COVID-19, Financial Stimulus, Foreign Investment, Italy, Liquidity

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Johanna Spellman

US Suspends Coal Leasing on Federal Lands

Legal challenges to moratorium likely as US Department of Interior considers reforms. On Friday, January 15, 2016, US Department of the Interior Secretary Sally Jewell announced that the US will “pause” federal coal leasing… more

Bureau of Land Management, Coal, Department of the Interior, Energy Policy, Environmental Review

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Amy Speros

Legalization of Products Containing CBD? Not Quite Yet, Says FDA

The Agency plays a significant role in the evolving legal landscape governing certain cannabis-derived products. Key Points: ..New law lifts or eases some, but not all, federal obstacles for certain cannabis-derived… more

Agricultural Sector, Cannabidiol (CBD) oil, Comment Period, Controlled Substances Act, Enforcement Authority

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Andrew Splittgerber

StaRUG in Practice: German Scheme Expands Restructuring Options for Debtors

The scheme offers a credible implementation alternative, but no “one size fits all” solution exists for German credits. German credits in sectors such as real estate, automotive, and energy face a worsening macro backdrop… more

Debt Restructuring, EU, Germany, Insolvency, Scheme of Arrangement

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Charles Sprague

FTC Sharpens Its AI Agenda With Novel Impersonation Rulemaking

A new proposed rule would prohibit impersonating individuals or knowingly providing tools for unlawful impersonation — dramatically expanding the FTC’s AI enforcement capabilities. On February 15, 2024, the Federal Trade… more

Artificial Intelligence, Federal Trade Commission (FTC), Goods or Services, Machine Learning, NPRM

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Jamie Sprague

Update: US Supreme Court Addresses Specific Personal Jurisdiction Again

Nation’s highest court rejects narrow causation test for specific jurisdiction and affirms requirement that forum contacts “relate to” the claim. In the 2017 case Bristol-Myers Squibb Co. v. Superior Court, the United States… more

Automotive Industry, Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, Causation, Ford Motor, Ford Motor Co. v Montana Eighth Judicial District Court

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Blake Stafford

US Congress Affirms and Expands SEC’s Disgorgement Authority in Annual Defense Spending Bill

The legislation - passed via the first congressional override of the Trump presidency - extends the SEC’s ability to obtain disgorgement for violations of federal securities laws. Key Points: ..As amended, the Securities… more

Congressional Override, Disgorgement, Enforcement Actions, Equitable Relief, Kokesh v SEC

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Lee Staley

Healthcare Coverage Developments on the Horizon for Emerging Technologies, Including Digital Technologies

Technology companies, providers, investors, and other stakeholders should prepare for potential policy changes. In the coming months, a number of significant developments are anticipated to influence the future of the… more

Emerging Technologies, Health Insurance, Medical Monitoring, Medical Technology Companies, Medicare

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Marianne Standley

Treasury Department, IRS Issue Final GILTI High-Tax Exception Regulations

The final regulations addressing the GILTI high-tax exception retain the general approach of the proposed regulations with some simplifying changes. Key Points: ..Taxpayers can elect on an annual basis whether to exclude… more

Controlled Foreign Corporations, Corporate Taxes, Final Rules, GILTI tax, Internal Revenue Code (IRC)

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Lucinda Starrett

CEQA Case Report: Understanding the Judicial Landscape for Development

2018 Year in Review: Public agencies prevailed in 65% of CEQA cases analyzed. Over the course of 2018, Latham & Watkins lawyers reviewed all 57 California Environmental Quality Act (CEQA) cases, both published and… more

Attorney's Fees, CA Supreme Court, CEQA, Environmental Impact Report (EIR), Environmental Litigation

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Effie Stathaki

FCA Publishes Findings From Its Wholesale Data Market Study

The FCA found that wholesale data markets can be improved, but has ruled out a significant intervention. The FCA has published the findings of its wholesale data market study (MS23/1.5), which examined competition in the… more

Asset Class, Benchmarks, Competition, Credit Ratings, Data Collection

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Jessica Stebbins Bina

Website Terms of Use May Risk Liability Under California Law

Companies selling or leasing consumer goods or services should be alert to a recent rash of lawsuits targeting terms of service provisions. A recent spate of class action lawsuits brought under California Civil Code section… more

Civil Code, Corporate Liability, Goods or Services, Non-Disparagement Provisions, Online Reviews

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Nick Steele

Key Insights on Executive Orders Affecting the Real Estate Industry

Stakeholders in the commercial real estate industry should familiarize themselves with the Trump administration’s policy priorities and the actions already taken. Within the first month of the new administration, the Trump… more

Affordable Housing, Construction Project, Data Centers, Energy Sector, Executive Orders

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Mia Stefanou

The CLARITY Act, Treasury Companies, and the (Digital) Commodity Pool

On July 17, 2025, the House of Representatives passed the Digital Asset Market Clarity Act of 2025 (the CLARITY Act). This pivotal legislation introduces a comprehensive regulatory framework for the digital asset sector and is… more

CFTC, Commodity Exchange Act (CEA), Commodity Pool, Cryptocurrency, Digital Assets

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Dr. Christian Steger

Klagewelle bei Lebensversicherungen – EuGH grenzt das „ewige“ Widerspruchsrecht ein

Aktuell beschäftigen neben den „Dieselklagen“ auch tausende von lebensversicherungsrechtlichen „Widerspruchsfällen“ die deutschen Gerichte. Auslöser dieser Klagewelle war eine EuGH-Entscheidung aus dem Jahr 2013, in der die… more

Court of Justice of the European Union (CJEU), EU, Insurance Industry, Insurance Litigation, Life Insurance

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Laurence Stein

Spin-offs Unraveled: Complex ‘IPOs’ With a Sophisticated Tax Overlay - Key Considerations When Spinning Off a Business Segment or Division

In a spin-off, a public company separates one or more of its businesses into new, publicly traded companies. For the public company that initiates it, a spin-off can achieve a number of critical business and financial… more

Board of Directors, Capital Markets, Capital Structures, Corporate Governance, Corporate Taxes

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John Howard Steinbach

FTC Hearings Evaluate Enforcement Options for Minority Investments

Eighth FTC Hearing features debate over whether the FTC should look more closely at non-controlling investments in competing companies. Last week, the Federal Trade Commission (FTC, or the Commission) held the eighth hearing… more

Competition, Enforcement, Federal Trade Commission (FTC), Minority Shareholders, Public Hearing

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Bob Steinberg

The PTAB Pendulum Swings Back to Petitioners

The PTAB’s institution rates have bounced back under Director Vidal, as discretionary denials have plummeted. Key Points: ..Petitioners are enjoying the highest institution rate since 2015-2016, driven largely by a… more

Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents, Post-Grant Review

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Lisa Stevens

UK Court of Appeal: When to Trigger the Creditor Duty Shift

Ruling provides guidance on how close to insolvency a company needs to be before directors must consider creditors’ interests. The UK Court of Appeal has ruled that the payment of a lawful dividend did not, on the facts,… more

Appeals, Board of Directors, Breach of Duty, Creditors, Dividends

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John David Stewart

Sanctions Update: EU Takes Step to Harmonise Criminal Penalties for Breaches of EU Sanctions

The new Directive (EU) 2024/1226 defines criminal offences and penalties for breaches of EU sanctions. This Client Alert summarises key provisions and implications for businesses. This Client Alert is published in the… more

Criminal Investigations, Criminal Penalties, Economic Sanctions, EU, Sanction Violations

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Alli Stillman

The ELVIS Act: Tennessee Shakes Up Its Right of Publicity Law and Takes On Generative AI

A new Tennessee law seeks to impose liability on generative AI companies and internet platforms related to unauthorized use of a person’s voice or likeness. On March 21, 2024, Tennessee enacted the Ensuring Likeness, Voice,… more

Artificial Intelligence, Civil Liability, Copyright Office, Deep Fake, Enforcement

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Steven Stokdyk

Directors, Take Note: ESG Can Drive Value in 2020

The message that environmental, social, and governance issues can drive stockholder value resonates ever more clearly today. In 2017, Latham lawyers discussed how directors can use environmental, social, and governance (ESG)… more

Best Practices, Board of Directors, Business Strategies, Corporate Governance, Corporate Social Responsibility

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Don Stokes

Singapore Publishes Eligibility List Under the International Carbon Credit Framework

The Eligibility List sets out the approved host countries, carbon crediting programmes, and methodologies that meet the established Eligibility Criteria in Singapore. On 19 December 2023, the Ministry of Sustainability and… more

Carbon Pricing, Collaboration, Environmental Social & Governance (ESG), Memorandum of Understanding, Paris Agreement

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Justin Stolte

Five Takeaways From the 2025 Executive Energy Infrastructure Conference

Latham & Watkins recently hosted its annual Executive Energy & Infrastructure conference in Austin, Texas. During the two-day event, more than 125 industry experts, policymakers, and thought leaders shared insights and discussed… more

Critical Infrastructure Sectors, Digital Data, Digital Platforms, Energy Projects, Energy Sector

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Maria Cristina Storchi

Italian Securities Exchange Commission Announces Market Practice on Liquidity Contracts

The measure is intended to align market practice with the principles laid down under the European market abuse regulation. The Italian Securities and Exchange Commission (Commissione Nazionale per le Società e la Borsa, or… more

CONSOB, Consultation, EU Market Abuse Regulation (EU MAR), European Securities and Markets Authority (ESMA), Financial Instruments

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Alexander Stout

New Cyber Incident Reporting Requirements on the Horizon in the US

Companies should take steps now to prepare for the new rules and expectations. The US government continues to expand regulatory requirements around notification and disclosure of major cyberattacks or incidents… more

Biden Administration, Critical Infrastructure Sectors, Cyber Attacks, Cyber Incident Reporting, Cybersecurity

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Jonathan Strang

The PTAB Pendulum Swings Back to Petitioners

The PTAB’s institution rates have bounced back under Director Vidal, as discretionary denials have plummeted. Key Points: ..Petitioners are enjoying the highest institution rate since 2015-2016, driven largely by a… more

Inter Partes Review (IPR) Proceeding, Patent Litigation, Patent Trial and Appeal Board, Patents, Post-Grant Review

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Jack Stratton

Proposed Section 409A Deferred Compensation Regulations Offer Helpful Clarifications of Current Rules

Treasury Department and IRS issue proposed regulations to address certain specific provisions of the existing Section 409A regulations. On June 21, 2016, the Department of the Treasury and the Internal Revenue Service… more

Comment Period, Deferred Compensation, IRS, Proposed Regulation, Section 409A

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Shawna Strecker

A “Golden Age” of Data Center Dominance

A new executive order seeks to streamline funding for and construction of data center projects by reducing regulatory red tape. On July 23, 2025, the Trump administration issued an executive order titled “Accelerating… more

Clean Air Act, Clean Energy, Clean Water Act, Data Centers, Deregulation

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Andrew Strelka

The Corporate AMT’s Crypto Problem Poses Constitutional Hazards

Under recent accounting rule changes, unrealized crypto gains must generally be reported on income statements, but questions arise about the alignment of the new Corporate Alternative Minimum Tax with constitutional tax… more

Alternative Minimum Tax, Capital Gains, Constitutional Challenges, Corporate Taxes, Cryptoassets

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Winston Stromberg

Environmental Groups, Biofuel Trade Association Challenge Amendments to the California Low Carbon Fuel Standard

Stakeholders should anticipate potential delays and market impacts amid the ongoing legal challenges and the Office of Administrative Law’s recent disapproval… more

Administrative Procedure Act, CARB, CEQA, Climate Change, Constitutional Challenges

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Robin Struve

US Stimulus Creates Temporary COBRA Premium Subsidy and Payroll Tax Credit

Under the new stimulus law, employers must make available temporary COBRA premium subsidies and special COBRA enrollment rights to eligible individuals. Employers are entitled to a refundable payroll tax credit for the amount of… more

American Rescue Plan Act of 2021, Benefit Plan Sponsors, Biden Administration, COBRA, Coronavirus/COVID-19

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Philipp Studt

Proposal to Revise EU FDI Screening Regulation - Revolution or Gradual Evolution?

The proposed revision is ambitious in scope and aims for a greater harmonization of national FDI regimes. On January 24, 2024, the European Commission (EC) adopted five initiatives to strengthen the EU’s economic security,… more

EU, EU Screening Regulation, Foreign Direct Investment, Foreign Investment, International Harmonization

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Michael Sturrock

Bank Indonesia Revises and Clarifies Regulation on Foreign Borrowings by Indonesian Companies

Revised regulation and circular provide more certainty for investors and borrowers, but continue to limit access to foreign capital for many Indonesian businesses. Bank Indonesia, the Indonesian central bank (BI),… more

Amended Regulation, Bank Indonesia, Indonesia

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Benjamin Su

Launch of HKSE’s New Listing Regime for Specialist Technology Companies

From 31 March 2023, the listing framework will include innovative companies in frontier industries, creating more opportunities for investors in the Hong Kong capital market. The Stock Exchange of Hong Kong Limited (the… more

Capital Markets, Hong Kong, Hong Kong Stock Exchange, Listing Rules, Listing Standards

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Jonathan Su

US Attorney General Opens Door to Criminal Prosecution of Private-Sector DEI Efforts

Corporations, associations, foundations, and institutions of higher education should be prepared for criminal, civil, and congressional inquiries. On February 5, 2025, newly confirmed US Attorney General Pam Bondi issued a… more

Civil Rights Act, Criminal Investigations, Department of Justice (DOJ), Discrimination, Diversity and Inclusion Standards (D&I)

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Roopika Subramanian

California Court of Appeal Ruling Exempts Parking Requirements From CEQA Review

CEQA Case Report: Understanding the Judicial Landscape for Development - In a published opinion issued February 28, 2018, Covina Residents for Responsible Development v. City of Covina, Case No. B279590, the Court of Appeal… more

CEQA, Environmental Impact Report (EIR), Mixed-Use Zoning, Parking Lots, Real Estate Development

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Lindsey Sugimoto

California Court Adopts the Caremark Standard for Oversight Claims

The decision articulates the standard for plaintiffs asserting derivative claims based on an alleged failure of oversight by directors and officers of California companies. Nearly three decades ago in the seminal case In re… more

Board of Directors, Caremark claim, Corporate Governance, Corporate Officers, Delaware General Corporation Law

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Christopher Anthony Sullivan

In Practice: EU Proposed Securitisation Disclosure Reforms: Is the Remedy Worse Than the Affliction?

