Searching Content indexed under Corporate and Company Law by Ropes & Gray LLP ordered by Published Date Descending.
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France's National Financial Prosecutor And Anti-Corruption Agency Issue Joint Guidelines On Corporate Settlement Mechanisms
On June 28, 2019, the French National Financial Prosecutor's Office (Parquet National Financier)("PNF")1 and the French Anti-Corruption Agency (Agence Française Anticorruption)("
United States
16 Aug 2019
SEC Proposes Amendments To Modernize Disclosures Of Business, Legal Proceedings And Risk Factors
On August 8, 2019, as part of its Disclosure Effectiveness effort, the SEC proposed amendments to three discrete Regulation S-K items – business description
United States
15 Aug 2019
Second Circuit Finds An Implied Private Right Of Action Under The Investment Company Act, Departing From The Third Circuit And Other Courts
The Second Circuit concluded in Oxford University Bank v. Lansuppe Feeder, Inc. that Congress' intent in enacting Section 47(b) was to grant contracting parties a right to sue for rescission of a contract that allegedly violates the ICA. In recent years,
United States
14 Aug 2019
DOJ's Antitrust Division Announces New Policy To Incentivize Corporate Compliance At Charging
There are significant legal and business implications as a result of the new policy, which further underscore the importance of establishing and maintaining an effective and robust compliance program to minimize risks and exposure.
United States
1 Aug 2019
A Guide To FCA Cooperation Credit For Life Sciences Companies
On May 7, 2019, the U.S. Department of Justice issued guidelines describing when and under what circumstances it will award cooperation credit in False Claims Act matters.
United States
9 Jul 2019
The IRS' New Large Corporate Compliance Program Targets Noncompliance Risks For Examination
On May 16, 2019, the Large Business and International (LB&I) Division of the IRS unveiled the Large Corporate Compliance (LCC) program.
United States
9 Jul 2019
A Fresh Look At Exclusive Forum Provisions
One common feature of large M&A transactions is the almost inevitable stockholder litigation challenging the transaction.
United States
11 Jun 2019
Podcast: Ropes & Gray's PEP Talk: General Solicitation By Private Equity Funds Under 506(c)
This new Ropes & Gray podcast series, The PEP Talk, Ropes & Gray's Private Equity Podcast, focuses on legal issues of interest to the private equity industry.
United States
6 Jun 2019
Practical Advice For Directors Of Distressed Companies
In normal circumstances, a director's primary duty (owed to the company, not the company's shareholders or the corporate group) is to promote the success of the company ...
United States
30 May 2019
Sales Of Businesses In Distress
When a company enters a period of financial distress, directors must consider the interests of the company's creditors and, depending on the extent of the financial distress, may need to prioritise such interests over
28 May 2019
New DOJ Guidance Reflects An Evolution In The Evaluation Of Corporate Compliance Programs
On April 30, 2019, the DOJ's Criminal Division published an updated Evaluation of Corporate Compliance Programs Guidance Document ("the Guidance") for prosecutors to use in evaluating corporate compliance programs.
United States
17 May 2019
Modern Slavery Compliance For U.S.-Based (And Other) Multinationals: A Review Of Recent Compliance And Disclosure Developments In The United States And Abroad
Modern slavery compliance is becoming a bigger focus at U.S.-based and other multinationals. Compliance continues to evolve at a rapid pace. Over the last several months,
United States
7 May 2019
SEC Proposes Extending Securities Offering Reforms To Closed-End Funds And Business Development Companies
On March 20, 2019, the SEC issued a release containing proposals intended to streamline the registration, communications and offering practices for business development companies
United States
1 May 2019
IRS Provides New Rules Under Stricter $1 Million Tax Deduction Limit For Executive Compensation
In December 2017 Congress significantly broadened the Internal Revenue Code's $1 million deduction limitation under Section 162(m) for compensation paid to top public company executives by, ...
United States
24 Aug 2018
Podcast: International Risks Facing Latin America Companies
With the rise of anti-corruption enforcement activity and new laws throughout Latin America and the rise in coordinated efforts between U.S. and Latin American authorities, companies in Latin America ...
United States
13 Aug 2018
The SEC Strikes Again: Undisclosed Executive Perks & Related Person Transactions
Two recent SEC enforcement actions involving executive perks and related person transactions are a reminder that disclosure deficiencies in these areas can attract SEC scrutiny.
United States
20 Jul 2018
2018 Proposed ETF Rulemaking
On June 28, 2018 at an open meeting, the SEC unanimously voted to propose new Rule 6c-11 under the Investment Company Act of 1940, as amended, which, if adopted, would permit exchange-traded funds ...
United States
13 Jul 2018
SEC Director Hinman's Remarks Confirm That Ether And Bitcoin Are Not Securities
On June 14, 2018, speaking at the Yahoo Finance All Markets Summit: Crypto event in San Francisco, William Hinman, Director of the SEC's Division of Corporation Finance, made news ...
United States
19 Jun 2018
The UK Modern Slavery Act – Ropes & Gray Resources For Compliance
Many companies will be publishing their second statements under the UK Modern Slavery Act towards the end of the first half of 2018. Stakeholder expectations are significantly higher this year.
23 May 2018
The SEC's Spring 2018 Rulemaking Agenda – Observations On The Corporation Finance Agenda
The Spring 2018 unified regulatory agenda – the so-called "Reg Flex" agenda – came out on May 9.
United States
14 May 2018
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