News & Analysis as of

Corporate Governance State and Local Government

Paul Hastings LLP

Regulating Proxy Advisors: Court Rules Advice Is Not a ‘Solicitation’ and Texas Enacts Its Own Law

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On July 1, 2025, the U.S. Court of Appeals for the District of Columbia Circuit ended more than five years of uncertainty and confusion by ruling that proxy voting advice issued by proxy advisors is not a “solicitation” under...more

Shumaker, Loop & Kendrick, LLP

Client Alert: Governor DeSantis Signs SB 316 (2025), Allowing Formation of Florida Series LLCs Starting July 1, 2026

On June 20, 2025, Florida Governor Ron DeSantis signed Senate Bill 316 into law, allowing the formation of domestic Protected Series Limited Liability Companies (Series LLCs), as well as recognizing out-of-state "foreign"...more

Orrick, Herrington & Sutcliffe LLP

RegFi Episode 64: Navigating Multistate Licensing and Supervision in a Digital Era

RegFi co-hosts Jerry Buckley and Sherry Safchuk are joined by Orrick partner Jedd Bellman, former Maryland Assistant Commissioner of Financial Regulation, for a deep dive into the evolving role of state regulators in...more

Jones Day

It's Confirmed: 2020 Proxy Advisor Regulations Exceed the SEC's Authority

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On July 1, 2025, a federal court of appeals held that the SEC's regulation of proxy advice exceeded its authority and the SEC's 2020 proxy advisor regulations are not valid. The court closely tracks the district court's...more

Bass, Berry & Sims PLC

Oregon Enacts SB 951 Targeting MSO Influence and Healthcare Practitioner Noncompetes

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Oregon’s Senate Bill 951 (SB 951) was signed into law by Governor Kotek on June 9. While several states have recently proposed additional restrictions to the prohibition on the corporate practice of medicine, this law imposes...more

Brownstein Hyatt Farber Schreck

Coming Soon in Colorado: Recommended Legislation for Transparency in Corporate Housing Ownership

After 18 months of stakeholder meetings with local governments, real estate developers and consumer advocates, the Colorado Task Force to Study Corporate Housing Ownership is expected to release a report later this month...more

Fenwick & West LLP

CARB to Hold Virtual Public Workshop Regarding California’s Corporate Climate Disclosure Rules

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The California Air Resources Board (CARB) has announced that it will hold a virtual public workshop to “support the development of California’s Corporate Greenhouse Gas Reporting Program,” as reflected in The Climate...more

ArentFox Schiff

Three Takeaways From $745 Million Louisiana Verdict Against Chevron for Coastal Wetland Damage

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Public companies can face significant liability based on past operations. While most industrial companies have long-term experience evaluating potential remediation obligations imposed by laws such as the federal...more

King & Spalding

Comparing the Business-Focused Courts of Delaware, Texas, and Nevada

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Over the last year, a discussion has accelerated around Delaware’s status as the favored state of incorporation for business entities, with many ventures debating whether they should choose to incorporate in Delaware or, if...more

Farella Braun + Martel LLP

Nonprofit Quick Tip: State Filings in South Dakota and North Dakota

Welcome to EO Radio Show - Your Nonprofit Legal Resource. EO Radio Show episode 115 is the 19th in a series of quick tip episodes focusing on the details of state registration of nonprofit corporations. In this episode,...more

Butler Snow LLP

A “Course Correction” to Delaware’s General Corporation Law May be on the Horizon

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On February 17, 2025, the Delaware General Assembly introduced a bill seeking to amend two sections in the General Corporation Law: Sections 144 and 220 of Title 8. On March 12, 2025, the Senate introduced a substitute for...more

Vinson & Elkins LLP

Should You Consider Texas as Your Jurisdiction for a U. S. Corporation?

