December 8, 2022
Publications (3686)
HIDEshow GROUP
Publications
December 8, 2022
Articles
December 8, 2022
S&C Memos
December 7, 2022
Limiting Senior Officer Liability – Recent Developments: Recent Vote Outcomes, ISS & Glass Lewis Policy Updates and Other Developments
Sullivan & Cromwell LLP - December 7, 2022
Publications
December 2, 2022
S&C Critical Insights – U.S. Tax Outlook Post-Midterms
December 2, 2022
S&C Memos
November 28, 2022
S&C Memos
November 22, 2022
Full Steam Ahead – Recent Developments in U.S. Hydrogen Investments, Incentives and Policies: Recent Legislative and Executive Action in the United States, Including the Infrastructure Investment and Jobs Act and the Inflation Reduction Act, Could Spur Growth of Clean Hydrogen as a Commercially Viable Way to Decarbonize the U.S. Economy.
Sullivan & Cromwell LLP - November 22, 2022
S&C Memos
November 22, 2022
November 2022 Securities Enforcement and Litigation Update
Sullivan & Cromwell LLP - November 22, 2022
S&C Memos
November 21, 2022
S&C Memos
November 18, 2022
FTC Redefines “Unfair Methods of Competition” Under Section 5 of the FTC Act: New Policy Statement Condemns all “Facially Unfair” Anticompetitive Behavior
Sullivan & Cromwell LLP - November 18, 2022
S&C Memos
November 17, 2022
Recent Developments in EU Hydrogen Initiatives
Sullivan & Cromwell LLP - November 17, 2022
Publications
November 16, 2022
S&C Memos
November 16, 2022
S&C Memos
November 14, 2022
Publications
November 11, 2022
S&C Memos
9 November 2022
EU State Aid and Tax: EU Court of Justice Annuls Commission Decision that Luxembourg Granted Illegal State Aid to Fiat in Ruling on Transfer Pricing
Sullivan & Cromwell LLP - 9 November 2022
Articles
November 9, 2022
Publications
November 8, 2022
S&C Critical Insights – An Overview of Section 8 of the Clayton Act
November 8, 2022
S&C Memos
November 7, 2022
S&C Memos
November 4, 2022
SEC Proposes New Requirements for Outsourcing by Investment Advisers: Proposed Oversight, Due Diligence, Monitoring and Recordkeeping Requirements Seek to Address SEC Observations Regarding Investment Advisers’ Increased Use of Outsourcing and Related Risks.
Sullivan & Cromwell LLP - November 4, 2022
S&C Memos
November 2, 2022
Legacy NAFTA Investor Protections to Expire in 2023: NAFTA’s “Sunset Period” for Private Investors to Pursue Claims in Arbitration Will end as of July 1, 2023.
Sullivan & Cromwell LLP - November 2, 2022
Publications
November 1, 2022
S&C Memos
October 31, 2022
SEC Adopts Final Mandatory Clawback Rules:
- Requires Clawback of Excess Incentive-Based Compensation Earned by Executive Officers During the Three Fiscal Years Preceding a Required Accounting Restatement
- Broadens the Scope of Covered Restatements and Provides for Limited Impracticability Exceptions
Sullivan & Cromwell LLP - October 31, 2022
S&C Memos
October 28, 2022
Publications
October 28, 2022
S&C Memos
October 27, 2022
FIO Requests Comments on a Proposed Data Call for Homeowners’ Insurance Underwriting Data to Aid in Assessment of Climate Risk: Granular Data Proposed to Be Collected from Over 200 P&C Insurers Intended to Aid FIO’s Assessment of Potential Impact of Climate-Related Risks on Availability and Affordability of Insurance
Sullivan & Cromwell LLP - October 27, 2022
S&C Memos
October 27, 2022
SEHK Proposes New Listing Regime for Specialist Technology Companies
Sullivan & Cromwell LLP - October 27, 2022
S&C Memos
October 26, 2022
CFIUS Enforcement and Penalty Guidelines Issued: Guidelines Further Illustrate Increased Emphasis on Enforcement
Sullivan & Cromwell LLP - October 26, 2022
Articles
October 26, 2022
Publications
October 25, 2022
S&C Critical Insights – A Discussion of In Re Grand Jury
October 25, 2022
S&C Memos
October 17, 2022
S&C Memos
October 16, 2022
Blog Posts
October 12, 2022
Publications
October 11, 2022
S&C Memos
October 10, 2022
SEC Reopens Comment Period on 11 Rulemaking Releases: Interested Parties Have Additional Time to Submit or Resubmit Comments on Proposed Rulemakings on Climate, Cybersecurity, Share Repurchases, SPACs, Investment Advisers, Investment Companies and Money Market Fund Reforms
Sullivan & Cromwell LLP - October 10, 2022
Publications
October 6, 2022
Publications
October 5, 2022
Publications
October 4, 2022
Publications
October 3, 2022
Publications
September 29, 2022
Articles
September 27, 2022
S&C Memos
September 26, 2022
Recent SEC Insider Trading Action Provides Key Insights Into the Future of Rule 10b5-1: The SEC’s Cease-and-Desist Order Actuates Proposed Amendments to Rule 10b5-1.
Sullivan & Cromwell LLP - September 26, 2022
S&C Memos
September 20, 2022
Blog Posts
September 20, 2022
Publications
September 19, 2022
S&C Memos
September 19, 2022
Twitter v. Musk Discovery Ruling Highlights Issues for Executives Using Work Email for Non-Work-Related Privileged Communications: Executives Considering Using Work Email for Personal Legal Communications or for Privileged Communications Regarding Another Company Should Remain Mindful of the Risk of Waiver
Sullivan & Cromwell LLP - September 19, 2022
S&C Memos
September 19, 2022
Delaware Chancery Court Rejects Caremark Liability for Failure to Oversee Cybersecurity Risk: Court Classifies Cybersecurity Risk as a Business Risk for SolarWinds; Oversight of Business Risk, Even if “Mission Critical,” Analyzed Under Business Judgment Rule, Not Caremark Standard
Sullivan & Cromwell LLP - September 19, 2022
S&C Memos
September 19, 2022
U.S. Department of Justice Announces Priorities and Expectations in Prosecuting Corporate Crime: Deputy Attorney General Lisa Monaco and Assistant Attorney General Kenneth Polite Discuss Incentives for Companies to Cooperate and Self-Disclose Corporate Misconduct
Sullivan & Cromwell LLP - September 19, 2022
Publications
September 16, 2022
S&C Critical Insights – Impact of Illumina/GRAIL on M&A Deals Going Forward
September 16, 2022
Publications
September 15, 2022
S&C Memos
September 1, 2022
SEC Adopts Pay-Versus-Performance Disclosure Rule: Requires Disclosure of the Relationship Between Executive Compensation Actually Paid Versus Total Shareholder Return, Net Income and a Company Selected Measure; Effective for the 2023 Proxy Season for Calendar-Year Companies
Sullivan & Cromwell LLP - September 1, 2022
Articles
August 29, 2022
Publications
August 26, 2022
S&C Memos
August 25, 2022
Books
August 25, 2022
Publications
August 22, 2022
S&C Memos
August 22, 2022
2022 Proxy Season Review – Part 2 (Say-on-Pay and Equity Compensation Plan Voting)
Sullivan & Cromwell LLP - August 22, 2022
S&C Memos
August 22, 2022
Federal Reserve Requires Notification of Crypto-Asset-Related Activities: Federal Reserve Guidance Imposes Requirements Similar to Those Imposed by the OCC and FDIC
Sullivan & Cromwell LLP - August 22, 2022
S&C Memos
August 19, 2022
S&C Memos
August 19, 2022
Articles
August 18, 2022
Articles
August 18, 2022
S&C Memos
August 17, 2022
Inflation Reduction Act – Energy Tax Credit and Climate-Related Funding Provisions: The Act Modifies and Expands Tax Credits for Renewable Energy Production, Clean Energy Investments and Use of Alternative Power and Fuel Sources, and it Provides Significant Funding for a Wide Variety of Programs Relating to Climate Change
Sullivan & Cromwell LLP - August 17, 2022
S&C Memos
August 16, 2022
Recent CFPB Actions: CFPB Issuances Demonstrate Continued Focus on Technology Companies and Personal Financial Data Protection
Sullivan & Cromwell LLP - August 16, 2022
S&C Memos
August 15, 2022
New Excise Tax on Stock Repurchases: The Inflation Reduction Act Will Impose a One Percent Tax on Stock Repurchases, With Unique Implications for Banking Organizations
Sullivan & Cromwell LLP - August 15, 2022
Publications
August 15, 2022
S&C Memos
August 15, 2022
New York State Department of Financial Services Releases Pre-Proposed Amendments to Cybersecurity Regulations: Agency Considers Expanding Protections Covered Entities Are Required to Implement, Including Additional Cybersecurity Measures for Large Covered Entities
Sullivan & Cromwell LLP - August 15, 2022
Articles
August 12, 2022
S&C Memos
August 10, 2022
S&C Memos
August 8, 2022
2022 Proxy Season Review – Part 1 (Rule 14a-8 Shareholder Proposals)
Sullivan & Cromwell LLP - August 8, 2022
Publications
August 3, 2022
Blog Posts
August 3, 2022
Publications
August 3, 2022
S&C Memos
August 2, 2022
S&C Memos
August 1, 2022
S&C Memos
July 21, 2022
S&C Memos
July 21, 2022
Blog Posts
July 18, 2022
Articles
July 14, 2022
S&C Memos
July 13, 2022
S&C Memos
July 7, 2022
S&C Memos
July 7, 2022
Supreme Court Business Review: October Term 2021
Sullivan & Cromwell LLP - July 7, 2022
Articles
June 29, 2022
S&C Alerts
June 28, 2022
Articles
June 23, 2022
S&C Memos
June 22, 2022
U.S. Supreme Court Rejects HHS’s Interpretation of the Medicare Statute, Declines to Address Chevron Deference: The Medicare statute does not permit HHS to set different Medicare reimbursement rates for different groups of hospitals unless it first conducts a survey of hospitals’ acquisition costs.
Sullivan & Cromwell LLP - June 22, 2022
S&C Memos
June 21, 2022
Supreme Court Upholds Right to Compel Arbitration of Claims Brought Under California Private Attorneys General Act (PAGA): Decision Allows Employees and Employers to Agree to Arbitration of Individual PAGA Claims, Which Generally Will Preclude “Representative” PAGA Claims on Behalf of Others
Sullivan & Cromwell LLP - June 21, 2022
S&C Memos
June 21, 2022
S&C Memos
June 21, 2022
SEC Issues Request for Comment on Regulatory Status of “Certain Information Providers” Under the Investment Advisers Act: The Request for Comment Focuses on Whether Activities of Index Providers, Model Portfolio Providers and Pricing Services May Cause Them to be Within the Definition of “Investment Adviser”
Sullivan & Cromwell LLP - June 21, 2022
S&C Memos
June 17, 2022
Changes to U.K. Listing Regime: FCA Proposes Single Segment for Listing Equity Shares in Commercial Companies
Sullivan & Cromwell LLP - June 17, 2022
S&C Memos
June 17, 2022
S&C Memos
June 15, 2022
Articles
June 15, 2022
Articles
June 14, 2022
Publications
June 9, 2022
S&C Memos
June 8, 2022
SEC Adopts Amendments Requiring Electronic Filing of Certain Documents, Including “Glossy” Annual Reports, Forms 144 and Forms 6-K: Amendments Mandate the Electronic Filing or Submission Through EDGAR of Certain Documents that are Currently Permitted to be Filed in Paper Form
Sullivan & Cromwell LLP - June 8, 2022
S&C Memos
June 6, 2022
Articles
June 6, 2022
Publications
June 1, 2022
S&C Memos
June 3, 2022
S&C Memos
June 3, 2022
S&C Memos
May 31, 2022
S&C Memos
27 May 2022
S&C Memos
24 May 2022
S&C Memos
May 23, 2022
S&C Memos
May 23, 2022
S&C Memos
May 20, 2022
S&C Memos
May 20, 2022
Supreme Court and Fifth Circuit Cases Could Impact SEC’s Use of Administrative Forum: The Supreme Court Agrees to Take a Case Concerning the Constitutionality of SEC Administrative Law Judges and the Fifth Circuit Invalidates Aspects of SEC Administrative Proceedings
Sullivan & Cromwell LLP - May 20, 2022
S&C Memos
May 17, 2022
California State Court Declares SB 826 Unconstitutional: California Board Gender Diversity Law Invalidated
Sullivan & Cromwell LLP - May 17, 2022
S&C Memos
May 17, 2022
Changes to U.K. Takeover Code: Amendments of Particular Significance for Bidders
Sullivan & Cromwell LLP - May 17, 2022
Publications
May 11, 2022
S&C Memos
May 10, 2022
Blog Posts
May 10, 2022
S&C Memos
May 9, 2022
Publications
May 9, 2022
S&C Memos
May 5, 2022
Publications
May 4, 2022
Blog Posts
May 3, 2022
Articles
May 2, 2022
S&C Memos
April 29, 2022
CFPB Announces Intent To Examine Broader Array of Fintechs: CFPB Also Seeks Comment on Update to Related Procedures
Sullivan & Cromwell LLP - April 29, 2022
S&C Memos
April 28, 2022
S&C Memos
April 27, 2022
Mandatory Diversity Targets for U.K. Listed Issuers: Changes to U.K. Listing Rules and Disclosure Guidance and Transparency Rules
Sullivan & Cromwell LLP - April 27, 2022
S&C Memos
April 27, 2022
Utah Consumer Privacy Act: Utah Is the Fourth State in the U.S. to Enact Comprehensive Privacy Legislation
Sullivan & Cromwell LLP - April 27, 2022
S&C Memos
April 25, 2022
Articles
April 21, 2022
S&C Memos
April 13, 2022
Proposed SEC Climate Disclosure Rules—Certain Key Implications for Financial Institutions: Financial Institutions Will Need to Navigate Expansive New Disclosure Requirements Capturing Financed Emissions and Scenario Analysis As Well As Other Legal Requirements Potentially Relevant To Their Climate Strategy
Sullivan & Cromwell LLP - April 13, 2022
Publications
April 14, 2022
S&C Memos
April 13, 2022
CFPB Files Suit Against TransUnion and Senior Executive: Complaint Alleges Violations of 2017 Consent Order and Various Consumer Protection Laws and Reflects CFPB Director Chopra’s Focus on “Recidivist” Companies, Executive Accountability, and Alleged Credit Reporting Agency Misconduct
Sullivan & Cromwell LLP - April 13, 2022
S&C Memos
April 8, 2022
S&C Memos
April 6, 2022
SEC’s Proposed Climate Disclosure Rules Herald Expansive New Obligations for Foreign Private Issuers: Proposed Climate Rules Would Subject Foreign Private Issuers to Substantially Similar Obligations as U.S. Companies and Require New Disclosures from Companies Currently Reporting Under Home Jurisdiction Rules
Sullivan & Cromwell LLP - April 6, 2022
Publications
April 6, 2022
S&C Memos
April 6, 2022
S&C Memos
April 5, 2022
California State Court Declares AB 979 Unconstitutional: California Board Diversity Law Invalidated, but Focus on Board Diversity Remains
Sullivan & Cromwell LLP - April 5, 2022
S&C Memos
April 3, 2022
Acting Comptroller of the Currency Addresses Large Regional Bank Resolvability: Remarks Suggest “Reconcil[iation]” Approval for Large Regional Bank Mergers
Sullivan & Cromwell LLP - April 3, 2022
S&C Memos
March 31, 2022
SEC Proposes Sweeping Changes Regulating SPAC Formation and De-SPAC Transactions: Would Mandate Specific Disclosures, Expand Underwriter Liability to De-SPAC Transactions, Eliminate the PSLRA Safe Harbor for De-SPAC Projections and Seek to Clarify Treatment of SPACs Under the Investment Company Act of 1940
Sullivan & Cromwell LLP - March 31, 2022
S&C Memos
March 31, 2022
President Biden’s Fiscal Year 2023 Revenue Proposals: Proposals Relating to Business, International, Individual, Real Estate, and Digital Assets Taxation
Sullivan & Cromwell LLP - March 31, 2022
Articles
March 29, 2022
S&C Memos
March 28, 2022
SEC Proposes Expansive Climate-Related Disclosure Rules: Would Require Public Companies to Disclose Detailed Greenhouse Gas Emissions, Climate Transition Plans, Targets and Progress Against Targets, Long-Term Climate Risks and Business Impacts, and Climate-Related Corporate Governance, Including New Information in Notes to Audited Financial Statements
Related Webinar on Tuesday, March 29, 2022 at 12:00 Noon EDT
Sullivan & Cromwell LLP - March 28, 2022
Publications
March 28, 2022
S&C Memos
March 27, 2022
FDIC Issues Request for Information on Bank Merger Transactions: RFI Poses Questions on Long-Standing Regulatory Policies
Sullivan & Cromwell LLP - March 27, 2022
S&C Memos
March 25, 2022
S&C Memos
March 25, 2022
S&C Memos
March 23, 2022
S&C Memos
March 22, 2022
Federal Legislation Requires Cyber Incident Reporting for Critical Infrastructure Sector: Implementing Rule Will Require Reporting to CISA of Covered Cybersecurity Incidents and Ransomware Payments by Subsectors That Are Likely to Include Financial Services, Communications, Energy and Others
Sullivan & Cromwell LLP - March 22, 2022
S&C Memos
March 17, 2022
Federal LIBOR Transition Legislation: “Adjustable Interest Rate (LIBOR) Act” Is Enacted to Provide a Uniform, National Solution for “Tough Legacy” Contracts
Sullivan & Cromwell LLP - March 17, 2022
S&C Memos
March 15, 2022
Shareholder Activism in the Regulated Utility Sector
Sullivan & Cromwell LLP - March 15, 2022
S&C Memos
March 14, 2022
S&C Memos
March 11, 2022
Publications
March 11, 2022
S&C Critical Insights – An Introduction to Publicity Rights
March 11, 2022
S&C Memos
March 10, 2022
S&C Memos
March 10, 2022
S&C Memos
March 9, 2022
S&C Memos
March 9, 2022
S&C Memos
March 7, 2022
Changes to U.K. Prospectus Regime: U.K. Government Proposes Most Significant Changes in a Generation
Sullivan & Cromwell LLP - March 7, 2022
S&C Memos
March 7, 2022
European Commission Proposes Mandatory Corporate Sustainability Due Diligence and Climate Change Plans
Sullivan & Cromwell LLP - March 7, 2022
S&C Alerts
March 7, 2022
Publications
March 4, 2022
S&C Memos
March 3, 2022
The Launch of Task Force KleptoCapture: Department of Justice Creates Task Force to Hold Accountable Corrupt Russian Oligarchs
Sullivan & Cromwell LLP - March 3, 2022
Publications
March 3, 2022
S&C Memos
February 28, 2022
S&C Memos
February 28, 2022
S&C Memos
February 26, 2022
S&C Memos
February 22, 2022
S&C Memos
February 18, 2022
S&C Memos
February 16, 2022
SEC Proposes Significant Rule Changes for Private Fund Advisers: Proposal Would Impose Substantial New Disclosure Obligations and Prohibitions on a Broad Range of Activities
Sullivan & Cromwell LLP - February 16, 2022
S&C Memos
February 14, 2022
DOJ Antitrust Division Weighs in on Worker Classification Debate at the National Labor Relations Board: The Antitrust Division’s Amicus Brief Explains That Uncertainty Over the Test for Distinguishing Employees From Independent Contractors Is Likely to Increase Litigation and Cause Competitive Harm
Sullivan & Cromwell LLP - February 14, 2022
S&C Memos
February 14, 2022
Potential Implications of SEC’s Proposed 13D-G Amendments
Sullivan & Cromwell LLP - February 14, 2022
S&C Memos
February 14, 2022
SEC Proposes Rule Amendments Related to Beneficial Ownership Reporting: Sweeping Changes Are Proposed to Regulation 13D-G
Sullivan & Cromwell LLP - February 14, 2022
S&C Memos
February 10, 2022
Congress Passes Bill Limiting Pre-Dispute Arbitration Agreements Covering Sexual Assault and Sexual Harassment: The “Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act” Prohibits Mandatory Arbitration of Disputes, Including Class and Collective Actions, Involving Sexual Assault and Sexual Harassment Claims
Sullivan & Cromwell LLP - February 10, 2022
Blog Posts
February 9, 2022
California Reenacts COVID-19 Supplemental Paid Sick Leave
February 9, 2022
Articles
February 8, 2022
Publications
February 4, 2022
S&C Memos
February 2, 2022
SEC Reopens Comment Period for Pay-Versus-Performance Disclosure Rule: Original 2015 Proposal Would Require Disclosure on the Relationship of Executive Compensation Paid and Registrant Financial Performance
SEC Seeks Comment on Original Proposal and Twenty-Two Potential Changes to the Original Proposal
SEC Seeks Comment on Original Proposal and Twenty-Two Potential Changes to the Original Proposal
Sullivan & Cromwell LLP - February 2, 2022
S&C Memos
February 1, 2022
S&C Memos
February 1, 2022
Blog Posts
January 28, 2022
S&C Memos
January 26, 2022
S&C Memos
January 26, 2022
Key Considerations for Fiscal Year 2021 Form 10-K and 20-F Filings: Disclosure Trends and Form Considerations
Sullivan & Cromwell LLP - January 26, 2022
Blog Posts
January 26, 2022
Articles
January 26, 2022
Jonathon Hannah Authors PFI article on Financing Infrastructure M&A
January 26, 2022
S&C Memos
January 24, 2022
Hart-Scott-Rodino Act: Revised Jurisdictional Thresholds
Sullivan & Cromwell LLP - January 24, 2022
S&C Memos
January 23, 2022
Federal Reserve Discussion Paper on Central Bank Digital Currency: Paper Outlines “Pros and Cons” of a CBDC and Requests Comments from Stakeholders
Sullivan & Cromwell LLP - January 23, 2022
S&C Memos
January 19, 2022
Books
January 18, 2021
Articles
January 13, 2022
Publications
January 12, 2022
Publications
January 10, 2022
S&C Memos
January 7, 2022
S&C Memos
January 6, 2022
Dismissals Throw Cold Water on Efforts to Make New York a Hub for Non-U.S. Derivative Litigation: New York Supreme Court Dismisses Two Derivative Suits Brought Against Directors and Officers of Bayer AG and UBS Group AG for Alleged Breaches of Fiduciary Duty, Finding That Those Actions Must Be Brought in the Companies’ Home Forums.
