Business Law and Corporate Law

The Centers for Medicare and Medicaid Services has published a final rule establishing the GLOBE Model, implementing most-favored-nation pricing for Medicare Part B drugs with dramatically expanded exemptions. Pharmaceutical companies face potential rebate obligations under this mandatory payment model, though the rule's narrowed scope and GENEROUS Model carve-out significantly limit its reach compared to the original proposal.

The SEC's Division of Examinations has identified six critical compliance issues that investment advisers commonly encounter during annual reviews. Understanding these deficiencies—from incomplete procedures to inadequate documentation—can help firms strengthen their compliance programs and avoid regulatory violations.

California federal courts continue to classify SMS messages as telephone calls under the TCPA's Do Not Call provisions, diverging from nationwide trends. The Ninth Circuit's interpretation, inadvertently broadened by a Republican National Committee case involving MMS messages, has created binding precedent that district courts are now applying to DNC claims.

Consumer spending and employment figures continue to show strength, but beneath these headline numbers lies a more complex reality. As household financial reserves steadily decline, questions emerge about the sustainability of current consumption patterns and what this divergence signals for economic stability ahead.

The Pennsylvania and New Jersey Attorneys General have independently filed lawsuits challenging asphalt-industry mergers, marking a significant shift in state-level antitrust enforcement. Both cases were swiftly resolved through negotiated divestitures, demonstrating that state attorneys general are increasingly willing to act as frontline merger enforcers without federal agency involvement.

Ankura monitors wealth and asset management M&A activity, tracks emerging themes in joint ventures and shareholder alignment, and examines how AI implementation challenges are reshaping enterprise operations and supply chain strategies. The analysis spans private equity market dynamics, regulatory compliance complexities, and the hidden costs of AI validation in investigative work.

ISS STOXX Governance has released the results of its annual global benchmark policy survey, revealing significant divisions between institutional investors and corporate respondents on critical governance issues. The survey examined contentious topics including director independence criteria, the potential shift to semiannual reporting, say-on-pay voting requirements, and nature-related risk disclosures...

The Delaware Court of Chancery has issued its first interpretation of new General Corporation Law section 144(d)(2), establishing a heightened legal presumption of director independence in interested-director transactions for publicly traded corporations. In Ayers v. Foley, the court examined two separate compensation decisions at Fidelity National Financial, applying different standards of review and offering critical guidance on how boards can structure approval processes to maximize legal protection.

The SEC's proposed amendments would fundamentally restructure how public companies determine their filer status, raising the large accelerated filer threshold from $700 million to $2 billion and extending scaled disclosure accommodations to approximately 81% of reporting companies.

Explore the intersection of venture capital and private equity through growth equity investments, navigate the emerging scrutiny around ghost job postings and hiring transparency, and understand the implications of proposed federal legislation targeting private equity involvement in physician practices through management service organizations.

Vermont's Act 133 imposes new restrictions on private equity and hedge fund involvement in health care facilities, limiting investor control over clinical decisions while requiring detailed ownership disclosures to state regulators. The law creates significant compliance obligations for investors and operators, including an initial reporting deadline of March 1, 2027, and ongoing disclosure requirements for ownership changes.

Lowenstein attorneys and business services professionals share how pro bono work has enhanced their legal expertise and interpersonal abilities through direct client engagement, court experience, and cross-departmental collaboration. The discussion reveals how serving vulnerable clients at nonprofit organizations develops critical skills in empathy, creative problem-solving, and clear communication that translate across all areas of legal practice.