INSIGHTS
Client Alerts & Publications
2025 Privacy Program Blueprint: Evolving Beyond the Privacy Policy
The fifth anniversary of the effective date of the California Consumer Privacy Act (CCPA) arrives in January 2025. As we approach the end of another year filled with evolving privacy laws in California and twenty other states, now is the time for a critical review of your privacy policies and practices.
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.
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.
Illinois Amends Human Rights Act to Address Employer Use of AI
This Client Alert summarizes a newly adopted Illinois law that amends the Illinois Human Rights Act to address the use of AI for employment-related decisions that could have the effect of discriminating on the basis of race, color, sex, sexual orientation, or other protected classes.
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.
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.
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.
FTC’s New Non-Compete Ban and Impact On M&A
FTC introduces ban on worker non-competes. M&A participants should assess impact of ban in coming deals.
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.
SEC Issues Final Rule on Climate-Related Disclosures to Investors
On March 6, 2024, the SEC issued its final rules “to enhance and standardize climate-related disclosures by public companies and in public offerings.” This client alert reviews the new disclosure requirements for reporting companies.
Navigating the “Cramdown” Round: A Director’s Roadmap
This client alert examines the mechanics of the cramdown round and suggests steps the board and lead investors can take to lessen the threat of legal liability from non-participating investors.
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.
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.
The Corporate Transparency Act: Implications and Challenges for US Companies and Owners
It is estimated that over 30 million US companies will be required to comply with the Corporate Transparency Act. This Client Alert considers the implications of the CTA for US companies, with a focus on large companies and groups that may incorrectly assume that they are exempt from the CTA.
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.