Sullivan & Cromwell LLP - January 6, 2022
S&C Memos
December 29, 2021
Blog Posts
December 29, 2021
NYC Requires Employers to Provide Paid COVID-19 Child Vaccination Leave
December 29, 2021
S&C Memos
December 21, 2021
OCC Seeks Public Feedback on Principles for Climate-Related Financial Risk Management for Large Banks
Sullivan & Cromwell LLP - December 21, 2021
S&C Memos
December 21, 2021
S&C Memos
December 21, 2021
S&C Memos
December 20, 2021
Review and Analysis of 2021 U.S. Shareholder Activism and Activist Settlement Agreements
Sullivan & Cromwell LLP - December 20, 2021
S&C Memos
December 20, 2021
The Federal Trade Commission’s Updated Safeguards Rule—An Overview: Federal Trade Commission Strengthens Information Security Safeguards for Consumer Financial Information
Sullivan & Cromwell LLP - December 20, 2021
Publications
December 20, 2021
S&C Memos
December 17, 2021
CFTC Solicits Input on Swap-Clearing Requirement in Light of LIBOR Transition: The Commodity Futures Trading Commission Issued a Request for Information and Comment Regarding Potential Actions with Respect to its Swap-Clearing Requirement to Address the Upcoming Cessation of the London Interbank Offered Rate.
Sullivan & Cromwell LLP - December 17, 2021
S&C Memos
December 17, 2021
SEC Proposes New Requirements for Insider Trading Plans and Issuer Share Repurchases: SEC Proposals Would Raise the Procedural, Substantive and Disclosure Requirements for Rule 10b5-1 Trading Plans and Establish New Disclosure Requirements for Share Repurchases, Including a New Form SR
Sullivan & Cromwell LLP - December 17, 2021
Blog Posts
September 20, 2022
New York City Releases Guidance on COVID-19 Vaccination Mandate
September 20, 2022
Blog Posts
December 17, 2021
Publications
October 19, 2021
Webinar: Financing and Investing in Hydrogen Projects
October 19, 2021
Articles
December 16, 2021
Books
December 15, 2021
Latin Lawyer: The Guide to Corporate Crisis Management, Fourth Edition
December 15, 2021
Publications
December 14, 2021
Articles
December 14, 2021
Articles
December 13, 2021
S&C Memos
December 10, 2021
Publications
December 8, 2021
S&C Critical Insights – The Impact of Brexit on Choice of Law
December 8, 2021
Publications
December 8, 2021
Publications
January 15, 2021
S&C Memos
December 7, 2021
UK Competition Law: CMA Moves Against Big Tech With Decision to Unwind Facebook’s Acquisition of GIPHY
Sullivan & Cromwell LLP - December 7, 2021
Publications
December 6, 2021
S&C Critical Insights – Developments Affecting 10b5-1 Trading Plans
December 6, 2021
Blog Posts
December 6, 2021
Publications
December 1, 2021
Blog Posts
December 1, 2021
Blog Posts
December 1, 2021
S&C Memos
November 30, 2021
Agreement Reached on International Carbon Credit Trading Rules at COP26: Negotiators at COP26 Reached an Agreement to Foster International Carbon Credit Trading Markets
Sullivan & Cromwell LLP - November 30, 2021
S&C Memos
November 30, 2021
New York Department of Financial Services Issues Final Guidance on Managing the Financial Risks of Climate Change for Insurers: Final Guidance Requires Insurers to Integrate Consideration of Climate Risks into Governance, Operations, Risk Management, Scenario Analysis and Disclosure
Sullivan & Cromwell LLP - November 30, 2021
S&C Memos
November 24, 2021
S&C Memos
November 24, 2021
S&C Memos
November 23, 2021
November 2021 Securities Enforcement and Litigation Update
Sullivan & Cromwell LLP - November 23, 2021
Publications
November 23, 2021
S&C Memos
November 22, 2021
Federal Banking Agencies Issue Final Rule Regarding Cyber Incident Notification Requirements: Final Rule Requires Banking Organizations to Notify Primary Federal Regulator of Certain Cyber Incidents Within 36 Hours, and Bank Service Providers to Notify Banking Organization Customers as Soon as Possible
Sullivan & Cromwell LLP - November 22, 2021
Articles
November 22, 2021
S&C Memos
November 18, 2021
SEC Mandates Universal Proxy Cards in Contested Director Elections
Sullivan & Cromwell LLP - November 18, 2021
S&C Memos
November 15, 2021
Alpine Securities Corporation v. Securities and Exchange Commission: SCOTUS Denies Cert in Challenge to SEC’s Suspicious Activity Reporting Regime
Sullivan & Cromwell LLP - November 15, 2021
S&C Memos
November 11, 2021
FinCEN Updates Ransomware Advisory: Updated Guidance Emphasizes Timely Reporting, Virtual Currencies, and Whole-of-Government Approach to Enforcement
Sullivan & Cromwell LLP - November 11, 2021
Articles
11/09/21
Spotlight on Corporate Governance and Restructuring
The Zone of Safety: How To Be an Active and Confident Director During Financial Distress
S&C Memos
November 8, 2021
S&C Alerts
November 6, 2021
Flash Report on the Infrastructure Investment and Jobs Act
November 6, 2021
Publications
November 5, 2021
S&C Critical Insights – Refreshing the Director Onboarding Process
November 5, 2021
S&C Memos
November 5, 2021
President’s Working Group on Financial Markets Issues Report on Stablecoins: On November 1, 2021, the President’s Working Group on Financial Markets Published a Report on Stablecoins, Outlining a Potential Regulatory Regime for Stablecoin Arrangements in the U.S.
Sullivan & Cromwell LLP - November 5, 2021
Publications
November 4, 2021
Articles
November 4, 2021
Blog Posts
November 4, 2021
OSHA COVID-19 ETS – Requiring Vaccine or Weekly Testing
November 4, 2021
Articles
November 3, 2021
S&C Memos
November 2, 2021
Financial Stability Oversight Council Report on Climate-Related Financial Risk: FSOC Identifies Climate Change as an Emerging Threat to U.S. Financial Stability and Recommends Accelerated and Coordinated Actions by U.S. Financial Regulators to Enhance the Resiliency of the Financial System to Climate-Related Risks
Sullivan & Cromwell LLP - November 2, 2021
S&C Memos
November 2, 2021
Publications
November 1, 2021
S&C Memos
October 29, 2021
Publications
October 28, 2021
S&C Memos
October 27, 2021
S&C Memos
October 25, 2021
Publications
October 25, 2021
Blog Posts
October 20, 2021
CDC Issues COVID-19 Workplace Vaccination Program Guidance
October 20, 2021
S&C Memos
October 19, 2021
U.S. Department of Labor Proposes ESG-Related Updates to the ERISA Investment Duties Regulation: Proposal Would Permit ERISA Pension Plan Fiduciaries to Consider Climate Change and Other ESG Factors When Selecting Investments and Exercising Shareholder Rights
Sullivan & Cromwell LLP - October 19, 2021
Blog Posts
October 19, 2021
CDC Updates COVID-19 Guidance for Fully Vaccinated People
October 19, 2021
S&C Memos
October 18, 2021
SEC Reopens Comment Period for Clawbacks: Original Proposal in 2015 Would Require Clawback of Excess Incentive-Based Compensation Earned by Executive Officers During the Three Fiscal Years Preceding an Accounting Restatement to Correct for Material Error
SEC Specifically Seeks Comment and Data on Ten Potential Changes to the Original Proposal
SEC Specifically Seeks Comment and Data on Ten Potential Changes to the Original Proposal
Sullivan & Cromwell LLP - October 18, 2021
S&C Memos
October 18, 2021
White House Issues Roadmap to Address Climate-Related Financial Risk: The Report Presents the Biden Administration’s Strategy for Addressing Climate-Related Financial Risk Across the U.S. Economy and Highlights Recent and Forthcoming Climate-Related Regulatory and Other Federal Government Initiatives
Sullivan & Cromwell LLP - October 18, 2021
Articles
October 18, 2021
Publications
October 15, 2021
S&C Critical Insights – Recent SEC Cybersecurity Enforcement Actions
October 15, 2021
S&C Memos
October 12, 2021
New International Agreement on Pillars 1 and 2: The OECD/G20 Inclusive Framework Reached a New Global Agreement on Profit Allocation and Minimum Tax
Sullivan & Cromwell LLP - October 12, 2021
S&C Memos
October 11, 2021
California Governor Signs AB 663, Enabling California Corporations to Hold Virtual Shareholder Meetings During Emergencies
Sullivan & Cromwell LLP - October 11, 2021
S&C Memos
October 11, 2021
California’s Silenced No More Act – What Employers Should Know: New California Law Expands Prohibition of Settlement NDAs
Sullivan & Cromwell LLP - October 11, 2021
S&C Memos
October 11, 2021
In Inaugural Public Remarks, SEC Enforcement Director Identifies Key Steps to Promoting Market Integrity: Enforcement Director Gurbir Grewal’s Speech Stresses Importance of ‘Proactive Compliance,’ ‘Proactive Enforcement,’ and Proportional Penalties to Achieving ‘Shared Mission’ of Maintaining Market Integrity and Enhancing Public Confidence in Securities Markets.
Sullivan & Cromwell LLP - October 11, 2021
Publications
October 6, 2021
S&C Memos
October 5, 2021
SEC Proposes Enhanced Proxy Voting Disclosure by Investment Funds and Required Disclosure of “Say-on-Pay” Votes for Institutional Investment Managers: Proposal Shows SEC’s Focus on ESG Matters; Would Also Complete the SEC’s Rulemaking Under Section 951 of the Dodd-Frank Act
Sullivan & Cromwell LLP - October 5, 2021
Blog Posts
October 5, 2021
S&C Memos
October 1, 2021
EU Competition Law and M&A: EU General Court Upholds European Commission’s Analysis of Gun-Jumping by Altice
Sullivan & Cromwell LLP - October 1, 2021
S&C Memos
September 30, 2021
Publications
September 30, 2021
Andy Dietderich Addresses Mexican Bar Association
September 30, 2021
Publications
September 29, 2021
S&C Memos
September 29, 2021
2021 Corporate Governance Trends in the Retail Industry: Brick-and-Mortar and E-Commerce Retail Companies Vary in Adoption of Corporate Governance Practices
Sullivan & Cromwell LLP - September 29, 2021
Publications
September 29, 2021
S&C Memos
September 23, 2021
OFAC Updates Ransomware Advisory: New Guidance Incentivizes Reporting, Defensive Cybersecurity Measures for Companies Facing Ransomware Attacks
Sullivan & Cromwell LLP - September 23, 2021
S&C Memos
September 23, 2021
S&C Memos
September 22, 2021
2021 Corporate Governance Trends in the Consumer Industry: Mega-Cap and Large-Cap Consumer Companies Vary in Adoption of Corporate Governance Practices
Sullivan & Cromwell LLP - September 22, 2021
Publications
September 22, 2021
Blog Posts
September 22, 2021
New York Updates Quarantine Guidance For Fully Vaccinated Individuals
September 22, 2021
Publications
September 22, 2021
S&C Supreme Court Business Review – October Term 2020
Key Highlights for Businesses
September 22, 2021
S&C Memos
September 21, 2021
Ninth Circuit Revives California Ban on Mandatory Arbitration Agreements: Ninth Circuit Permits California to Restrict Mandatory Arbitration Agreements Between Employers and Employees, but Enjoins California From Enforcing Such Restrictions Through Civil or Criminal Sanctions
Sullivan & Cromwell LLP - September 21, 2021
S&C Memos
September 16, 2021
House Ways and Means Committee Releases Proposed Changes to Estate, Gift and Trust Taxation: House Ways and Means Committee Chairman Richard Neal Released the Committee’s Budget Proposal that Includes a Variety of Changes to Federal Estate, Gift and Trust Taxation
Sullivan & Cromwell LLP - September 16, 2021
S&C Memos
September 15, 2021
S&C Memos
September 15, 2021
Community Bank Access to Innovation Through Partnerships: Federal Reserve Publishes Additional Guide for Community Banks
Sullivan & Cromwell LLP - September 15, 2021
S&C Memos
September 14, 2021
Republic of Turkey v. Christie’s, Inc.—Federal Court Dismisses Turkey’s Claim for Ownership of Allegedly Looted Antiquity: Court Finds That Turkey Failed to Prove the Object’s Provenance, and That Claim Was Barred by Laches Due to Delay in Turkey’s Assertion of Its Ownership Right
Sullivan & Cromwell LLP - September 14, 2021
S&C Memos
September 14, 2021
SEC Chair Gensler Highlights Upcoming Requirements for Security-Based Swap Dealers and Major Security-Based Swap Participants: SEC Chair Gary Gensler’s Remarks Before ABA Committee Remind Market Participants of Upcoming Regulatory Changes for Security-Based Swap Dealers and Major Security-Based Swap Participants
Sullivan & Cromwell LLP - September 14, 2021
S&C Memos
September 13, 2021
S&C Memos
September 10, 2021
Fair Lending and Small Businesses: CFPB Proposed Rule Would Implement Dodd-Frank Small Business Lending Data Collection Requirements
Sullivan & Cromwell LLP - September 10, 2021
Publications
September 10, 2021
Frank Aquila Serves as Editor of Shareholder Rights and Activism Review
September 10, 2021
Articles
September 9, 2021
S&C Memos
September 8, 2021
Three Noteworthy Aspects of the DOJ’s Second Announcement Relating to a Bank Merger Under the Biden Administration
Sullivan & Cromwell LLP - September 8, 2021
S&C Memos
September 8, 2021
Publications
September 7, 2021
S&C Memos
September 3, 2021
Bank Due Diligence on Financial Technology Companies: Federal Reserve, FDIC and OCC Publish Guide for Community Banks
Sullivan & Cromwell LLP - September 3, 2021
S&C Memos
September 1, 2021
S&C Memos
August 31, 2021
S&C Memos
August 31, 2021
NYSE Related Party Transaction Amendment: NYSE Adds Back $120,000 Threshold to Related Party Transaction Requirements
Sullivan & Cromwell LLP - August 31, 2021
S&C Memos
August 27, 2021
Hart-Scott-Rodino Act: FTC Revises Treatment of Debt Payoff in HSR Analyses
Sullivan & Cromwell LLP - August 27, 2021
Publications
August 26, 2021
S&C Memos
August 23, 2021
2021 Proxy Season Review: Part 2 (Say-on-Pay Votes and Equity Compensation)
Sullivan & Cromwell LLP - August 23, 2021
Publications
August 19, 2021
S&C Memos
August 18, 2021
S&C Memos
August 16, 2021
CFTC Update on the LIBOR Transition: Recent CFTC Statements and Recommendations Emphasize the Importance of the Transition Away from LIBOR
Sullivan & Cromwell LLP - August 16, 2021
Blog Posts
August 13, 2021
Blog Posts
August 13, 2021
S&C Memos
August 11, 2021
Publications
August 10, 2021
Articles
August 9, 2021
Publications
August 5, 2021
A Look at the Current U.S. Antitrust Landscape
Webinar: Analyzing President Biden’s Executive Order on Promoting Competition
August 5, 2021
Publications
August 4, 2021
Publications
August 3, 2021
S&C Memos
July 30, 2021
Blog Posts
August 4, 2021
S&C Memos
July 29, 2021
Publications
July 28, 2021
S&C Memos
July 27, 2021
2021 Proxy Season Review: Part 1—Rule 14a-8 Shareholder Proposals
Sullivan & Cromwell LLP - July 27, 2021
Publications
July 20, 2021
S&C Memos
July 19, 2021
Hong Kong Business Advisory: U.S. Executive Agencies Publish Advisory Discussing Risks and Considerations for Businesses and Individuals Operating in Hong Kong
Sullivan & Cromwell LLP - July 19, 2021
Publications
July 14, 2021
Publications
July 13, 2021
S&C Memos
July 12, 2021
Blog Posts
July 12, 2021
Publications
July 9, 2021
S&C Memos
July 8, 2021
Supreme Court Business Review: October Term 2020
Sullivan & Cromwell LLP - July 8, 2021
S&C Memos
July 2, 2021
Publications
July 2, 2021
The Globalization of Mass Civil Litigation
S&C’s successful litigation strategy for Volkswagen serves as case study
July 2, 2021
S&C Memos
June 30, 2021
PRGE&J Ret. Sys. Admin. v. Volkswagen–Ninth Circuit Clarifies Limited Availability of Affiliated Ute Presumption in Securities-Fraud Cases: In Ninth Circuit, Reliance Cannot Be Presumed Under Affiliated Ute Where a Securities-Fraud Plaintiff Alleges Both Misstatements and Omissions, Making Certification of Securities Class Actions More Difficult
Sullivan & Cromwell LLP - June 30, 2021
S&C Memos
June 29, 2021
IDI Resolution Plans: FDIC Publishes New Guidance Streamlining Resolution Planning for Specified IDIs
Sullivan & Cromwell LLP - June 29, 2021
S&C Memos
June 28, 2021
Takeaways From the Supreme Court’s NCAA Decision: In overturning the NCAA’s rules limiting “education-related benefits” for student athletes, the Supreme Court also (1) appeared to adopt a more pro-defendant standard for assessing joint ventures under the antitrust laws and (2) signaled a willingness to assess broader challenges to the NCAA.
Sullivan & Cromwell LLP - June 28, 2021
Publications
June 22, 2021
S&C Memos
June 21, 2021
S&C Memos
June 17, 2021
S&C Memos
June 17, 2021
Observations About the U.S. Department of Justice’s First Action Seeking to Block a Merger Under the Biden Administration
Sullivan & Cromwell LLP - June 17, 2021
Publications
June 17, 2021
S&C Memos
June 17, 2021
Proposed “Radical” Changes to New York’s Antitrust Law: Proposed Legislation Would (1) Delay for 60 Days the Consummation of Many Transactions Valued as Low as $9.2 Million and (2) Establish a New “Abuse of Dominance” Standard Subjecting Many Small Businesses to Treble Damages
Sullivan & Cromwell LLP - June 17, 2021
Blog Posts
June 16, 2021
S&C Memos
June 15, 2021
S&C Memos
June 10, 2021
U.S. Senate Passes Bill to Substantially Increase Hart-Scott-Rodino Act Filing Fees for Large Transactions
Sullivan & Cromwell LLP - June 10, 2021
S&C Memos
June 2021
2021 Corporate Governance Trends — U.S. Biopharmaceutical Industry
Sullivan & Cromwell LLP - June 2021
S&C Memos
June 7, 2021
SEC Chair Statement on Rule 10b5-1 Trading Plans: SEC Chair Gensler’s Speech Indicates Areas of Potential Rulemaking
Sullivan & Cromwell LLP - June 7, 2021
Publications
May 29, 2021
Articles
June 6, 2021
S&C Memos
June 4, 2021
U.S. Supreme Court Narrows the Scope of Federal Anti-Hacking Law in Van Buren v. United States: Court Holds That the Computer Fraud and Abuse Act Does Not Apply to an Individual Who Is Authorized to Access Information on a Computer but Does So for an Improper Purpose
Sullivan & Cromwell LLP - June 4, 2021
Publications
June 2, 2021
Publications
May 28, 2021
S&C Memos
May 27, 2021
Three Noteworthy Aspects of the DOJ’s First Announcement Relating to a Bank Merger Under the Biden Administration
Sullivan & Cromwell LLP - May 27, 2021
Blog Posts
May 26, 2021
S&C Memos
May 21, 2021
Publications
May 21, 2021
Blog Posts
May 20, 2021
Publications
May 17, 2021
Articles
May 17, 2021
S&C Memos
May 15, 2021
S&C Memos
May 14, 2021
S&C Alerts
May 13, 2021
Articles
May 7, 2021
Articles
May 7, 2021
Blog Posts
May 7, 2021
S&C Memos
May 6, 2021
Blog Posts
May 6, 2021
Blog Posts
May 6, 2021
Publications
May 5, 2021
Publications
May 3, 2021
S&C Memos
May 3, 2021
S&C Memos
April 30, 2021
Publications
April 29, 2021
S&C Memos
April 29, 2021
Publications
April 26, 2021
Publications
April 20, 2021
S&C Memos
April 22, 2021
Nevada Supreme Court Holds Statutory Business Judgment Rule Applies to All Claims Against Corporate Officers and Directors: State’s Highest Court Refuses to Find Exception to Application of Statute in Favor of “Inherent Fairness” Where Target Board Agrees to Merger With a Controlling Stockholder
Sullivan & Cromwell LLP - April 22, 2021
S&C Memos
April 22, 2021
S&C Memos
April 21, 2021
Fair Lending—Renewed Emphasis?: CFPB and DFS Issuances Signal Potential Renewed Emphasis on Addressing Sex-Based Discrimination in Lending
Sullivan & Cromwell LLP - April 21, 2021
Publications
April 16, 2021
Publications
April 16, 2021
S&C Memos
April 8, 2021
ESG Update: EU Business and Human Rights Developments: EU Parliament Proposes Mandatory Due Diligence and Corporate Accountability Legislation
EU Also Establishes Global Human Rights Sanctions Regime
European Countries and Courts Take Other Steps on Corporate ESG Accountability
EU Also Establishes Global Human Rights Sanctions Regime
European Countries and Courts Take Other Steps on Corporate ESG Accountability
Sullivan & Cromwell LLP - April 8, 2021
S&C Memos
April 6, 2021
S&C Memos
April 6, 2021
Delaware Chancery Court Strikes Down “Unprecedented” Poison Pill: Poison Pill Provision Insufficient to Survive Unocal Scrutiny if Perceived Threat Is Only Hypothetical and the Provision is so Broad as to Abrogate Potentially Innocuous Exercise of Shareholder Rights
Sullivan & Cromwell LLP - April 6, 2021
Publications
April 6, 2021
Articles
April 6, 2021
Publications
April 5, 2021
Publications
April 1, 2021
S&C Memos
April 1, 2021
S&C Memos
April 1, 2021
S&C Memos
April 1, 2021
What Employers Need to Know About the Changing Antitrust Ramifications of No-Poach Agreements and Other Agreements Affecting Employee Compensation: DoJ Follows Through on 2016 Change in Enforcement Policy and Alleges Criminal Violations of the Antitrust Laws Arising from Wage-Fixing Agreements and No-Poach Agreements in Three Recent Indictments
Sullivan & Cromwell LLP - April 1, 2021
Articles
April 1, 2021
S&C Memos
March 31, 2021
New York Department of Financial Services Issues Proposed Guidance on Financial Risks of Climate Change for Insurers: Detailed Guidance Would Establish Expectation That Insurers Integrate Consideration of Climate Risks Into Governance, Operations, Risk Management, Scenario Analysis and Disclosure
Sullivan & Cromwell LLP - March 31, 2021
S&C Memos
March 31, 2021
Changes to UK Takeover Code: Most Significant Changes in a Decade Made as Regulatory Scrutiny of M&A Intensifies Worldwide
Sullivan & Cromwell LLP - March 31, 2021
S&C Memos
March 31, 2021
EU Merger Control: European Commission Extends Jurisdiction to Non-Reportable Transactions
Sullivan & Cromwell LLP - March 31, 2021
Publications
March 29, 2021
S&C Trading & Markets – Surveillance and Enforcement Trends
March 29, 2021
Publications
March 24, 2021
Blog Posts
March 23, 2021
Articles
March 23, 2021
Publications
March 22, 2021
S&C Memos
March 22, 2021
S&C Memos
March 19, 2021
S&C Memos
March 19, 2021
EU Authorities Propose Mandatory Sustainability-Related Key Performance Indicator (KPI) Reporting for EU Companies
Sullivan & Cromwell LLP - March 19, 2021
S&C Memos
March 18, 2021
Publications
March 17, 2021
Blog Posts
March 17, 2021
Articles
March 16, 2021
S&C Memos
March 15, 2021
French Government Renews Measures Regarding Shareholder and Board Meetings in the Context of the COVID-19 Pandemic
Sullivan & Cromwell LLP - March 15, 2021
S&C Memos
March 11, 2021
Virginia Consumer Data Protection Act: Virginia Is the Second State to Enact Comprehensive Privacy Legislation in the U.S.