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In the United States, companies can incorporate in any state of their choosing, regardless of where the company is headquartered or operates. The corporate law of the selected state will govern the internal affairs of the...more

Farella Braun + Martel LLP

Nonprofit Quick Tip: State Filings in Wisconsin and Minnesota

Welcome to EO Radio Show - Your Nonprofit Legal Resource. I'm Cynthia Rowland, and EO Radio Show episode 110 is the 18th in a series of quick tip episodes focusing on the details of state registration of nonprofit...more

Fox Rothschild LLP

Productivity and Progress: Recap of the 2024 Business Court Report and Some Civics

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Each February, the North Carolina Administrative Office of the Courts publishes its Report on North Carolina Business Court. The Report includes data on case types, number of cases, pending motions, and average age, with...more

Rivkin Radler LLP

New York Sales Tax: When a Responsible Person Acts Irresponsibly

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Late last year, the Office of the State Comptroller (the “OSC”) estimated that sales and use tax receipts would increase by 2.3% in the SFY 2024-2025. The OSC also projected that collections from sales and use taxes would...more

McDermott Will & Emery

SB 951 Revives Restrictive Oregon Law on Corporate Practice of Medicine

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On January 10, 2025, the Oregon Legislative Counsel introduced Senate Bill (SB) 951, aiming to modernize Oregon’s corporate practice of medicine (CPOM) doctrine. If enacted, SB 951would prohibit management services...more

Vinson & Elkins LLP

Another Magnificent Seven Contemplates Texas: Will Meta Pursue Re-Domiciling in Texas After the Tripadvisor Decision?

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The Wall Street Journal reported on January 31, 2025, that Meta Platforms Inc. (formerly Facebook) (NASDAQ: META) was considering a change of its state of incorporation from Delaware to Texas. Shortly afterward, the Delaware...more

Bass, Berry & Sims PLC

SEC Pauses Defense of Climate Disclosure Rules

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On February 11, Securities and Exchange Commission (SEC) Acting Chairman Mark Uyeda asked the Eighth Circuit not to schedule oral arguments for the SEC’s climate disclosure rules, which were adopted in March 2024, and soon...more

Bass, Berry & Sims PLC

State Legislatures Target Private Equity Investments and Corporate Structures in Health Care with New Bills

Many state legislatures have recently convened for 2025 legislative sessions, and members have already proposed a significant number of bills that, if passed, would materially impact transactions and/or corporate structures...more

Rosenberg Martin Greenberg LLP

Pennsylvania Joins the Pack – New Annual Reporting Requirement and What You Need to Know

As of January 1, 2025, most domestic and foreign filing associations in Pennsylvania are required to file an annual report (like that required in most states) (the “Annual Report”). This replaces the prior decennial filing...more

White & Case LLP

2025 State Privacy Laws: What Businesses Need to Know for Compliance

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The momentum for change in US state privacy laws accelerated in 2024, driven by several significant developments, including efforts for a federal privacy law, state-level enforcement actions and the activation of four new...more

Troutman Pepper Locke

New Annual Report Requirement in Effect for Business Entities Registered in Pennsylvania

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Starting January 2025, entities formed or registered to do business in Pennsylvania are required to file an annual report with the Department of State. Pennsylvania has repealed decennial reports and now requires most...more

Skadden, Arps, Slate, Meagher & Flom LLP

US Federal Regulation of AI Is Likely To Be Lighter, but States May Fill the Void

Key Points - - President-elect Trump appointed David Sacks, a venture capitalist, as the White House AI and crypto czar. - The Trump administration is likely to adopt a light regulatory approach to AI development and...more

Skadden, Arps, Slate, Meagher & Flom LLP

2024 Post-Election Considerations for Inaugurations, Transitions, Special Elections and Personnel Entering or Leaving Government

Now that the 2024 election has passed, individuals and organizations must be mindful of special legal issues that arise from contributions made to, and expenses incurred for, federal, state or local inaugural or transition...more

Skadden, Arps, Slate, Meagher & Flom LLP

State of Play: California Amends Climate Disclosure Rules

California continues to be at the forefront of climate-related disclosure regulations. On September 27, 2024, California Gov. Gavin Newsom signed into law Senate Bill 219, Greenhouse Gases: Climate Corporate Accountability:...more

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