One of the most talked about topics in asset management is the possibility of offering Mutual Fund and ETF Classes in the same Fund. For fund sponsors and service providers looking to offer this service, there are significant...more
Since our prior IM Update, in separate Alerts, we covered (i) the SEC’s decision to remove from its regulatory agenda proposed rulemakings relevant to the investment management industry, (ii) Ropes & Gray’s updated and...more
In the world of retirement plans, some stories feel like déjà vu with a fresh set of dollar signs. The latest lawsuit filed by former participant Brian Byrne against TIAA and its associated retirement plans is no exception....more
One of the most talked about topics in asset management is the possibility of offering Mutual Fund and ETF Classes in the same Fund. It appears that Funds may obtain the Relief necessary to offer these Share Classes in the...more
Introduction - On March 17, 2025, Ropes & Gray published a white paper describing the much-anticipated Share Class Relief 1 and outlining matters we believed Advisers and Boards may want to consider in connection with...more
London always has and continues to be a popular destination for overseas companies. Listing in London provides access to the largest capital market in Europe with a deep pool of liquidity and international investors,...more
Over the past decade, France has emerged as a powerhouse in the European tech ecosystem. The surge of French unicorns, supported by the government’s “French tech” initiatives — which include tax credits and the formation of...more
Recently, the Investor Coalition for Equal Votes (ICEV) has been sending letters to private companies requesting a meeting to discuss dual-class voting structures and their impact on corporate governance....more
Welcome to the latest edition of Fenwick’s Securities Law Update. This edition contains updates and reminders on: ..The federal court decision that struck down the FTC’s noncompete ban, blocking it from taking effect...more
The Internal Revenue Service’s new private letter ruling (PLR) concerned a domestication of a Foreign Parent corporation under U.S. ownership—with a few notable twists. First, the PLR applied a substance-over-form analysis to...more
The Fifth Circuit recently reversed a district court’s dismissal of claims that the fiduciaries of a 401(k) plan breached the duty of prudence under ERISA by offering participants retail share classes instead of cheaper...more
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...more
The Supreme Court of Delaware recently issued a decision upholding long-standing precedent regarding Delaware’s class vote requirement. The case, In re Fox Corporation/Snap Inc. Section 242 Litigation, concerned amendments to...more
The Cayman Islands is a world leader in the establishment of offshore hedge funds. Its tax-neutral platform, stable economy, sophisticated banking sector, confidentiality and professional financial service industry are just...more
In the recent Court of Appeal judgment in DnaNudge Limited v. Ventura Capital GP Limited [2023] EWCA Civ 1142, the court confirmed that a provision of the company’s articles allowing for the conversion of Series A shares to...more
We recently represented Klaviyo, Inc. (NYSE: KVYO), in its $576 million initial public offering on the New York Stock Exchange. As has been extensively reported in the media, Klaviyo’s very successful offering represented the...more
On March 22, 2023, the US Securities and Exchange Commission (SEC) filed a complaint in US District Court for the Southern District of New York against Justin Sun, the owner of BitTorrent, Inc., a file-sharing platform; three...more
What happened - A recent Delaware chancery court decision has called into question consolidated voting on charter amendments by some companies with multiple classes of common stock. In Garfield v. Boxed, Inc., the court...more
Key Takeaway: The Sixth Circuit largely affirmed the grant of a motion to dismiss, but reversed the district court’s dismissal of the plaintiffs’ claim that the defendants had failed to select the lowest-cost share class of...more
There has been no shortage of LP allocations to the growth equity asset class over the last decade. The attractiveness of growth equity’s risk-return profile - occupying the space between VC and PE buyouts - and its exposure...more
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
On July 25, 2022, the U.S. Securities and Exchange Commission (“SEC”) announced insider trading charges against ten individual defendants across four separate cases (Bhardwaj, Goel, Markin, and Buyer), filed in the...more
In Stream T.V. Networks, Inc. v. SeeCubic, Inc., the Delaware Supreme Court (“Court”) held that section 271 of the Delaware General Corporation Law (“D.G.C.L”), which requires stockholder approval for a Delaware corporation...more
Albert Einstein is famously credited with saying, "Insanity is doing the same thing over and over and expecting different results." This adage comes to mind as defense counsel continue to resort to the same strategies for...more
On Friday, for the second week in a row, the Ninth Circuit reversed dismissal of a 401(k) plan excessive fee litigation challenging the offering of retail share classes of mutual funds instead of cheaper institutional share...more