Sullivan & Cromwell LLP - March 11, 2021
Publications
March 9, 2021
Publications
March 8, 2021
Articles
March 5, 2021
S&C Memos
March 4, 2021
March 2021 Securities Enforcement and Litigation Update
Sullivan & Cromwell LLP - March 4, 2021
Publications
March 4, 2021
S&C Memos
March 3, 2021
Books
March 2, 2021
S&C Memos
March 1, 2021
Coronavirus Aid, Relief, and Economic Security Act—U.S. Department of Labor Issues Guidance on Unemployment Provisions: The Guidance Letters Provide Details on How the Several Expanded Unemployment Benefits Programs Relate to Each Other and Will Be Applied Separately.
Sullivan & Cromwell LLP - March 1, 2021
Articles
February 22, 2021
S&C Memos
February 17, 2021
Review of the Federal Reserve’s Approach to Bank Mergers
Sullivan & Cromwell LLP - February 17, 2021
Publications
February 17, 2021
Publications
February 16, 2021
S&C Critical Insights — Hot Topics in Healthcare Antitrust
February 16, 2021
S&C Memos
February 12, 2021
S&C Memos
February 12, 2021
New York Department of Financial Services Issues Cyber Insurance Risk Framework: The DFS Issues Guidance to Insurers on Best Practices to Manage Their Cyber Insurance Risk
Sullivan & Cromwell LLP - February 12, 2021
Articles
February 12, 2021
S&C Litigators Author Law360 Article on Grand Jury Secrecy Exceptions
February 12, 2021
S&C Memos
February 11, 2021
Anti-Money Laundering Act of 2020: Corporate Transparency Act: Beneficial Ownership Reporting and Disclosure
Sullivan & Cromwell LLP - February 11, 2021
Publications
February 10, 2021
Publications
February 9, 2021
S&C Trading & Markets – What's Next for Enforcement at the SEC?
February 9, 2021
S&C Memos
February 9, 2021
Key Considerations for Fiscal Year 2020 Form 10-K and 20-F Filings: Disclosure Trends and Form Considerations for Issuers Preparing Filings for Fiscal Year 2020
Sullivan & Cromwell LLP - February 9, 2021
S&C Memos
February 8, 2021
BlackRock and State Street Update Proxy Voting Guidelines: Focus on Diversity and Climate Change
Sullivan & Cromwell LLP - February 8, 2021
S&C Memos
February 8, 2021
S&C Memos
February 8, 2021
Articles
February 4, 2021
Publications
February 3, 2021
Blog Posts
February 3, 2021
Updated: OSHA Issues General Guidance on Returning to Work
February 3, 2021
S&C Memos
February 2, 2021
Hart-Scott-Rodino Act: Revised Jurisdictional Thresholds
Sullivan & Cromwell LLP - February 2, 2021
Articles
February 2, 2021
Blog Posts
February 2, 2021
S&C Memos
February 1, 2021
Blog Posts
January 26, 2021
Articles
January 25, 2021
Publications
January 22, 2021
S&C Memos
January 22, 2021
CFTC Approves NFA’s Swap Dealer Model Review Process: CFTC Issues Letter Authorizing the NFA’s Review Process for Approving Swap Dealer Internal Models
Sullivan & Cromwell LLP - January 22, 2021
S&C Memos
January 21, 2021
German Antitrust Law: Major German Competition Law Reform Introduces Merger Control Changes and Claims Role as Leading Tech Antitrust Enforcer
Sullivan & Cromwell LLP - January 21, 2021
S&C Memos
January 15, 2021
S&C Memos
January 15, 2021
SEC Proposes Amendments to Rule 144 Holding Period and Form 144 Filings: Proposal Would Eliminate “Tacking” for Securities Acquired Upon the Conversion or Exchange of Certain Market-Adjustable Securities of Unlisted Issuers and Amend the Form 144 Filing Requirements
Sullivan & Cromwell LLP - January 15, 2021
S&C Memos
January 13, 2021
S&C Memos
January 13, 2021
Department of Labor Finalizes Independent Contractor Classification Rule: “Economic Reality” Test Provides More Predictability as to When Workers Would Be Considered Employees or Independent Contractors, But the Biden Transition Team Has Announced Plans to “Potentially Freeze” the Rule Before it Takes Effect
Sullivan & Cromwell LLP - January 13, 2021
Articles
January 12, 2021
Articles
January 11, 2021
S&C Litigators Author Practical Law Guide to Navigating SLUSA
January 11, 2021
Articles
January 8, 2021
Steve Peikin Authors Law360 Article on SEC Enforcement Approach
January 8, 2021
S&C Memos
January 5, 2021
COVID-19 “Phase IV” Stimulus: Latest Stimulus Legislation Provides Additional Coronavirus Relief
Sullivan & Cromwell LLP - January 5, 2021
S&C Memos
January 3, 2021
S&C Memos
December 31, 2020
S&C Memos
December 31, 2020
S&C Memos
December 29, 2020
S&C Memos
December 29, 2020
Brokered Deposits: FDIC Adopts Final Rule Updating its Brokered Deposits Regulations
Sullivan & Cromwell LLP - December 29, 2020
S&C Memos
December 28, 2020
What Does Brexit Mean for You?
Sullivan & Cromwell LLP - December 28, 2020
S&C Memos
December 23, 2020
S&C Memos
December 23, 2020
Allied Properties Privatization: The Court of Appeal Sanctioned the Scheme and Reversed the Lower Court’s Decision
Sullivan & Cromwell LLP - December 23, 2020
S&C Memos
December 22, 2020
S&C Memos
December 22, 2020
CFTC Cross-Border Swaps Rule: Review of CFTC Final Rule Covering Cross-Border Swaps Registration Thresholds, ANE Transactions, and Substituted Compliance
Sullivan & Cromwell LLP - December 22, 2020
S&C Memos
December 22, 2020
S&C Memos
December 22, 2020
Federal Banking Agencies Propose Cyber Incident Notification Requirements: Proposal Would Require Banking Organizations to Notify Primary Federal Regulator of Significant Incidents Within 36 Hours; Bank Service Providers to Notify Any Affected Bank Immediately
Sullivan & Cromwell LLP - December 22, 2020
S&C Memos
December 21, 2020
SEC Announces the Creation of the Security-Based Swaps Joint Venture: Joint Venture to Be Led by Division of Examinations and Division of Trading and Markets
Sullivan & Cromwell LLP - December 21, 2020
S&C Memos
December 21, 2020
Irish Data Protection Commission Fines Twitter for Failures in Notifying Data Breach: DPC Finds Twitter’s Irish Subsidiary Had Constructive Knowledge of a Personal Data Breach Through its Processor, and Thus Failed to Notify in a Timely Manner and to Adequately Document the Breach.
Sullivan & Cromwell LLP - December 21, 2020
S&C Memos
December 21, 2020
Delaware Supreme Court Affirms Order to Produce Documents and Submit to Deposition in Section 220 Litigation: Section 220 Demand Need Not State an Ultimate Objective When Investigating Corporate Wrongdoing, and Stockholders Need Not Show Possible Wrongdoing Is Actionable
Sullivan & Cromwell LLP - December 21, 2020
Blog Posts
December 21, 2020
S&C Memos
December 20, 2020
EU Antitrust Law: Regulating Big Tech: The Draft EU Platform and Online Content Legislation Reveals an Ambitious Plan
Sullivan & Cromwell LLP - December 20, 2020
S&C Memos
December 18, 2020
COVID-19 Vaccine Policies—What Employers Should Know: U.S. Legal Considerations Regarding Implementing a COVID-19 Vaccine Policy, Including the EEOC’s Recent Guidance
Sullivan & Cromwell LLP - December 18, 2020
Books
December 18, 2020
S&C Memos
December 17, 2020
Anti-Money Laundering Act of 2020: New Legislation to Implement Comprehensive Modernization and Reform of the US AML/CFT Regime
Sullivan & Cromwell LLP - December 17, 2020
S&C Memos
December 17, 2020
S&C Memos
December 16, 2020
CFTC Electronic Trading Rules: CFTC Adopts Final Rule on Electronic Trading Risk Principles
Sullivan & Cromwell LLP - December 16, 2020
S&C Memos
December 14, 2020
Nasdaq Proposes Board Diversity Requirements: Proposed Rule Would Require Companies to Maintain at Least Two Diverse Directors or Explain Why They Do Not Meet That Standard
Sullivan & Cromwell LLP - December 14, 2020
S&C Memos
December 14, 2020
SEC Adopts New Rule to Modernize Fund Valuation Framework: New Rule 2a-5 Under the Investment Company Act of 1940 Establishes Requirements for the Determination of Fair Value for Fund Investments, Codifies the Ability of Fund Boards to Designate a Valuation Designee to Perform Fair Valuation Determinations, and Rescinds Certain Existing Guidance
Sullivan & Cromwell LLP - December 14, 2020
Publications
December 8, 2020
S&C Critical Insights – Annual Overview of Activism Trends
December 8, 2020
S&C Memos
December 8, 2020
S&C Memos
December 4, 2020
Blog Posts
December 4, 2020
S&C Memos
December 3, 2020
Renewables Update—Key Considerations for Renewables Transactions: Renewables M&A Series – Part 3
Sullivan & Cromwell LLP - December 3, 2020
S&C Memos
December 3, 2020
SEC Proposes to Extend Participation in Compensatory Offerings to “Platform Workers” Under Rule 701 and Form S-8: Proposed Temporary Rules Would Permit Corporations, for Five Years, to Use Rule 701 and Form S-8 to Compensate and Make Registered Securities Offerings to Certain Platform Workers.
SEC Also Proposes to Simplify and Modernize the Framework for Compensatory Offerings.
SEC Also Proposes to Simplify and Modernize the Framework for Compensatory Offerings.
Sullivan & Cromwell LLP - December 3, 2020
S&C Memos
December 2, 2020
Review and Analysis of 2020 U.S. Shareholder Activism
Sullivan & Cromwell LLP - December 2, 2020
S&C Memos
December 1, 2020
LIBOR Transition: LIBOR Benchmark Administrator Proposes Extending Publication of Widely Used USD LIBOR Settings to June 30, 2023; Federal Banking Agencies Issue Guidance that Banks Should Generally Cease Entering Into New Contracts Referencing USD LIBOR by End of 2021, and Observes the Extended Date Will Facilitate the Roll-Off of Legacy Contracts
Sullivan & Cromwell LLP - December 1, 2020
Newsletters
December 1, 2020
European M&A and Corporate Governance Hot Topics Update – December 2020
Sullivan & Cromwell LLP - December 1, 2020
S&C Memos
November 25, 2020
S&C Memos
November 23, 2020
SEC Adopts Amendments to Regulation S-K: Amendments to Regulation S-K Modernize, Simplify and Enhance MD&A and Other Financial Disclosures
Sullivan & Cromwell LLP - November 23, 2020
Articles
November 23, 2020
S&C Memos
November 19, 2020
Renewables and Hydrogen Update—U.S. Market and Regulatory Developments: Renewables Series – Part 2
Sullivan & Cromwell LLP - November 19, 2020
Blog Posts
November 19, 2020
California Takes Action to Curb COVID-19 Transmission
November 19, 2020
Publications
November 17, 2020
S&C Critical Insights – An Overview of the Equator Principles 4
November 17, 2020
S&C Memos
November 17, 2020
S&C Memos
November 17, 2020
Publications
November 13, 2020
S&C Memos
November 12, 2020
S&C Memos
November 9, 2020
Renewables Update: Current Market Overview and European Developments: Renewables Series – Part 1
Sullivan & Cromwell LLP - November 9, 2020
Publications
November 6, 2020
S&C Critical Insights – Project Finance Trends in Latin America
November 6, 2020
S&C Memos
November 5, 2020
S&C Memos
November 4, 2020
CFTC Adopts Final Rule for Position Limits: The Final Rule Applies Federal Position Limits to Additional Futures Contracts and Economically Equivalent Swaps, Raises Limits on Legacy Agricultural Contracts and Generally Expands Exemptions from Position Limits, Among Other Changes
Sullivan & Cromwell LLP - November 4, 2020
S&C Memos
November 3, 2020
SEC’s Division of Enforcement 2020 Annual Report Indicates Strong Enforcement Results Despite COVID-19 Challenges
Sullivan & Cromwell LLP - November 3, 2020
Publications
November 2, 2020
S&C Memos
October 29, 2020
The Curious Case of the Allied Properties Privatization: A Practitioner’s View
Sullivan & Cromwell LLP - October 29, 2020
Publications
October 28, 2020
Articles
October 26, 2020
S&C Memos
October 21, 2020
S&C Memos
October 20, 2020
Publications
October 19, 2020
S&C Memos
October 19, 2020
S&C Memos
October 15, 2020
Publications
October 13, 2020
S&C Memos
October 12, 2020
Department of Justice Cryptocurrency Enforcement Framework: DOJ Calls for Increased Interagency and International Cooperation in Enforcing Virtual Currency Regulations.
Sullivan & Cromwell LLP - October 12, 2020
Articles
October 5, 2020
S&C Memos
October 2, 2020
Publications
October 5, 2020
S&C Memos
October 1, 2020
California Expands Board Diversity Requirements: New Minimum Requirements Build Upon Existing Law Mandating Female Representation
Sullivan & Cromwell LLP - October 1, 2020
S&C Memos
October 1, 2020
DOJ and SEC Continue Insider Trading Enforcement: DOJ and SEC Bring Insider Trading Charges Against Index Manager
Sullivan & Cromwell LLP - October 1, 2020
S&C Memos
September 30, 2020
S&C Memos
September 30, 2020
SEC Enhances Whistleblower Program: New Rules Aim to “Properly Award Whistleblowers to the Maximum Extent Appropriate”
Sullivan & Cromwell LLP - September 30, 2020
S&C Memos
September 30, 2020
S&C Memos
September 29, 2020
Proposed Amendments to HSR Rules Would Impact Hostile Acquirers, Activist Investors, Investment Funds and MLPs
Sullivan & Cromwell LLP - September 29, 2020
Blog Posts
September 29, 2020
New York State Sick Leave Goes Into Effect September 30, 2020
September 29, 2020
S&C Memos
September 28, 2020
Hydrogen—Recent Developments in Hydrogen Projects: Hydrogen Series – Part 2
Sullivan & Cromwell LLP - September 28, 2020
S&C Memos
September 28, 2020
Recent Trends in Governance Documents
Sullivan & Cromwell LLP - September 28, 2020
Blog Posts
September 28, 2020
S&C Memos
September 25, 2020
SEC Finalizes Rules Updating Statistical Disclosure Requirements for Banking Registrants: Final Rules Continue the SEC’s Efforts to Eliminate Disclosure Requirements That Overlap With Other SEC Rules and Accounting Standards by Replacing Industry Guide 3 With Updated Disclosure Rules in a New Subpart of Regulation S-K
Sullivan & Cromwell LLP - September 25, 2020
S&C Memos
September 24, 2020
Stablecoin Activities by National Banks: OCC Interpretive Letter Confirms National Bank Authority to Hold Stablecoin Reserves
Sullivan & Cromwell LLP - September 24, 2020
S&C Memos
September 23, 2020
Hydrogen – Fuel of the Future or Just Hot Air?: Hydrogen Series – Part 1
Sullivan & Cromwell LLP - September 23, 2020
Blog Posts
September 23, 2020
S&C Memos
September 21, 2020
Another Court Dismisses PPP Agent Fee Action
Sullivan & Cromwell LLP - September 21, 2020
S&C Memos
September 21, 2020
Implementation of Department of Commerce Prohibitions on Transactions Related to TikTok and WeChat Delayed: Prohibitions on Transactions Related to TikTok Delayed Until September 27 Following President’s Approval of Transaction with Oracle and Walmart; Prohibitions on Transactions Related to WeChat Delayed Temporarily Following United States District Court’s Preliminary Injunction
Sullivan & Cromwell LLP - September 21, 2020
S&C Memos
September 17, 2020
U.S. Department of Labor Issues Regulations Implementing the Families First Coronavirus Response Act’s Leave Provisions
Sullivan & Cromwell LLP - September 17, 2020
Blog Posts
September 17, 2020
Blog Posts
September 17, 2020
Blog Posts
September 17, 2020
Blog Posts
September 17, 2020
Publications
September 16, 2020
Articles
September 16, 2020
Blog Posts
September 16, 2020
Publications
September 14, 2020
S&C Publishes “Securities Enforcement and Litigation Update”
September 14, 2020
S&C Memos
September 11, 2020
Antitrust Division Issues Update to 2015 Business Review Letter on IEEE Guidance for Standard-Essential Patents: Update to 2015 Business Review Letter to IEEE Provides Further Evidence That the Antitrust Division Seeks to Have Market Forces—Rather Than Pre-Set Rules—Impact the Terms of Licenses for Standard Essential Patents
Sullivan & Cromwell LLP - September 11, 2020
S&C Memos
September 11, 2020
U.S. Department of Labor Releases Proposed Regulations Regarding Plan Fiduciary Proxy Voting
Sullivan & Cromwell LLP - September 11, 2020
Blog Posts
September 11, 2020
Department of Labor’s “Joint Employer” Rule Is Struck Down
September 11, 2020
Blog Posts
September 11, 2020
S&C Memos
June 4, 2021
S&C Memos
September 9, 2020
CFTC Capital Requirements: CFTC Adopts Final Rule Implementing Capital Requirements for Swap Dealers and Major Swap Participants
Sullivan & Cromwell LLP - September 9, 2020
S&C Memos
September 4, 2020
West v. ACRE—California Superior Court Refuses Enforcement of Forum Selection Provision Designating Delaware Court of Chancery as Violating Plaintiff’s Right to Trial by Jury: The Los Angeles County Superior Court’s Decision Calls into Question Continued Enforceability by California Courts in Actions at Law of Provisions That Designate Forums Without Trials by Jury
Sullivan & Cromwell LLP - September 4, 2020
Publications
September 2, 2020
S&C Memos
August 31, 2020
SEC Finalizes Amendments to “Accredited Investor” Definition: Amendments Expand Persons and Categories of Entities That Qualify as Accredited Investors
Sullivan & Cromwell LLP - August 31, 2020
Publications
August 31, 2020
S&C Memos
August 31, 2020
SEC Adopts Amendments to Regulation S-K Disclosure Requirements: Amendments Make Disclosures of Business and Risk Factors More Principles-Based, Add a New Human Capital Disclosure Requirement and Update Certain Requirements for Disclosure of Legal Proceedings
Sullivan & Cromwell LLP - August 31, 2020
S&C Memos
August 27, 2020
August 2020 Securities Enforcement and Litigation Update
Sullivan & Cromwell LLP - August 27, 2020
S&C Memos
August 27, 2020
Publications
August 27, 2020
Blog Posts
August 27, 2020
Publications
August 21, 2020
Publications
August 21, 2020
Articles
August 21, 2020
S&C IP Lawyers Author IAM Article on Blockchain and Patent Risk
August 21, 2020
Blog Posts
August 19, 2020
S&C Memos
August 17, 2020
Court Dismisses PPP Agent Fee Action
Sullivan & Cromwell LLP - August 17, 2020
Publications
August 14, 2020
S&C Memos
August 14, 2020
CFTC Continues Insider Trading Enforcement: NYMEX and Two Ex-Staffers to Pay $4M Fine in CFTC Settlement
Sullivan & Cromwell LLP - August 14, 2020
S&C Memos
August 13, 2020
SEC Proposes to Modernize Fund Shareholder Reports and Disclosures: Proposed Amendments Would Modify the Disclosure Framework for Mutual Funds and Exchange-Traded Funds to Create a New Layered Disclosure Approach to Highlight Key Information for Retail Investors
Sullivan & Cromwell LLP - August 13, 2020
S&C Memos
August 12, 2020
Coronavirus Aid, Relief, and Economic Security Act—Key Employer Takeaways
Sullivan & Cromwell LLP - August 12, 2020
S&C Memos
August 12, 2020
Ninth Circuit Holds That Qualcomm’s Patent Licensing Program Does Not Violate U.S. Antitrust Law: Reversing District Court, Court of Appeals Finds That Qualcomm Did Not Have an Antitrust Duty to Deal with Rival Chipmakers and That Qualcomm’s Licensing Practices Were Not Unlawfully Anticompetitive
Sullivan & Cromwell LLP - August 12, 2020
Publications
August 11, 2020
Articles
August 7, 2020
S&C Memos
August 6, 2020
IRS Issues Final and Proposed Regulations on Section 163(j) Interest Deduction Limitation: Final Regulations Adopt 2018 Proposed Regulations With Key Modifications
Sullivan & Cromwell LLP - August 6, 2020
S&C Memos
August 6, 2020
Treasury and IRS Release Proposed Regulations Under the “Carried Interest” Rules of Section 1061: Proposed Regulations Resolve Several Ambiguities Under the Statute
Sullivan & Cromwell LLP - August 6, 2020
S&C Memos
August 5, 2020
Publications
August 3, 2020
S&C Memos
October 7, 2020
S&C Memos
July 31, 2020
New York State Department of Financial Services Announces First Enforcement Action Under Cybersecurity Regulations: Action Against Title Insurance Company Based on Asserted Failure to Protect Tens of Millions of Documents Containing Sensitive Consumer Information
Sullivan & Cromwell LLP - July 31, 2020
Publications
July 29, 2020
S&C Memos
July 28, 2020
Trends in U.S. Director Compensation
Sullivan & Cromwell LLP - July 28, 2020
S&C Memos
July 28, 2020
SEC Adopts New Rules for Proxy Advisors and Provides Supplemental Guidance on Voting Responsibilities of Investment Advisers: Proxy Advisors Required to Provide Notice of Company Responses to Recommendations and Comprehensive Disclosure of Conflicts of Interest
Sullivan & Cromwell LLP - July 28, 2020
S&C Memos
July 27, 2020
France Temporarily Increases Level of Scrutiny for Foreign Investments in French Strategic Listed Entities: Until December 31, 2020, Non-EU/EEA Investors Crossing the 10% Threshold in Voting Rights of French Strategic Listed Entities Will Be Covered by the French Screening Regime
Sullivan & Cromwell LLP - July 27, 2020
Publications
July 24, 2020
S&C Memos
July 24, 2020
S&C Memos
July 24, 2020
S&C Memos
July 23, 2020
Custody of Crypto Assets by National Banks: OCC Interpretive Letter Confirms National Bank Authority to Provide Cryptocurrency Custody Services
Sullivan & Cromwell LLP - July 23, 2020
S&C Memos
July 23, 2020
S&C Memos
July 22, 2020
2020 Proxy Season Review Part 2—Say-on-Pay Votes and Equity Compensation
Sullivan & Cromwell LLP - July 22, 2020
S&C Memos
July 22, 2020
Amendments to Delaware’s General Corporation Law: Affecting Emergency Bylaws, Indemnification and Other Matters
Sullivan & Cromwell LLP - July 22, 2020
S&C Memos
July 22, 2020
FDIC Requests Comments on Potential Program to Promote Banks’ Use of New Technologies: FDIC Requests Information and Comment Relating to the Potential Establishment of a Standards-Based Voluntary Certification Framework to Facilitate Banks’ Use of Financial Technology
Sullivan & Cromwell LLP - July 22, 2020
Publications
July 21, 2020
S&C Memos
July 20, 2020
S&C Memos
July 17, 2020
Supreme Court Business Review: October Term 2019
Sullivan & Cromwell LLP - July 17, 2020
Publications
July 17, 2020
Publications
July 16, 2020
S&C Memos
July 15, 2020
2020 Proxy Season Review: Part 1—Rule 14a-8 Shareholder Proposals
Sullivan & Cromwell LLP - July 15, 2020
S&C Memos
July 15, 2020
Blog Posts
July 14, 2020
Articles
July 10, 2020
Articles
July 10, 2020
S&C Memos
July 9, 2020
DOL Formally Reinstates Pre-2016 Fiduciary Rule Regulations and Proposes New Prohibited Transaction Exemption: Proposed Exemption Would Allow Financial Institutions and Their Employees to Receive Otherwise Impermissible Compensation and Engage in Principal Transactions.
