Business Law and Corporate Law

Executive employment agreements require careful attention to interconnected provisions that affect compensation, severance, tax treatment, and post-employment obligations. Understanding how bonus structures...

The Delaware Court of Chancery issued its first interpretation of the 2025 amendments to Section 144 of the DGCL in a derivative lawsuit challenging director compensation decisions at Fidelity National Financial. The decision establishes how courts will apply the amended statute's safe-harbor provisions for conflicted transactions and its presumption of director independence, while confirming that director self-compensation remains subject to heightened judicial scrutiny.

When employees leave a startup, they typically have just 90 days to exercise their vested stock options or lose them forever—a deadline that can force departing team members to forfeit equity they genuinely earned if they cannot afford the exercise price and tax bill. Some high-profile companies have responded by extending this window to seven or even ten years, but does this employee-friendly gesture create unintended consequences for cap tables, tax treatment, and the employees who stay?

Let’s say you are a minority interest holder facing a squeeze-out merger. If someone else controls the process, the price, and the paperwork, how do you know the deal was fair? Can a minority shareholder that also holds a meaningful stake in the controller really be counted among the “disinterested” minority?...

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 If finalized, the amendments to Regulation O would, among other things, modernize long-outdated dollar thresholds, codify significant staff interpretations and statutory provisions, and provide targeted relief for banks which have passive investment funds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).

In an era where legal disputes unfold simultaneously in courtrooms and across social media, New Jersey businesses face a critical challenge: managing legal exposure and reputational risk as interconnected concerns rather than separate issues. When a complaint becomes publicly accessible online within moments of filing, or when regulatory investigations trigger immediate stakeholder scrutiny, the traditional separation between legal strategy and public perception becomes not just outdated but potentially

Explore the evolving landscape of trade secret litigation a decade after the Defend Trade Secrets Act transformed federal protection for confidential business information. This analysis examines how courts have interpreted the DTSA's provisions and what companies should know about safeguarding their proprietary assets in today's competitive environment.

Franchise disputes commonly involve breach of contract, termination issues, intellectual property conflicts, and territorial encroachment between franchisors and franchisees. Understanding the franchise agreement's dispute resolution procedures and state franchise laws like New Jersey's pro-franchisee statute is critical to resolving these conflicts effectively. Both parties benefit from proactive communication and following contractual procedures for mediation, arbitration, or litigation.

The USPTO's Appeals Review Panel has issued a precedential decision in Ex parte Baurin that significantly narrows the circumstances under which the Federal Circuit's Allergan decision can shield applicants from obviousness-type double patenting rejections. The ruling reaffirms that OTDP serves two independent purposes—preventing unjustified patent term extension and preventing harassment from multiple lawsuits—and provides critical guidance for patent prosecutors on when terminal disclaimers and

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).