Business Law and Corporate Law

When a trust beneficiary's marriage ends in divorce, those same trusts designed to preserve wealth can become sources of friction and financial disparity. Washington State courts must make a "just and equitable" division of property while considering each party's economic circumstances, including trust interests that may not be divisible but significantly impact financial realities.

New York City's pied-à-terre tax took effect on July 1, 2026, imposing a surcharge on certain residential properties that do not serve as a primary residence. A critical question for property owners is whether holding title through a trust or other entity can avoid this surcharge, and the answer depends on how the City applies its "look-through" approach to beneficial ownership. Understanding the primary residence exclusion requirements for trusts and business entities is essential for property owners

New York City's Pied-à-Terre Tax imposes substantial annual surcharges on high-value residential properties that don't serve as primary residences, with rates ranging from 0.8% to 6.5% of assessed value depending on property type and valuation. The Department of Finance has issued implementation guidance and mailed notices to affected property owners, who must now navigate complex exemption requirements and documentation standards by the September 18, 2026 deadline. Critical questions remain unresolved

In resolving an issue of first impression, the Delaware Court of Chancery (court) recently held that directors of a Delaware public benefit corporation (PBC) approving a change-of-control transaction are not required to maximize stockholder value under Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986).

On July 21, 2026, in CWK Management, Inc. v. Deno Maggi, et al., Judge Bill Whitehill of the Texas Business Court’s First Division addressed the question of when Texas courts can exercise personal jurisdiction over a nonresident corporate manager based on that individual’s activity in Texas.

On July 31, 2026, the Board of Governors of the Federal Reserve System (the “Board”) proposed the most significant updates to insider lending restrictions for banks in more than three decades (“Proposed Rule”). If finalized, the amendments to Regulation O would, among other things, modernize long-outdated dollar thresholds, codify significant staff interpretations and statutory provisions, and provide targeted relief for banks which have passive investment funds as “principal shareholders” (10% or more of a class of voting shares).

The judgment examines in detail the authorisation mechanics, valuation integrity and director conduct issues that arise when a GP-led continuation fund transaction goes wrong

This advisory examines the lifecycle of a typical special purpose acquisition company (SPAC) through its initial public offering, highlighting current market trends, sponsor economics, SEC disclosure requirements, Nasdaq listing developments, and the practical considerations that shape today's SPAC transactions.

A California appellate court has ruled that Delaware corporations with principal operations in California cannot use exclusive forum selection clauses to avoid the state's broader shareholder inspection rights, even when their bylaws designate Delaware as the exclusive forum for internal affairs disputes. The decision creates uncertainty for Delaware corporations operating in California and raises questions about the interplay between forum selection provisions and state public policy protections for minori

The landscape that once prevented private investment funds, sovereign wealth funds, and other institutional vehicles from investing in U.S. professional sports teams has changed dramatically in recent years. One by one, U.S. professional sports leagues have adopted policies creating pathways for institutional investors to acquire ownership stakes in teams.

The Benesch Dental/DSO Industry Newsletter provides comprehensive coverage of consolidation trends, AI adoption, regulatory changes, and workforce challenges reshaping the dental support organization sector. This edition examines how DSOs are prioritizing operational strength through strategic mergers, financial restructuring, and enterprise-wide technology deployments while navigating tighter lending conditions and evolving compliance landscapes.

Jones Day's dedicated FDI working group provides comprehensive guidance on navigating the increasingly complex landscape of foreign direct investment control across multiple jurisdictions. With expertise spanning from Australia to the United States, the firm's lawyers help clients understand government approval requirements and notification procedures that have become critical considerations in modern M&A transactions.