Sullivan & Cromwell LLP - July 9, 2020
Blog Posts
July 9, 2020
S&C Alerts
July 8, 2020
Articles
July 8, 2020
Newsletters
July 8, 2020
S&C Publishes M&A Hot Topics Quarterly Update – Q2 2020
Sullivan & Cromwell LLP - July 8, 2020
S&C Memos
July 7, 2020
Hong Kong Autonomy Act: U.S. Congress Passes Sanctions Bill in Response to Chinese National Security Law
Sullivan & Cromwell LLP - July 7, 2020
Blog Posts
July 6, 2020
S&C Memos
July 2, 2020
Targeted Resolution Plan Requirements: Federal Reserve and FDIC Provide Information to U.S. G-SIBs Regarding 2021 Targeted Resolution Plans
Sullivan & Cromwell LLP - July 2, 2020
S&C Memos
July 2, 2020
U.S. Antitrust Regulators Publish Final Vertical Merger Guidelines
On June 30, 2020, the Antitrust Division of the U.S. Department of Justice and the Federal Trade Commission jointly issued final Vertical Merger Guidelines outlining considerations relevant to application of the antitrust laws to transactions combining assets at different levels of a supply chain. This guidance will apply to any transaction not strictly confined to combining assets at the same level of a supply chain.
Sullivan & Cromwell LLP - July 2, 2020
Publications
July 2, 2020
Publications
July 1, 2020
S&C Memos
July 1, 2020
Seila Law v. CFPB — U.S. Supreme Court Removes Limitations on President’s Ability to Remove CFPB Director, but Leaves CFPB Otherwise Intact: Court’s Decision Leaves Open Questions of the Validity of Prior CFPB Actions and the Structure of Other Federal Agencies
Sullivan & Cromwell LLP - July 1, 2020
Blog Posts
July 1, 2020
Articles
July 1, 2020
S&C Memos
July 1, 2020
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - July 1, 2020
S&C Memos
June 30, 2020
Publications
June 30, 2020
Publications
June 29, 2020
S&C Memos
June 29, 2020
Business Continuity Planning Following COVID-19: Considerations for U.S. Public Company Directors
Sullivan & Cromwell LLP - June 29, 2020
S&C Memos
June 29, 2020
S&C Memos
June 29, 2020
Blog Posts
June 29, 2020
S&C Memos
June 27, 2020
Volcker Rule: Federal Agencies Finalize Amendments to Covered Funds Provisions
Sullivan & Cromwell LLP - June 27, 2020
S&C Memos
June 26, 2020
CFTC Electronic Trading Rules: CFTC Releases New Proposed Rule on Electronic Trading Risk Principles and Withdraws Regulation AT Proposal
Sullivan & Cromwell LLP - June 26, 2020
S&C Memos
June 26, 2020
S&C Memos
June 26, 2020
U.S. Department of Labor Announces Proposal Affecting Plan Fiduciaries and ESG Investments
Sullivan & Cromwell LLP - June 26, 2020
S&C Memos
June 26, 2020
UK Merger Control: UK Government Adds to National Security Intervention Powers
Sullivan & Cromwell LLP - June 26, 2020
S&C Memos
June 25, 2020
SEC Issues Additional COVID-19 Disclosure Guidance: Division of Corporation Finance Provides Additional Disclosure Guidance for Reporting on the Impact of COVID-19 and the Office of the Chief Accountant Issues Statement on the Importance of High-Quality Financial Reporting in Light of COVID-19
Sullivan & Cromwell LLP - June 25, 2020
Publications
June 24, 2020
Publications
June 23, 2020
S&C Memos
June 23, 2020
Publications
June 22, 2020
Publications
June 22, 2020
Publications
June 22, 2020
S&C Memos
June 18, 2020
EU Merger Control: European Commission’s Broad-Brush “Four-To-Three Is Bad” Approach Taken Down By General Court In Three-O2 Judgment
Sullivan & Cromwell LLP - June 18, 2020
Blog Posts
June 17, 2020
Blog Posts
June 17, 2020
Publications
June 16, 2020
S&C Memos
June 16, 2020
Books
June 15, 2020
Publications
June 15, 2020
Publications
June 15, 2020
Publications
June 12, 2020
S&C Memos
June 12, 2020
Publications
June 11, 2020
Publications
June 9, 2020
Publications
June 9, 2020
S&C Memos
June 9, 2020
S&C Memos
June 8, 2020
S&C Memos
June 6, 2020
Paycheck Protection Program: Key Changes Enacted in the Paycheck Protection Program Flexibility Act of 2020
Sullivan & Cromwell LLP - June 6, 2020
S&C Memos
June 5, 2020
U.K. Covid Corporate Financing Facility: U.K. Government Updates Terms of Covid Corporate Financing Facility
Sullivan & Cromwell LLP - June 5, 2020
Publications
June 4, 2020
S&C Memos
June 15, 2021
S&C Memos
June 3, 2020
S&C Memos
June 2, 2020
SCOTUS Rules in GE v. Outokumpu That Non-Signatories May Enforce an International Arbitration Agreement
Sullivan & Cromwell LLP - June 2, 2020
S&C Memos
May 29, 2020
SEC Adopts Amendments to Required Financial Disclosures Regarding Acquisitions and Dispositions of Businesses: SEC Adopts Amendments to Update Significance Tests, Expand Use of Pro Forma Financial Information in Measuring Significance and Amend the Pro Forma Financial Information Requirements With Respect to Presenting Adjustments
Sullivan & Cromwell LLP - May 29, 2020
S&C Memos
May 29, 2020
Blog Posts
May 29, 2020
S&C Memos
May 28, 2020
Guidance on Small-Dollar Loans: Federal Reserve, FDIC, NCUA and OCC Issue Interagency Lending Principles for Offering Responsible Small-Dollar Loans
Sullivan & Cromwell LLP - May 28, 2020
Articles
May 28, 2020
S&C Memos
May 27, 2020
S&C Memos
May 21, 2020
NYSE Provides Temporary COVID-19 Exception From Shareholder Approval Requirements Under 20% Rule
Sullivan & Cromwell LLP - May 21, 2020
S&C Memos
May 21, 2020
New Guidance on How Civil Monetary Penalties Are Determined in CFTC Enforcement Matters: The CFTC Division of Enforcement Issued New Guidance Requiring Staff to Consider the Gravity of the Violation, Mitigating and Aggravating Circumstances, and Other Considerations in Recommending Civil Monetary Penalties.
Sullivan & Cromwell LLP - May 21, 2020
Articles
May 21, 2020
Blog Posts
May 20, 2020
Blog Posts
May 20, 2020
Articles
May 18, 2020
Publications
May 15, 2020
Blog Posts
May 15, 2020
Blog Posts
May 15, 2020
Publications
May 15, 2020
Articles
May 15, 2020
Publications
May 12, 2020
Publications
May 12, 2020
S&C Memos
May 12, 2020
Blog Posts
May 12, 2020
S&C Memos
May 11, 2020
S&C Memos
May 11, 2020
NASDAQ Provides Temporary COVID-19 Exception From Shareholder Approval Requirements Under 20% Rule
Sullivan & Cromwell LLP - May 11, 2020
Articles
May 6, 2020
S&C Memos
May 4, 2020
French Financial Markets Authority Proposes New Measures Concerning Shareholder Activism: AMF Proposals Aiming at Improving Transparency of Market Transactions and Dialogue Among Shareholders and Issuers, and at Strengthening the AMF’s Capabilities During Activist Campaigns
Sullivan & Cromwell LLP - May 4, 2020
Blog Posts
May 4, 2020
S&C Memos
May 1, 2020
S&C Memos
May 1, 2020
CFIUS Filing Fees: Filing Fees Effective for Transactions Entered Into On or After February 13, 2020
Sullivan & Cromwell LLP - May 1, 2020
Blog Posts
May 1, 2020
S&C Memos
April 30, 2020
Sustainable Finance Update: EU Taxonomy, Updated Equator Principles, New Actions by Securities Regulators and Other Recent Developments
Sullivan & Cromwell LLP - April 30, 2020
Publications
April 30, 2020
S&C Memos
April 29, 2020
SEC Proposes New Rule to Modernize Fund Valuation Framework: Proposed Rule 2a-5 Under the Investment Company Act of 1940 Would Establish Requirements for the Determination of Fair Value for Fund Investments, Codify the Ability of Fund Boards to Assign Fair Value Determinations to a Fund’s Investment Adviser and Rescind Certain Existing Guidance
Sullivan & Cromwell LLP - April 29, 2020
Publications
April 29, 2020
Articles
April 29, 2020
Publications
April 28, 2020
Publications
April 27, 2020
S&C Critical Insights – The Impacts of COVID-19 on U.K. M&A
April 27, 2020
Publications
April 27, 2020
Publications
April 27, 2020
S&C Memos
April 27, 2020
Publications
April 27, 2020
COVID-19 Crisis Global Capital Markets Opportunities Guide
April 27, 2020
Books
April 27, 2020
Books
April 27, 2020
S&C Memos
April 23, 2020
Paycheck Protection Program: Stimulus Legislation To Replenish the Paycheck Protection Program by Providing an Additional $310 Billion
Sullivan & Cromwell LLP - April 23, 2020
S&C Memos
April 23, 2020
COVID-19 Response—Return-to-Work Considerations for Employers
Sullivan & Cromwell LLP - April 23, 2020
S&C Memos
April 22, 2020
Heightened Scrutiny of Foreign Investments in France: New Set of Foreign Investment Measures Adopted in France and Applicable as from April 1, 2020
Sullivan & Cromwell LLP - April 22, 2020
Blog Posts
April 22, 2020
S&C Memos
April 21, 2020
United States Supreme Court Grants Certiorari in Van Buren v. United States: Court Will Review Whether the Computer Fraud and Abuse Act Prohibits an Individual Who Is Authorized to Access Information on a Computer for Specific Purposes from Accessing that Information for an Improper Purpose
Sullivan & Cromwell LLP - April 21, 2020
S&C Memos
April 21, 2020
OFAC Guidance in Response to COVID-19: OFAC Issues Guidance on Sanctions Compliance and Provision of Humanitarian Assistance and Trade to Combat COVID-19
Sullivan & Cromwell LLP - April 21, 2020
S&C Memos
April 21, 2020
Supreme Court—AIA Precludes Judicial Review of PTAB’s Decision to Institute Inter Partes Review: Court Holds 35 U.S.C. § 314(d) Generally Precludes Appeals of PTO IPR Institution Decisions, Including Decisions Regarding Whether the IPR Is Time-Barred Under § 315(b).
Sullivan & Cromwell LLP - April 21, 2020
Blog Posts
April 21, 2020
Blog Posts
April 21, 2020
Publications
April 20, 2020
Publications
April 20, 2020
Books
April 20, 2020
S&C Memos
April 16, 2020
Blog Posts
April 16, 2020
S&C Memos
April 15, 2020
S&C Memos
April 15, 2020
NYC Comptroller Announces Results of Board/CEO Diversity Search Policy Campaign: Most Companies Receiving a 2020 Proxy Season Shareholder Proposal From the NYC Comptroller Have Implemented a Policy Requiring Consideration of Qualified Women and People of Color as Candidates in Director and External CEO Searches
Sullivan & Cromwell LLP - April 15, 2020
S&C Memos
April 15, 2020
Articles
April 15, 2020
S&C Memos
April 14, 2020
S&C Memos
April 14, 2020
Germany to Adopt Increased Level of Scrutiny for Foreign Investments
Sullivan & Cromwell LLP - April 14, 2020
Blog Posts
April 14, 2020
S&C Memos
April 13, 2020
CFTC Margin Requirements for Uncleared Swaps: CFTC Revises Final Deadline for Compliance With Rule on Margin Requirements for Uncleared Swaps
Sullivan & Cromwell LLP - April 13, 2020
S&C Memos
April 13, 2020
S&C Memos
April 13, 2020
District Court Rejects Request to Enjoin Bank from Establishing Eligibility Criteria for Paycheck Protection Program Applications Beyond Those Set Forth in the CARES Act: Court Holds that There is No Private Right of Action Under the CARES Act, and that the Act Allows Lenders to Establish Additional Eligibility Criteria for Paycheck Protection Program Loans
Sullivan & Cromwell LLP - April 13, 2020
S&C Memos
April 13, 2020
Federal Reserve COVID-19 Response: Federal Reserve Takes Additional Actions to Provide Up to $2.3 Trillion in Loans to Support Economy in Response to COVID-19
Sullivan & Cromwell LLP - April 13, 2020
S&C Memos
April 10, 2020
EU State Aid: European Commission Expands COVID-19 State Aid Temporary Framework, and Approves 52 State Aid Notifications Worth Over €500bn
Sullivan & Cromwell LLP - April 10, 2020
Publications
April 9, 2020
Publications
April 9, 2020
S&C Memos
April 9, 2020
S&C Memos
April 9, 2020
S&C Memos
April 9, 2020
S&C Memos
April 9, 2020
SEC Staff Updates COVID 19 Shareholder Meeting Guidance: Updated Guidance Relaxes Notice and Access Timing Requirements When Delays Are Unavoidable
Sullivan & Cromwell LLP - April 9, 2020
S&C Memos
April 9, 2020
S&C Publishes M&A Hot Topics Quarterly Update – Q1 2020
Sullivan & Cromwell LLP - April 9, 2020
S&C Memos
April 7, 2020
S&C Memos
April 6, 2020
Articles
April 6, 2020
S&C Memos
April 3, 2020
California Governor Issues Executive Order Relating to Virtual-Only Shareholder Meeting Requirements for California Corporations
Sullivan & Cromwell LLP - April 3, 2020
Publications
April 2, 2020
S&C Memos
April 2, 2020
Blog Posts
April 2, 2020
Publications
April 1, 2020
Publications
March 31, 2020
S&C Memos
March 31, 2020
Blog Posts
March 31, 2020
S&C Memos
March 30, 2020
S&C Memos
March 30, 2020
S&C Memos
March 30, 2020
S&C Memos
March 30, 2020
SEC Issues COVID-19 Disclosure Guidance and Extends Conditional Relief from Reporting Requirements: Staff Provides Guidance for Reporting on the Impact of the COVID-19 Crisis and Issues New Orders Extending Relief for Public Companies, Investment Funds and Investment Advisers
Sullivan & Cromwell LLP - March 30, 2020
S&C Memos
March 30, 2020
Coronavirus Aid, Relief, and Economic Security (CARES) Act—Business Tax Provisions: CARES Act Provides Tax Relief to Businesses
Sullivan & Cromwell LLP - March 30, 2020
Publications
March 30, 2020
S&C Memos
March 29, 2020
CARES Act Limits Share Repurchases: Coronavirus Aid, Relief, and Economic Security Act Contains Limitation on Share Repurchases for Companies Receiving Assistance
Sullivan & Cromwell LLP - March 29, 2020
S&C Memos
March 29, 2020
Coronavirus Aid, Relief, and Economic Security Act: Sweeping Stimulus Legislation Authorizes $500 Billion to Support Distressed Sectors of the Economy, Temporary Suspension or Modification of Certain Banking Provisions and Nearly $350 Billion to Support Small Businesses Through a Temporary Paycheck Protection Program in Response to the Coronavirus Outbreak
Sullivan & Cromwell LLP - March 29, 2020
S&C Memos
March 27, 2020
French Government Adopts Measures Regarding Shareholders’ Meetings and Board Meetings in Response to COVID-19: The Ministry of Economy and Finance adopted measures to remove certain legal and administrative constraints which apply to French corporations and other entities and which cannot be complied with following COVID-19 outbreak
Sullivan & Cromwell LLP - March 27, 2020
S&C Memos
March 27, 2020
SEC Wins Digital Asset Decision: Court Endorses the Application of Howey to Digital Assets and ICOs and Issues Injunction Barring Distribution of Telegram’s Grams
Sullivan & Cromwell LLP - March 27, 2020
S&C Memos
March 27, 2020
Using Rights Plans to Preserve Net Operating Losses
Sullivan & Cromwell LLP - March 27, 2020
Publications
March 26, 2020
S&C Memos
March 26, 2020
CFTC Virtual Currency Guidance: CFTC Issues Guidance on What Constitutes the “Actual Delivery” of Virtual Currencies in the Context of Retail Commodity Transactions
Sullivan & Cromwell LLP - March 26, 2020
S&C Memos
March 26, 2020
Impact of COVID-19 on Shareholder Activism and Unsolicited Offers: Considerations for U.S. Public Companies
Sullivan & Cromwell LLP - March 26, 2020
Articles
March 26, 2020
Publications
March 25, 2020
S&C Memos
March 25, 2020
Federal Reserve Issues Statement on Adjustments to Its Supervisory Approach in Light of the COVID 19 National Emergency: Regulator Outlines Adjustments Designed to Assist Financial Institutions in Deploying Resources While Continuing to Support Customers and Local Economies; Confirms No Delay in April 6 CCAR Capital Plan Submission Deadline
Sullivan & Cromwell LLP - March 25, 2020
S&C Memos
March 25, 2020
S&C Memos
March 25, 2020
S&C Memos
March 25, 2020
NYDFS Superintendent Adopts Emergency Regulation to Implement Executive Order 202.9: NYDFS Superintendent Adopts Emergency Regulation to Implement Relief From Residential Mortgage Payments and Banking Fees for Individuals Experiencing Financial Hardship Due to COVID 19
Sullivan & Cromwell LLP - March 25, 2020
S&C Alerts
March 25, 2020
S&C Memos
March 24, 2020
SEC Provides Temporary Flexibility in Lending and Borrowing Arrangements to Registered Open-End Funds and Separate Accounts: Latest Action Follows a Series of Recent Steps Taken by the Agency to Provide Assistance and Relief to Funds and Investment Advisers in Response to Coronavirus
Sullivan & Cromwell LLP - March 24, 2020
S&C Memos
March 24, 2020
S&C Memos
March 24, 2020
Publications
March 23, 2020
Publications
March 23, 2020
S&C Memos
March 23, 2020
Remote Notarizations in New York: Governor Cuomo Issues Executive Order Permitting Notarization via Audio-Video Technology through April 18, 2020
Sullivan & Cromwell LLP - March 23, 2020
Articles
March 23, 2020
Articles
March 23, 2020
S&C Memos
March 22, 2020
S&C Memos
March 21, 2020
Update: New York Governor Issues Executive Order Expressly Permitting Virtual-Only Meetings Until April 19, 2020 for New York Corporations
Sullivan & Cromwell LLP - March 21, 2020
S&C Memos
March 20, 2020
Delaware Supreme Court Upholds Forum Selection for Securities Act Claims: Charter Mandating That Federal Securities Act Claims Be Filed in Federal Courts Held to Be Permissible Under Section 102(b)(1) of the Delaware General Corporation Law and Thus Facially Valid
Sullivan & Cromwell LLP - March 20, 2020
Publications
March 20, 2020
Publications
March 20, 2020
Publications
March 20, 2020
S&C Memos
March 20, 2020
EU State Aid: Temporary Framework for EU State Aid in Response to COVID-19 Outbreak (Update)
Sullivan & Cromwell LLP - March 20, 2020
S&C Memos
March 20, 2020
Senior Executive Illness Due to COVID-19: Disclosure Considerations for U.S. Public Companies
Sullivan & Cromwell LLP - March 20, 2020
S&C Memos
March 19, 2020
S&C Memos
March 19, 2020
S&C Memos
March 19, 2020
U.S., European Merger Review Adapts to COVID-19 Crisis: Agencies Working Remotely, Modified Timelines Expected
Sullivan & Cromwell LLP - March 19, 2020
S&C Memos
March 19, 2020
S&C Memos
March 19, 2020
FinCEN Guidance in Response to COVID-19: FinCEN Issues BSA Reporting Guidance
Sullivan & Cromwell LLP - March 19, 2020
Publications
March 19, 2020
Publications
March 19, 2020
S&C Memos
March 19, 2020
ISS Publishes New Climate Proxy Voting Guidelines: Thematic Specialty Voting Policy Intended to Respond to Growing Investor Focus on Climate Risk and Includes Potential Recommendations Against Directors for Failure to Adequately Address Climate-Related Risks and, Under Extraordinary Circumstances, for Other ESG Failures (Including Director Actions on Other Boards)
Sullivan & Cromwell LLP - March 19, 2020
S&C Memos
March 18, 2020
Recent Developments Regarding Virtual Shareholder Meetings: Legal Considerations in Light of COVID-19 and New SEC Guidance
Sullivan & Cromwell LLP - March 18, 2020
S&C Memos
March 18, 2020
COVID-19: Corporate Governance Considerations in Response to COVID-19 Outbreak
Sullivan & Cromwell LLP - March 18, 2020
S&C Memos
March 18, 2020
French Financial Markets Authority Announces Ban on Short Selling on All French Trading Venues: AMF Takes Temporary Action to Prohibit Short Selling of All Publicly Traded Equity Securities on French Trading Venues in Response to Market Turmoil Related to COVID-19 Outbreak
Sullivan & Cromwell LLP - March 18, 2020
Blog Posts
March 18, 2020
S&C Memos
March 17, 2020
EU State Aid: Temporary Framework for EU State Aid in Response to COVID-19 Outbreak
Sullivan & Cromwell LLP - March 17, 2020
S&C Memos
March 17, 2020
CFTC Provides Relief to Market Participants in Response to COVID-19: DSIO and DMO Issue No-Action Letters Granting Temporary, Conditional Relief to CFTC Registrants for Recordkeeping Requirements for Oral Communications, Time-Stamping Requirements and for the Filing of Annual Compliance Reports
Sullivan & Cromwell LLP - March 17, 2020
Blog Posts
March 13, 2020
Blog Posts
March 13, 2020
S&C Memos
March 12, 2020
U.S. Department of Labor Issues Workplace Guidelines for Coronavirus Outbreak, Including Specific Guidance on FMLA, FLSA and FECA
Sullivan & Cromwell LLP - March 12, 2020
Blog Posts
March 12, 2020
S&C Memos
March 10, 2020
Sustainability Matters: The Rise of ESG Metrics in Executive Compensation
Sullivan & Cromwell LLP - March 10, 2020
S&C Memos
March 9, 2020
Delaware Chancery Court Finds Pending Derivative Action May Compromise Independence of Special Committee: Court Rules That Allegation That a Majority of the Special Committee May Have Been Motivated to Ratify Proposed Freeze-out in Order to Extinguish Underlying Derivative Litigation Risk Was Sufficient to Overcome a Motion to Dismiss.
