Business Law and Corporate Law

If you are under SEC investigation, one of the most critical, strategic decisions you may face is whether to invoke your Fifth Amendment right against self-incrimination.

Corporate legal departments increasingly use third party platforms and managed billing services to review outside counsel invoices. In many cases, the client selects the system and directs its law firms to submit bills through it. Some of these services now use artificial intelligence, automated review, or a combination of technology and human reviewers to examine individual time entries and recommend billing reductions.

A recent California lawsuit alleges that AI-based employee selection tools discriminated against workers on protected leave and those with disabilities during a reduction in force. The case highlights critical legal risks for employers deploying AI in high-stakes employment decisions, particularly around how AI systems handle productivity metrics for employees who are absent or working under accommodations.

In this episode of the JAMS podcast, JAMS neutrals Hon. Karen Brown Willcutts (Former), FCIArb, Hugh E. Hackney, Esq., and Zela "Zee" G. Claiborne, Esq. examine the commercial and contractual fallout of disruptions to global energy transportation and how mediation and arbitration can keep energy moving while the larger disputes are resolved.

An ICC tribunal has ruled in favor of Galp in its dispute with Venture Global over the Calcasieu Pass LNG facility, finding that Venture Global breached its obligation to declare the facility operational in a timely manner. This decision adds to a series of contrasting outcomes in similar disputes involving other buyers, with damages yet to be determined in a hearing scheduled for 2027 or 2028.

Teleflora has agreed to pay $6 million to settle a TCPA Do Not Call SMS class action lawsuit at $251 per class member, despite multiple federal court rulings that could have significantly weakened or eliminated the plaintiffs' claims. The settlement raises questions about legal strategy when recent precedents suggest SMS messages may not be subject to TCPA DNC rules, cell phones may not be covered by DNC provisions, and there may be no private right of action under these rules.

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).

The United States District Court for the District of New Jersey, applying New Jersey law, held that a D&O policy’s false advertising and unfair business practices exclusion barred coverage for an enforcement action alleging that a merchant cash advance company engaged in illegal lending and marketing practices. Yellowstone Capital LLC v. Argonaut Insurance Co., 2026 WL 2321647 (D.N.J. Aug. 11, 2026).

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 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.

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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...