In this In Practice article, the authors look at what sell-side entities would need to consider if the reforms to the EU’s securitisation reporting regime, such as a new template for private securitisations, were to go ahead as… more

Corporate Governance, Disclosure Requirements, EU, European Banking Authority (EBA), European Securities and Markets Authority (ESMA)

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Marguerite Sullivan

10 Key Takeaways Developments in International Cartel Enforcement and Observations From Workshop

Latham’s Antitrust & Competition Practice provides insight on the current state of enforcement, including more expansive views of what constitutes a cartel, enhanced detection tools, and what to expect next… more

Antitrust Investigations, Antitrust Provisions, Cartels, Competition, Competition Authorities

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Michael Sullivan

Hong Kong Stock Exchange Issues New Guidance for Biotech Listings

The new guidance offers improved clarity on disclosure in the prospectus and suitability for listing of biotech companies. Since the implementation of the new listing regime for biotech companies under Chapter 18A of the Main… more

Biotechnology, Corporate Governance, Hong Kong, Listing Standards

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Yen Sum

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Jane Summers

2nd Circuit Ruling Is Good For Syndicated Lending Stability

On Aug. 24, the U.S. Court of Appeals for the Second Circuit issued its highly anticipated decision in the case of Kirschner v. J.P. Morgan Chase Bank NA. The three-judge panel unanimously upheld the district court's… more

Debt Instruments, Financial Institutions, JPMorgan Chase, Lenders, Loans

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Lauren Sun

10 Key Takeaways Developments in International Cartel Enforcement and Observations From Workshop

Latham’s Antitrust & Competition Practice provides insight on the current state of enforcement, including more expansive views of what constitutes a cartel, enhanced detection tools, and what to expect next… more

Antitrust Investigations, Antitrust Provisions, Cartels, Competition, Competition Authorities

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Mark Sun

National Cyber Security Centre Releases NIS Directive Guidance

The UK agency’s principles-based guidance on cybersecurity for OES adds important detail to NIS Directive obligations. The National Cyber Security Centre (NCSC) has published introductory guidance for operators of essential… more

Cybersecurity, Data Protection, NIS Directive, UK

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Qiuning (Frank) Sun

Hong Kong Stock Exchange Publishes SPAC Consultation Conclusions

The paper sets out the long-awaited framework for a SPAC listing regime in Hong Kong, which will become effective 1 January 2022. On 17 December 2021, the Stock Exchange of Hong Kong Limited (the Exchange or HKSE) published… more

Consultation, Delisting, Hong Kong, Hong Kong Stock Exchange, Listing Rules

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Stefan Süss

Germany Passes COVID-19 Tax Relief Measures

Several state ministries of finance have issued decrees ruling reliefs to ease the economic burden taxpayers are facing due to COVID-19. The German government and administration have resolved to pass several measures across… more

Coronavirus/COVID-19, Emergency Management Plans, Germany, Relief Measures, State of Emergency

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Greg Swartz

Website Terms of Use May Risk Liability Under California Law

Companies selling or leasing consumer goods or services should be alert to a recent rash of lawsuits targeting terms of service provisions. A recent spate of class action lawsuits brought under California Civil Code section… more

Civil Code, Corporate Liability, Goods or Services, Non-Disparagement Provisions, Online Reviews

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JP Sweny

UK Government Publishes Consultation Responses on Expanding the UK ETS Scope

The government confirmed plans to expand the scope of the UK ETS to further align with the EU ETS, following discussion on potential reintegration… more

Carbon Capture and Sequestration, Carbon Emissions, Climate Change, Consultation, Emissions Trading System

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Eric Swibel

SEC Announces First “EPS Initiative” Enforcement Actions

The enforcement actions provide early clues on how the SEC’s “risk-based data analytics” may flag public companies for investigation. Key Points: ..On September 28, 2020, the US Securities and Exchange Commission (SEC or… more

Analytics, Compliance, Corporate Issuers, Enforcement Actions, Risk Assessment

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Kirt Switzer

US Tax Reform: Strategies for Executing Transactions in the Face of Uncertainty

Tax reform plans would fundamentally alter the landscape for key business decisions, impacting a business’ legal, finance, corporate development and other divisions, as well as tax groups. Key Points: ..Tax reform… more

Complex Corporate Transactions, Corporate Taxes, Multinationals, Tax Reform, Trump Administration

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Tanya Syed

Supreme Court Questions “Obtuse” Statute Addressing Jurisdiction Over Securities Act Claims

Justices hear oral arguments on whether Plaintiffs can evade federal jurisdiction over Securities Act claims by exploiting what the Court calls statutory “gibberish” in the Securities Litigation Uniform Standards Act… more

Cyan Inc v Beaver Cty Emps Ret Fund, Jurisdiction, PSLRA, SCOTUS, Securities Act of 1933

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Michael Syku

IRS Safe Harbor Eases Path for Domestic Content Bonus Tax Credits

IRS Notice 2024-41 provides taxpayers with a clearer path toward qualifying for domestic content bonus tax credits through a new elective safe harbor… more

Buy America, Inflation Reduction Act (IRA), IRS, Manufacturers, New Guidance

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Stephen Szalkowski

NASDAQ and NYSE File Proposed Listing Standards for Clawback Rules

The proposals align with the SEC’s recent rule related to the recovery of erroneously awarded incentive compensation. On February 22, 2023, the Nasdaq Stock Market LLC (Nasdaq) and New York Stock Exchange LLC (NYSE) each filed… more

Clawbacks, Corporate Officers, Disclosure Requirements, Dodd-Frank, Executive Compensation

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Hiroaki Takagi

Sanctions Update: EU Takes Step to Harmonise Criminal Penalties for Breaches of EU Sanctions

The new Directive (EU) 2024/1226 defines criminal offences and penalties for breaches of EU sanctions. This Client Alert summarises key provisions and implications for businesses. This Client Alert is published in the… more

Criminal Investigations, Criminal Penalties, Economic Sanctions, EU, Sanction Violations

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Taiga Takahashi

Sanctions Update: EU, UK, and Japan Impose New Sanctions and Export Controls Relating to Russia

New rules significantly expand the scope of existing sanctions on Russia and impose extensive new export controls. This Client Alert is published in the context of fast-moving developments and should be read in conjunction… more

Economic Sanctions, EU, Export Controls, Exports, Japan

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Danit Tal

Boardroom Perspectives: Proxy Access – Preparing for the 2017 Proxy Season

As shareholders continue to submit proxy access proposals, public companies may wish to consider proxy access and develop a response plan. Many public companies have received shareholder proxy access proposals in… more

Corporate Governance, Popular, Proxy Access, Proxy Season, Shareholder Proposals

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Justin Talarczyk

CFPB and DOJ Release Joint Statement on Fair Lending and Credit Opportunities for Noncitizen Borrowers

The joint statement provides helpful guidance on the civil rights implications of considering an individual’s immigration status under the ECOA. On October 12, 2023, the Consumer Financial Protection Bureau (CFPB) and the… more

Consumer Financial Products, Consumer Financial Protection Bureau (CFPB), Consumer Lenders, Department of Justice (DOJ), Discriminatory Lending Practices

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Lauren Talerman

US Trade Controls Against China Reach Supply Chain and End-Use Targets and Activities

Supply chain, end use, and human rights–related sanctions, export controls, and Entity List designations target public and private entities in China. Human rights–related designations - The US government has increasingly… more

China, Entity List, Export Controls, Exports, National Security

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Gen Huong Tan

Singapore Finalises New Stablecoin Regulatory Framework

The Monetary Authority of Singapore announced a new framework that seeks to ensure value stability for stablecoins regulated in Singapore. On 15 August 2023, the Monetary Authority of Singapore (MAS), Singapore’s primary… more

Monetary Authority of Singapore, Regulatory Requirements, Singapore, Stablecoins

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Marc Jia Renn Tan

Singapore: MAS Revises Technology Risk Management Guidelines

The guidelines aim to promote the adoption of robust practices for managing technology risks in the financial sector. On 18 January 2021, the Monetary Authority of Singapore (the MAS) issued revised guidelines (the… more

Financial Institutions, Monetary Authority of Singapore, Risk Management, Singapore, Technology

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Terris Tang

Hong Kong Stock Exchange Publishes Conclusions on IPO Price Discovery and Open Market Reforms

The Stock Exchange adopts most of its proposals to optimise IPO price discovery and open market requirements, with certain modifications based on market feedback. On 1 August 2025, The Stock Exchange of Hong Kong Limited… more

Capital Markets, Consultation, Corporate Issuers, Hong Kong Stock Exchange, Initial Public Offering (IPO)

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David Taub

IRS Provides Initial Guidance on Section 162(m) Tax Reform Changes

Notice 2018-68 clarifies certain Section 162(m) issues with respect to covered employees and grandfathering of written binding contracts. Key Points: ..“Covered employee” determination is not affected by whether or not the… more

Compensation & Benefits, Corporate Taxes, Executive Compensation, IRS, New Guidance

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Jarrett Taubman

Committee on Foreign Investment in the United States – Key Questions Answered On CFIUS

What is CFIUS? CFIUS stands for the Committee on Foreign Investment in the United States. It is a US federal, interagency group with authority to review certain foreign investments in US businesses to determine whether such… more

CFIUS, Foreign Investment, Jurisdiction, Regulatory Authority

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Tara Lynn Tavernia

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Michelle Taylor

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Christina Teeter

California Adopts Bills Addressing Sexual Harassment Disclosures in Job References and Paid Family Leave

The new law applies to disclosures in reference checks and clarifies the use of paid vacation leave in connection with paid family leave. On July 9, 2018, California Governor Jerry Brown signed AB 2770 and AB 2587. AB 2770… more

Civil Code, Common-Interest Privilege, Employee References, New Regulations, Paid Family Leave Law

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Barrett Tenbarge

Drug Pricing and Payment Policy: Sweeping HHS Rebate Reform Proposal and First 2019 Congressional Hearings

HHS proposes to remove rebates from the Anti-Kickback Statute’s “discount” safe harbor and add new safe harbor for point-of-sale discounts. On January 31, 2019, the Department of Health and Human Services (HHS) announced a… more

Anti-Kickback Statute, Congressional Investigations & Hearings, Department of Health and Human Services (HHS), Drug Pricing, Medicaid

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Virginia Tent

Annual HSR Threshold Adjustments Announced

FTC adjusts the Hart-Scott-Rodino Act size thresholds, inter alia, to raise the minimum size for reportable acquisitions to $75.9 million. On January 17, 2014, the Federal Trade Commission announced new jurisdictional… more

Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Pre-Merger Filing Requirements

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Takatomo Terasaki

The Technology, Media and Telecommunications Review, 13th Edition - Japan

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Digital Communications, Digital Marketplace, Digital Platforms, Electronic Communications, Infrastructure

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Villers Terblanche

Foreign Investment Opportunities in the Middle East Water Market

The Middle East water market continues to expand, creating new opportunities for foreign developers and lenders. From Oman to Qatar, Saudi Arabia, and the United Arab Emirates (UAE), the Middle East water market continues to… more

Foreign Investment, Middle East, Oman, Qatar, Risk Management

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Philippe Tesson

4 Key Reasons Why European P2P Deals Fail – and How Private Equity Deal Teams Can Avoid Them

Adherence to secrecy, pre-announcement preparations, realistic expectations-setting, and strategic plans for taking control are keys to P2P deal success. The deal market has seen a resurgence in public to private (P2P)… more

Buyouts, EU, France, Germany, Going-Private Transactions

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Thomas Tharakan

Early Liquidity Rights Create Management Misalignment

The average PE hold period is getting longer. According to data provider Preqin, PE firms held on to European assets for an average of 5.65 years in 2017, up from 4.41 years in 2007… more

EU, Liquidity, Private Equity Firms, Private Equity Funds

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Léo Theillac

French Supreme Court Validates Caps on Damages for Unfair Dismissals

For employers doing business in France, the court’s recent decisions mean more predictability in the amounts that judges can award in case of unfair dismissals. In two landmark decisions on 11 May 2022, the Employment… more

Calculation of Damages, Damage Caps, Damages, Employment Litigation, France

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Dr. Christian Thiele

Entwarnung bei der Ausnutzung von „planreifen“ Bebauungsplänen i.S.d. § 33 BauGB!

