SEC Modernizes the Shareholder Proposal Rule
On September 23, 2020, the SEC adopted final amendments to modernize the process for shareholder proposals under Exchange Act Rule 14a-8 (the “Amendments ...
New flexibility for PE-backed businesses to access financial support schemes
New rules making the UK Government’s financial support schemes more accessible to PE-backed businesses. Background The Coronavirus Business Interruption Loan Scheme ( ...
Final Regulations Released Addressing “Endowment Tax” on Net Investment Income of Private Colleges and Universities
On September 18, 2020, the Department of the Treasury (“Treasury”) and the Internal Revenue Service (the “IRS”) released final regulations (TD ...
House Passes Legislation that Would Restrict U.S. Imports of Xinjiang Goods and Require Disclosure of Xinjiang-Related Activities by Public Companies
The Uyghur Forced Labor Prevention Act was passed by the U.S. House of Representatives on September 22, by a vote of 406-3. If ...
HHS Releases Provider Relief Fund Reporting Requirements
This week, HHS released detailed guidance, as well as a summary, on reporting required for Provider Relief Funding (PRF) recipients and delayed the opening of ...
Schemes under scrutiny: recent developments provide further guidance to companies considering the procedure
Despite commentators’ recent focus on the new Part 26A restructuring plan, introduced in late June by the Corporate Insolvency and Governance Act 2020, the ...
University of Colorado Becomes First Major College Athletic Program to Allow Sportsbook Sponsorship
On September 8, 2020, the University of Colorado announced that its athletic program has entered into a corporate sponsorship agreement with PointsBet, an online sportsbook ...
A Primer on Recurring Revenue Financings
An acquisition target in the technology space may still be in the early stages of development, and have significant growth expenditures that result in low ...
Cracks in the Foundation: Sargeant Marine Inc. Pleads Guilty and Agrees to Pay $16mm for Bribery Schemes
On September 22, 2020, Sargeant Marine Inc. (“SMI”), an asphalt company incorporated and based in Boca Raton, Florida, pled guilty to conspiracy to ...
When Fiduciary Means Fiduciary: Criminal Bid-Rigging Charges in the Neiman Marcus Bankruptcy Proceedings
I. Introduction Complex restructurings are no stranger to colorful facts and unpredictable twists and turns. But few lead to criminal charges. Fewer still involve criminal ...
China’s National Medical Products Administration Proposes Implementing Rules on Patent Linkage for Public Comments
View the Chinese version. The National Medical Products Administration (NMPA) recently published the draft Measures for Implementing an Early-Stage Resolution Mechanism for Pharmaceutical ...
District Court Upholds Acclarent Executives’ Strict Liability Conviction for Off-Label Promotion
On September 14, 2020, in a long-awaited ruling, Judge Allison Burroughs of the District of Massachusetts denied the post-trial motion for acquittal or ...
International Reference Pricing for Medicare Drugs: New Lease on Life or Least Likely to Succeed?
On Sunday, September 13, 2020, President Donald Trump issued a long-anticipated Executive Order on international reference drug pricing (the “EO”), signaling that ...
CMS Proposes Significant Rule Change that Would Expedite Medicare Coverage of Breakthrough Medical Devices
On September 1, 2020, the Centers for Medicare and Medicaid Services (“CMS”) published a proposed rule that would dramatically change Medicare coverage policy ...
Upcoming Deadline for Form BE-180
The U.S. Department of Commerce, through the Bureau of Economic Analysis (the “BEA”), requires U.S. financial services providers that had financial ...
UPDATED: Key Considerations for COVID-19 Emergency Triage Policies in Connecticut (as of September 8, 2020)
Ropes & Gray offers immediate practical guidance on how to navigate the legal and ethical issues raised by the need to have a clear plan ...
France’s National Bar Council Publishes Guidelines on Internal Investigations
I. Introduction1 On July 2, 2020, France’s national bar council—the Conseil national des barreaux (“CNB”)—released comprehensive guidelines ...
Effective September 8 - New CFTC Requirement for CPOs Who Rely on the De Minimis Exemption for Private Funds
The U.S. Commodity Futures Trading Commission (“CFTC”) has amended (the “Amendment”) the requirements to qualify for an exemption from registration ...
SEC Modernizes the Accredited Investor Definition
On August 26, 2020, the SEC adopted amendments to expand the definition of “accredited investor.” The amendments will allow individual investors to qualify ...
Trending Video: OECD’s Digital Tax Proposal
Kat Saunders Gregor, Ropes & Gray tax partner and co-founder of the firm’s tax controversy group, discusses the OECD’s ...
State and Local Jurisdictions Impose Restrictions on Gatherings and Non-Essential Businesses: Defining What is, and is not, an “Essential Business” that Can Remain Open in Non-Remote Mode
Several jurisdictions recently imposed restrictions to limit the size of gatherings and close or reduce in-person operations of various “non-essential businesses, ...
California Superior Court Refuses to Enforce Forum Selection Clause Requiring Litigation in Delaware Chancery Court Over Jury Trial Rights
Delaware entities have increasingly relied on forum selection clauses mandating litigation in the Delaware Court of Chancery, in recognition of the Chancery Court’s ...
U.K. Supreme Court Permits SEP Holders to Require Worldwide FRAND Licenses
On August 26, 2020, the U.K. Supreme Court—the U.K.’s highest court—issued its highly anticipated decision in Unwired ...
Employer Social Security Withholding Relief: Treasury Initial Guidance Implementing Executive Memorandum
Employers now have official guidance regarding the much discussed employee social security tax obligations. Treasury released Notice 2020-65 on Friday, August 28, in response ...
SEC Adopts Amendments to Modernize Disclosures of Business, Legal Proceedings and Risk Factors
On August 26, 2020, as part of its Disclosure Effectiveness effort, the SEC adopted amendments to three discrete Regulation S-K items – business description ...