Business Law and Corporate Law

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Business law and corporate law thought leadership, articles, podcasts, videos and webinars from expert sources across the legal world. Explore insights covering topics that involve business and corporate law produced by specialists working in this area every day.
Article
SEC Issues Section 21(a) Report On Investor Coalitions, “Group” Formation, And Schedule 13G Eligibility
The U.S. Securities and Exchange Commission has issued its first Section 21(a) report in eight years, examining whether members of Climate Action 100+ violated beneficial ownership reporting requirements during the 2021 ExxonMobil proxy contest. While declining to bring enforcement action, the SEC expressed serious concerns about coordinated engagement practices and vote flagging that may constitute group formation...
United States Commercial
GP
Goodwin Procter LLP
Article
Shareholder Activism In The Utility Sector: Risks, Responses, And Outlook
Shareholder activism in the utility sector has intensified as prominent activist funds increasingly engage with utilities to influence strategy, capital allocation, and leadership. This analysis examines the structural and market dynamics shaping campaigns in the utilities sector, the interaction between activism and regulatory frameworks, and offers practical guidance for utilities preparing for activism in 2027 and beyond.
United States Commercial
GP
Goodwin Procter LLP
Article
Delaware Chancery Invalidates Buyer Termination And Orders Specific Performance Of Obligations To Seek Regulatory Clearance For Merger
A Delaware Court of Chancery decision examines whether an acquiror can terminate a $2.35 billion merger agreement when antitrust approval is delayed beyond the outside date. The case centers on whether the acquiror's abandonment of discussions with a competitor—which triggered an FTC investigation—constitutes "willful conduct" that prevents the buyer from walking away from the deal.
United States Commercial
AO
A&O Shearman
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Article
Vermont Restricts Private Equity Control Of Clinical Decision Making And Introduces Ownership Reporting For Health Care Facilities And MSOs
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.
United States Commercial
HL
Hogan Lovells Cadwalader
Video
More Than Good Deeds: How Pro Bono Work Shapes Better Lawyers (And Better People) (Video)
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.
United States Strategy
LS
Lowenstein Sandler
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Article
Texas Business Court Clarifies When The Removal Clock Begins, Holding That Pre-Suit Threats Don’t Trigger The Deadline
When does the 30-day removal deadline begin for Texas Business Court jurisdiction when counterclaims, rather than the original petition, first exceed the $5 million threshold? Judge Melissa Andrews addressed this critical timing question in a September 2026 ruling that may reshape how businesses and practitioners approach removal strategy when counterclaims alter the stakes of litigation.
United States Litigation
GT
Greenberg Traurig, LLP
Article
What The DOJ's New Fraud Enforcement Rules Mean For Companies
On October 1, 2026, the United States Department of Justice (DOJ)’s National Fraud Enforcement Division (Fraud Division) issued Directive 26-12: Corporate Enforcement in the Fight Against Fraud (Directive), instructing prosecutors to take an “aggressive, all-tools approach” to investigating and prosecuting alleged fraud related to healthcare, government contracts, tax, and international trade.
United States Criminal
DLA Piper
Article
Delaware Court Of Chancery Enforces California Forum Selection Clause In Employment Agreement With Stockholder, Notwithstanding Delaware Exclusive-Forum Bylaw
A Delaware Court of Chancery decision enforces a California forum selection clause in an employment agreement, requiring breach of fiduciary duty claims to be litigated outside Delaware. The ruling interprets Section 122(18) of the Delaware General Corporation Law as permitting stockholder agreements to designate non-Delaware forums for fiduciary duty disputes, marking a significant shift in Delaware corporate law.
United States Commercial
AO
A&O Shearman
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Article
SEC Issues Section 21(a) Report On Investor Coalitions, “Group” Formation, And Schedule 13G Eligibility
The U.S. Securities and Exchange Commission has issued its first Section 21(a) report in eight years, examining whether members of Climate Action 100+ violated beneficial ownership reporting requirements during the 2021 ExxonMobil proxy contest. While declining to bring enforcement action, the SEC expressed serious concerns about coordinated engagement practices and vote flagging that may constitute group formation...
United States Commercial
GP
Goodwin Procter LLP
Article
Shareholder Activism In The Utility Sector: Risks, Responses, And Outlook
Shareholder activism in the utility sector has intensified as prominent activist funds increasingly engage with utilities to influence strategy, capital allocation, and leadership. This analysis examines the structural and market dynamics shaping campaigns in the utilities sector, the interaction between activism and regulatory frameworks, and offers practical guidance for utilities preparing for activism in 2027 and beyond.
United States Commercial
GP
Goodwin Procter LLP
Article
Federal Departments Issue Wellness Program FAQs, But Questions Remain
On August 26, 2026, the Departments of Labor, Health and Human Services and the Treasury published FAQs addressing certain critical components of the Health Insurance Portability and Accountability Act (HIPAA) wellness program rules. The FAQs were welcomed by employers, as the HIPAA wellness program rules have been the subject of more than 80 class action lawsuits claiming that wellness programs imposing premium surcharges for tobacco use violate the Employee Retirement Income Security Act of 1974 (ERISA).
United States Litigation
DM
Duane Morris LLP
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Article
Joshua Rubenstein Co-Authors Chapter In A Guide To International Estate Planning
Joshua S. Rubenstein of Katten's Private Wealth Department co-authored a chapter in the newly released third edition of the American Bar Association's comprehensive guide to international estate planning. The publication addresses the growing complexity of cross-border wealth management as families and assets increasingly span multiple jurisdictions. Written by leading international practitioners and tax professionals, the guide provides essential insights for lawyers, fiduciaries, family office professiona
United States Family
KM
Katten Muchin Rosenman LLP
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