Nach einem aktuellen Urteil des Verwaltungsgerichtshofs Baden-Württemberg war die vorzeitige Ausnutzung des Baurechts nach § 33 des Baugesetzbuchs (BauGB) bei sog. planreifen Bebauungsplänen bislang mit beachtlichen Risiken… more

Building Codes, Construction Industry, Construction Project, Contractors, General Contractors

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Huw Thomas

Private Wealth Investors Deliver a Fundraising Boost

In a challenging fundraising environment, private wealth investors are filling the gap, aided by investment platforms, intermediaries, and evolving legal structures. In recent years, inflationary pressures, interest rate… more

B2B Organizations, B2C, Capital Raising, ELTIF, EU

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Linzi Thomas

The Reproductive Sector - Fertile Ground for PE Deals

The fertility sector is likely to present growing opportunities for PE as an emerging, multifaceted industry. The global fertility sector, which has grown significantly in recent years as demand continues to soar, is… more

Fertility Treatments, Private Equity, Private Equity Firms, Reproductive Healthcare Issues, UK

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Robert Thomas

COVID-19: Key UK Business Measures – Current State of Play

An up-to-date summary of key COVID-19 related measures announced by the UK government as of 3 May 2020. Key Points: ..In a series of announcements starting with the budget on 11 March 2020, the UK government has outlined… more

Business Interruption, Coronavirus/COVID-19, Federal Loans, Financial Stimulus, Job Retention Schemes

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Meaghan Thomas-Kennedy

Global Legal Insights: 2022, 10th Edition - Korea

The foundation of South Korea’s cartel enforcement regime is the Monopoly Regulation and Fair Trade Act (“MRFTA”), passed in 1981. The MRFTA broadly prohibits four categories of conduct: (i) unfair collaborative acts; (ii)… more

Antitrust Litigation, Antitrust Provisions, Cartels, Enforcement Actions, Korea

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Donald Thompson

SEC Staff Clarifies That Certain Protocol Staking Activities Do Not Implicate the Registration Requirements of the US Federal Securities Laws

The Staff clarifies that protocol staking does not qualify as a security under the Howey Test, clearing the way for market participants to engage in staking… more

Blockchain, Crypto Exchanges, Cryptoassets, Digital Assets, Howey

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Julia Thompson

Recent Developments for Directors July 2025

The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing… more

Artificial Intelligence, Board of Directors, Corporate Governance, D&O Insurance, Disclosure Requirements

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Rob Thompson

Federal Agencies Provide Guidance on Clean Vehicle Tax Credit Eligibility

Proposed regulations clarify FEOC restrictions and clean vehicle tax credit compliance for manufacturers aiming to produce eligible EVs. As countries around the world accelerate the transition to clean energy, the race to… more

Automotive Industry, Department of Energy (DOE), Electric Vehicles, Foreign Entities, Inflation Reduction Act (IRA)

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Shaun Thompson

Cramming Down Pension Liabilities: The Final Frontier?

The Part 26A restructuring plan has introduced significant cross-class cramdown powers that may impact the defined benefit pension arrangements in the UK. As the UK looks set to enter a new restructuring cycle, the question… more

Buyouts, Commercial Bankruptcy, Cramdown, Creditors, CVAs (Company Voluntary Arrangements)

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Trevor Thompson

Senators Introduce Legislation to Restrict Direct-to-Consumer Drug Advertising

On June 12, 2025, Senators Bernie Sanders (I-Vt.) and Angus King (I-Maine) introduced the End Prescription Drug Ads Now Act, with Senators Chris Murphy (D-Conn.), Peter Welch (D-Vt.), Jeff Merkley (D-Ore.), and Dick Durbin… more

Advertising, Constitutional Challenges, Department of Health and Human Services (HHS), Direct to Consumer Sales, FDCPA

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Zachary Thompson

EU Trademark Office Proclaims Black and White Are No Longer Colors

As OHIM announces three primary changes to the treatment of trademarks in color, trademark owners should review their marks to ensure adequate protection. The Office for Harmonization in the Internal Market (OHIM), which… more

EU, OHIM, Trademarks

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Philipp Thomssen

European Healthcare & Life Sciences Market Update - H1 2022

Welcome to the first edition of our European Healthcare & Life Sciences Market Update, a new report summarising key emerging trends, opportunities, and challenges facing the market in 2022. During the last 12 months, the… more

Clinical Trials, Digital Health, EU, EU Clinical Trials Regulation (CTR), Health Care Providers

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Jennifer Tian

SEC and FinCEN’s Proposed AML Rule Could Increase Compliance Burden on Investment Advisers

RIAs and ERAs may soon be required to implement procedures to verify their clients’ identities. On May 13, 2024, the Securities and Exchange Commission (SEC) and the US Department of the Treasury’s Financial Crimes… more

AML/CFT, Anti-Money Laundering, FinCEN, Investment Adviser, Proposed Rules

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Andra-Cristina Tihauan

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Christopher Ting

US DOJ Emphasises Importance of Corporate Culture

UK companies should be aware of the increasing focus on corporate culture by regulators on both sides of the Atlantic. In a recent speech that has garnered significant attention, US Deputy Attorney General Lisa Monaco… more

Anti-Corruption, Chief Compliance Officers, Compliance, Compliance Monitoring, Cooperation

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Joshua Tinkelman

Kirschner v. JP Morgan: Second Circuit Affirms That Syndicated Loans Are Not Securities

Second Circuit upholds SDNY’s finding that under Reves syndicated loans are not securities under federal law. Introduction - On August 24, 2023, the US Court of Appeals for the Second Circuit issued its highly… more

Appeals, Blue Sky Laws, Commercial Bankruptcy, Credit Facilities, Debt Instruments

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Wesley Tiu

California Attorney General’s Office Announces First Public CCPA Enforcement Action

Aggressive enforcement may be on the horizon now that businesses have had more than two years to comply with California’s landmark privacy law. On August 25, 2022, the California Attorney General (AG) announced that it had… more

California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA), Consumer Privacy Rights, Do Not Sell, Enforcement Actions

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Clarinda Tjia-Dharmadi

Sarulla Geothermal Power Project To Serve As Blueprint For Future Projects

The 330-MW Sarulla geothermal power project stands to be the largest geothermal power project in Indonesia to date. A Latham & Watkins team led by partners Joseph Bevash, Clarinda Tjia-Dharmadi and Andrew Roche advised the… more

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Peter Todaro

Washington Introduces State-Level Merger Notification Rules

States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule. On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act (APNA)… more

Acquisitions, Antitrust Provisions, Department of Justice (DOJ), Federal Trade Commission (FTC), Hart-Scott-Rodino Act

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Kaede Toh

Japanese Ministry of Economy, Trade and Industry Updates Guidance to Prevent Foreign Bribery

Companies with business operations in Japan should review due diligence procedures and internal policy regarding small facilitation payments to ensure they are consistent with new guidance from METI. In May 2021, the… more

Acquisitions, Anti-Bribery, Bribery, Compliance, Due Diligence

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Sonica Tolani

Cornerstone Investments: A Foundation for Private Equity-Sponsored IPO Exits

Cornerstone investments can assist a firm’s overall exit objective, particularly when there are bidders for a portfolio company but no outright buyer. Cornerstone investments, which involve taking a stake in an about-to-list… more

Financial Sponsors, Initial Public Offering (IPO), London Stock Exchange, Peer-to-Peer, Private Equity

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David Tolley

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Laurie Tomassian

5 Considerations for European Retail and Consumer Product Companies Preparing for a High Yield Issuance

For the retail and consumer product sector, the high yield market will likely remain an attractive source of capital.   The retail and consumer products sector has been deeply impacted by the COVID-19 pandemic, both due to… more

Business Continuity Plans, Consumer Product Companies, Coronavirus/COVID-19, Economic Downturn, EU

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Sarah Tomkowiak

Supreme Court Ruling Extends Reach of Primary Liability for Securities Fraud

Highly anticipated opinion extends primary liability for securities fraud beyond the “maker” of false statements. Key Points: ..The Court held that a defendant’s act of sending emails drafted by another, that the defendant… more

Appeals, Corporate Officers, Directors, Enforcement Actions, False Statements

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Emily Torrens

Brexit and Financial Services - FCA Issues Further Guidance For Firms

The FCA outlines how it intends to use its temporary transitional powers in a no-deal scenario. Key Points: ..The FCA has highlighted areas in which transitional relief will not be granted in a no-deal scenario. ..Firms… more

EMIR, EU, European Economic Area (EEA), European Securities and Markets Authority (ESMA), Financial Conduct Authority (FCA)

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Luis Torres

DFC Releases Guidelines to Implement the DFC-DPA Loan Program: Financing US Projects in Response to the COVID-19 Crisis

The guidelines are intended to facilitate loans to the private sector to support domestic industrial base capabilities. Key Points: ..Under the new DFC-DPA Loan Program, DFC will extend loans in amounts of up to US$500 million… more

Coronavirus/COVID-19, Project Finance, USAID

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Paul Tosetti

Defending Against The Hostile Bid: Lessons Learned From Allergan

Readiness, a strong board and delivering good value are the best strategies to thwart activist investors say Latham & Watkins partners Cary Hyden, Paul Tosetti, Michele Johnson and Mark Gerstein in discussion with Allergan’s… more

Acquisition Agreements, Acquisitions, Allergan Inc, Board of Directors, Bylaws

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Margaret Tough

CFTC Releases New Enforcement Cooperation Guidelines

The agency’s updated advisory for companies and first-ever guidance for individuals shed additional light on its approach for recognizing cooperation. On January 19, 2017, the Division of Enforcement (Division) of the U.S… more

CFTC, Cooperation, Enforcement Guidance

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BJ Trach

What to Do When You Are Served With a Search Warrant

Most business executives and officers lack the training and preparation to deal effectively with a search warrant. State and federal law enforcement agencies continue to increase their investigation and prosecution of… more

Corporate Records, Miranda Warnings, Privileged Documents, Right To Counsel, Search Warrant

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Alain Traill

EU Data Act Significant New Switching Requirements Due to Take Effect for Data Processing Services

In the rapidly evolving landscape of European tech regulation, the Data Act introduces changes with the potential to reshape established market dynamics, presenting significant challenges and opportunities for affected… more

Cloud Service Providers (CSPs), Data Privacy, Data Processing Rules, Data Processors, Data Protection

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Marie-Chrystel Dang Tran

Securities Law in France: 9 Recent Legal Developments

In the last six months, various legal developments have taken place in the field of securities law in France. 1. The Law of 29 March 2014 introduced certain legal and regulatory provisions relating to takeover bids in… more

Crowdfunding, Foreign Investment, France, Initial Public Offering (IPO), Securities

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Emma Trankeenan

EBA Publishes No Action Letter on Interaction Between MiCA and PSD2

In the short term, firms are likely to face dual authorisation and significant regulatory requirements. On 10 June 2025, the European Banking Authority (EBA) issued a No Action letter on the relationship between the Markets… more

Cryptoassets, Cryptocurrency, Digital Assets, EU, European Banking Authority (EBA)

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Dr. Rainer Traugott

Pflichten des Managements in der Krise

In Krisenzeiten haben Manager besondere Herausforderungen zu bewältigen. Dieser aktuelle Beitrag gibt einen schnellen Überblick über die wesentlichen Gesichtspunkte. Die Corona-Krise stellt auch das Management von Unternehmen… more

Coronavirus/COVID-19, Corporate Governance, Emergency Management Plans, Germany

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Alexander Traum

New York Regulator Issues Proposed AI Guidance for Insurers

On January 17, 2024, the New York State Department of Financial Services (DFS) issued for public comment a proposed circular letter on the use of AIS and external data sources by New York-authorized insurers (the Proposed… more

Algorithms, Artificial Intelligence, Insurance Industry, Insurance Regulations, Machine Learning

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Daniel Treloar

Corporates Reorganise Amid M&A Boom

Last year marked a continuation of strong M&A volumes, with US$3.15 trillion in global transactions according to data provider, Mergermarket. Strong activity, driven by cheap debt and a low growth environment, has continued into… more

Acquisitions, Complex Corporate Transactions, Corporate Restructuring, Financial Conduct Authority (FCA), Mergers

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Parker Tresemer

Federal Circuit Returns the On-Sale Bar to Status Quo for AIA Patents

Contrary to USPTO guidance, invention details need not be publicly disclosed to trigger on-sale bar for AIA patents. The Leahy-Smith America Invents Act (AIA)1 is widely considered the most significant overhaul of US patent… more

America Invents Act, On-Sale Bar, Patent Infringement, Patent Invalidity, Patent Litigation

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Michael Treska

US Tax Reform: Strategies for Executing Transactions in the Face of Uncertainty

Tax reform plans would fundamentally alter the landscape for key business decisions, impacting a business’ legal, finance, corporate development and other divisions, as well as tax groups. Key Points: ..Tax reform… more

Complex Corporate Transactions, Corporate Taxes, Multinationals, Tax Reform, Trump Administration

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Jeremy Trinder

Impact of COVID-19 Measures on European Asset-Backed Securitisations

While lessons learned from previous crises suggest that well-designed structures are resilient under stressed circumstances, the COVID-19 crisis presents new challenges for European ABS. Governments across the globe continue… more

Asset-Backed Loans (ABLs), Coronavirus/COVID-19, EU, Forbearance Agreements, Non-Performing Loans (NPL)

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Simon Troch

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Louis Trotta

New SEC Rules Mandate Public Disclosures and Enhance NMS Stock ATS Oversight

ATSs that trade NMS stocks should prepare for new Form ATS-N filings requiring substantial public disclosure of their operations and their broker-dealer operator’s ATS-related activities. Summary - On July 18, 2018, the… more

