INSIGHTS

Client Alerts & Publications

Client Alert Trevor Rubin Client Alert Trevor Rubin

Moelis and its Aftermath: Recent Case Law and Statutory Developments Addressing the Ability of Stockholders to Manage Corporations through Stockholder Agreements

In Moelis, Vice Chancellor J. Travis Laster, writing for the Delaware Court of Chancery, ruled that certain rights granted to a founding stockholder in a stockholders' agreement were facially invalid as they impermissibly constrained the board of directors' authority. These rights included certain pre-approval requirements, board composition rights, and a committee composition right.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

California DOJ Takes Aim at Crypto Trading Platforms: What You Need to Know

On September 4, 2024, the California Attorney General’s office reached a $3.9 million settlement with a cryptocurrency trading platform. This marks the first public enforcement action by the California Department of Justice against a cryptocurrency company, as well as the first application of the state's commodity laws to cryptocurrency. While the CA DOJ’s focus on consumer protection is commendable, the Settlement exhibits features of “regulation by enforcement.” Its lack of specific legal guidance leaves cryptocurrency companies uncertain about how California laws apply to their operations.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

USPTO Guidelines on Use of Artificial Intelligence (AI) is an Embrace of AI – When Clearly and Reportedly Supervised by Patent Practitioners

USPTO Guidance on Use of Artificial Intelligence-Based Tools in Practice Before the United States Patent and Trademark Office acknowledges that AI tools have the potential to lower the barriers and costs of practicing before the Office as well as helping law practitioners offer services to their clients with improved quality and efficiency. Guidelines allow use of AI in IP drafting, contingent upon review by a patent practitioner, as evidenced by the practitioners signatures on filing documents.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

It Takes More Than Negligence To File A Class Action After A Cybersecurity Event In Tennessee

Plaintiffs seeking to file class-action lawsuits arising out of a cybersecurity event will have a high bar to clear with the passage of HB2434, a new law in Tennessee which restricts entities from being held liable absent “willful and wanton misconduct” or “gross negligence.” Tennessee has joined the ranks of a small, but growing number of states to pass legislation providing some relief to organizations after they are victimized by cybercriminals.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

President Biden Directs U.S. Trade Representative To Increase or Add China Section 301 Tariffs in Key Sectors

Following the U.S. Trade Representative’s recommendations, President Biden has announced increased tariffs on $18 Billion of Chinese imports across strategic U.S. sectors which include steel and aluminum, semiconductors, electric vehicles, batteries, critical minerals, solar cells, ship-to-shore cranes, and medical products.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

Washington’s My Health My Data Act Goes Into Effect

Washington’s My Health My Data Act is now in effect and significantly expands the scope of regulated information to any “consumer health data” that identifies a consumer's past, present, or future physical or mental health status. The Act has broad applicability for businesses, including non-profits, that offer goods or services to Washington residents, and there is no applicability threshold. Among the requirements is the posting of a separate consumer health privacy notice on the business’s website.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

Delaware Court of Chancery Rescinds Musk’s $55.8B Tesla Stock Option Grant in Key Decision on Corporate Transactions with Controlling Stockholders

On January 30, 2024, the Delaware Court of Chancery rescinded Tesla's January 2018 grant to CEO Elon Musk of performance-based stock options with a potential $55.8 billion maximum value and a $2.6 billion grant date fair value. The lawsuit was filed derivatively against Musk, in his capacity as Tesla’s controlling shareholder and director, and against certain other Tesla directors. This Client Alert explores this critical decision.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

イーロン・マスクに対するテスラ社$55.8 Billionストック・オプション付与を取消す判決 (2024年1月30日)

(In Japanese) On January 30, 2024, the Delaware Court of Chancery rescinded Tesla's January 2018 grant to CEO Elon Musk of performance-based stock options with a potential $55.8 billion maximum value and a $2.6 billion grant date fair value. The lawsuit was filed derivatively against Musk, in his capacity as Tesla’s controlling shareholder and director, and against certain other Tesla directors. This Client Alert explores this critical decision.

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Client Alert Trevor Rubin Client Alert Trevor Rubin

The Corporate Transparency Act: Implications and Challenges for Foreign Companies and Foreign Owners

The Corporate Transparency Act (the “CTA”) went into effect on January 1, 2024. The CTA seeks to counteract money laundering, fraud and other illegal activity by imposing ownership disclosure requirements on private companies in the United States to an unprecedented extent. This Client Alert considers the implications of the CTA for foreign companies and foreign owners of US companies.

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