Sullivan & Cromwell LLP - March 9, 2020
Articles
March 2, 2020
S&C Memos
February 28, 2020
United States v. Hoskins—District Court Rejects DOJ’s Attempt to Expand Extraterritorial Reach of FCPA Through Agency Liability: U.S. District Court for the District of Connecticut Finds That the Trial Evidence Did Not Support a Finding That the Defendant Was an Agent of a U.S. Company and Grants Post-Conviction Motion for Judgment of Acquittal of FCPA Charges
Sullivan & Cromwell LLP - February 28, 2020
Blog Posts
February 27, 2020
S&C Memos
February 25, 2020
National Labor Relations Board Issues Rule Defining Joint-Employer Standard: Board Provides More Certainty as to When Franchisors or Users of Contracted Services Would Be Considered Joint Employers Along with the Actual Employers of Those Providing the Services
Sullivan & Cromwell LLP - February 25, 2020
Articles
February 21, 2020
S&C Memos
February 19, 2020
UK Merger Control: The UK Competition and Markets Authority Breaks New Ground in Asserting Jurisdiction Over Mergers With no Effects in the UK
Sullivan & Cromwell LLP - February 19, 2020
Blog Posts
February 19, 2020
Articles
February 18, 2020
S&C Memos
February 13, 2020
The New CFIUS After Implementation of Expanded Authorities: Final Revisions to Rules for Foreign Investment Review by the United States Government Have Become Effective
Sullivan & Cromwell LLP - February 13, 2020
S&C Memos
February 13, 2020
S&C Publishes European M&A and Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - February 13, 2020
S&C Memos
February 12, 2020
Edgewell/Harry’s Merger – A Cautionary Tale: Abandoned Merger Signals Active Agency Scrutiny of Disruptive Competitors
Sullivan & Cromwell LLP - February 12, 2020
Books
February 11, 2020
S&C Memos
February 6, 2020
FDIC Securitization Safe Harbor Rule: Amendment to FDIC Securitization Safe Harbor Rule to Limit Requirement to Comply with SEC Regulation AB to Public Offerings
Sullivan & Cromwell LLP - February 6, 2020
Blog Posts
February 6, 2020
S&C Memos
February 5, 2020
SEC Proposes Amendments to Regulation S-K and Releases Public Statement on Disclosure Initiatives: In Addition to Proposing Amendments to Simplify and Update MD&A Disclosure, the SEC Chairman Released a Public Statement Regarding Environmental and Climate-Related Disclosures and Other Disclosure Initiatives
Sullivan & Cromwell LLP - February 5, 2020
S&C Memos
February 4, 2020
Blog Posts
February 3, 2020
S&C Memos
January 31, 2020
Volcker Rule: Federal Agencies Propose Amendments to Covered Funds Provisions
Sullivan & Cromwell LLP - January 31, 2020
S&C Memos
January 31, 2020
S&C Memos
January 31, 2020
Federal Reserve Final Rule for Determining “Control”: Federal Reserve Adopts Final Rule Revising the “Controlling Influence” Prong of Its Control Rules
Sullivan & Cromwell LLP - January 31, 2020
Publications
January 31, 2020
Publications
January 28, 2020
S&C Memos
January 28, 2020
Hart-Scott-Rodino Act: Revised Jurisdictional Thresholds
Sullivan & Cromwell LLP - January 28, 2020
Articles
January 27, 2020
Articles
January 21, 2020
S&C Memos
January 21, 2020
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - January 21, 2020
S&C Memos
January 17, 2020
Delaware Chancery Court Orders Production of Board Materials and Deposition of Corporate Representative in Section 220 Books and Records Litigation: Court Rejects Argument That Stockholders Must Assert a Credible Basis of Actionable Wrongdoing to Obtain Books and Records and Places Burden on Company to Identify Relevant Documents
Sullivan & Cromwell LLP - January 17, 2020
S&C Memos
January 16, 2020
IRS Releases Proposed Regulations on the Limitation on Deduction for Executive Compensation: Proposed Regulations Widen Scope of Section 162(m), Include Significant Guidance Related to Partnerships and Generally Adopt the Grandfathering Provisions Contained in Notice 2018-68
Sullivan & Cromwell LLP - January 16, 2020
S&C Memos
January 16, 2020
CFTC Proposes Cross-Border Swaps Rule: CFTC Cross-Border Swaps Rule Proposal Addresses Registration Thresholds, ANE Transactions, and Substituted Compliance
Sullivan & Cromwell LLP - January 16, 2020
S&C Memos
January 15, 2020
S&C Memos
January 14, 2020
S&C Publishes M&A Hot Topics Quarterly Update
Sullivan & Cromwell LLP - January 14, 2020
S&C Memos
January 12, 2020
U.S. Antitrust Regulators Publish Significant Guidance Concerning Vertical Mergers – 30-Day Public Comment Period
Sullivan & Cromwell LLP - January 12, 2020
S&C Memos
January 10, 2020
Community Reinvestment Act: FDIC and OCC Issue Notice of Proposed Rulemaking on Revisions to the Community Reinvestment Act Regulations
Sullivan & Cromwell LLP - January 10, 2020
Articles
January 10, 2020
S&C Memos
January 7, 2020
Publications
January 7, 2020
S&C Critical Insights – The California Consumer Privacy Act
January 7, 2020
S&C Memos
January 7, 2020
S&C Memos
January 7, 2020
Key Considerations for Fiscal Year 2019 Form 10-K and 20-F Filings: Disclosure, Accounting and Form Considerations for Issuers Preparing Filings for Fiscal Year 2019
Sullivan & Cromwell LLP - January 7, 2020
S&C Memos
January 7, 2020
SEC Proposes Changes to Accredited Investor Definition: Proposed Amendments Would Expand Persons and Categories of Entities that Qualify as Accredited Investors
Sullivan & Cromwell LLP - January 7, 2020
Articles
January 7, 2020
S&C Memos
January 6, 2020
S&C Memos
January 6, 2020
U.S. v. Blaszczak – “Personal Benefit” Test Does Not Apply to Title 18 Insider Trading Cases: The Second Circuit Lowers the Standard for Proving Title 18 Insider Trading, Making It Easier for the Government to Bring Insider Trading Cases Where There Is No “Personal Benefit” to the Insider Who Discloses Information
Sullivan & Cromwell LLP - January 6, 2020
S&C Memos
January 6, 2020
Biopharma Mergers Remain in Global Antitrust Spotlight: Abandoned Illumina/Pacific Biosciences Merger Exemplifies Increased Scrutiny in US and UK
Sullivan & Cromwell LLP - January 6, 2020
Publications
January 3, 2020
S&C Memos
January 2, 2020
Financial Stability Oversight Council: FSOC Finalizes Changes to Nonbank SIFI Designation Guidance
Sullivan & Cromwell LLP - January 2, 2020
S&C Memos
December 30, 2019
New York State Department of Financial Services Issues to Its Regulated Institutions a Request for Assurance of Preparedness for LIBOR Transition
Sullivan & Cromwell LLP - December 30, 2019
S&C Memos
December 27, 2019
Federal Banking Agencies Provide “No Action” Relief for Bank Extensions of Credit to Portfolio Companies of Institutional Investors Owning More Than 10% of the Bank’s Stock
Sullivan & Cromwell LLP - December 27, 2019
S&C Memos
December 20, 2019
Delaware Chancery Court Rejects MAE Termination of Merger Agreement: The Court Finds Buyer Breached Best Efforts Covenant and Orders Buyer to Close Transaction
Sullivan & Cromwell LLP - December 20, 2019
Blog Posts
December 20, 2019
Articles
December 20, 2019
S&C Memos
December 19, 2019
S&C Memos
December 19, 2019
S&C Memos
December 18, 2019
S&C Memos
December 16, 2019
Brokered Deposits: FDIC Proposes to Revise Its Rules on Brokered Deposits
Sullivan & Cromwell LLP - December 16, 2019
S&C Memos
December 12, 2019
Bank Capital Requirements: Banking Agencies Finalize Rule Revising the Regulatory Capital Definition of High Volatility Commercial Real Estate Exposure
Sullivan & Cromwell LLP - December 12, 2019
S&C Memos
December 11, 2019
Articles
December 11, 2019
S&C Memos
December 10, 2019
Bank Capital Requirements: Federal Bank Regulators Finalize Standardized Approach for Calculating the Exposure Amount of Derivative Contracts
Sullivan & Cromwell LLP - December 10, 2019
S&C Memos
December 9, 2019
S&C Memos
December 9, 2019
Antitrust Division Issues Business Review Letter to End Standard-Setting Investigation: The Division Completed an Investigation of Standard-Setting Activities by Issuing a Business Review Letter, and Provided Guidance on Safeguards for Standard-Setting Organizations
Sullivan & Cromwell LLP - December 9, 2019
S&C Memos
December 6, 2019
IRS Issues Final and Proposed Regulations on BEAT: The Final Regulations Retain the General Framework of the 2018 Proposed Regulations with Important Clarifications. New Proposed Regulations Add an Election to Waive Deductions to Avoid the Threshold for BEAT Application.
Sullivan & Cromwell LLP - December 6, 2019
S&C Memos
December 4, 2019
Bank Capital Requirements: Banking Agencies Issue Final Supplementary Leverage Ratio Rule for Custodial Banks
Sullivan & Cromwell LLP - December 4, 2019
S&C Memos
December 2, 2019
Treasury and IRS Release Proposed Regulations on Transition From Interbank Offered Rates to Other Reference Rates: The Proposed Regulations Provide Guidance on the Tax Consequences of the Transition to the Use of Reference Rates Other Than Interbank Offered Rates in Debt Instruments and Non-Debt Contracts
Sullivan & Cromwell LLP - December 2, 2019
S&C Memos
December 2, 2019
S&C Memos
December 2, 2019
NYSE Proposes to Expand Permitted Use of Direct Listings: Proposal Would Permit Companies to Raise Capital in Direct Listings and Modify Distribution Requirements
Sullivan & Cromwell LLP - December 2, 2019
Publications
November 26, 2019
S&C Critical Insights – Getting the Deal Done: Cross-Border M&A
November 26, 2019
Articles
November 26, 2019
S&C Memos
November 21, 2019
S&C Memos
November 15, 2019
Ninth Circuit Denies Altera’s Petition for Rehearing: After the Ninth Circuit Held Against Altera, the Ninth Circuit Denies Altera’s Petition for Rehearing En Banc
Sullivan & Cromwell LLP - November 15, 2019
S&C Memos
November 14, 2019
S&C Memos
November 14, 2019
Publications
November 13, 2019
Articles
October 2019
S&C Memos
November 6, 2019
Review and Analysis of 2019 U.S. Shareholder Activism
Sullivan & Cromwell LLP - November 6, 2019
S&C Memos
November 4, 2019
S&C Memos
October 25, 2019
Executive Orders Regarding the Issuance and Use of Agency Guidance: Orders Impose Publication Requirements, Heightened Requirements for “Significant Guidance Documents,” and Restrictions on the Reliance on Guidance Documents in Certain Administrative Actions
Sullivan & Cromwell LLP - October 25, 2019
S&C Memos
October 24, 2019
Resolution Planning Requirements: Federal Reserve and FDIC Adopt Final Rule Revising Dodd-Frank Resolution Plan Requirements for Foreign and Domestic Banking Organizations
Sullivan & Cromwell LLP - October 24, 2019
Articles
October 24, 2019
S&C Memos
October 23, 2019
S&C Memos
October 22, 2019
S&C Memos
October 21, 2019
S&C Memos
October 21, 2019
New SEC Staff Guidance on Shareholder Proposals: Continues to Encourage Board of Director Involvement in the “Ordinary Business” Exclusion and Provides Guidance on Useful Factors and Analyses from 2019 Proxy Season
Discourages No-Action Requests Based on Overly Technical Readings of Shareholder Proof of Ownership Letter Requirements
Discourages No-Action Requests Based on Overly Technical Readings of Shareholder Proof of Ownership Letter Requirements
Sullivan & Cromwell LLP - October 21, 2019
Articles
October 21, 2019
S&C Memos
October 18, 2019
Regulatory Tailoring for Large Domestic and Foreign Banking Organizations: Banking Agencies Finalize Significant Revisions to the Application of Enhanced Prudential Standards and Capital and Liquidity Requirements to Large U.S. and Foreign Banking Organizations
Sullivan & Cromwell LLP - October 18, 2019
S&C Memos
October 10, 2019
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - October 10, 2019
S&C Memos
October 10, 2019
Federal Reserve Proposes Regulatory Capital Framework for Insurance Depository Institution Holding Companies: FRB Issues Notice of Proposed Rulemaking to Establish Capital Requirements for Savings and Loan Holding Companies Significantly Engaged in Insurance
Sullivan & Cromwell LLP - October 10, 2019
Books
October 9, 2019
S&C Memos
October 8, 2019
Corporate Governance Update – Launch of 2020 ISS Comment Period: Comment Period for the ISS Benchmark Policy Open Until October 18
Sullivan & Cromwell LLP - October 8, 2019
S&C Memos
October 7, 2019
CFIUS Modernization: Treasury Proposes CFIUS Regulations to Implement Reforms Enacted Under the Foreign Investment Risk Review Modernization Act of 2018
Sullivan & Cromwell LLP - October 7, 2019
S&C Memos
October 7, 2019
SEC Adopts New ETF Rule and Related Form Amendments and Issues Exemptive Order
Sullivan & Cromwell LLP - October 7, 2019
S&C Memos
October 4, 2019
S&C Memos
October 4, 2019
Uncleared Swaps—Proposed Amendments to Margin Requirements: Prudential Regulators Propose Rules Amending Current Swap Margin Requirements for Covered Swap Entities
Sullivan & Cromwell LLP - October 4, 2019
Blog Posts
October 4, 2019
S&C Memos
October 1, 2019
S&C Memos
September 30, 2019
Community Bank Capital Requirements: FDIC Adopts Final Rule Simplifying Capital Requirements for Qualifying Community Banking Organizations
Sullivan & Cromwell LLP - September 30, 2019
S&C Memos
September 27, 2019
“Test-the-Waters” Communications: SEC Adopts Rule Permitting All Issuers to Use “Test-the-Waters” Communications
Sullivan & Cromwell LLP - September 27, 2019
Publications
September 26, 2019
Alex Willscher Authors Chapter of Defending Federal Criminal Cases
September 26, 2019
S&C Memos
September 24, 2019
SEC Proposes Rules to Update Statistical Disclosure Requirements for Banking Registrants: Proposed Rules Would Continue the SEC’s Efforts to Eliminate Disclosure Requirements that Overlap With Other SEC Rules and Accounting Standards by Replacing Industry Guide 3 With Updated Disclosure Rules in a New Subpart of Regulation S-K
Sullivan & Cromwell LLP - September 24, 2019
S&C Memos
September 19, 2019
Treasury and IRS Release Proposed Regulations on Cloud Computing and Digital Content Transactions: The Proposed Regulations Generally Would Extend Rules Applicable to Computer Programs to Other Digital Content, Provide Guidance for Classifying Cloud Transactions and Treat Sales of Downloaded Material Based on the User’s Location for U.S. Tax Purposes
Sullivan & Cromwell LLP - September 19, 2019
Publications
September 18, 2019
S&C Memos
September 18, 2019
S&C Memos
September 17, 2019
S&C Memos
September 12, 2019
EEOC Pay Data Reporting Requirement Changes: EEOC Plans Not To Collect Further Pay Data After Receipt of 2017 and 2018 Data Required by Court Order
Sullivan & Cromwell LLP - September 12, 2019
Books
September 9, 2019
Articles
September 5, 2019
Publications
September 3, 2019
S&C Critical Insights – M&A landscape: 2019 and beyond
September 3, 2019
Articles
September 3, 2019
Articles
August 29, 2019
Books
August 27, 2019
S&C Memos
August 26, 2019
Books
August 26, 2019
S&C Memos
August 22, 2019
Volcker Rule: Office of the Comptroller of the Currency and Federal Deposit Insurance Corporation Finalize Amendments to Implementing Regulations, with Approval by Other Agencies Expected to Follow; Additional Covered Funds-Related Amendments to be Addressed in Future Rulemaking
Sullivan & Cromwell LLP - August 22, 2019
Blog Posts
August 22, 2019
New York State Adopts New Legislation Governing the Workplace
August 22, 2019
S&C Memos
August 21, 2019
New York State Adopts New Legislation Governing the Workplace: Governor Cuomo Signs Bills That Loosen the Legal Standards Governing Sexual Harassment and Discrimination Claims, Ban Salary History Inquiries in Connection with Hiring, Expand the Scope of the State’s Equal Pay Act, and Prohibit Race Discrimination Based on Natural Hair or Hairstyles
Sullivan & Cromwell LLP - August 21, 2019
S&C Memos
August 20, 2019
Corporation Purpose: Business Roundtable “Statement on the Purpose of a Corporation” Proposes New Paradigm.