Alternative Trading System (ATS), Disclosure Requirements, National Market System (NMS), Publicly-Traded Companies, Regulation NMS

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Joel Trotter

Recent Developments for Directors July 2025

The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing… more

Artificial Intelligence, Board of Directors, Corporate Governance, D&O Insurance, Disclosure Requirements

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David Troutman

Ninth Circuit Applies Octane Fitness’ Loosened Fee-Shifting Standard to Trademark Cases

Ninth Circuit joins growing trend in circuit courts, which has practical implications for trademark litigants on both sides. Two years have passed since the US Supreme Court added some teeth to the Patent Act’s… more

Exceptional Case, Fee-Shifting, Octane Fitness v. ICON, Popular, Trademark Litigation

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Andra Troy

Disclosing Climate-Related Risks and Metrics Under the SEC’s Proposed Rule

What the proposed rule would mean for registrants and their filings with the SEC. The US Securities and Exchange Commission’s proposed climate disclosure rule, approved by a 3–1 vote on March 21, 2022, is the agency’s most… more

Business Strategies, Climate Change, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG)

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Deniz Tschammler

Preparing for the European Health Data Space - Opportunities and Challenges for Europe’s Digital Future

The EU regulation designed to facilitate secondary use of clinical data for research brings benefits for health research, but also poses challenges for companies… more

Clinical Trials, Data Controller, Data Protection, Data-Sharing, EU

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Bonnie Tse

Minority Deals Present Asia Opportunity for PE

The Asian PE market presents significant opportunities through minority investments, with nearly 60% of all disclosed PE investments tracked by Preqin since 2000 structured as minority deals. PE deals in Asia range from… more

Asia, Investors, Minority Shareholders, Private Equity

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Conray Tseng

Kirschner v. JP Morgan: Second Circuit Affirms That Syndicated Loans Are Not Securities

Second Circuit upholds SDNY’s finding that under Reves syndicated loans are not securities under federal law. Introduction - On August 24, 2023, the US Court of Appeals for the Second Circuit issued its highly… more

Appeals, Blue Sky Laws, Commercial Bankruptcy, Credit Facilities, Debt Instruments

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Helena Tseregounis

Third Circuit Adopts Standard for Appointment of Future Claimants Representatives

The court’s decision in In re Imerys Talc America, Inc. clarifies the appointment standard for future claimants representatives in the Third Circuit under Section 524(g) of the US Bankruptcy Code. In a precedential decision,… more

Appeals, Chapter 11, Class Representatives, Commercial Bankruptcy, Commercial Insurance Policies

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Evangeline Tsui

HKIAC’s 2024 Administered Arbitration Rules Come Into Force

The 2024 Rules significantly improve Hong Kong’s arbitration framework, aiming to increase the efficiency of proceedings and clarify the tribunal’s powers. The Hong Kong International Arbitration Centre’s (HKIAC’s) newly… more

Administrative Authority, Arbitration, Enforcement Authority, Hong Kong, Hong Kong International Arbitration Centre (HKIAC)

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Lucy Tucker

Healthcare and Life Sciences Trends and Developments Across MENA

The healthcare and life sciences ecosystem is witnessing significant growth in the Middle East as the GCC continues to seek economic diversification. The United Arab Emirates (UAE) and Kingdom of Saudi Arabia (KSA) are… more

Artificial Intelligence, Biotechnology, Foreign Investment, Intellectual Property Protection, Life Sciences

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Manoj Tulsiani

The European Green Bond Standard - The New Green Bond “Gold Standard”?

The European Green Bond Standard seeks to be the “gold standard” for green bonds and reinforce the EU’s position as the leading market for sustainable finance. With the adoption of the EU green bond standard (the EU GBS),… more

Bond Issuers, Climate Change, EU, European Commission, Green Bonds

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Mikhail Turetsky

Sanctions Update EU and UK Tighten Restrictions on Russian Oil and Provision of Software to Russia

During 18-19 July 2025, the EU unveiled its 18th “package” of sanctions launched against Russia since Russia’s invasion of Ukraine in February 2022. Among these measures, the EU seeks to close an apparent loophole by which… more

Asset Freeze, Banks, Belarus, Belarus Sanctions, China

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Allison Lukas Turner

COVID-19: Personal Injury Liability Considerations and Protections for Property Owners and Operators

Companies planning to open to the public during the pandemic should review potential claims related to COVID-19 and take preemptive measures. The ongoing COVID-19 pandemic raises many questions about safety and liability in… more

Bodily Injury, Coronavirus/COVID-19, Health and Safety, Premises Liability, Property Owners

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Christopher Turner

Supreme Court Ruling Extends Reach of Primary Liability for Securities Fraud

Highly anticipated opinion extends primary liability for securities fraud beyond the “maker” of false statements. Key Points: ..The Court held that a defendant’s act of sending emails drafted by another, that the defendant… more

Appeals, Corporate Officers, Directors, Enforcement Actions, False Statements

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Mike Turner

The LathamTECH Podcast — Turning a London Eye Toward International Tech Growth

The US has long been the focal point for tech companies that want to develop next-generation products — and attract the funding and talent needed for global success. Over the years though, London has emerged as another leading… more

Artificial Intelligence, Defense Sector, Emerging Technologies, EU, FinTech

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Serrin Turner

New York Bolsters Cybersecurity Requirements

Covered financial institutions now face heightened expectations in relation to cybersecurity governance, risk assessment, and incident reporting. The New York State Department of Financial Services’ (DFS) amendments (the… more

Cybersecurity, Data Privacy, Data Protection, Data Security, Financial Institutions

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Jagveen Tyndall

Implementing Technology Change - Successes and Pitfalls in Financial Services

An FCA report evaluates the chequered implementation of technology change and identifies risks and best practices to help firms better navigate this change. Of the nearly 1,000 “material incidents” reported to the UK’s… more

Financial Conduct Authority (FCA), Financial Institutions, Financial Services Industry, Information Reports, Risk Assessment

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Simon Tysoe

Ofgem Approves Great Britain’s Grid Connections Reform

The reform aims to prioritise “ready” and “needed” projects for grid connection. On 15 April 2025, the energy regulator for Great Britain, Ofgem, made its final decision to reform the electricity grid connection process,… more

Electricity, Energy Policy, Energy Projects, Ofgem, Power Grid

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Justin Tzeng

Key Legal Considerations in Commercial Rights Licenses for Content-Based NFTs

As content-based NFT projects seek to provide NFT owners with value beyond being scarce collectibles, they should consider whether to grant owners rights to commercialize the content underlying the NFTs. As the ecosystem… more

FinTech, IP License, Licenses, Non-Fungible Tokens (NFTs)

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Suzzanne Uhland

Navigating the Impact of Counterparty Insolvency and Negative Market Conditions in the Crypto Space

An in-depth discussion on the impact of counterparty insolvency, negative market conditions on companies, as well as legal rights and remedies companies may have in the current crypto environment. Topics: Understanding the… more

Cryptoassets, Cybersecurity, Insolvency, Market Conditions

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Jamie Underwood

US AI Standards Take Shape: Key 180-Day Developments Following White House AI Executive Order

Companies should consider how new AI risk standards may align to their operations and whether to comment on the draft standards to shape their development. On April 29, 2024, the White House announced that several federal… more

Artificial Intelligence, Biden Administration, Centers for Medicare & Medicaid Services (CMS), Department of Health and Human Services (HHS), Department of Homeland Security (DHS)

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Matthew Unsworth

Key Takeaways From the SFO’s New Corporate Guidance

The updated guidance puts a heavy emphasis on self-reporting and clarifies how corporates under investigation can earn cooperation credit from UK prosecutors… more

Anti-Corruption, Cooperation, Corporate Counsel, Corporate Governance, Corporate Liability

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Margaret Allison Upshaw

FinCEN Looks to Rein In Cryptocurrency Transactions

A new proposal would subject financial institutions and exchanges to onerous recordkeeping and reporting requirements for certain digital currency transactions. In a surprise release in the waning days of the Trump… more

Anti-Money Laundering, Bank Secrecy Act, Bitcoin, Cryptocurrency, Digital Assets

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Amulya Vadapalli

6 Key Takeaways From the 2024 CFIUS Annual Report

On August 6, 2025, the Committee on Foreign Investment in the United States (CFIUS) released the public version of its Annual Report to Congress for Calendar Year 2024 (the Report), which highlights CFIUS’ priorities,… more

Annual Reports, CFIUS, Enforcement Actions, Enforcement Priorities, Enforcement Statistics

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Nicole Valco

Litigation Over California’s Climate Disclosure Laws Continues to Discovery Phase

In-scope entities should keep preparing for compliance with Senate Bills 253 and 261 as the lawsuit proceeds past an initial summary judgment motion… more

CARB, Chamber of Commerce, Clean Air Act, Climate Change, Constitutional Challenges

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Yvette Valdez

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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Matthew Valenti

Regulators Are Setting Sights on Crypto Market Manipulation

Multiple U.S. government agencies have pursued a stream of enforcement actions in the digital asset industry in recent years. In fiscal year 2022, 20% percent of the enforcement actions brought by the Commodity Futures… more

CFTC, Cryptoassets, Department of Justice (DOJ), Enforcement Priorities, Financial Regulatory Agencies

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Jacqueline Van

Hong Kong Issues Guidance on Data Breach Handling and Notifications

The guidance encourages organisations to formulate a data breach response plan, and outlines recommendations for handling an increasing number of data breach incidents. On 30 June 2023, the Office of the Privacy… more

Breach Notification Rule, Cybersecurity, Data Breach, Data Breach Plans, Data Protection

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Daphné Van der Eycken

CJEU Expands Scope of Legal Professional Privilege to Any Legal Advice

According to a new judgment LPP protects private communication between clients and lawyers, limiting requests for information in competition proceedings. Key Points: ..Clients can now argue that their communications with… more

Best Practices, Confidential Communications, Corporate Counsel, Court of Justice of the European Union (CJEU), EU

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Danielle van der Merwe

UK Adequacy Holds Firm Under New Data (Use and Access) Act 2025

The DUAA introduces several reforms to UK data protection law, but their implications are relatively limited in practice. The Data (Use and Access) Act 2025 (the DUAA) was enacted on 19 June 2025 and amends rather than… more

Adequacy Requirement, Amended Legislation, Cookies, Data Privacy, Data Protection

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Alexandra van Doren

Supreme Court Holds FCA Liability Hinges on Defendants’ Subjective Beliefs as to Falsity

The Court unanimously held that a defendant’s subjective belief is relevant to scienter under the False Claims Act, even when a defendant’s conduct is consistent with an objectively reasonable interpretation of the law. On… more

False Claims Act (FCA), Health Care Providers, Healthcare Fraud, Objective Falsity, Objective Standard

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Alan Van Dyke

Withholding Guidance Issued on Sale of Interests in a Partnership with US Assets

The guidance shows Treasury Regulations will ease administrative challenges and exclude certain transfers from the new withholding regime. Key Points: ..Taxpayers can deliver IRS Form W-9 or an affidavit to establish the… more

Corporate Taxes, Partnerships, Tax Cuts and Jobs Act, Transfer of Interest, Withholding Requirements

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Eveline Van Keymeulen

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Stijn Van Osch

COVID-19: Managing Worker Health & Safety

Businesses and other entities must contend with challenges posed by multiple layers of government regulations and guidance applicable to managing worker health and safety hazards with reference to SARS-CoV-2 - the coronavirus… more

Coronavirus/COVID-19, Employer Responsibilities, Environmental Protection Agency (EPA), Food and Drug Administration (FDA), OSHA

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Stacey VanBelleghem

EPA Proposes Repeal of Power Plant GHG Emissions Standards

If finalized, the rule would eliminate both Obama- and Biden-era limits on GHG emissions from fossil fuel-fired power plants. On June 11, 2025, the US Environmental Protection Agency (EPA) released a proposed rule under the… more

Biden Administration, Clean Air Act, Deregulation, Energy Sector, Environmental Protection Agency (EPA)

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Barrie VanBrackle

Regulatory Reversals: Political Transitions and the Congressional Review Act

A Republican Congress and the incoming Trump administration may employ the CRA to quickly overturn recent rules that faced heavy criticism from the financial services industry… more

Congressional Review Act, Consumer Financial Protection Bureau (CFPB), Deregulation, Digital Assets, FDIC

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Salvatore Vanchieri

Private Capital Insights - Autumn 2024

Welcome to the sixth edition of Private Capital Insights. As we navigate the complexities of 2024, the private capital sector continues to demonstrate resilience and adaptability in the face of evolving market dynamics… more

Acquisitions, Asset Management, Capital Markets, Corporate Financing, Investment

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Hugo Varenne

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Maj Vaseghi

Key Compensation Items for 2024 Proxy Season and Beyond - February 2024

Pursuant to rules that the Securities and Exchange Commission (SEC) issued in late 2022, publicly traded companies must generally provide both tabular and narrative and/or graphical disclosure of the relationship between… more

Compensation & Benefits, Corporate Governance, Environmental Social & Governance (ESG), Executive Compensation, Proxy Season

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Irina Vasile

A New Era for Consumer Protection: The Digital Markets, Competition and Consumers Act

An overhaul of the UK consumer law landscape is on the horizon, with the consumer law provisions of the Digital Markets, Competition and Consumers Act 2024 set to take effect on 6 April 2025… more

Antitrust Provisions, Consumer Contracts, Consumer Protection Laws, Enforcement, Enterprise Act 2002

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Kiara Vaughn

DOJ Data Security Program Now in Effect: Top Takeaways

New DOJ guidance helps companies understand their obligations under the DSP, which could severely impact investment agreements and ordinary commercial data transactions. On April 11, 2025, the US Department of Justice (DOJ)… more

Data Privacy, Data Security, Department of Justice (DOJ), Final Rules, New Guidance

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Alexis Vaujany

Healthcare & Life Sciences Market Update - January 2025

Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market. In… more

Acquisitions, Artificial Intelligence, Healthcare, Investment, Investment Opportunities

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Luke Vaz

European Commission Outlines Proposed Regulation for Artificial Intelligence

The proposed Regulation will be the first EU legal framework specifically focused on the rapidly accelerating landscape of AI. The feedback period for the European Commission (EC) proposal for the Regulation of artificial… more

Artificial Intelligence, EU, European Commission, Legislative Agendas, Popular

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Yasmina Vaziri

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Lilia Vazova

Organisational Culture and Conduct - The role and expectations of bystander employees: the missing piece of the puzzle?

