Nonprofit Quick Tip: State Filings in Mississippi and Georgia
10 For 10: Top Compliance Stories For the Week Ending August 23, 2025
Data Driven Compliance: The Failure to Prevent Fraud Offense: Insights for US General Counsels with Mike DeBernardis
Culture Crafters: Building a Culture of Accountability in the Face of Disasters
Operationalizing Trust at Scale: Evolving Compliance: Neta Meidav on the Diligent Acquisition and AI Integration
Innovation in Compliance: Gaurav Kapoor on Risk Management and the Role of AI in GRC
FCPA Compliance Report: Accountability in Times of Crisis: A Conversation with Tom Fox and Sam Silverstein
Sunday Book Review: August 17, 2025, The More Books from the Ethicsverse Library Edition
Compliance Tip of the Day: How a CFO Views Compliance and Risk
Data Driven Compliance – James Tillen on the Importance of Cross-Functional Collaboration in Complying with the FTPF Offense
2 Gurus Talk Compliance: Episode 57 — The Tom on His Highhorse Edition
AI Today in 5: August 15, 2025, The AI as Boss Episode
What to Do When Leadership Doesn’t Take Compliance Seriously
Daily Compliance News: August 14, 2025 The End of Dial Up Edition
Compliance Tip of the Day: Finance Models for Compliance
Compliance Tip of the Day - Extending Compliance Value Across Your Organization
Daily Compliance News: August 11, 2025, The Boss Doesn’t Work Edition
Compliance Tip of the Day: Design - Centric Internal Controls
Adventures in Compliance: The Novels - The Valley of Fear, Sherlock Holmes’ Investigative Techniques for Today’s Challenges
FCPA Compliance Report - Episode 770 - Integrating ESG in Global Outsourcing: Insights from Inge Zwick
A growing number of U.S. companies have begun reconsidering Delaware as the default state of incorporation in a phenomenon dubbed “DExit.” Historically, Delaware has been the preferred jurisdiction for public and private...more
Welcome to Season 2 of the award-winning Data Driven Compliance. In this new season, we will look at the new Failure to Prevent Fraud offense. Join host Tom Fox as we explore this new law and how to comply with it through the...more
The California Supreme Court handed a major victory to Delaware corporations facing shareholder litigation in California courts but left open questions about how durable the success will be. In EpicentRX v. Superior Court...more
In a landmark ruling handed down on 24 July 2025 (Jardine Strategic Limited (Appellant) v Oasis Investments II Master Fund Ltd and 80 others (Respondents) No 2 (Bermuda) [2025] UKPC 34), the Judicial Committee of the Privy...more
Ezrasons, Inc. v. Rudd, No. 2, --- N.E.3d ---, 2025 WL 1436000 (May 20, 2025) - “Few principles are more firmly entrenched in corporate law than the internal affairs doctrine, a choice-of-law rule providing that, with rare...more
Forum selection clauses have long been a feature of commercial contracting. Since then-Chancellor Strine’s decision in Boilermakers Local 154 Ret. Fund v. Chevron Corp., Delaware corporations have routinely included such...more
The California Supreme Court’s July 21 decision in EpicentRx, Inc. v. Superior Court resolves a longstanding uncertainty around enforcement of forum selection clauses under California law, holding that the absence of jury...more
Section 626 of New York’s Business Corporation Law governs standing to sue derivatively in New York. It states that “an action may be brought in the right of a domestic or foreign corporation . . . by a holder of shares or...more
Amid continuing reports of corporations reincorporating from Delaware, including Simon Property Group reincorporating from Delaware to Indiana, the location of its headquarters, and Texas and Nevada recently amending their...more
In EpicentRx, Inc. v. Superior Court, Case No. S282521, 2025 WL 2027272 (Cal. July 21, 2025), the California Supreme Court held that forum selection clauses may be enforced against California plaintiffs even when the selected...more
Delaware corporations headquartered in California can now successfully move to dismiss investor suits filed in California when the corporations’ governing documents contain forum selection clauses mandating the Delaware Court...more
On July 21, 2025, the California Supreme Court issued a decision in EpicentRx, Inc. v. Superior Court of San Diego County, which held that an exclusive forum-selection clause designating a forum where a civil jury trial would...more
In a recent decision out of the Texas Business Court’s Eleventh Division—Kassam v. Dosani, Cause No. 24-BC11A-0021—the court refused to let defendants fracture a complex business dispute into smaller pieces. The result? A...more
The Texas Legislature has refined the structure and jurisdiction of the Texas Business Court through amendments signed by Governor Abbott on June 21, 2025. The changes aim to broaden the court’s authority, streamline complex...more
A recent decision from the Texas Business Court, Reed v. Rook TX, LP, centers on a dramatic claim: Jerry Reed, who “won a $7.5 million Lotto Texas jackpot in May 2023,” alleges that “his winnings would have been $95 million...more
As a part of Vinson & Elkins’ Texas Business Court Quarterly Update, the following update summarizes the Texas Business Court opinions—categorized by primary issue—that have been released since September 1, 2024 through the...more
In Jefferson v. Science Apps. Int’l Corp., et al.,[1] the U.S. District Court for the District of Columbia dismissed the plaintiff’s whistleblower retaliation claim brought under Section 806 of the Sarbanes-Oxley Act (“SOX”...more
On the final day of the 89th Legislative Session, the Texas Legislature passed House Bill 40 (HB 40) to expand the jurisdictional and operational framework of the Texas Business Court. The Bill has since been signed by...more
After eight years of legal proceedings, the Hamm Higher Regional Court has issued its final judgment in the Lliuya v. RWE AG case. The court dismissed the appeal by Mr. Luciano Lliuya without allowing for further appeal...more
As an update to Vinson & Elkins’ prior coverage of House Bill 40 (“H.B. 40”)—new legislation that expands the jurisdiction and operations of the recently opened Texas business courts—both houses of the Texas Legislature...more
The applicability of U.S. labor and employment laws to U.S. citizens working outside of the country can be complicated. In general, if the citizen works for a U.S. company outside of the country, they enjoy the same legal...more
Senate Bill 328, as amended, makes significant changes to the law governing jurisdiction in Illinois, which would change Illinois from a specific jurisdiction state to a general jurisdiction state for actions that allege...more
On May 14, 2025, Texas Governor Greg Abbott signed into law Senate Bill 29 (“SB 29”), which significantly reforms the Texas Business Organizations Code (“TBOC”). With these reforms, Texas aims to create a legal environment...more
On May 7, 2025, the Texas Legislature passed Senate Bill No. 29, which introduces a series of corporate reforms that aim to make Texas the preferred jurisdiction for legal domestication. Because S.B. 29 received a 2/3rd...more
In Drulias v. 1st Century Bancshares, Inc. 30 Cal. App. 5th 696 (2018), the plaintiff was a shareholder in a Delaware corporation whose board of directors approved a merger agreement and at the same time adopted a forum...more