Sullivan & Cromwell LLP - August 20, 2019
Articles
August 16, 2019
Books
August 14, 2019
S&C Memos
August 12, 2019
Publications
August 9, 2019
S&C Memos
August 7, 2019
2019 Proxy Season Review Part 3—Say-on-Pay Votes and Equity Compensation
Sullivan & Cromwell LLP - August 7, 2019
Publications
August 5, 2019
S&C Memos
August 2, 2019
Publications
August 1, 2019
Publications
August 1, 2019
S&C Memos
July 29, 2019
S&C Memos
July 26, 2019
FTC Settlement with Facebook Over Privacy Policies Imposes Unprecedented Penalties and Restrictions: Proposed Settlement Requires Facebook to Pay a Record-Breaking $5 Billion Penalty, Modify Its Corporate Governance Structure, and Submit to Third-Party Oversight of Its Privacy Program
Sullivan & Cromwell LLP - July 26, 2019
S&C Memos
July 26, 2019
S&C Memos
July 25, 2019
2019 Proxy Season Review Part 2—ISS Negative Recommendations Against Directors
Sullivan & Cromwell LLP - July 25, 2019
Blog Posts
July 25, 2019
S&C Memos
July 23, 2019
Blog Posts
July 23, 2019
S&C Memos
July 18, 2019
SEC and FINRA Issue Joint Staff Statement on Broker-Dealer Custody of Digital Asset Securities: Identifies Compliance Challenges for Broker-Dealers Seeking to Custody Digital Asset Securities and Welcomes Ongoing Engagement With Industry on Proposed Methods to Comply
Sullivan & Cromwell LLP - July 18, 2019
S&C Memos
July 18, 2019
Publications
July 17, 2019
S&C Memos
July 15, 2019
DOJ Issues Guidance on the Evaluation of Antitrust Compliance Programs: Antitrust Division Reverses Longstanding Policy of Refusing to Consider Compliance Programs in Charging Decisions and Issues Detailed Guidance for Assessing Effectiveness of Antitrust Compliance Programs
Sullivan & Cromwell LLP - July 15, 2019
S&C Memos
July 12, 2019
Bank Capital Requirements: Federal Banking Agencies Finalize Capital Rule Simplifications for Non-Advanced Approaches Banking Organizations
Sullivan & Cromwell LLP - July 12, 2019
S&C Memos
July 12, 2019
2019 Proxy Season Review Part 1—Rule 14a-8 Shareholder Proposals
Sullivan & Cromwell LLP - July 12, 2019
Publications
July 11, 2019
S&C Memos
July 10, 2019
Volcker Rule: Federal Banking Agencies, SEC and CFTC Approve Final Rule to Exclude Certain Smaller Institutions from Banking Entity Status and Modify Fund Name-Sharing Restrictions, Conforming to the Economic Growth, Regulatory Relief, and Consumer Protection Act
Sullivan & Cromwell LLP - July 10, 2019
S&C Memos
July 9, 2019
Bank Capital Requirements: Federal Reserve Eliminates Standalone Prior Approval Requirement for Common Stock Repurchases
Sullivan & Cromwell LLP - July 9, 2019
S&C Memos
July 8, 2019
S&C Memos
July 8, 2019
Sustainable Finance Update: New Loan Standards, Proposed EU Green Bond Standard and Other Recent Developments
Sullivan & Cromwell LLP - July 8, 2019
S&C Memos
July 5, 2019
SEC Issues Final Rule Establishing Standards of Conduct for Broker-Dealers and Interpretation of the Fiduciary Duty of Investment Advisers
Sullivan & Cromwell LLP - July 5, 2019
S&C Memos
July 3, 2019
Supreme Court Business Review: October Term 2018
Sullivan & Cromwell LLP - July 3, 2019
S&C Memos
July 1, 2019
Treasury and IRS Release Regulations on the GILTI High Tax Exclusion: The Regulations Limit the GILTI High Tax Exclusion for Current and Prior Taxable Years, but Propose a Future Election to Exclude High-Taxed Foreign Income of Commonly Owned CFCs on a QBU-by-QBU Basis
Sullivan & Cromwell LLP - July 1, 2019
S&C Memos
July 1, 2019
Securities Offering Registration Exemptions: The SEC Issues Comprehensive Request for Comment on the Framework for Exempt Offerings under the Securities Act
Sullivan & Cromwell LLP - July 1, 2019
S&C Memos
July 1, 2019
New York State Ban on Arbitration of Sexual Harassment Claims Preempted, Court Rules: New York Federal Court Holds That New York State’s Recently Adopted Ban on Pre-Dispute Agreements To Arbitrate Claims of Sexual Harassment Is Unenforceable as to Those Agreements Covered by the Federal Arbitration Act.
Sullivan & Cromwell LLP - July 1, 2019
Books
July 1, 2019
Publications
July 1, 2019
Blog Posts
July 1, 2019
New York State Ban on Arbitration of Sexual Harassment Claims Preempted, Court Rules
New York Federal Court Holds That New York State’s Recently Adopted Ban on Pre-Dispute Agreements To Arbitrate Claims of Sexual Harassment Is Unenforceable as to Those Agreements Covered by the Federal Arbitration Act.
July 1, 2019
S&C Memos
June 28, 2019
S&C Memos
June 28, 2019
Treasury and IRS Release Temporary Regulations Limiting Section 245A Dividends Received Deduction: The Temporary Regulations apply retroactively to limit the Section 245A dividends received deduction and the Section 954(c)(6) exception for distributions attributable to certain transactions.
Sullivan & Cromwell LLP - June 28, 2019
S&C Memos
June 27, 2019
S&C Memos
June 26, 2019
S&C Memos
June 26, 2019
Iran Sanctions Update: United States Sanctions Iran’s Supreme Leader and the Supreme Leader’s Office, and Expands Sanctions Authorities Targeting Iranian Officials and Front Companies; Foreign Financial Institutions That Conduct Transactions for the New Sanctions Targets Also May Be Sanctioned
Sullivan & Cromwell LLP - June 26, 2019
S&C Memos
June 26, 2019
OFAC Modifies Sanctions Reporting Requirements: OFAC Has Amended its Reporting, Procedures and Penalties Regulations (31 C.F.R. part 501) to Extend Rejected Transaction Reporting Requirements to Non-Financial Institutions and Incorporate New Reporting Requirements
Sullivan & Cromwell LLP - June 26, 2019
S&C Memos
June 25, 2019
FMI v. Argus Leader Media — Supreme Court Broadens Scope of FOIA Exemption: Court Holds That, Under FOIA, the Federal Government May Not Disclose Commercial Information That a Corporation Has Kept Private and Provided to the Government Under an Assurance of Privacy
Sullivan & Cromwell LLP - June 25, 2019
S&C Memos
June 24, 2019
S&C Memos
June 20, 2019
S&C Memos
June 20, 2019
Publications
June 18, 2019
S&C Memos
June 17, 2019
Federal Reserve Proposes Amendments to CSI and FOIA Regulations: Proposal Provides Greater Clarity, but Does not Address a Number of Key Issues
Sullivan & Cromwell LLP - June 17, 2019
S&C Memos
June 17, 2019
New Type of Lawsuit Involving Securitized Debt—Citing Madden, Plaintiffs Contend That Credit Card Debt Became Subject to NY Usury Laws Once the Debt Was Securitized: A Successful Outcome for Plaintiffs Could Threaten the Ability to Securitize All Debt—Not Just Credit Card—Because It Would Expose Securitized Debt to State-By-State Regulation
Sullivan & Cromwell LLP - June 17, 2019
S&C Memos
June 14, 2019
Cryptocurrency Regulation: FinCEN Issues Updated Convertible Virtual Currency Guidance
Sullivan & Cromwell LLP - June 14, 2019
S&C Memos
June 12, 2019
S&C Memos
June 4, 2019
Blog Posts
June 4, 2019
U.S. Supreme Court Clarifies Procedures for Federal Employment Discrimination Law Claims
Supreme Court Unanimously Holds That Title VII’s Pre-Suit Administrative Charge Requirement Is Not Jurisdictional and Can Be Waived If Employers Do Not Timely Object.
June 4, 2019
Articles
May 30, 2019
S&C Memos
May 30, 2019
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - May 30, 2019
S&C Memos
May 29, 2019
Books
May 2019
S&C Memos
May 24, 2019
S&C Memos
May 15, 2019
S&C Memos
May 10, 2019
DOJ Focus on Officer and Director Interlocks
Sullivan & Cromwell LLP - May 10, 2019
S&C Memos
May 10, 2019
S&C Memos
May 10, 2019
S&C Memos
May 9, 2019
S&C Memos
May 8, 2019
Financial Disclosures About Acquired and Disposed Businesses: Proposed Amendments Update Significance Tests, Expand Use of Pro Forma Financial Information in Measuring Significance, and Amend the Pro Forma Financial Information Requirements with Respect to Presenting Adjustments
Sullivan & Cromwell LLP - May 8, 2019
Articles
May 6, 2019
Blog Posts
May 6, 2019
S&C Memos
May 3, 2019
S&C Memos
May 3, 2019
Federal Court Issues Decision Denying OCC’s Ability to Issue National Bank Charters to Non-Depository “FinTechs”: Southern District of New York Rules in Favor of the N.Y. Department of Financial Services’s Claims That Chartering Decision Exceeded Scope of Comptroller of the Currency’s Authority Under the National Bank Act
Sullivan & Cromwell LLP - May 3, 2019
S&C Memos
May 3, 2019
S&C Memos
May 1, 2019
CFPB Shifts Direction—Implications of Proposed Rescission of Portions of Payday Lending Regulation: CFPB Preliminarily Concludes That the 2017 Final Rule Lacked a Sufficiently Robust Factual Basis Given the Impact on the Industry, and Preliminarily Rejects Prior Legal Analysis of Unfair and Abusive Practices Supporting Rule Provisions
Sullivan & Cromwell LLP - May 1, 2019
S&C Memos
April 29, 2019
SEC Set to Approve Non-Transparent ETFs
Sullivan & Cromwell LLP - April 29, 2019
S&C Memos
April 29, 2019
S&C Memos
April 26, 2019
Class Arbitration: U.S. Supreme Court Holds That an Ambiguous Arbitration Agreement Cannot Support Class Arbitration
Sullivan & Cromwell LLP - April 26, 2019
Articles
April 26, 2019
S&C Memos
April 25, 2019
DOL Proposes New Joint-Employer Rule: U.S. Department of Labor Proposes Significant Revision to Test for Determining Joint-Employer Status Under the FLSA
Sullivan & Cromwell LLP - April 25, 2019
Blog Posts
April 26, 2019
DOL Proposes New Joint-Employer Rule
U.S. Department of Labor Proposes Significant Revision to Test for Determining Joint-Employer Status Under the FLSA
April 26, 2019
S&C Memos
April 24, 2019
Federal Reserve Proposes Comprehensive Regulation for Determining “Control”: Federal Reserve Proposes Revision of Its Control Rules
Sullivan & Cromwell LLP - April 24, 2019
S&C Memos
April 24, 2019
Books
April 24, 2019
S&C Memos
April 23, 2019
Regulatory Tailoring for Foreign Banking Organizations: Federal Bank Regulators Propose Significant Revisions to the Application of Prudential Standards to Foreign Banking Organizations and Seek Comment on Whether to Impose Standardized Liquidity Requirements on their U.S. Branches and Agencies
Sullivan & Cromwell LLP - April 23, 2019
S&C Memos
April 18, 2019
Delaware Supreme Court Again Reverses Court of Chancery Appraisal Decision: The Court Directs Entry of Judgment at Deal Price Less Synergies, 22.6% Below Deal Price
Sullivan & Cromwell LLP - April 18, 2019
S&C Memos
April 18, 2019
Publications
April 16, 2019
S&C Memos
April 15, 2019
EEOC Pay Data Rule: EEO-1 Data Update—Uncertainty Remains as to When Employers May Be Required To Submit EEO-1 Pay and Hour Data for 2018
Sullivan & Cromwell LLP - April 15, 2019
S&C Memos
April 15, 2019
EU Foreign Direct Investment Regime Enters into Force: New EU Regulation Focuses on Cooperation Between Member States and the EU Commission
Sullivan & Cromwell LLP - April 15, 2019
Blog Posts
April 12, 2019
S&C Memos
April 11, 2019
Publications
April 10, 2019
S&C Memos
April 8, 2019
Regulatory Tailoring: Federal Bank Regulators Propose Significant Revisions to the Application of Prudential Standards for Foreign Banking Organizations, Seek Comment on Whether to Impose Standardized Liquidity Requirements on Their U.S. Branches and Agencies, and Propose Significant Revisions to Resolution Planning Requirements
Sullivan & Cromwell LLP - April 8, 2019
S&C Memos
April 5, 2019
Publications
April 2, 2019
S&C Memos
April 1, 2019
Articles
March 29, 2019
S&C Memos
March 28, 2019
S&C Memos
March 25, 2019
Critical Audit Matters Guidance: The PCAOB Provides Guidance Regarding Implementation of Critical Audit Matter Requirements
Sullivan & Cromwell LLP - March 25, 2019
S&C Memos
March 22, 2019
SEC Adopts Amendments to Modernize and Simplify Disclosure Requirements: Simplifies Exhibit Practices and Related Process for Confidential Treatment Requests as well as Incorporation by Reference and Streamlines MD&A to Provide Flexibility in Discussing Historical Periods
Sullivan & Cromwell LLP - March 22, 2019
S&C Memos
March 21, 2019
S&C Memos
March 21, 2019
EEOC Pay Data Rule: Federal Court Overturns OMB’s Stay of EEOC Pay Data Collection Rule as “Arbitrary and Capricious”; EEOC Not Yet Requesting Pay Data.
Sullivan & Cromwell LLP - March 21, 2019
Publications
March 20, 2019
S&C Memos
March 14, 2019
Review and Analysis of 2018 U.S. Shareholder Activism
Sullivan & Cromwell LLP - March 14, 2019
S&C Memos
March 14, 2019
Banking Organization Capital Plans and Stress Tests: Federal Reserve Announces Limitation and Phase-Out of the Qualitative Objection to Capital Plans and Issues Instructions and Supervisory Scenarios for the 2019 Comprehensive Capital Analysis and Review and Dodd-Frank Act Stress Test Exercises
Sullivan & Cromwell LLP - March 14, 2019
Publications
March 14, 2019
Articles
March 12, 2019
S&C Memos
March 11, 2019
Immunity of International Organizations: U.S. Supreme Court Rejects Absolute Immunity for International Organizations Under International Organizations Immunity Act
Sullivan & Cromwell LLP - March 11, 2019
Blog Posts
March 11, 2019
Blog Posts
March 8, 2019
Federal Court Overturns OMB’s Stay of EEOC Pay Data Collection Rule, Finding It Was “Arbitrary and Capricious”
Decision Reinstates Employer Requirement to Submit EEO-1 Forms With Pay Data Information by Gender, Race and Ethnicity
March 8, 2019
S&C Memos
March 1, 2019
Nasdaq Amends and Clarifies Listing Requirements for Direct Listings
Sullivan & Cromwell LLP - March 1, 2019
S&C Memos
February 27, 2019
“Test-the-Waters” Communications: The SEC Proposes to Expand the Permitted Use of “Test-the-Waters” Communications to All Issuers
Sullivan & Cromwell LLP - February 27, 2019
S&C Memos
February 27, 2019
New York Department of Financial Services Addresses Use of External Consumer Data and Information Sources in Underwriting for Life Insurance: NYDFS Issues Circular Letter on the Use of External Consumer Data and Information Sources in Underwriting for Life Insurance
Sullivan & Cromwell LLP - February 27, 2019
Publications
February 25, 2019
S&C Memos
February 22, 2019
Bank Capital Plans and Stress Tests: Federal Reserve Seeks to Enhance Transparency of Its Stress Testing Program Through Amendments to Its Scenario Design Framework, a New Stress Testing Policy Statement, and Enhancements to Supervisory Stress Test Disclosure
Sullivan & Cromwell LLP - February 22, 2019
S&C Memos
February 21, 2019
Community Bank Capital Requirements: Federal Bank Regulators Propose Simplified Leverage Capital Ratio for Qualifying Community Banking Organizations
Sullivan & Cromwell LLP - February 21, 2019
S&C Memos
February 15, 2019
Hart-Scott-Rodino Act: HSR Act Revised Jurisdictional Thresholds
Sullivan & Cromwell LLP - February 15, 2019
S&C Memos
February 13, 2019
S&C Memos
February 11, 2019
S&C Memos
February 11, 2019
S&C Memos
February 5, 2019
Publications
February 1, 2019
Articles
January 31, 2019
Books
January 29, 2019
Blog Posts
January 22, 2019
Supreme Court Grants Certiorari in Fort Bend County v. Davis
Court to Consider Whether Title VII’s Administrative Exhaustion Requirement Is Waivable
January 22, 2019
S&C Memos
January 18, 2019
Considerations for Brazilian Borrowers and Lenders of U.S. Syndicated Loans
Sullivan & Cromwell LLP - January 18, 2019
S&C Memos
January 17, 2019
Uncleared Security-Based Swaps: SEC Proposes Rules Requiring the Application of Risk Mitigation Techniques to Uncleared Portfolios of Security-Based Swaps
Sullivan & Cromwell LLP - January 17, 2019
S&C Memos
January 15, 2019
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - January 15, 2019
Articles
January 14, 2019
Publications
January 11, 2019
S&C Memos
January 10, 2019
District Court Holds That FRAND Commitment Does Not Require Licensing at Chip Level: E.D. Texas Holding Is Contrary to Recent N.D. California Decision
Sullivan & Cromwell LLP - January 10, 2019
S&C Memos
January 7, 2019
S&C Memos
January 3, 2019
S&C Memos
January 3, 2019
Articles
January 2, 2019
S&C Memos
December 31, 2018
Articles
December 2018
S&C Memos
December 27, 2018
Bank Capital Requirements: Federal Banking Agencies Release Final Rule Regarding the Implementation of CECL, and Federal Reserve Provides Guidance on CECL and CCAR
Sullivan & Cromwell LLP - December 27, 2018
S&C Memos
December 27, 2018
Bank Stress Tests: FDIC and OCC Propose Amendments to Their Stress Testing Rules
Sullivan & Cromwell LLP - December 27, 2018
S&C Memos
December 26, 2018
S&C Memos
December 21, 2018
S&C Memos
December 21, 2018
Depository Institution Management Interlocks Act: Threshold Increase for the Major Assets Prohibition in the Depository Institution Management Interlocks Act Rules
Sullivan & Cromwell LLP - December 21, 2018
S&C Memos
December 20, 2018
Brokered Deposits: FDIC Seeks Public Input as It Comprehensively Reviews Brokered Deposit and Interest Rate Regulations
Sullivan & Cromwell LLP - December 20, 2018
S&C Memos
December 20, 2018
Periodic Reporting: The SEC Requests Comment on the Nature, Timing and Frequency of Periodic Reporting, and on Earnings Release and Earnings Guidance Practices
Sullivan & Cromwell LLP - December 20, 2018
S&C Memos
December 19, 2018
Key Considerations for Fiscal Year 2018 Form 10-K and 20-F Filings: Disclosure, Accounting and Form Considerations for Issuers Preparing Filings for Fiscal Year 2018
Sullivan & Cromwell LLP - December 19, 2018
Articles
December 13, 2018
Articles
December 12, 2018
S&C Memos
December 10, 2018
Basel Committee on Banking Supervision Publishes Report on Cyber-Resilience Practices
Sullivan & Cromwell LLP - December 10, 2018
S&C Memos
December 7, 2018
Articles
December 2018
S&C Memos
December 6, 2018
Articles
December 4, 2018
S&C Memos
November 30, 2018
Deputy Attorney General Rod Rosenstein Announces Revisions to Yates Memo
Sullivan & Cromwell LLP - November 30, 2018
Articles
November 2018
Publications
November 28, 2018
S&C Memos
November 28, 2018
Developments at the Antitrust Division: Recent Enforcement and Policy Developments—New Tools and New Theories
Sullivan & Cromwell LLP - November 28, 2018
S&C Memos
November 27, 2018
SEC Statement on Securities Law Considerations for Digital Asset Securities: Reiterates That ICO Tokens and Other Digital Asset Securities May Raise Issues Under Not Only the Securities Act But Also the Exchange Act, Investment Company Act and Investment Advisers Act; Notes Remedies of Rescission Rights and Forced Public Company Reporting
Sullivan & Cromwell LLP - November 27, 2018
S&C Memos
November 27, 2018
S&C Memos
November 26, 2018
Bank Capital Requirements: Federal Bank Regulators Propose Standardized Approach for Calculating the Exposure Amount of Derivative Contracts
Sullivan & Cromwell LLP - November 26, 2018
S&C Memos
November 21, 2018
United States Supreme Court Denies Certiorari in Bank of America, N.A. v. Lusnak: U.S. Supreme Court Declines Review of Ninth Circuit’s Holding That the National Bank Act Does Not Preempt California Law Requiring Banks to Pay Interest on Mortgage Escrow Accounts
Sullivan & Cromwell LLP - November 21, 2018
Articles
November 2018
S&C Memos
November 19, 2018
S&C Memos
November 19, 2018
S&C Memos
November 15, 2018
Preparing for the 2019 Proxy Season: Practical Guidance for Directors and Board Committees
Sullivan & Cromwell LLP - November 15, 2018
Articles
November 9, 2018
S&C Memos
November 8, 2018
Articles
November 7, 2018
Sullivan & Cromwell Mourns the Passing of Partner Daryl A. Libow
November 7, 2018
Publications
November 5, 2018
S&C Memos
November 5, 2018
New Supervisory Rating System for Large Banking Organizations: Federal Reserve Establishes a New Rating System for the Supervision of Large Financial Institutions
Sullivan & Cromwell LLP - November 5, 2018
S&C Memos
November 5, 2018
S&C Memos
November 5, 2018
S&C Memos
October 31, 2018
IRS Issues Proposed Regulations on Section 956: Proposed Regulations Would Reduce Amounts Subject to U.S. Taxation for Certain U.S. Corporate Taxpayers
Sullivan & Cromwell LLP - October 31, 2018
S&C Memos
October 25, 2018
UK Court of Appeal Holds Offer of Global License Consistent With FRAND Obligation: Affirms Decision of Lower Court in Unwired Planet v. Huawei
Sullivan & Cromwell LLP - October 25, 2018
S&C Memos
October 25, 2018
New SEC Staff Guidance on Shareholder Proposals
Continues to Encourage Board of Director Involvement in the “Ordinary Business” and “Economic Relevance” Exclusions and Provides Examples of Useful Factors from 2018 Proxy Season
Opens Door for “Ordinary Business” and “Micromanagement” Exclusions for Proposals Addressing Executive Compensation
Sullivan & Cromwell LLP - October 25, 2018
S&C Memos
October 23, 2018
S&C Memos
October 22, 2018
DOJ Releases New Memorandum on Standards and Policies for Retention of Corporate Compliance Monitors: The New Memorandum Emphasizes the Need for a Careful Weighing of Costs and Benefits by Prosecutors Before Seeking the Imposition of a Monitorship in Connection with a Corporate Criminal Settlement
Sullivan & Cromwell LLP - October 22, 2018
S&C Memos
October 22, 2018
SEC Reopens Comment Period on Proposed Rules Regarding Security-Based Swaps: SEC Reopens Comment Period and Requests Additional Comment on Previously Proposed Rules Regarding Capital, Margin and Collateral Segregation Requirements for Security-Based Swap Dealers and Major Security-Based Swap Participants
Sullivan & Cromwell LLP - October 22, 2018
S&C Memos
October 22, 2018
Corporate Governance Updates—Launch of 2019 ISS Comment Period and Release of Commonsense Principles 2.0
Comment Period for the ISS Benchmark Policy Opens, With No Proposed Action on Some of the Most Controversial Topics Covered by the 2019 Survey
“Commonsense Principles 2.0” Aim to Combat Unhealthy Short-Termism
Sullivan & Cromwell LLP - October 22, 2018
S&C Memos
October 18, 2018
Mandatory CFIUS Filings for Foreign Investment in Specified Critical Technologies Companies: New Pilot Program Pursuant to Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA) Will Require Filings With CFIUS for Controlling or Non-controlling Investments in Specified Critical Technologies Companies
Sullivan & Cromwell LLP - October 18, 2018
S&C Memos
October 17, 2018
S&C Memos
October 17, 2018
S&C Publishes M&A Hot Topics Quarterly Update
Sullivan & Cromwell LLP - October 17, 2018
Blog Posts
October 16, 2018
New York City Human Rights Law Amendment Concerning Reasonable Accommodations
Law Requires “Cooperative Dialogue” Between Employers and Employees and Documentation of Final Determinations
October 16, 2018
S&C Memos
October 12, 2018
CFTC Continues Enforcement Focus, Forms Insider Trading Task Force: The CFTC Focused a Series of Recent Enforcement Actions on Manipulation, Aiding and Abetting, Spoofing, and Insider Trading; and the CFTC Announced an Insider Trading and Information Protection Task Force
Sullivan & Cromwell LLP - October 12, 2018
Articles
October 12, 2018
Articles
October 11, 2018
S&C Memos
October 10, 2018
Blog Posts
October 10, 2018
New York State Department of Labor Issues Final Guidance on Sexual Harassment Prevention Policies and Training
Revised Materials Clarify That Training Deadline Is October 9, 2019 – Not January 1, 2019 as Previously Stated
October 10, 2018
S&C Memos
October 9, 2018
S&C Memos
October 9, 2018
Implementation of Financial Services Regulatory Reform Legislation: Federal Reserve Official Previews Risk-Based Regulatory Tailoring Agenda
Sullivan & Cromwell LLP - October 9, 2018
S&C Memos
October 5, 2018
CFTC Chairman Releases White Paper on “Cross-Border Swaps Regulation Version 2.0”: White Paper Proposes New Approach to Providing Exemptions and Other Relief from CFTC’s Dodd-Frank Swaps Rules for Certain Non-U.S. Clearinghouses, Trading Venues, and Swap Dealing Businesses
Sullivan & Cromwell LLP - October 5, 2018
S&C Memos
October 4, 2018
S&C Memos
October 4, 2018
Debt Exchanges in Spin-Off Transactions: New IRS Revenue Procedure Defines Ruling Practice for Tax-Free Stock-for-Debt and Securities-for-Debt Exchanges in Spin-Offs
Sullivan & Cromwell LLP - October 4, 2018
S&C Memos
October 4, 2018
Delaware Chancery Court Upholds Termination of Merger on MAE Grounds in Akorn v. Fresenius
Sullivan & Cromwell LLP - October 4, 2018
S&C Memos
October 3, 2018
Increased Funding for Strategic International Development Projects—Better Utilization of Investments Leading to Development Act of 2018: The BUILD Act of 2018 Replaces OPIC With a New Entity With Significantly Increased Resources and Expanded Capabilities Intended to Promote Private Sector Investment and U.S. Foreign Policy Interests in the Developing World
Sullivan & Cromwell LLP - October 3, 2018
S&C Memos
October 3, 2018
Bank Capital Requirements: Federal Banking Agencies Issue Proposed Rule Revising the Regulatory Capital Definition of High Volatility Commercial Real Estate Exposures
Sullivan & Cromwell LLP - October 3, 2018
S&C Memos
October 1, 2018
California Enacts Female Gender Quotas for Public Companies Headquartered in the State: California Becomes First State to Attempt to Require Female Representation on the Boards of Directors of Publicly Traded Companies Headquartered in the State (Even if Incorporated in Another State)
Sullivan & Cromwell LLP - October 1, 2018
Articles
October 2018
Articles
September 2018
Articles
September 28, 2018
Articles
September 2018
S&C Memos
September 21, 2018
Articles
September 21, 2018
S&C Memos
September 20, 2018
Charitable Contributions: New IRS Regulations Update Rules for Substantiation of Charitable Contributions
Sullivan & Cromwell LLP - September 20, 2018
S&C Memos
September 19, 2018
IRS Releases Initial Guidance on the Internal Revenue Code’s “UBTI Silo” Rule: Notice 2018-67 Establishes Interim and Transition Rules for Tax-Exempt Organizations Calculating Unrelated Business Taxable Income (“UBTI”) With Respect to Partnership Investments.