This article explores whether culture-oriented organisations may be missing an important trick by effectively overlooking the potential real-time interventional role of employees who observe a colleague’s inappropriate behaviour… more

#MeToo, Black Lives Matter, Bystander, Code of Conduct, Compliance

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George Venables

Bridging the Gap Between Infrastructure and PE Requires a Fresh Approach to Deal Terms

PE firms seeking to attract a broader range of bidders to portfolio company sales should assess the changing needs of infra-investors. As the boundaries of what constitutes “infrastructure” assets have blurred in recent… more

Infrastructure, Investors, Portfolio Companies, Private Equity, Private Equity Firms

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Kaitlin Verber

Acquiring a US Public Company: An Overview for the Acquirer

This guide summarizes certain considerations for a non-US acquirer considering an acquisition of a publicly traded US-based company in a negotiated (i.e., friendly) transaction. In addition to market dynamics and business and… more

Acquisition Agreements, Acquisitions, CFIUS, Complex Corporate Transactions, Corporate Financing

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Hugues Vallette Viallard

France Implements Damages Directive

The Ordinance introduces new provisions in the Commercial Code that facilitate private actions brought by victims of competition law infringements. Key points - ..Directive 2014/104/ EU of 26 November 2014 (the… more

Breach of Competition Law, EU Damages Directive, France, French Commercial Code

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Peter Viola

What’s Next Following the Supreme Court’s Decision in Sackett v. EPA?

The Court’s decision has prompted the US Army Corps of Engineers to freeze jurisdictional determinations for permitted activities pending additional guidance. On May 25, 2023, by a narrow 5-4 majority, the US Supreme Court… more

Clean Water Act, Environmental Policies, Environmental Protection Agency (EPA), Federal Jurisdiction, Inland Waterways

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Perry Viscounty

Supreme Court: “Generic.com” Trademarks May Be Registered if Consumers Do Not Perceive Them as Generic

The decision expands the availability of trademark protection for domain names and limits the number of terms deemed unprotectable because they are generic. Key Points: ..The addition of the .com top-level domain to an… more

Acquired Distinctiveness, Appeals, Booking.com, Domain Name Registration, Domain Names

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Tyler John Vivian

Effective October 31, 2018: New NFA Virtual Currency Disclosure Requirements

The NFA will soon require CPO, CTA, FCM, and IB member firms to provide various disclosures warning investors of virtual currency spot and derivatives trading risks. New disclosure requirements warning customers,… more

CFTC, Commodity Exchange Act (CEA), Commodity Trading Advisors (CTAs), CPOs, Cryptocurrency

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Thomas Vogel

ESAs Provide Guidelines to Harmonise the Cryptoasset Classification Under MiCA

On 10 December 2024, the European Banking Authority (EBA), the European Insurance and Occupational Pensions Authority (EIOPA), and the European Securities and Markets Authority (ESMA) (together, ESAs) have published new joint… more

Cryptoassets, EU, European Banking Authority (EBA), European Securities and Markets Authority (ESMA), European Union Delegated Act (EUDA)

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Sven Völcker

Market Definition Under the New Notice - What Companies Need to Know

The European Commission (EC) has revamped the 1997 Commission Notice on the definition of the relevant market for the purposes of Community competition law (the 1997 Notice), and published a new Notice (Notice) on 8 February… more

Competition, Competition Authorities, EU, European Commission, Marketplace Notice

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Jude Volek

DOJ Issues Guidance on “Unlawful Discrimination”

The guidance reflects a key step in the administration’s broader strategy to root out DEI efforts in the private sector… more

Anti-Discrimination Policies, Civil Rights Act, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Equal Protection

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Dr. Torsten Volkholz

Expropriation of Residential Property Investors in Berlin - A Realistic Scenario?

While the German capital continues its political efforts to tackle the housing crisis, a commission has validated the feasibility of expropriating housing providers. On June 28, 2023, a legal expert commission appointed by… more

Expropriation, Germany, Information Reports, Publicly-Traded Companies, Real Estate Investments

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Eric Volkman

Presidential Working Group Issues Report and Recommendations on Digital Asset Markets

The report reflects collaboration across federal agencies and aims to establish US leadership in digital assets through forward-thinking policy and a clear regulatory framework… more

Banking Regulators, Blockchain, Central Bank Digital Currency (CBDCs), CFTC, Digital Assets

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Jan Volkammer

EU Regulatory & Antitrust Monitoring on Sustainability Newsletter - September 2020

Welcome to the inaugural issue of the EU Regulatory & Antitrust Monitoring on Sustainability newsletter. The September issue features six key takeaways from the past month to which companies and investors operating in the EU… more

Antitrust Provisions, Competition, Corporate Governance, EU, European Commission

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Max von Cube

Prelude to a Digital Euro: European Central Bank Joins the CBDC Race

A new report explores the advantages, impacts, and approaches the Eurosystem is considering as it contemplates a digital currency. In October 2020, the European Central Bank (ECB) published a Report on a Digital Euro (the… more

Digital Currency, EU, Euro, European Central Bank, Popular

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Otto-Philipp von Gruben

Expropriation of Residential Property Investors in Berlin - A Realistic Scenario?

While the German capital continues its political efforts to tackle the housing crisis, a commission has validated the feasibility of expropriating housing providers. On June 28, 2023, a legal expert commission appointed by… more

Expropriation, Germany, Information Reports, Publicly-Traded Companies, Real Estate Investments

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Sebastian von Hornung

German Residential Portfolios: Market Outlook

As investors scrutinise German residential real estate opportunities in 2024, the environment looks very different from a year ago. While some large deals were executed in 2023 despite pressures in the market, the outlook for… more

Germany, Global Economy, Housing Developers, Housing Market, Investment Portfolios

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Dr. Christoph von Laufenberg

Litigation 2024 Year in Review and 2025 Outlook: A view of the landscape in Europe and the UK

Welcome to our Litigation 2024 Year in Review and 2025 Outlook. In this report, we examine the legal trends that have shaped the commercial landscape in Europe and the UK and explore how these developments are likely to evolve… more

Arbitration, Class Action, Competition, Contract Disputes, Corporate Governance

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Melanie von Staa Toledo

Brazil Publishes Draft Sustainable Taxonomy Framework for Public Consultation

The taxonomy would inform certain mandatory requirements in the jurisdiction, with particular relevance to Brazil’s capital markets and financial sector… more

Brazil, Capital Markets, Climate Change, Consultation, Disclosure Requirements

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Ashley Wagner

The LathamTECH Podcast — Can RSUs Unlock Employee Equity?

The trend of RSU (Restricted Stock Units) participation in secondary markets is transforming how private tech companies manage employee equity. As companies remain private for longer, the need for employee liquidity options… more

Corporate Governance, Employee Benefits, Equity Compensation, Private Equity, Qualified Restricted Stock Units (RSUs)

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Jeremiah Wagner

FCA and PRA Publish Final Securitisation Rules: Key Points

Firms will need to update their internal procedures and ensure they are ready to comply with the new requirements ahead of 1 November 2024. HM Treasury (HMT), the Financial Conduct Authority (FCA), and the Prudential… more

Compliance, Compliance Dates, Final Rules, Financial Conduct Authority (FCA), Financial Services Industry

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Ayesha Waheed

LNG for Japanese Buyers: End of the Road for Destination Clauses?

A recent announcement by the Japanese antitrust regulator could spell the end of destination clauses in certain Asian LNG SPAs. Key Points: ..Asian LNG buyers are seeking to form a buyers’ club to negotiate better and more… more

Antitrust Provisions, Contract Terms, Exports, Japan, Japan Fair Trade Commission (JFTC)

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Matthew Walch

New FTC Rulemaking Seeks to Ban Most Non-Competes

FTC proposes a new rule that would ban non-competes in most situations; brings enforcement actions challenging non-competes as unfair methods of competition. On January 5, 2023, the Federal Trade Commission (FTC) issued a… more

Employment Contract, Federal Trade Commission (FTC), FTC Act, Non-Compete Agreements, NPRM

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Angela Walker

The Future of Green Marketing: Anticipated Changes to the FTC’s Green Guides

The FTC will likely update Green Guides provisions, impacting corporate decision-making in marketing and throughout the value chain. Latham & Watkins is pleased to present a series of Clients Alerts on environmental, social,… more

Advertising, Chemicals, Climate Change, Environmental Claims, Environmental Social & Governance (ESG)

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David Walker

Private Wealth Investors Deliver a Fundraising Boost

In a challenging fundraising environment, private wealth investors are filling the gap, aided by investment platforms, intermediaries, and evolving legal structures. In recent years, inflationary pressures, interest rate… more

B2B Organizations, B2C, Capital Raising, ELTIF, EU

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Jessica Walker

Redressing the Balance of Power in Restructuring Plans Petrofac in the Court of Appeal

The Court of Appeal has reversed the sanction of the Petrofac group’s restructuring plans and allowed the appeal of two dissenting unsecured creditors.Re Petrofac Limited and Petrofac International (UAE) LLC [2025] EWCA Civ 821… more

Appeals, Bankruptcy Court, Chapter 11, Commercial Bankruptcy, Companies Act

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David Wallace

High Court Declines to “Cram Down” Shareholders in Proposed Part 26A Restructuring Plan of Oil Company

The decision provides new judicial guidance for determining the boundaries of cross-class cram down tests. On 28 June 2021, the High Court declined to sanction a restructuring plan proposed by Hurricane Energy plc… more

Bondholders, Commercial Bankruptcy, Cramdown, Creditors, Debt Restructuring

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Heather Waller

FASB Adopts Changes to Accounting and Disclosure Standards for Digital Assets

The new standard aims to improve accounting treatment of certain digital assets under GAAP and may pave the way for increased institutional adoption. On September 6, 2023, the Financial Accounting Standards Board (FASB)… more

Accounting, Accounting Standards, Asset Tokens, Cryptoassets, Digital Assets

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Laura Waller

DOL Raises Minimum Salary Thresholds for Overtime Exemptions

Employers may need to raise exempt employee salaries or reclassify them as non-exempt if the new salary thresholds go into effect. On April 23, 2024, the Department of Labor (DOL) issued a new rule (the DOL Rule) that will… more

Compliance, Department of Labor (DOL), Employer Liability Issues, Exempt-Employees, Fair Labor Standards Act (FLSA)

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Ryan Walsh

Delaware Chancery Court Extends Oversight Duties to Non-Director Corporate Officers

Non-director officers may face liability for failing to properly oversee the corporation’s affairs and ignoring “red flags” within their “areas of responsibility.” Key Points: ..The McDonald’s Corporation’s response to… more

Board of Directors, Breach of Duty, C-Suite Executives, Caremark claim, Corporate Governance

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Jamie Lynn Walter

Latham Letter Begins New Era for Private Capital Fundraising

Interpretive guidance unlocks general solicitation in Regulation D offerings with user-friendly, bright-line approach. On March 12, 2025, Latham & Watkins obtained SEC Staff guidance on the use of general solicitation in… more

Accredited Investors, Capital Raising, General Solicitation, New Guidance, Offerings

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Victoria Wan

UK Online Safety Act 2023

The Online Safety Act (the OSA) received Royal Assent on 26 October 2023 and is now in force. The OSA establishes an extensive regulatory framework for providers of online user-to-user services and search services with links… more

Compliance, Compliance Dates, Digital Service Providers, Digital Services, Enforcement

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Allen Wang

Launch of HKSE’s New Listing Regime for Specialist Technology Companies

From 31 March 2023, the listing framework will include innovative companies in frontier industries, creating more opportunities for investors in the Hong Kong capital market. The Stock Exchange of Hong Kong Limited (the… more

Capital Markets, Hong Kong, Hong Kong Stock Exchange, Listing Rules, Listing Standards

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Tina Wang

Caring for the CARES Act: The New Oversight and Investigations Landscape for COVID-19 Relief Programs

Economic aid legislation will likely result in increased scrutiny of certain industries, similar to investigations that followed relief efforts in the 2008 financial crisis. Key Points: ..The CARES Act creates multiple new… more

CARES Act, Compliance, Coronavirus/COVID-19, Financial Stimulus, Government Investigations

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Sanjev Warna-kula-suriya

FCA and PRA Publish Final Securitisation Rules: Key Points

Firms will need to update their internal procedures and ensure they are ready to comply with the new requirements ahead of 1 November 2024. HM Treasury (HMT), the Financial Conduct Authority (FCA), and the Prudential… more

