This article focuses on the third of the three principal types of transaction structures used in mergers and acquisitions (M&A), Mergers, which means not a generic kind of business combination, but “statutory Mergers” executed pursuant to one or more states’ merger statutes, in which one company merges into another. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.
A selection of informative resources on lobbying activities at the US federal and state levels.
Letter from ACC to Supreme Court of Iowa concerning Iowa's proposed changes to Iowa's rule for registration of in-house counsel.
The author walks you through how the corporate attorney-client privilege is eroding in today's world of corporate transparency, discusses the effects of these changes on companies, and concludes with a call to arms.
When those two words - Chapter 11 - loom imminently over your company, you may believe that you're well-prepared to press forward. But are you really as ready as you think you are? You will be after reading this article, which highlights the essentials of filing the forms, knowing the details and learning the new perspectives necessary to not only survive, but also succeed during a Chapter 11 proceeding.
The Committee on Foreign Investment in the United States is becoming increasingly assertive and expansive in conducting reviews of foreign transactions in and involving the United States. Discover if your company will be affected and how you can prepare.
Looking to achieve growth capital? Consider private equity investments. Whether you’re a new or experienced investor, these tips will help you prepare for and manage these transactions and relationships.
This multi-jurisdictional guide covers rules and developments regarding data protection across a range of jurisdictions.
When there's a new in-house counsel added to your team, or you might be the new one, you can follow these top ten suggestions to increase the probability of success in such a transition.
In this multi-country guide, learn about the rules on marketing undertakings for collective investment in transferable securities in Europe.
For items containing electronic parts there has been a rise in counterfeits. Recent regulations promulgated by the Department of Defense (DOD) address how to avoid procurement of counterfeits. Read this article if your company is a manufacturer or distributor of electronic parts.
Once you understand the principles, you will nd these a lot easier and more fun to build than you might think, and they can be really valuable — to your company and to your own reputation within it.
Since the 2008 economic collapse, many in-house counsel have found themselves in transition (and typically not of their own accord). Instead of picking up a new hobby, why not hone the skills you already possess? This article provides six suggestions for keeping your legal skills active while in a transitional role.
A study of in-house counsel performance conducted by the Australian and New Zealand corporate lawyers associations teases out the specific management practices that distinguish leading organisations from the rest. This article analyses three key areas that assist to drive efficiency and effectiveness in top performing law departments – strong staff support, project management, and outside counsel management. Published in the June 2013 issue of the journal of the Australian Corporate Lawyers Association (ACLA).
Public reporting company status is traditionally prestigious, increases access to capital, improves liquidity and enables more favorable financing terms and opportunities. Yet public reporting company status exposes companies to the glare of public scrutiny and burdensome compliance obligations, often before they are ready to shoulder those responsibilities and sometimes without raising much capital or increasing liquidity and financing opportunities appreciably. In the meantime, the private equity markets increasingly dwarf the public markets and provide the overwhelming amount of capital markets investment. This article addresses the question of when should companies go public, and when should they stay private.
Because the Morgan decision and subsequent case law provide little guidance on what constitute appropriate "intervening actions" of an employer, this article proposes steps that may constitute such actions.
In this multi-jurisdictional guide, explore an overview of key legal issues, rules and developments regarding franchise across a range of jurisdictions.
This Top Ten addresses aspects of Colombian data protection law that your company should take into account when establishing a business in Colombia, since most of the companies will handle Personal Data (at least employees data) and therefore will have to comply with the Data Protection Law and its regulations.
The attorney hiring practice of limiting applicant pools based on law school ranking is an outdated method. This article supports a merit-based system for advancement in the legal profession, arguing against using standardized test scores and top-tier ranking as indicators of an attorney’s potential.
In this article, key questions are answered by leading practitioners regarding health care, pharmaceutical, and medical device industry laws and compliance in Italy.
A discussion about the benefits of client surveys to legal departments.
This Wisdom of the Crowd, compiled from responses posted on the Health Law and Employment & Labor eGroups, addresses the process of terminating an employee and the legal department's role in that process. The issues discussed include: 1) Company Checklist for Terminating an Employee, 2)When/How Legal Department Is Involved in Terminations, and 3) Legal Department Checklist.
This Quick Overview focuses on the way Colombian regulators have included the principle of accountability in the late regulation on data protection and the way such principle should be applied.
This Quick Overview provides an overview of the most recent developments in Colombian legislation regarding the emergence of financial services through virtual platforms under the technique known as fintech, especially the regulation on crowdfunding.
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