Sullivan & Cromwell LLP - September 19, 2018
S&C Memos
September 19, 2018
Blog Posts
September 19, 2018
New York State Department of Labor Issues Model Sexual Harassment Policy and Interactive Training Documents
Employers Must Adopt New Policy by October 9, 2018 and Provide Training by January 1, 2019
September 19, 2018
S&C Memos
September 14, 2018
Blog Posts
September 13, 2018
New York Anti-Sexual Harassment Law Limitations
Law Unlikely to Significantly Alter Status Quo
September 13, 2018
Articles
September 12, 2018
S&C Memos
September 7, 2018
CFTC Chairman Previews New Approach to Cross-Border Application of Dodd-Frank Swaps Provisions, Exemptions: Forthcoming White Paper to Propose New Approach to Providing Exemptions and Other Relief for Certain Non-U.S. Clearinghouses, Trading Venues, and Swap Dealing Businesses
Sullivan & Cromwell LLP - September 7, 2018
S&C Memos
September 6, 2018
S&C Memos
September 5, 2018
Publications
September 2018
S&C Memos
September 4, 2018
Community Reinvestment Act: OCC Issues Advance Notice of Proposed Rulemaking to Improve the Regulatory Framework Implementing the Community Reinvestment Act
Sullivan & Cromwell LLP - September 4, 2018
S&C Memos
August 31, 2018
Proposed Section 965 Regulations: Proposed Regulations Follow Earlier Guidance With Modifications and Additions
Sullivan & Cromwell LLP - August 31, 2018
Articles
August 2018
Articles
August 2018
Publications
August 27, 2018
S&C Memos
August 27, 2018
S&C Memos
August 24, 2018
Tax Reform and State and Local Taxation: IRS Issues Proposed Regulations on Charitable Contributions and State and Local Tax Credits and Deductions
Sullivan & Cromwell LLP - August 24, 2018
S&C Memos
August 23, 2018
Publications
August 20, 2018
S&C Memos
August 20, 2018
Articles
August 2018
Publications
August 9, 2018
S&C Memos
August 8, 2018
IRS Issues Proposed Regulations That Address Tax Reform Changes to Bonus Depreciation: The Proposed Regulations Include Detailed Rules Regarding the Acquisition Requirements Applicable to Used Property But Do Not Address a Key Legislative Omission Relevant to Improvements to Real Property
Sullivan & Cromwell LLP - August 8, 2018
S&C Memos
August 7, 2018
S&C Memos
August 7, 2018
Ninth Circuit Withdraws Altera Opinion Reversing Tax Court on Cost-Sharing Arrangements: New Judge Added to Panel to Reconsider the Appeal
Sullivan & Cromwell LLP - August 7, 2018
S&C Memos
August 6, 2018
S&C Memos
August 3, 2018
Special Purpose Fintech National Bank Charters: OCC Issues Licensing Manual Supplement for Fintech Company Charter Applications
Sullivan & Cromwell LLP - August 3, 2018
S&C Memos
August 1, 2018
S&C Memos
July 31, 2018
ISS Launches Annual Policy Formulation Process: Policy Survey Questions Include (1) Whether ISS Should Consider Director Records at Other Companies, (2) How ISS Should Evaluate Audit-Related Matters, (3) Whether to Adjust Reported Voting Results of Dual-Class Companies and (4) What Factors to Evaluate in Independent Chair Proposals
Sullivan & Cromwell LLP - July 31, 2018
S&C Memos
July 30, 2018
Recent Bank Mergers and Market Reactions: Well-Conceived Bank Mergers Should Not Be Unduly Discouraged by "Day-One" Market Reactions
Sullivan & Cromwell LLP - July 30, 2018
S&C Memos
July 30, 2018
House Financial Regulatory Legislation: Banking and Insurance Provisions of the “JOBS and Investor Confidence Act of 2018”
Sullivan & Cromwell LLP - July 30, 2018
S&C Memos
July 30, 2018
Books
July 2018
Articles
July 27, 2018
S&C Alerts
July 26, 2018
S&C Memos
July 24, 2018
S&C Memos
July 23, 2018
German and Austrian Merger Control: Joint Guidelines on the New “Size-of-Transaction” Tests
Sullivan & Cromwell LLP - July 23, 2018
S&C Memos
July 20, 2018
SEC Increases Threshold for Additional Disclosure by Private Companies in Offerings of Securities to Employees; Solicits Comment on Ways to Modernize Rules and Forms for Compensatory-Related Offerings
Amendment to Rule 701 Increases from $5 Million to $10 Million the Annual Threshold at Which Private Companies Must Provide Additional Disclosure for Securities Offered and Sold Pursuant to Compensatory Arrangements; SEC Solicits Comments on Further Ways to Modernize Rule 701 and Form S-8
Sullivan & Cromwell LLP - July 20, 2018
Books
July 2018
Blog Posts
July 17, 2018
CFTC Announces Two Significant Whistleblower Awards Under Revamped Program
$30 Million Award Is Largest Ever; and Award to an Overseas Whistleblower Is the First of Its Kind
July 17, 2018
S&C Memos
July 17, 2018
Section 1782 Discovery: Second Circuit Reverses a Section 1782 Order Directing a Law Firm to Produce a Foreign Client’s Documents
Sullivan & Cromwell LLP - July 17, 2018
S&C Memos
July 16, 2018
S&C Memos
July 16, 2018
SEC v. Cohen—New York Federal Trial Court Holds Supreme Court’s Kokesh Decision Applies to SEC FCPA Case, Including Demand for Injunctive Relief: The Court Concludes That SEC Demands for Injunctions Operate as Penalties for Purposes of Applicable Statute of Limitations
Sullivan & Cromwell LLP - July 16, 2018
Publications
July 16, 2018
S&C Memos
July 13, 2018
Bank Capital Requirements: Basel Committee Issues Revised G-SIB Assessment Framework
Sullivan & Cromwell LLP - July 13, 2018
S&C Memos
July 12, 2018
S&C Memos
July 12, 2018
2018 Proxy Season Review
Change in Landscape for Environmental/Social/Political Proposals—More Withdrawn Following Engagement; Those Going to a Vote Receive Higher Support and Pass More Frequently
Governance Proposals Receive Lower Support and Pass Less Frequently, Principally Due to Fewer Proxy Access Proposals Going to a Vote
Non-Responsiveness to a Prior Shareholder Vote Remains Most Common Basis for Low Director Support Levels in Uncontested Elections
Say-on-Pay Results Generally Remain Strong and Highlight Continued Importance of ISS Pay-for-Performance Model
Sullivan & Cromwell LLP - July 12, 2018
S&C Memos
July 11, 2018
SEC Proposes ETF Rule, Amends Liquidity Risk Reporting Rule and Requires Inline XBRL Reporting by Funds
Sullivan & Cromwell LLP - July 11, 2018
S&C Memos
July 10, 2018
Supreme Court Business Review: October Term 2017
Sullivan & Cromwell LLP - July 10, 2018
S&C Memos
July 10, 2018
S&C Publishes M&A Hot Topics Quarterly Update
Sullivan & Cromwell LLP - July 10, 2018
S&C Memos
July 5, 2018
SEC Adopts New Rules Affecting Public Company Reporting: SEC Requires Use of Inline XBRL for Public Companies Including Funds, Eliminates XBRL Website Posting Requirement, Expands Companies Eligible for “Smaller Reporting Company” Scaled Disclosure and Modifies Rules for Financial Statements of Smaller Acquired Businesses
Sullivan & Cromwell LLP - July 5, 2018
S&C Memos
July 2, 2018
California Consumer Privacy Act of 2018: New Statute Introduces Privacy Protections for California Consumers and Subjects Businesses to Potential Liability
Sullivan & Cromwell LLP - July 2, 2018
S&C Memos
July 2, 2018
Articles
July 2018
S&C Memos
June 28, 2018
United States Takes Steps to Re-Impose Certain Primary Sanctions on Iran: Treasury Department Revokes JCPOA-Related General Licenses Under the ITSR, Amends the ITSR, and Publishes Revised FAQs Related to Reinstatement of Elements of the Pre-JCPOA Primary Sanctions Regime
Sullivan & Cromwell LLP - June 28, 2018
S&C Memos
June 27, 2018
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - June 27, 2018
S&C Memos
June 25, 2018
S&C Memos
June 22, 2018
Articles
June 21, 2018
S&C Memos
June 19, 2018
S&C Memos
June 18, 2018
Digital Assets as Securities: SEC Corporation Finance Director Lays Out the Staff’s Analysis in Assessing Whether Digital Assets Constitute Securities
Sullivan & Cromwell LLP - June 18, 2018
S&C Memos
June 18, 2018
Single Counterparty Credit Limits: Federal Reserve Board Finalizes Rule to Establish Single Counterparty Credit Limits
Sullivan & Cromwell LLP - June 18, 2018
Articles
June 2018
S&C Memos
June 14, 2018
Schneiderman v. Credit Suisse Securities (USA) LLC—New York Court of Appeals Holds That Martin Act Claims Are Governed by Three-Year Statute of Limitations: Decision Overrules 26-Year-Old Appellate Division Precedent That Applied Six-Year Statute of Limitations to Martin Act Claims Brought by New York Attorney General
Sullivan & Cromwell LLP - June 14, 2018
S&C Memos
June 13, 2018
S&C Memos
June 13, 2018
S&C Memos
June 12, 2018
S&C Memos
June 12, 2018
S&C Memos
June 12, 2018
Articles
June 2018
Articles
June 2018
S&C Memos
June 5, 2018
Volcker Rule: Federal Banking Agencies and CFTC Approve Notice of Proposed Rulemaking to Amend Volcker Rule Regulations; SEC Expected to Follow
Sullivan & Cromwell LLP - June 5, 2018
Articles
June 4, 2018
Articles
June 1, 2018
S&C Memos
May 29, 2018
Recent Virtual Currency Actions by the CFTC and State Regulators: CFTC Staff Issues Advisory for Exchanges and Clearinghouses Listing Virtual Currency Derivatives and Announces Agreement for Information Sharing with State Securities Regulators amid “Operation Cryptosweep”
Sullivan & Cromwell LLP - May 29, 2018
S&C Memos
May 24, 2018
Financial Services Regulatory Reform Legislation: “Economic Growth, Regulatory Relief, and Consumer Protection Act” is Enacted
Sullivan & Cromwell LLP - May 24, 2018
Articles
May 2018
Articles
May 24, 2018
Blog Posts
May 23, 2018
Epic Systems Corp. v. Lewis
U.S. Supreme Court Holds That Class-Action Waivers in Employment Arbitration Agreements Are Enforceable Under Federal Law.
May 23, 2018
S&C Memos
May 23, 2018
Epic Systems Corp. v. Lewis: U.S. Supreme Court Holds That Class-Action Waivers in Employment Arbitration Agreements Are Enforceable Under Federal Law.
Sullivan & Cromwell LLP - May 23, 2018
S&C Memos
May 23, 2018
S&C Memos
May 16, 2018
Publications
May 14, 2018
S&C Memos
May 11, 2018
S&C Memos
May 10, 2018
S&C Memos
May 10, 2018
SEC Proposes Standard of Conduct for Broker-Dealers and Interpretation Regarding Standard of Conduct for Investment Advisers: SEC Approves Package of Proposed Rules and Interpretations Designed to Enhance Protections and Preserve Choice for Retail Investors in Their Relationships With Investment Professionals
Sullivan & Cromwell LLP - May 10, 2018
S&C Memos
May 9, 2018
United States Withdraws from the Joint Comprehensive Plan of Action with Iran: President Trump Announces Immediate Withdrawal from the Joint Comprehensive Plan of Action; Pre-JCPOA U.S. Sanctions Targeting Iran Will Be Fully Reinstated Following a Wind-Down Period
Sullivan & Cromwell LLP - May 9, 2018
S&C Memos
April 30, 2018
S&C Memos
April 26, 2018
Competition Law and M&A: The European Commission’s Landmark Gun-Jumping Fine on Altice of €124.5 Million Puts Spotlight on Covenants in Transaction Agreements
Sullivan & Cromwell LLP - April 26, 2018
S&C Memos
April 25, 2018
Oil States, SAS Institute, and New Approaches at the U.S. Patent Office: Supreme Court Holds that Challenges to Patent Validity Need Not Proceed Before an Article III Court and Sends More Claims Into Review, While Incoming PTO Director Signals Greater Deference to Existing Patent Rights
Sullivan & Cromwell LLP - April 25, 2018
S&C Memos
April 25, 2018
U.S. Department of Labor Issues Caution Regarding Recent ESG Focus of Certain Institutional Investors
Sullivan & Cromwell LLP - April 25, 2018
S&C Memos
April 25, 2018
S&C Memos
April 24, 2018
Bank Capital Requirements: Federal Reserve, OCC and FDIC Release Joint Proposal Regarding the Implementation of CECL and Their Regulatory Capital Rules
Sullivan & Cromwell LLP - April 24, 2018
Publications
April 24, 2018
S&C Memos
April 23, 2018
Blog Posts
April 23, 2018
New York State Passes Significant Sexual Harassment Legislation
New Legal Requirements Include Prohibiting Non-Disclosure Clauses Unless It Is the “Complainant’s Preference,” and Barring Pre-Dispute Arbitration Clauses for Sexual Harassment Claims.
April 23, 2018
S&C Memos
April 19, 2018
Bank Capital Requirements, Capital Plans and Stress Tests: Federal Reserve Proposes Substantial Changes to CCAR and Its Capital Rules, Including New Stress Capital Buffer and Stress Leverage Buffer Requirements and the Elimination of the CCAR Quantitative Objection
Sullivan & Cromwell LLP - April 19, 2018
S&C Memos
April 19, 2018
S&C Memos
April 18, 2018
Federal Reserve Regulatory Agenda: Vice Chairman for Supervision Quarles Outlines Key Principles and Specific Initiatives
Sullivan & Cromwell LLP - April 18, 2018
Articles
April 18, 2018
S&C Memos
April 17, 2018
Bank Capital Requirements: Federal Reserve and OCC Propose Amendments to the Enhanced Supplementary Leverage Ratio Requirements for U.S. G-SIBs
Sullivan & Cromwell LLP - April 17, 2018
S&C Memos
April 13, 2018
New York State Tax: Recent Developments in New York State Tax Law Including Tax Provisions in the Recently Enacted Budget
Sullivan & Cromwell LLP - April 13, 2018
Blog Posts
April 12, 2018
D.C. Circuit to Consider Once Again the NLRB’s Browning-Ferris Joint Employer Standard
“Extraordinary Circumstances” Justify Consideration of the Appeal After 2017 Remand to the NLRB
April 12, 2018
Publications
April 11, 2018
S&C Memos
April 10, 2018
Articles
April 9, 2018
S&C Memos
April 5, 2018
S&C Publishes M&A Hot Topics Quarterly Update
Sullivan & Cromwell LLP - April 5, 2018
Articles
April 2018
S&C Memos
March 29, 2018
Bank Capital Requirements: Basel Committee Proposes Revisions to Market Risk Capital Requirements
Sullivan & Cromwell LLP - March 29, 2018
S&C Memos
March 27, 2018
Digital Economy Taxation: OECD Publishes Report on Taxation of the Digital Economy; European Commission Publishes Draft Directives
Sullivan & Cromwell LLP - March 27, 2018
S&C Memos
March 26, 2018
Review and Analysis of 2017 U.S. Shareholder Activism
Sullivan & Cromwell LLP - March 26, 2018
S&C Memos
March 22, 2018
Ninth Circuit Rejects Challenges to a Cease-and-Desist Order Imposed by the FDIC for Violations of the Bank Secrecy Act: Court Defers to the FDIC and the Bank Secrecy Act/Anti-Money Laundering Examination Manual in Rejecting a Rare Challenge by a Bank to an Agency-Imposed Cease-and-Desist Order
Sullivan & Cromwell LLP - March 22, 2018
S&C Memos
March 21, 2018
Cyan Inc. v. Beaver County Employees Retirement Fund: U.S. Supreme Court Holds That State Courts Have Jurisdiction Over Class Actions Brought Under the Securities Act of 1933; Decision Has Important Implications for Securities Class Actions Filed in State Court Asserting Solely Federal Claims
Sullivan & Cromwell LLP - March 21, 2018
Blog Posts
March 20, 2018
S&C Memos
March 19, 2018
ERISA Fiduciary Rule: Fifth Circuit Vacates New ERISA Fiduciary Rule
Sullivan & Cromwell LLP - March 19, 2018
S&C Memos
March 18, 2018
Financial Services Regulatory Reform Legislation: Senate Approves Bipartisan Regulatory Reform Bill
Sullivan & Cromwell LLP - March 18, 2018
Blog Posts
March 15, 2018
New York State Senate Passes Bill Banning Mandatory Arbitration for Sexual Harassment Claims
Bill Also Requires Court Approval of Sexual Harassment Settlement Agreements with Confidentiality Provisions
March 15, 2018
S&C Memos
March 12, 2018
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - March 12, 2018
Articles
March 8, 2018
Publications
March 7, 2018
S&C Memos
March 5, 2018
Tax Reform and State and Local Taxation: Recent State Tax Proposals Relating to the Limitation on State and Local Tax Deductions Enacted by Federal Tax Reform
Sullivan & Cromwell LLP - March 5, 2018
Blog Posts
March 5, 2018
S&C Memos
March 2, 2018
S&C Memos
March 1, 2018
Articles
March 1, 2018
Blog Posts
March 1, 2018
Articles
February 2018
Blog Posts
February 27, 2018
Browning-Ferris Joint-Employer Standard Revived
NLRB Compelled to Vacate December 2017 Decision That Overturned Browning-Ferris; NLRB Inspector General Found that Board Member William Emanuel Should Not Have Cast a Vote
February 27, 2018
Blog Posts
February 27, 2018
Second Circuit Sitting En Banc Holds that Title VII Prohibits Discrimination on the Basis of Sexual Orientation
Decision Overturns Second Circuit Precedent and Deepens Circuit Split on the Issue
February 27, 2018
Articles
February 2018
S&C Memos
February 27, 2018
SEC Issues Expanded Interpretive Guidance on Cybersecurity Matters: Disclosure Controls and Procedures Should Ensure Appropriate Escalation and Disclosure of Cybersecurity Risks and Incidents and Issuers Should Craft Policies and Procedures Against Insider Trading and Selective Disclosure of Non-Public Information Related to Cybersecurity Risks and Incidents
Sullivan & Cromwell LLP - February 27, 2018
S&C Memos
February 25, 2018
Treasury Issues Report on Dodd-Frank Orderly Liquidation Authority: Treasury Issues Report Recommending Adoption of Reforms to Dodd-Frank Orderly Liquidation Authority and a New Chapter 14 of the Bankruptcy Code for Significantly Systemic Financial Companies
Sullivan & Cromwell LLP - February 25, 2018
S&C Memos
February 23, 2018
Delaware Chancery Court Considers Appraisal in First Major Decision Since Dell: Court of Chancery Chooses Unaffected Market Price, 30% Below Deal Price, as Fair Value.