Compliance, Compliance Dates, Final Rules, Financial Conduct Authority (FCA), Financial Services Industry

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Calum Warren

5 Antitrust Trends for Private Equity to Watch

In a continually evolving antitrust landscape, we consider five key trends that PE deal teams should be aware of. Focus on Non-Controlling Stakes in Competing Companies - Antitrust authorities are paying closer attention… more

Acquisitions, Antitrust Division, Common Ownership, Competition Authorities, Document Productions

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Matthew Warren

Fifth Circuit: Make-Whole Premiums Should Be Disallowed as Unmatured Interest

Fifth Circuit finds that make-whole premiums should be considered unmatured interest subject to disallowance under Section 502(b)(2) of the Bankruptcy Code to the extent designed to compensate for future interest… more

Affiliates, Appeals, Bankruptcy Code, Chapter 11, Commercial Bankruptcy

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Laura Washington

Supreme Court Blocks Copyright Infringement Claims Until Actual Registration Issues

Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC has important implications for copyright owners who file infringement suits, including authors of literary, musical, and dramatic works. Key Points: ..The Supreme… more

Appeals, Copyright, Copyright Exhaustion, Copyright Infringement, Copyright Registration

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Amy Watkins

G7 Tax Agreement Marks Significant Step Toward Global Tax Reform

The agreement builds on the two-pillar approach outlined by the OECD and aims to tackle the challenges arising from an increasingly globalized and digital economy. Key Points: ..Under Pillar One, the largest and most… more

Biden Administration, Corporate Taxes, EU, G7, Multinationals

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Kirsty Watkins

New Challenges for Transitional Services Agreements in Financial Services M&A

Subcontractors, security, and audit and termination rights will require special consideration under forthcoming EBA outsourcing guidelines. Recent growth in divestiture and carve-out deals in the M&A landscape, including the… more

Acquisitions, Banking Sector, Carve Out Provisions, Contract Terms, Divestiture

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Thomas Watret

What Rules Will Apply to Jurisdiction and the Enforcement of Judgments After Brexit? Part Five

Will the UK join the Lugano Convention 2007? Conflicting reports have emerged in recent days as to whether the EU will approve the UK’s application to join the Lugano Convention 2007, the UK’s preferred regime for governing… more

Court of Justice of the European Union (CJEU), Enforcement of Foreign Judgments, EU, European Commission, European Economic Area (EEA)

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Lisa Watts

COVID-19: CARES Act Eases Key US Tax Rules, Throwing a Lifeline to Some Businesses – UPDATE

The IRS has issued crucial guidance on procedures to implement tax provisions of the recently enacted CARES Act. Key Points: ..Allows a five-year carryback for net operating losses (NOLs) generated in 2018, 2019, and 2020… more

CARES Act, Coronavirus/COVID-19, Net Operating Losses, Relief Measures, Tax Relief

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J. Ashley Weeks

What to Know About the New CFTC Cross-Border Swaps Regime

This Client Alert White Paper serves as a comprehensive guide to the new rule, which largely supersedes prior CFTC guidance that had informed market practice for over seven years. Key Points: ..The new rule became… more

CFTC, Commodity Exchange Act (CEA), Cross-Border, Cross-Border Transactions, Major Swap Participants

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Wei Wei

Launch of HKSE’s New Listing Regime for Specialist Technology Companies

From 31 March 2023, the listing framework will include innovative companies in frontier industries, creating more opportunities for investors in the Hong Kong capital market. The Stock Exchange of Hong Kong Limited (the… more

Capital Markets, Hong Kong, Hong Kong Stock Exchange, Listing Rules, Listing Standards

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Georg Weidenbach

The German Federal Cartel Office’s Comfort Letter on COVID-19 Related Restructurings

Six key takeaways for COVID-19 Restructurings and Antitrust - The COVID-19 crisis has led, and will continue to lead, to enterprise-threatening financial difficulties for many firms in many industries. In a worst-case… more

Competition Authorities, Coronavirus/COVID-19, Debt Restructuring, EU, Federal Cartel Office (the FCO)

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Erika Weinberg

Restructuring High Yield Bonds: Navigating the Downturn and Staying Nimble in Response to Market Changes

Issuers face numerous restructuring alternatives, both within and outside the bankruptcy process. The Big Picture - Issuers of high yield bonds trading at distressed levels can use exchange offers to restructure or modify… more

Capital Markets, Coronavirus/COVID-19, Debt Repurchasing, Debt Restructuring, Economic Downturn

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Samuel Weiner

COVID-19: CARES Act Eases Key US Tax Rules, Throwing a Lifeline to Some Businesses – UPDATE

The IRS has issued crucial guidance on procedures to implement tax provisions of the recently enacted CARES Act. Key Points: ..Allows a five-year carryback for net operating losses (NOLs) generated in 2018, 2019, and 2020… more

CARES Act, Coronavirus/COVID-19, Net Operating Losses, Relief Measures, Tax Relief

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Charles Weinstein

The Road Ahead for Open Banking in the US

A new Executive Order could help open the door for the portability of consumer financial data. Definitive regulation for open banking may be on the horizon in the US. On July 9, 2021, President Biden issued an Executive… more

Biden Administration, Consumer Financial Protection Bureau (CFPB), Dodd-Frank, Executive Orders, FinTech

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Thomas Weitkamp

Direct Lending Goes Large

PE deal teams can increasingly access direct lending for large, cross-border buyouts but regulatory and structuring challenges across jurisdictions remain. Direct lending has long been a feature of the debt market, and has… more

Buy-Out Agreements, Cross-Border Transactions, Direct Lending, EU, Private Equity

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Warren Wellington

Corporate Reorganisations - 2023 - United Kingdom - England & Wales

What types of transactions are classifed as ‘corporate reorganisations’ in your jurisdiction? The term ‘corporate reorganisation’ can be used to mean a wide variety of transactions, but is most typically used to refer to… more

Corporate Restructuring, Jurisdiction, Regulatory Requirements, Reorganizations, Transfer of Assets

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Sean Wells

The Edinburgh Reforms - Two Years On

When the Edinburgh Reforms were announced on 9 December 2022, they were billed as an ambitious set of reforms. Two years on, we assess which of the measures have been completed, which remain outstanding, and whether they have… more

Banking Sector, Capital Markets, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA), Financial Markets

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Marie-Christine Welp

Expropriation of Residential Property Investors in Berlin - A Realistic Scenario?

While the German capital continues its political efforts to tackle the housing crisis, a commission has validated the feasibility of expropriating housing providers. On June 28, 2023, a legal expert commission appointed by… more

Expropriation, Germany, Information Reports, Publicly-Traded Companies, Real Estate Investments

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Jonathan West

EPA Proposes New Enforcement Initiative for PFAS

The notice is another step in EPA’s PFAS Strategic Roadmap and emphasizes potential CERCLA enforcement. On January 12, 2023, the US Environmental Protection Agency (EPA) issued a notice to solicit public comments on its National… more

CERCLA, Compliance, Contamination, Enforcement Priorities, Environmental Policies

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Taylor West

EPA Announces Near Zero Drinking Water Health Advisories for Certain PFAS Chemicals

The record-low health advisories form part of the EPA’s 2021 PFAS Strategic Roadmap, which forecasts further regulatory action at both state and federal levels. On June 15, 2022, the United States Environmental Protection… more

Drinking Water, Environmental Protection Agency (EPA), PFAS, Public Health, Toxic Chemicals

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R. Andrew Westgate

Treasury Finalizes Carbon Capture Tax Credit Regulations

The US Treasury Department and the IRS provided practical administrative rules for the carbon capture and sequestration tax credit. Key Points: ..The IRS finalized the third set of rules in a series of regulatory guidance… more

Carbon Capture and Sequestration, Carbon Emissions, Climate Change, Energy Projects, Energy Sector

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Bradley Weyland

High Court Decision in Norske Skog: Puh! (Norwegian for Phew!)

Ruling confirms majority noteholder should not be disenfranchised from voting - The English High Court held that it had jurisdiction in a cross-border dispute involving the Norske Skog group (Norske Skog), and confirmed that… more

Corporate Governance, Cross-Border, Default, Insolvency, Intercreditor Agreements

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Sean Wheeler

Oil and Gas Restructurings: Exploration and Production Companies Face Unique Issues

The recent drop in oil prices will likely spur a flurry of industry restructurings, governed by a complex set of bankruptcy and state laws. Introduction - At the close of business on December 31, 2014, the price… more

Bankruptcy Code, Commodities, Debt Restructuring, Exploration and Production Assets, Mineral Leases

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Ross Whibley

The UAE Introduces the First SPAC Framework in the GCC

The SPAC Framework, which became effective on 4 January 2022, allows for the formation and listing of SPACs in the UAE for the first time. Special purpose acquisition companies (SPACs) have emerged as an important means of… more

Choice of Entity, Initial Public Offering (IPO), Special Purpose Acquisition Companies (SPACs), United Arab Emirates (UAE)

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Kathleen Whipple

Recent SEC Enforcement Actions Put Spotlight On Prohibited Short Selling

Recent SEC enforcement actions demonstrate the SEC’s increased focus on violations of Rule 105 of Regulation M. On September 17, 2013, the Securities and Exchange Commission (the SEC) announced enforcement actions against… more

Compliance, Enforcement Actions, Regulation M, Securities and Exchange Commission (SEC), Short Sales

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Harrison White

Update: US Supreme Court Reverses California’s Expansion of Personal Jurisdiction

Nation’s highest court reverses California Supreme Court decision that extended the jurisdictional reach of state courts. In the 2016 case Bristol-Myers Squibb Co. v. Superior Court (Anderson), the California Supreme Court… more

Bristol-Myers Squibb Co v Superior Court of California - San Francisco County, Class Action, Due Process, Forum Shopping, Fourteenth Amendment

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J. Dylan White

Federal Agencies Provide Guidance on Clean Vehicle Tax Credit Eligibility

Proposed regulations clarify FEOC restrictions and clean vehicle tax credit compliance for manufacturers aiming to produce eligible EVs. As countries around the world accelerate the transition to clean energy, the race to… more

Automotive Industry, Department of Energy (DOE), Electric Vehicles, Foreign Entities, Inflation Reduction Act (IRA)

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Gary Whitehead

The Edinburgh Reforms - Two Years On

When the Edinburgh Reforms were announced on 9 December 2022, they were billed as an ambitious set of reforms. Two years on, we assess which of the measures have been completed, which remain outstanding, and whether they have… more

Banking Sector, Capital Markets, Environmental Social & Governance (ESG), Financial Conduct Authority (FCA), Financial Markets

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Molly Whitman

FTC Proposes Updates to COPPA Rule

On December 20, 2023, the Federal Trade Commission (FTC or Commission) issued a Notice of Proposed Rulemaking (Notice) recommending amendments to the Children’s Online Privacy Protection Rule (COPPA Rule or Rule). The FTC… more

COPPA, Data Protection, Data Retention, Data Security, Federal Trade Commission (FTC)

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Morgan Whitworth

California State Court Applies Discovery Stay in Securities Act Claim

A recent decision, if widely adopted, could spare companies from unnecessary discovery costs in claims that may not survive a threshold pleadings challenge. Key Points: ..State courts across the country have reached… more

Discovery, PSLRA, State Courts, Statutory Interpretation, Stays

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Dr. Stefan Widder

How to Implement Contracts in Germany During the COVID-19 Crisis

Electronic contract processing enables parties to avoid physical contact. In Germany and around the world, work processes are changing drastically. Health policy considerations have already prompted many large companies in… more

Contract Formation, Coronavirus/COVID-19, E-Signatures, Germany, Signatures

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John Wileur

A Less Economic Approach? European Commission Consults on Draft Guidelines for Exclusionary Conduct

The European Commission (EC) has published draft antitrust guidelines on exclusionary abuses (the Draft Guidelines) and is conducting a public consultation to gather feedback… more

Antitrust Provisions, Competition, Consultation, Draft Guidance, Enforcement

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Alexander Wilhelm

6 Sustainability Takeaways in EU Antitrust Regulatory - December 2023

Political Agreement Reached on Corporate Sustainability Due Diligence Rules - On 14 December 2023, the European Council (Council) and European Parliament (Parliament) reached a political agreement on the Corporate… more

Antitrust Provisions, Corporate Governance, Due Diligence, Environmental Social & Governance (ESG), EU

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Erin Wilk

DOJ Guidance Prioritizes Individuals in Criminal and Civil Corporate Enforcement Actions

A serious shift of focus to individual accountability may impact traditional corporate defense and settlement tactics. On September 9, 2015, the Department of Justice (DOJ) issued a set of guidelines that formally revise… more

C-Suite Executives, Cooperation, Criminal Prosecution, Department of Justice (DOJ), Enforcement Actions

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Rainer Wilke

Europäische Kommission veröffentlicht zweite Anpassung des Befristeten Rahmens für staatliche Beihilfen betreffend COVID-19

von Rainer Wilke, Dr, Harald Selzner, Frank Grell, Jörn Kowalewski, Joachim Grittmann, Dr. Ulrich Klockenbrink, Elisabetta Righini, Natalia Solarova Die zweite Änderung des Befristeten Rahmens erlaubt es den EU-Mitgliedstaaten,… more

