This article provides a discussion of the principal US Securities Act of 1933 sections, rules and regulations that may be used for registration-exempt offers and sales of securities for the purpose of raising capital and their respective requirements, advantages and disadvantages. Following the discussion, are “Deal Points” on important considerations in the exempt-from-registration offering process and what at all costs not to do.
Learn about the increasing regulatory pressure in the US, Europe, and Asia and the resulting compliance challenges regarding Environmental, Social, and Governance issues (ESG).
With data breaches and security vulnerabilities on the rise, it is essential that your company develop an effective information security and data protection program. First, legal and business stakeholders must collaborate to form a comprehensive yet accessible policy. This article outlines a three-step process and 10 lessons learned that can help with facilitated policy development.
This is a sample asset purchase agreement between a Thai company as the seller, individual shareholders of the seller, and a Thai company and a US company as the buyers. The sample includes a choice of US and New York laws and Thai courts.
Hydrogen power is likely to play a significant role in international commitments to achieving carbon emissions and net zero goals by 2050. This is why governments all over the world, as well as the private sector, are investing heavily in this technology. The growth and success of the hydrogen economy will largely be driven by advancements and innovations in both the core and applications technologies. It is therefore important for investors in, and developers of, new hydrogen power technologies to implement a dedicated procedure and IP strategy to allow innovations to be properly captured, protected and exploited. This article considers some of the key IP considerations that are relevant.
In the current economy, new approaches are necessary when engaging and dealing with outside counsel. Foremost is the criticality of selecting outside counsel to ensure alignment with the needs of your business. By evaluation prospects' qualifications based on the category of the legal work to be performed, you can make the best choice for your company.
This Leading Practices Profile, a supplement to ACC’s 2006 Leading Practices Profile, Contract Management for Small Law Departments, features the law department leading contract management practices of seven entities who provided background on databases and repository systems, and contract review, approval and archiving policies.
Success at in-house practice is all about customer service. Using examples from Monty Python, this article shows how attorneys can learn from the true service professionals - the waiter.
On June 7, 2022, US Senators Cynthia Lummis (R-WY) and Kirsten Gillibrand (D-NY) introduced a bipartisan bill to regulate the cryptocurrency/digital assets market. While the Lummis-Gillibrand Bill will no doubt undergo substantial amendments before - and if - it becomes law, its bipartisan provenance points to likely directions for U.S. crypto/digital assets law and regulation. This article explains why some of the Lummis-Gillibrand provisions are revolutionary.
In the midst of a regulatory environment in which executives face personal liability for corporate wrongdoing, some business strategists advocate a new theoretical roadmap for the legal department to assess and manage risk.
In this multi-jurisdictional guide, explore an overview of key legal issues, rules and developments regarding franchise across a range of jurisdictions.
This article summarizes the new Hong Kong National Security Law, so corporations may understand it better and comply with the provisions of the legislation. It also compares the provisions of this law with equivalent legislation in the United States (US), the United Kingdom (UK), Australia, and Singapore, and also provides additional recommendations and considerations for corporate compliance.
Read Todd Silberman's advice on learning to relate to and work with a new assistant.
While the United States has been a pioneer in environmental protection laws since the Nixon era, one piece of legislation — known as the 1976 Toxic Substances Control Act (TSCA) — has notoriously failed to serve its purpose. In an attempt to catch up to regulation advancements in the European Union, US state and federal governments have attempted to fill the gap created by TSCA by implementing more effective legislation.
Depending on the industry, your board members could be in breach of their duties if they don’t consider the company’s impact on climate change. The climate is changing - more precipitously and with more severe consequences than many anticipated and it will impact companies and board members in a number of different ways. This ACC Docket article outlines actions that board members can take in order to clearly communicate with their shareholders, provide support for their customers and invest in their employees in order to control the environmental impact of climate change on their company.
This is a sample general Guarantee agreement between companies based in Delaware, New York and Utah.
Although many companies today have adopted sexual orientation nondiscrimination policies, in court they have proven surprisingly hard to enforce. This is a lose-lose situation for both the employee and the company. As in-house counsel, you can help everyone do better. Learn how to rewrite your company's policy and, better yet, adopt an anti-discrimination certification mark. These changes will enhance the corporate image and even limit liability in the process.
This is a sample amended and restated revolving credit note where the borrower is a New York corporation.
Learn practical ways to use your mobile technology (tablets/smart phones/etc.) in your daily practice; Explore the challenges and limitations you may face including ethical, data security, and privacy issues;Receive "top picks" for legal apps for corporate counsel.
On July 2, 2014, the National People’s Congress of the People’s Republic of China (PRC) released amendments to the 2009 PRC Food Safety Law (Amendment) for public comment. Before the call for comment, the Amendment was reviewed four times. No further significant amendments are expected before the revised PRC Food Safety Law comes into effect later this year or in early 2015.
This checklist provides employers with a plan to protect confidential and important industry information during onboarding of new employees.
The current wave of disruption presents in-house counsel with the opportunity to be the disruptor – but also to be disrupted. In this article, learn how in-house counsel can adjust and expand the business with new ideas and practices while also being a trusted advisor and business partner.
In February 2024, the U.S. Department of Health and Human Services (HHS) issued the much anticipated final rule to update the Confidentiality of Substance Abuse Disorder Patient Records regulations at 42 CFR Part 2 (Part 2).
This article discusses the amendments to Part 2 and its most impactful revisions, including the amendments to loosen patient consent requirements, regulate SUD counseling notes, and create new patient rights and breach notification requirements.
The accumulation of information and documents creates compliance risks, drives up the cost of ediscovery and hampers employee productivity. Learn how to create an effective program that can have a measurable impact on the business.
New technological advances, especially Advanced Text Analytics, are changing the productivity paradigm for lawyers who have to read enormous volumes of electronic documents to identify potential evidence.
This article provides an overview of a new law issued by NSW Fair Trading (of New South Wales) requiring businesses to make disclosures regarding terms that substantially prejudice the interests of consumers. Because of its similarity to requirements in the Australian Consumer Law, the article explains how the two regimes interact and how they should be approached.
When it comes to mediation, no one is asking you to be friends with opposing counsel. Instead, approach it with a sense of civility and look at the case as objectively as possible. Even if you’re not interested in a settlement, the tips presented in this article will allow you to move past litigation and focus on more productive business.
It pays to be in shape - just ask an administrator in charge of health care benefits. As costs continue to rise for insurance coverage, companies are implementing 'wellness programs' to improve the quality of life for their staff and reduce business expenses in the long run. How can you help to ensure that employees don't make themselves - and your company - physically or financially sick? This article offers up some realistic remedies.
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