Sullivan & Cromwell LLP - February 23, 2018
Articles
February 23, 2018
S&C Memos
February 22, 2018
S&C Memos
February 21, 2018
S&C Memos
February 20, 2018
S&C Memos
February 16, 2018
SEC Approves NYSE Proposal to Facilitate Listings of Companies Without a Trading History
Sullivan & Cromwell LLP - February 16, 2018
S&C Memos
February 13, 2018
Commercial Real Estate: New York Appellate Court Upholds Waiver of Yellowstone Action
Sullivan & Cromwell LLP - February 13, 2018
S&C Memos
February 12, 2018
Proposed Changes to Nasdaq Shareholder Approval Requirements: Nasdaq Proposes to Eliminate the Requirement for Shareholder Approval of 20% Stock Issuances at a Price Less Than Book Value but Greater Than Market Value and to Change the Definition of “Market Value”
Sullivan & Cromwell LLP - February 12, 2018
Articles
February 12, 2018
Articles
February 2018
Articles
February 12, 2018
Flash Analysis of Trump Administration’s Infrastructure Proposal
February 12, 2018
S&C Memos
February 7, 2018
U.S. Tax Reform: Tax-Exempt Organizations
Sullivan & Cromwell LLP - February 7, 2018
S&C Memos
February 5, 2018
Articles
February 2018
S&C Memos
January 31, 2018
S&C Memos
January 31, 2018
EU Competition Law: EU Commission Fines Qualcomm EUR 997 Million
Sullivan & Cromwell LLP - January 31, 2018
Articles
January 2018
S&C Memos
January 29, 2018
Delaware Supreme Court Confirms Applicability of Issue Preclusion to Dismissals of Shareholder Derivative Actions for Failure to Plead Demand Futility: Court Rejects Chancery Court’s Proposed Rule That Issue Preclusion Applies Only if Derivative Plaintiffs Survive Motion to Dismiss
Sullivan & Cromwell LLP - January 29, 2018
S&C Memos
January 26, 2018
Hart-Scott-Rodino Act: HSR Act Revised Jurisdictional Thresholds
Sullivan & Cromwell LLP - January 26, 2018
S&C Memos
January 22, 2018
Tax Reform and State and Local Taxation: Initial New York State Reactions
Sullivan & Cromwell LLP - January 22, 2018
Blog Posts
January 22, 2018
S&C Memos
January 17, 2018
Blog Posts
January 12, 2018
Don Korb and Andy Solomon on the Passage of Tax Reform
In an article published in the Tax Journal, Don Korb and Andy Solomon discuss how tax reform was passed, and lay out the most significant changes of the Tax Cuts and Jobs Act.
January 12, 2018
Articles
January 12, 2018
Articles
January 10, 2018
Blog Posts
January 9, 2018
U.S. Department of Labor Loosens Standards for Permissible Use of Unpaid Interns
DOL Rejects Restrictive Six-Factor Test and Announces That It Will Adopt the “Primary Beneficiary” Test Favored by the Federal Circuit Courts
January 9, 2018
S&C Memos
January 8, 2018
Federal Reserve Proposes Guidance to Clarify Supervisory Expectations Related to Risk Management for Large Financial Institutions: Proposed Guidance Presents Core Principles for Effective Senior Management, Management of Business Lines, and Independent Risk Management and Controls
Sullivan & Cromwell LLP - January 8, 2018
S&C Memos
January 8, 2018
U.S. Tax Reform: Individual Taxation
Sullivan & Cromwell LLP - January 8, 2018
S&C Memos
January 2, 2018
U.S. Tax Reform: Mergers and Acquisitions Considerations
Sullivan & Cromwell LLP - January 2, 2018
Articles
January 2018
S&C Memos
December 29, 2017
S&C Memos
December 28, 2017
Contested Bank Acquisition Application
Sullivan & Cromwell LLP - December 28, 2017
S&C Memos
December 28, 2017
U.S. Tax Reform: Infrastructure Provisions
Sullivan & Cromwell LLP - December 28, 2017
S&C Memos
December 26, 2017
S&C Memos
December 22, 2017
U.S. Tax Reform: Insurance Company Provisions
Sullivan & Cromwell LLP - December 22, 2017
S&C Memos
December 21, 2017
EU Competition Law—Vertical Agreements: EU Court of Justice Allows Luxury Goods Manufacturers to Prohibit Online Sales
Sullivan & Cromwell LLP - December 21, 2017
S&C Memos
December 21, 2017
Proposed Amendments to Policy on Payment System Risk: Federal Reserve Proposes Amendments to Policy on Payment System Risk Affecting Foreign Banking Organizations
Sullivan & Cromwell LLP - December 21, 2017
S&C Memos
December 20, 2017
U.S. Tax Reform: Congress Passes Tax Reform
Sullivan & Cromwell LLP - December 20, 2017
Publications
December 20, 2017
Nicolas Bourtin Publishes Piece in Law.com’s Inside Track Newsletter
December 20, 2017
S&C Memos
December 19, 2017
Bank Capital Requirements: Basel Committee Releases Standards to Finalize Basel III Framework
Sullivan & Cromwell LLP - December 19, 2017
S&C Memos
December 19, 2017
Blog Posts
December 19, 2017
National Labor Relations Board Reverses Browning-Ferris Joint-Employer Standard and Lutheran Heritage Employee Handbook Standard
Republican Majority Overturned Precedents that Had Been Roundly Criticized by Employers
December 19, 2017
S&C Memos
December 13, 2017
Blog Posts
December 13, 2017
New York State Paid Family Leave Benefits Law to Take Effect on January 1, 2018
Employers Must Provide Employees up to Eight Weeks of Paid Family Leave
December 13, 2017
S&C Memos
December 12, 2017
Blog Posts
December 12, 2017
Supreme Court Denies Certiorari in Case Presenting Question of Whether Title VII’s Prohibition on Sex Discrimination Encompasses Sexual Orientation Discrimination
Court’s Decision to Deny Cert in Evans v. Georgia Regional Hospital Currently Leaves Seventh Circuit Split from All Other Circuits
December 12, 2017
S&C Memos
December 11, 2017
S&C Memos
December 8, 2017
S&C Memos
December 7, 2017
Financial Services Regulatory Reform Legislation: Senate Panel Approves Bipartisan Regulatory Reform Bill
Sullivan & Cromwell LLP - December 7, 2017
Blog Posts
December 6, 2017
Summary of Key Amendments to Final Senate Tax Reform Bill
Late in the evening on December 1, the Senate passed their tax bill on a final vote of 51 to 49. Each Republican other than Senator Bob Corker (Tennessee) voted in favor of the bill, and each Democrat voted against the bill. The next step in the legislative process will be to reconcile this bill with the version passed by the House on November 16, which differs from the Senate bill in a number of significant ways. Both chambers are expected to vote this week to go to a conference committee to work out a final bill.
December 6, 2017
Articles
December 5, 2017
Blog Posts
December 5, 2017
Supreme Court Hears Oral Argument in Digital Realty Trust, Inc. v. Somers
Court Considering Whether Dodd-Frank Act’s Anti-Retaliation Provision Protects Internal Whistleblowers as Well as Those Who Report to the SEC
December 5, 2017
S&C Memos
December 1, 2017
Publications
December 2017
Blog Posts
November 30, 2017
Don Korb and Andy Solomon on Tax Reform’s Swift Progress
In an article published in the Tax Journal, Don Korb and Andy Solomon discuss the rapid progress of the Republican tax reform effort, and assert that the stated goal of bill passage by Christmas is well within reach.
November 30, 2017
Articles
November 2017
S&C Memos
November 30, 2017
S&C Publishes Corporate Governance Hot Topics Quarterly Update
Sullivan & Cromwell LLP - November 30, 2017
S&C Alerts
November 29, 2017
Articles
November 29, 2017
Publications
November 29, 2017
Blog Posts
November 28, 2017
Senate Budget Committee Votes to Approve Senate Tax Bill
On November 28, the Senate Budget Committee voted 12 to 11 to approve the Senate tax reform bill. Despite concerns that Republican Senators Bob Corker (Tenn.) and Ron Johnson (Wis.) might vote against the bill, every Republican on the Committee, including Senators Corker and Johnson, voted to approve the bill, while each Democrat voted against the bill.
November 28, 2017
S&C Memos
November 27, 2017
U.S. Treasury Report on FSOC Designations; FSB Decides Not to Publish List of Global Systemically Important Insurers for 2017: Treasury Submits Report Examining FSOC Processes for Designating Nonbank Financial Companies and FMUs as Systemically Important; FSB Decides Not to Publish List of G-SIIs for 2017
Sullivan & Cromwell LLP - November 27, 2017
S&C Memos
November 22, 2017
Bank Capital Requirements: Federal Banking Agencies Extend Certain Transition Provisions for Non-Advanced Approaches Banking Organizations
Sullivan & Cromwell LLP - November 22, 2017
S&C Memos
November 20, 2017
Financial Services Regulatory Reform Legislation: Senators Introduce Bipartisan Regulatory Reform Bill
Sullivan & Cromwell LLP - November 20, 2017
Articles
November 20, 2017
Blog Posts
November 17, 2017
Notable Amendments to Chairman’s Mark of Senate Proposal
The Senate Finance Committee approved its version of the Tax Cuts and Jobs Act, passing the measure on a party-line vote. The final version of the bill that passed included an amendment from the Finance Committee Chairman, Senator Orrin Hatch, that included a few notable changes.
November 17, 2017
S&C Memos
November 17, 2017
S&C Memos
November 17, 2017
French Tax Reform: On November 15, 2017, the French government released a proposed reform of the tax regime applicable to mergers and spin-offs. The draft legislation would remove some of the most stringent requirements currently applicable to both cross-border and domestic reorganizations.
Sullivan & Cromwell LLP - November 17, 2017
Blog Posts
November 15, 2017
Highlights from Modified Senate Proposal
Last night, the Joint Committee on Taxation published amendments to the Senate’s proposal on tax reform. Consistent with the JCT’s release last week, this release was in the form of a description of the “Chairman’s Modification to the Chairman’s Mark of the Tax Cuts and Jobs Act.” See Sullivan & Cromwell LLP’s November 10, 2017 memorandum on the Senate proposal released last week.
November 15, 2017
Blog Posts
November 10, 2017
S&C Memos
November 10, 2017
U.S. Tax Reform: Joint Committee on Taxation Releases Summary of Senate Finance Committee’s Tax Reform Plan
Sullivan & Cromwell LLP - November 10, 2017
Blog Posts
November 9, 2017
New Developments in Ongoing Litigation Enjoining Obama Era White Collar Overtime Rules
U.S. Department of Labor Asks Fifth Circuit to Hold Appeal in Abeyance Pending New Rulemaking
District Court Considers Contempt Finding for Lawsuit Seeking to Enforce Enjoined Prior Regulations
November 9, 2017
Blog Posts
November 3, 2017
Tax Reform Bill Proposes Significant Compensation Changes: Tax Reform Proposal Would Eliminate Nonqualified Deferred Compensation, Limit Deductions for Payments to Highly Compensated Officers and Restrict Compensation for Tax-Exempt Organizations
On November 2, 2017, the House of Representatives Ways and Means Committee released the first draft of its tax reform bill (the “Proposed Bill”). The Proposed Bill would make significant changes to the taxation of deferred compensation and would revise and increase the limitations on payments to highly compensated employees. However, other discussed changes to qualified plans such as “Rothification” or lowered limits on qualified plan contributions were not included.
November 3, 2017
Blog Posts
November 3, 2017
U.S. Tax Reform—Insurance Company Provisions: House Ways and Means Committee Releases Draft Tax Reform Bill—Insurance Company Provisions
On November 2, 2017, Republicans in the House of Representatives unveiled the long-anticipated first draft of their tax reform bill, the “Tax Cuts and Jobs Act.” The draft bill includes provisions which would impact the taxation of life insurance companies and property and casualty insurance companies, and contains a proposal that could affect reinsurance transactions with foreign affiliates. Some important features of the draft legislation which are relevant to insurance companies are outlined in the attached memorandum.
November 3, 2017
S&C Memos
November 3, 2017
S&C Memos
November 3, 2017
S&C Memos
November 3, 2017
U.S. Tax Reform—Insurance Company Provisions: House Ways and Means Committee Releases Draft Tax Reform Bill—Insurance Company Provisions
Sullivan & Cromwell LLP - November 3, 2017
Articles
November 3, 2017
S&C Memos
November 2, 2017
U.S. Tax Reform: House Ways and Means Committee Releases Draft of Tax Reform Bill
Sullivan & Cromwell LLP - November 2, 2017
S&C Memos
November 2, 2017
U.S. Treasury Report on Asset Management and Insurance Industry Regulation: Trump Executive Order Required Fundamental Reassessment of Existing Rules; Treasury Submits the Third of Four Reports Examining the Regulatory Framework for Asset Management and Insurance
Sullivan & Cromwell LLP - November 2, 2017
Blog Posts
November 2, 2017
U.S. Tax Reform: House Ways and Means Committee Releases Draft of Tax Reform Bill
Earlier today, Republicans in the House of Representatives unveiled the long-anticipated first draft of their tax reform bill. For the most part, the draft bill is consistent with the broad policy goals provided in the framework released by the “Big Six” on September 27, 2017. However, the language released earlier today provides some detail in a few areas that had previously been left open and diverges from the proposals in the framework in several key respects. Most of the proposed changes would become effective for years after 2017.
November 2, 2017
S&C Memos
October 30, 2017
EU Merger Control: Recent EU General Court Judgments on Merger Control
Sullivan & Cromwell LLP - October 30, 2017
S&C Memos
October 30, 2017
Articles
September/October 2017
S&C Memos
October 27, 2017
SEC Announces Measures to Facilitate Cross-Border Implementation of the Research Provisions of MiFID II: Three No-Action Letters Permit Broker-Dealers to Unbundle Research Fees from Commissions without Being Regulated as Investment Advisers; Permit Continued Reliance on Exchange Act Section 28(e); and Allow Investment Advisers to Continue Aggregating Trade Orders
Sullivan & Cromwell LLP - October 27, 2017
Blog Posts
October 25, 2017
Potential Base Erosion Proposals
The framework for tax reform released by the “Big Six” includes “rules to protect the U.S. tax base by taxing at a reduced rate and on a global basis the foreign profits of U.S. multinational corporations.” This passage suggests that the eventual tax reform plan may include some sort of “global minimum tax”—an anti-avoidance measure under which all or targeted types of income of U.S. multinational corporations are taxed at a rate no lower than a designated floor rate. Although some have expressed concerns about such a plan, a global minimum tax represents a potential middle-ground between worldwide and territorial taxation systems, and has garnered some bipartisan support over the years.
October 25, 2017
S&C Memos
October 25, 2017
S&C Publishes M&A Hot Topics Quarterly Update
Sullivan & Cromwell LLP - October 25, 2017
S&C Memos
October 24, 2017
Senate Votes to Overturn CFPB Arbitration Rule
Sullivan & Cromwell LLP - October 24, 2017
Articles
October 23, 2017
S&C Memos
October 20, 2017
S&C Memos
October 19, 2017
LabCFTC Releases Primer on Virtual Currencies: CFTC FinTech Hub Launches Educational Tool for Innovators and Clarifies Jurisdiction Over Virtual Currencies
Sullivan & Cromwell LLP - October 19, 2017
S&C Memos
October 17, 2017
Articles
October/November 2017
S&C Memos
October 13, 2017
OCC Issues Updated Policy for Determining the Impact of Discriminatory or Illegal Credit Practices on Community Reinvestment Act Ratings: OCC Issues Policies and Procedures Manual Update Setting Forth a Framework for Determining the Effect of Evidence of Discriminatory or Other Illegal Credit Practices on CRA Ratings for OCC-Supervised Institutions
Sullivan & Cromwell LLP - October 13, 2017
S&C Memos
October 13, 2017
SEC Proposes Rules to Modernize and Simplify Regulation S-K Disclosure Requirements: Proposal Would Streamline MD&A to Provide Flexibility in Discussing Historical Periods and Simplify Exhibit Practices and Related Process for Confidential Treatment Requests
Sullivan & Cromwell LLP - October 13, 2017
Blog Posts
October 12, 2017
New York City Commission on Human Rights Publishes “Frequently Asked Questions” Addressing Salary History Ban Taking Effect October 31, 2017
Job Applicant and Employer Fact Sheets Also Published
October 12, 2017
S&C Memos
October 11, 2017
S&C Memos
October 6, 2017
S&C Memos
October 4, 2017
Blog Posts
October 6, 2017
Supreme Court Hears Oral Argument in Epic System Corp. v. Lewis
Court Considering Whether Employee Arbitration Agreements with Class-Action Waivers Violate the National Labor Relations Act
October 6, 2017
Blog Posts
October 4, 2017
Treasury Releases Report on Obama “Midnight” Regulations
On April 21, 2017, President Trump signed Executive Order 13789, authorizing the Treasury Department to determine if any significant tax regulations issued on or after January 1, 2016 should be altered or eliminated. On July 7, 2017, the IRS published Notice 2017-38, which identified certain regulations as targets for possible rescission or modification. On October 4, 2017, the Treasury Department released a report outlining certain actions that it believes would reduce the burden of certain regulations identified in the Notice. These actions include withdrawing some regulations completely, possibly revoking others in part, and possibly substantially revising others.
October 4, 2017
Articles
October 2017
Books
September 2017
S&C Memos
September 27, 2017
U.S. and EU Sign Covered Agreement: Covered Agreement Between the United States and the European Union on Insurance and Reinsurance Prudential Measures Is Signed
Sullivan & Cromwell LLP - September 27, 2017
S&C Memos
September 26, 2017
S&C Memos
September 22, 2017
S&C Memos
September 22, 2017
SEC Substantially Eases Burden of Pay Ratio Disclosure: New Guidance Allows Use of Widely Recognized Tests to Determine Who Is Included as an Employee, Reinforces Flexibility to Use Reasonable Estimates and Existing Internal Records to Identify the Median Employee and Allows Ratio to be Described as an Estimate
Sullivan & Cromwell LLP - September 22, 2017
S&C Memos
September 18, 2017
CFPB Rule Prohibits Financial Services Providers from Blocking Consumer Class Actions in Arbitration Agreements
Sullivan & Cromwell LLP - September 18, 2017
S&C Memos
September 18, 2017
EU Merger Control: New EU Framework for Screening of Foreign Direct Investments
Sullivan & Cromwell LLP - September 18, 2017
S&C Memos
September 15, 2017
Southern District of New York Rejects 1933 Act Claims Based on Events Post-Dating an Issuer’s Financial Statements: Issuer in April 2008 Offering Had No Duty To Disclose Additional Information Concerning Events of the First Quarter of 2008. District Court Also Holds that Defendants Carried Their Burden of Proving that Class Period Share Price Declines Were Not Caused by Alleged Misrepresentations.
Sullivan & Cromwell LLP - September 15, 2017
Blog Posts
September 14, 2017
A Few Crumbs For Passthrough Taxation
In our April post on Passthrough Taxation, we discussed the broad policy proposals from President Trump and Congressional Republicans as they relate to the taxation of passthrough entities. Although the concept of a 25% tax on passthrough entities was available at the time, few details had been discussed or released. In a recent speech at the Delivering Alpha conference in New York, Treasury Secretary Mnuchin provided the first of any such details that have been made available by any of the “Big Six” or other members of the Trump Administration.
September 14, 2017
Blog Posts
September 13, 2017
S&C Memos
September 12, 2017
Blog Posts
September 8, 2017
Don Korb and Andy Solomon on Progress of Tax Reform and Future Hurdles
In an article written earlier this week and published in the Tax Journal, Don Korb and Andy Solomon examine the direction of tax reform and discuss some of the major hurdles going forward.
September 8, 2017
S&C Memos
September 6, 2017
S&C Memos
September 5, 2017