Coronavirus/COVID-19, EU, European Commission, Member State, Relief Measures

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Nathan Wilkins

Competition and Innovation in the UK’s New Payments Architecture

Call for input: market players need to engage with the process for the procurement of the NPA - This Call for Input is part of the development of the Payment Systems Regulator’s (PSR) policy for the future regulation of the… more

Banking Reform, Comment Period, Consultation, Market Participants, Payment Systems

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Kirk Wilkinson

Prosecutors Strike Gold in Retailers’ Dumpsters with Hazardous Waste Enforcement Action

Retailers should implement hazardous waste management plans, even for simple consumer goods, as California, New York and other states launch aggressive enforcement campaigns. In recent years, California prosecutors have… more

Attorney General, Enforcement Actions, Grocery Stores, Hazardous Waste, Pharmacies

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Gwyn Williams

COVID-19: Personal Injury Liability Considerations and Protections for Property Owners and Operators

Companies planning to open to the public during the pandemic should review potential claims related to COVID-19 and take preemptive measures. The ongoing COVID-19 pandemic raises many questions about safety and liability in… more

Bodily Injury, Coronavirus/COVID-19, Health and Safety, Premises Liability, Property Owners

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John Williams

Evolving Perspectives on Direct Listings after Spotify and Slack

In a direct listing, a company's outstanding shares are listed on a stock exchange without a primary or secondary underwritten offering. Existing security holders become free to sell shares on the stock exchange at market-based… more

Corporate Governance, Direct Listing, Initial Public Offering (IPO), Listing Rules, Publicly-Traded Companies

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Mair Williams

London Litigation Year in Review and 2024 Outlook

Welcome to our London Litigation Year in Review and 2024 Outlook. In this report, we examine the litigation trends that shaped the commercial landscape in 2023 and look at how these developments are likely to play out in the… more

Antitrust Litigation, Artificial Intelligence, Banking Sector, Criminal Investigations, Cryptocurrency

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Bradd Williamson

Key Compensation Items for 2024 Proxy Season and Beyond - February 2024

Pursuant to rules that the Securities and Exchange Commission (SEC) issued in late 2022, publicly traded companies must generally provide both tabular and narrative and/or graphical disclosure of the relationship between… more

Compensation & Benefits, Corporate Governance, Environmental Social & Governance (ESG), Executive Compensation, Proxy Season

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E. Marcellus Williamson

Enforcement of “Interlocking Directorates” Accelerates With DOJ-Announced Resignations and FTC Consent Agreement

Companies should take a proactive approach as US antitrust agencies continue to enforce Section 8 of the Clayton Act. The Federal Trade Commission (FTC) and the US Department of Justice (DOJ) Antitrust Division (the… more

Antitrust Division, Antitrust Provisions, Department of Justice (DOJ), Enforcement Authority, Federal Trade Commission (FTC)

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Catherine Willis

Understanding New York’s Proposed Mandatory Greenhouse Gas Reporting Program: Key Insights and Comparative Analysis

On March 26, 2025, the New York State Department of Environmental Conservation (NYSDEC) announced proposed regulations that would establish a mandatory greenhouse gas (GHG) reporting program for fuel suppliers, waste haulers and… more

Climate Change, Energy Sector, Environmental Policies, Government Agencies, Greenhouse Gas Emissions

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Isabel Willius

COVID-19: Neue Sonderregeln für Bundesbeteiligungen an Aktiengesellschaften

Reaktion auf Covid-19 Krise: Der Gesetzgeber ebnet den Weg für eine Beteiligung des Bundes an notleidenden Unternehmen. Zentraler Bestandteil der umfassenden Hilfsmaßnahmen für die deutsche Wirtschaft zum Ausgleich der… more

Coronavirus/COVID-19, Financial Stimulus, Germany, Relief Measures, State of Emergency

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John Wilson

Los Angeles Wildfires - Insurance Coverage Pointers for Home and Business Losses

Policyholders affected by the devastating fires should take certain immediate steps to maximize potential recovery. The Los Angeles County wildfires that began on January 7, 2025, and continue to ravage the communities of… more

Business Losses, California, Commercial Insurance Policies, Commercial Property Owners, Fire Damage

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Jamie Wine

Supreme Court: SEC ALJs Are Officers Subject to Constitution’s Appointments Clause

Respondents in pending or future proceedings should carefully assess their options until several key legal questions are resolved. The United States Supreme Court recently issued its ruling in Lucia v. Securities and Exchange… more

Administrative Law Judge (ALJ), Administrative Proceedings, Appointments Clause, Constitutional Challenges, Enforcement Actions

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Stephen Wink

SEC Staff Clarifies That Liquid Staking Activities Do Not Implicate US Federal Securities Laws

The Staff provides the market with additional crypto clarity, holding that liquid staking does not qualify as a security under the Howey test… more

Blockchain, Cryptoassets, Cryptocurrency, Decentralized Finance (DeFi), Howey

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MacLane Winsor Taggart

New York’s “New York State on PAUSE” Order: What Businesses Need to Know

New York State has issued guidance regarding businesses exempt from the order, but has yet to clarify its regulations’ interplay with local orders and federal guidance. As part of the State of New York’s continued response to… more

Business Closures, Coronavirus/COVID-19, Critical Infrastructure Sectors, Emergency Management Plans, Executive Orders

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Lasse Winzer

German Parliament Passes Financial Market Digitisation Act

The FinmadiG introduces material implementation measures for the European Digital Finance Package… more

Cryptoassets, Digital Services, EU, European Parliament, Financial Markets

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Katherine Wisniewski

US Deputy Attorney General Monaco Announces Revised Policies on Corporate Crime

Updated DOJ policies will continue to focus on individual accountability and corporate recidivism, while aiming to provide additional incentives for voluntary self-reporting, foster greater transparency on use of monitors, and… more

Compliance, Cooperation, Corporate Crimes, Corporate Misconduct, Corporate Officers

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Kate Withers

Department of Labor: Plan Fiduciaries Can Include Private Equity Investment Options for Defined Contribution Retirement Plans

The U.S. Department of Labor (“DOL”) recently issued an information letter (“DOL Letter”) that could provide sponsors of private equity and other private investment funds a new source of investor capital – some of the estimated… more

Benefit Plan Sponsors, Defined Contribution Plans, Department of Labor (DOL), Fiduciary, Private Equity Funds

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Katharina Wolf

German Residential Portfolios: Market Outlook

As investors scrutinise German residential real estate opportunities in 2024, the environment looks very different from a year ago. While some large deals were executed in 2023 despite pressures in the market, the outlook for… more

Germany, Global Economy, Housing Developers, Housing Market, Investment Portfolios

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Jeremiah Wolsk

US Supreme Court Says No to Post-Sale Restrictions Under Patent Law

The Court also holds that patent exhaustion applies to both foreign and domestic sales in a historic decision. Key Points: ..Patent rights are exhausted by sale even if the patentee purports to impose post-sale… more

First Sale Doctrine, Foreign Sales, Impression Products v Lexmark International, IP License, Patent Exhaustion

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Charlotte Wong

Hong Kong International Arbitration Centre Releases 2024 Annual Statistics

The statistics show a robust demand for arbitration and reflect Hong Kong’s importance as an arbitral venue for resolving cross-border commercial disputes. On 20 February 2025, the Hong Kong International Arbitration Centre… more

Arbitration Agreements, Arbitration Awards, Business Disputes, Commercial Litigation, Contract Disputes

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Jeffrey Wong

Restructuring and Insolvency in Hong Kong

In Hong Kong, the statutory framework for regulating the affairs of insolvent companies is found in the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) (the “C(WUMP)O”) and the Companies (Winding Up)… more

Commercial Bankruptcy, Cross-Border, Debt Restructuring, Financial Distress, Hong Kong

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Karen Wong

Hong Kong Court of Final Appeal Rules on Exclusive Jurisdiction Clauses in Insolvency

A bankruptcy petition should not proceed if the debt is disputed and subject to an exclusive jurisdiction clause in favour of a foreign court. The Hong Kong Court of Final Appeal (CFA) has ruled that if a bankruptcy petition… more

Bankruptcy Court, Commercial Bankruptcy, Exclusive Jurisdiction, Hong Kong, Insolvency

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Mandy Wong

Hong Kong Stock Exchange Publishes Conclusions on IPO Price Discovery and Open Market Reforms

The Stock Exchange adopts most of its proposals to optimise IPO price discovery and open market requirements, with certain modifications based on market feedback. On 1 August 2025, The Stock Exchange of Hong Kong Limited… more

Capital Markets, Consultation, Corporate Issuers, Hong Kong Stock Exchange, Initial Public Offering (IPO)

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Michelle Wong

China’s New AI Regulations

China’s regulations aim to address risks related to artificial intelligence and introduce compliance obligations on entities engaged in AI-related business. This Client Alert discusses what technologies and entities are… more

Algorithms, Artificial Intelligence, China, Compliance, New Regulations

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Sam Wong

ESG - US State-Level Developments for Private Capital and Financial Institutions

Private capital providers, investors, asset managers, and financial institutions will likely continue to face a fragmented regulatory landscape on ESG matters. Various US states have taken and continue to take action on ESG… more

Asset Management, Climate Change, Corporate Governance, Disclosure Requirements, Environmental Social & Governance (ESG)

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J. Christian Word

Delaware Court Applies Entire Fairness Standard to MultiPlan de-SPAC

The decision adopts enhanced scrutiny of director fiduciary duties for de-SPAC transactions, but suggests dismissal may be appropriate when stockholders exercise redemption rights on a fully informed basis. On January 3, 2022,… more

Board of Directors, Controlling Stockholders, Entire Fairness Standard, Fiduciary Duty, Share Classes

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Kathryn Worthington

Landmark Bank Secrecy Act Resolution Signals Increasing Focus on Banks’ Anti-Money Laundering Compliance

Enforcement agencies urge investment in compliance programs. On October 10, 2024, the Department of Justice (DOJ) announced plea agreements with TD Bank N.A. (TDBNA) and its parent company, TD Bank US Holding Company… more

Anti-Money Laundering, Bank Secrecy Act, Banks, Compliance, Cooperation

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Austin Wruble

EPA Grants Louisiana Class VI Primacy

EPA’s transfer of primary enforcement authority to states for carbon capture and storage projects may decrease permitting delays but raise legal questions. Louisiana has become the third state in the United States to receive… more

Carbon Capture and Sequestration, Drinking Water, Environmental Justice, Environmental Policies, Environmental Protection Agency (EPA)

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Xuechu (Sean) Wu

Global Legal Insights: Bribery & Corruption 2024 - China

China’s anti-corruption laws have been stringent for many years. On 1 January 1980, the Criminal Law of the People’s Republic of China (the “PRC Criminal Law”) containing the criminal offences of bribery and corruption came into… more

Amended Legislation, Anti-Bribery, Anti-Corruption, Asia Pacific, Bribery

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Ulrich Wuermeling

Practical Considerations for Assessing Data Transfers after Schrems II

Latham develops new resource to identify considerations for assessing SCC and BCR data transfers in Europe. Following the Schrems II decision in July 2020, organisations relying on the standard contractual clauses (SCCs) or… more

Corporate Counsel, Data Transfers, EU, European Economic Area (EEA), Personal Data

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Kristina Wyatt

Sustainability-Linked Finance Takes Off in 2020

A series of recent developments has driven a rapid increase in sustainability-linked loan and bond issuances in a variety of jurisdictions and industries. Background: Sustainability-Linked vs. Activity-Based - The market… more

Corporate Finance, Corporate Governance, Environmental Social & Governance (ESG), Green Bonds, Green Finance

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Tim Wybitul

EU Data Act Significant New Switching Requirements Due to Take Effect for Data Processing Services

In the rapidly evolving landscape of European tech regulation, the Data Act introduces changes with the potential to reshape established market dynamics, presenting significant challenges and opportunities for affected… more

Cloud Service Providers (CSPs), Data Privacy, Data Processing Rules, Data Processors, Data Protection

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Alistair Wye

Financial Institutions and the Cloud: How to Navigate an Evolving Regulatory Landscape

Insights from Latham’s flagship event: Managing the risk and promise of digitisation in financial services. In a bid to keep pace with rapid advances in cloud adoption across financial services, regulators have published a… more

CLOUD Act, Cloud Storage, Data Protection Authority, EU, European Banking Authority (EBA)

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Alex Wyman

Companies Face Increased Criminal Enforcement Risk From Aging Infrastructure-Related Disasters

Utilities and energy companies can implement strategies to mitigate risks from more frequent environmental disasters and infrastructure failures. In the early morning of June 11, 2023, a tanker truck carrying gasoline up… more

Criminal Liability, Department of Justice (DOJ), Energy Projects, Energy Sector, Environmental Litigation

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Robert Wyman, Jr.

Proposed Amendments to Cap-and-Trade Extension Bill Could Undermine Program

On April 18, 2017, California Assembly Members Garcia, Holden, and Garcia proposed amendments to Assembly Bill No. 378 (AB 378) that are intended to extend but significantly reshape California’s Cap-and-Trade Program. This post… more

Cap-and-Trade, CARB, Energy Sector, Greenhouse Gas Emissions, Proposed Amendments

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Matthew Wynne

Latham Texas Private Funds Breakfast Series Introduction to Continuation Fund Transactions

This winter, Latham’s Investment Funds Practice delivered an in-depth exploration of continuation fund transactions, offering strategic insights and practical guidance in the latest installment of the Texas Private Funds… more

Acquisitions, Capital Markets, Conflicts of Interest, Financial Sponsors, Fund Managers

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Hanyu (Iris) Xie

Presidential Working Group Issues Report and Recommendations on Digital Asset Markets

The report reflects collaboration across federal agencies and aims to establish US leadership in digital assets through forward-thinking policy and a clear regulatory framework… more

Banking Regulators, Blockchain, Central Bank Digital Currency (CBDCs), CFTC, Digital Assets

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Hui Xu

Data Protection Compliance Audits to Take Effect in China in 2025

The Measures outline requirements and procedures for self-initiated and regulator-mandated compliance audits from May 1, 2025… more

Audits, China, Data Processors, Data Protection, Data Security

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Alfred Xue

Chambers Global Practice Guide - Private Credit 2025

The private credit market has emerged as a formidable force in the global financial landscape, offering a compelling alternative to traditional syndicated bank lending. The Private Credit Guide provides a broad overview of… more

Borrowers, Creditors, Debt, Financial Markets, Financial Services Industry

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Hiroko Yamamoto

Enforcing Foreign Arbitral Awards as Foreign Judgments in the United States

The statute of limitations for confirming a foreign commercial arbitral award in the United States is typically three years. This relatively short statute of limitations may pose a challenge on award creditors, especially if… more

Arbitration, Arbitration Awards, Enforcement of Foreign Judgments, International Arbitration

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Marina Yamashita

The Technology, Media and Telecommunications Review, 13th Edition - Japan

This 13th edition of The Technology, Media and Telecommunications Review provides updated overviews of legal and policy constructs and developments in the TMT arena across 18 jurisdictions around the world. As in years past, our… more

Digital Communications, Digital Marketplace, Digital Platforms, Electronic Communications, Infrastructure

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Elizabeth Yandell

US Senate Bill Would Reshape Antitrust Enforcement and Litigation

The bill would increase and shift the burden for many merger reviews, introduce new categories of prohibited conduct, and undo important common law defenses to single-firm conduct. On February 4, 2021, Senator Amy Klobuchar,… more

Acquisitions, Antitrust Division, Antitrust Litigation, Antitrust Provisions, Antitrust Violations

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Ing Loong Yang

Taking Stock of Hong Kong as an Arbitral Seat

Counsel and arbitrators give their take on why Hong Kong remains a world class arbitral seat of choice. Key Points: ..Hong Kong courts continue to be independent and take a pro-arbitration and pro-enforcement approach that… more

Arbitration, Hong Kong, Hong Kong International Arbitration Centre (HKIAC), International Arbitration

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Seung Hyun Yang

The Future Ain’t What It Used to Be: New Tax Guidance Issued for Cryptocurrencies

The IRS has published a Revenue Ruling and FAQs clarifying some long-standing virtual currency questions. On October 9, 2019, the US Internal Revenue Service (IRS) issued its first guidance on the tax treatment of… more

Capital Gains, Cryptocurrency, Federal Taxes, Income Taxes, Investors

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Yanyan Yang

China Adopts New Merger Control Filing Thresholds

On January 26, 2024, the State Council of China adopted new merger filing thresholds by promulgating the amended Provisions of the State Council on Thresholds for Prior Notification of Concentration of Undertakings (the Amended… more

China, Competition Authorities, Filing Requirements, Merger Controls, Mergers

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Catherine Yao

DOJ Issues Guidance on “Unlawful Discrimination”

The guidance reflects a key step in the administration’s broader strategy to root out DEI efforts in the private sector… more

Anti-Discrimination Policies, Civil Rights Act, Department of Justice (DOJ), Diversity and Inclusion Standards (D&I), Equal Protection

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Christopher Yates

California Supreme Court Rules on Unfair Competition Law

The decision provides organizational plaintiffs, including nonprofits and trade associations, with a basis to establish standing to bring UCL claims. In July 2023 the California Supreme Court expanded the ability of… more

Aetna, CA Supreme Court, Health Care Providers, Injury-in-Fact, Out of Network Provider

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Douglas Yatter

President Trump Issues Executive Order on Fair Banking

Regulators are directed to avoid reputation risk, identify banks that have engaged in unlawful debanking, and take appropriate remedial actions… more

Anti-Discrimination Policies, Banking Sector, Banks, ECOA, Enforcement Actions

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Veronica Ye

Creative Crypto: IP Implications of Selling Creative Works Tied to Non-Fungible Tokens

As the market heats up for art-related NFTs, buyers should be aware of limitations on their rights to use those works. The convergence of blockchain technology and creative intellectual property (IP) through a non-fungible token… more

Art, Blockchain, Copyright, Counterfeiting, Digital Assets

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Samantha Yeager

California Low Carbon Fuel Standard Amendments Take Effect

On June 27, 2025, the California Office of Administrative Law (OAL) approved the amended Low Carbon Fuel Standard (LCFS) Regulation, submitted by the California Air Resources Board (CARB) to the OAL on May 16, 2025… more

Administrative Procedure Act, Amended Regulation, Biofuel, California Air Resources Board, CARB

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Cathy Yeung

Key Regulatory Updates for Hong Kong Listed Companies - September/October 2024

The updates include an information paper on implementing an uncertificated securities market, and a joint announcement on an enhanced timeframe for a new listing application process… more

Compliance, Consultation, Corporate Governance, Disclosure Requirements, Enforcement Actions

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Elizabeth Yin

FTC Publishes Updates to COPPA Rule

The first updates to the COPPA Rule since 2013 impose new obligations for sharing children’s personal information with third parties. On April 22, 2025, the Federal Trade Commission (FTC or Commission) published the final… more

Amended Regulation, Biometric Information, Compliance Dates, COPPA, Data Privacy

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Nara Yoo

The UK’s AI Strategy: Where Are We Now?

Last year, the UK Department of Digital, Culture, Media and Sport (DCMS) published its 10- year National AI Strategy for the regulation and promotion of artificial intelligence (AI) in the UK (Report). DCMS seeks to build “the… more

Artificial Intelligence, Copyright, Cybersecurity, Defense Sector, Ethics

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Dominic Yoong

Final US Risk Retention Regulations Will Affect CLOs: Preliminary Thoughts On The New Regime

Contrary to many industry comments the new rules will require managers of open-market CLOS to retain risk. On October 21, 2014, six US federal regulators (the Agencies) began voting to adopt final rules implementing the… more

ABS, Asset-Backed Securities, Collateralized Loan Obligations, Dodd-Frank, Risk Retention

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Daiske Yoshida

Global Legal Insights: Bribery & Corruption 2019, 6th Edition – Japan

Japan is widely perceived to be one of the least corrupt countries in the world. Transparency International ranked Japan as the 20th least corrupt country out of 180 in the most recent Corruption Perceptions Index. The World… more

Anti-Bribery, Anti-Corruption, Anti-Money Laundering, Bribery, Compliance

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Nicholas Yu

5 Lessons Learned as the Defend Trade Secrets Act Turns One

While courts only sparingly grant ex parte seizures under the DTSA, the availability of federal jurisdiction and extraordinary remedies may be enhancing enforcement efforts. The Defend Trade Secrets Act of 2016 (DTSA) was… more

Asset Seizure, Defend Trade Secrets Act (DTSA), Ex Parte, Misappropriation, Trade Secrets

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Laura Zabele

Important Changes to California Non-Compete Laws to Take Effect in January 2024

Employers should take stock of restrictive covenant agreements that their current and former workforce have signed and which remain in effect. California recently passed two laws amending Section 16600 of the California… more

Amended Legislation, Business & Professions Code, Contract Terms, Employment Contract, New Legislation

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Sarah Zahedi

SEC Imposes New Cybersecurity Requirements on Broker-Dealers, Investment Companies, Registered Investment Advisers, and Transfer Agents

Covered institutions will need to review their cybersecurity and incident response policies and procedures ahead of the applicable compliance deadline… more

Broker-Dealer, Brokers, Compliance, Covered Entities, Cyber Incident Reporting

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David Zaheer

California Adopts the FAST Recovery Act: What Fast-Food Chains Need to Know

The Act has the potential to significantly increase wages for restaurant employees and to impose work scheduling limitations on restaurant companies. Key Points: ..Restaurant companies that are part of a chain with 100… more

Advisory Board, Anti-Retaliation Provisions, Employer Liability Issues, Fast-Food Industry, Franchisee

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Arman Zahoory

Important Update Regarding Bay Area Shelter-in-Place Orders: What Businesses Need to Know

As part of the Bay Area’s continued response to the Novel Coronavirus Disease 2019 (COVID-19), on March 31, 2020, the counties of Santa Clara, San Mateo, San Francisco, Marin, Alameda, and Contra Costa, and the City of Berkeley… more

Bay Area, Coronavirus/COVID-19, Public Health Emergency, Shelter-In-Place, Time Extensions

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Haim Zaltzman

Podcast — The Growth Rocketship: How BridgeBio’s Hub and Spoke Portfolio Strategy Set the Market for the Future of Biotech — Then, Now, and What’s Next?

In this episode of our Connected With Latham podcast series, Haim Zaltzman, Global Vice Chair of Latham’s Emerging Companies & Growth Practice, sits down with BridgeBio’s Co-Founder and Chief Executive Officer Neil Kumar and… more

Biopharmaceutical, Biotechnology, Cross-Border Transactions, Life Sciences, Pharmaceutical Industry

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Daying Zhang

The Future of Green Marketing: Anticipated Changes to the FTC’s Green Guides

The FTC will likely update Green Guides provisions, impacting corporate decision-making in marketing and throughout the value chain. Latham & Watkins is pleased to present a series of Clients Alerts on environmental, social,… more

Advertising, Chemicals, Climate Change, Environmental Claims, Environmental Social & Governance (ESG)

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Jacqueline Zhang

EPA Extends CCR Regulations to Previously Exempt CCR Units

This post is the second in a series on four key power plant rules that the Environmental Protection Agency recently released. It discusses the rule on requirements governing disposal of coal combustion residuals at inactive… more

Carbon Emissions, Clean Air Act, Compliance Monitoring, Covered Entities, Environmental Protection Agency (EPA)

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Yezi (Esther) Zheng

China Proposes Updates on Commercial Bribery Provisions in AUCL

China’s SAMR published a draft amendment to the Anti-Unfair Competition Law, which overhauls the commercial bribery provisions for giving, instructing, and accepting bribes. Key Points: In summary, the proposed commercial… more

Anti-Competitive, Bribery, China, Competition, Corporate Counsel

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Alice Zhou

The End of the “Shareholder Rule” Exception to Legal Advice Privilege

Landmark decision means companies can assert legal advice privilege against their shareholders in litigation before the English courts. On 24 July 2025, the Privy Council handed down its decision in Jardine Strategic Ltd v… more

Companies Act, Inspection Rights, Legal Advice, Legal Advice Privilege, Shareholder Litigation

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Yanyan Zhou

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies. The interest and need for healthcare services transactions in the… more

Acquisitions, Antitrust Provisions, Federal Trade Commission (FTC), Hart-Scott-Rodino Act, Health Care Providers

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David Ziyambi

Taking Security in Africa: A Comparative Guide for Investors - May 2024

This guide provides an overview of the types of assets over which security can be taken, the different types of security, as well as the related procedures for the perfection and enforcement of such security in Africa… more

Africa, Asset Management, Egypt, Ethiopia, Foreign Exchanges

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Pardis Zomorodi

Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay

In a spinoff, a public company separates one or more of its businesses into a new, publicly traded company. For the public company that initiates it, a spinoff can achieve a number of critical business and financial… more

Business Strategies, Corporate Governance, Corporate Taxes, Due Diligence, Initial Public Offering (IPO)

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Aryeh Zuber

US Government Reopens Discussion of Private Pension Investments Expectations

The Department of Labor has taken two recent actions that indicate where the approach to retirement investment policy may go under the new administration… more

Biden Administration, Cryptocurrency, Department of Labor (DOL), Employee Retirement Income Security Act (ERISA), Environmental Social & Governance (ESG)

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Michael Zucker

IRS Proposed Rules Explain How Taxpayers Can Buy and Sell Renewable Energy Tax Credits or Receive Cash Refunds

The proposed rules for monetizing tax credits should catalyze energy transition markets and offer an alternative to tax equity transactions. On June 14, 2023, the IRS issued proposed rules for how it intends to administer the… more

Inflation Reduction Act (IRA), IRS, Proposed Rules, Renewable Energy, Renewable Energy Incentives

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Adam Zuckerman

California Adopts Digital Financial Assets Law

Licensees, exchanges, and other market participants should prepare to comply with the listing, disclosure, capital, and other requirements that the new law imposes. On October 13, 2023, California Governor Gavin Newsom… more

Administrative Authority, Best Execution, Crypto Exchanges, Cryptoassets, Cryptocurrency

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Jana Zupikova

In Practice: Private Portfolio Financings on the Rise

In this article the authors consider the benefits of private portfolio financings in light of challenging conditions for CLO issuance. Originally published in Butterworths Journal of International Banking and Financial Law -… more

Collateralized Loan Obligations, Financing, Portfolio Companies, Private Equity, UK

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Margaret Zwisler

The Class Actions Global Guide, US

WHAT IS THE DEFINITION OF CLASS/COLLECTIVE ACTIONS IN YOUR JURISDICTION? ARE THEY POPULAR AND WHAT ARE THE CURRENT TRENDS? Definition of class/collective actions - In the US, a class action is a form of representative… more

Attorney's Fees, Attorney-Client Privilege, CAFA, Claims Limitations Period, Class Action

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