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Morrison & Foerster Discusses Agency Actions on “Junk Fees”

By Jeremy Mandell, Julie O’Neill and Rachel Ross October 18, 2023 by renholding

On October 11, 2023, the Federal Trade Commission (FTC) issued a proposed rule to prohibit so-called junk fees, and the Consumer Financial Protection Bureau (CFPB) issued an advisory opinion to large banks and credit unions on charging fees for financial …

Arnold & Porter Discusses 2023 Annual Reporting and Proxy Season

By Rob Azarow, Paul Nabhan, Christian Schultz, Teresa Johnson and Jane Norberg September 28, 2023 by renholding

During 2023, the U.S. Securities and Exchange Commission (the SEC) continued its trend from 2022, actively engaging in regulatory rulemaking, providing disclosure guidance, and undertaking enforcement actions related to public disclosures and disclosure controls.

This Advisory provides a summary of …

Taxing the Metaverse

By Young Ran (Christine) Kim September 27, 2023 by renholding

The metaverse has gained popularity following Facebook (Meta)’s announcement that it would bring the “Metaverse” to life and the excitement around cryptocurrency and NFTs. The metaverse acts as a social network where people participate in virtual activities, like purchasing digital …

Arnold & Porter Discusses New National Security-Based Restrictions on Corporate Activity

By Deborah A. Curtis, Cate Baskin, Minjae Kim and Kerry K. Walsh September 14, 2023 by renholding

Recently, the whole of the U.S. government has showcased its commitment to addressing the national security implications of certain corporate activities. On September 11, 2023, the U.S. Department of Justice (DOJ) tapped its first National Security Corporate Enforcement Chief. The …

Decentralized Autonomous Organizations Are a Paradigm Shift in Business Evolution

By Wulf Kaal and Josh Bykowski August 25, 2023 by renholding

The historical trajectory of business entities is a testament to the intricate interplay between societal structures, technological advancements, and economic imperatives. From the rudimentary partnerships of early civilizations to the sophisticated joint-stock corporations of the 17th century, the evolution of …

Cleary Gottlieb Discusses DOJ, Commerce, and Treasury Advisory on Voluntary Self-Disclosure Policies

By David Last, Abena Mainoo, Chase Kaniecki, Samuel Chang and Andrew Saba August 14, 2023 by renholding

On July 26, 2023, the U.S. Department of Justice’s National Security Division (“NSD”), the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”), and the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) issued a Tri-Seal …

Tax Avoidance Through Cross-Border Mergers and Acquisitions

By Jean-Marie Meier and Jake Smith August 9, 2023 by renholding

In a new paper, we examine the extent to which cross-border M&A is influenced by tax avoidance motives and quantify the resulting tax savings.

Firms employ tax avoidance strategies like profit shifting or the relocation of their tax residence to …

SEC Chair Supports Rules on Public Company Cybersecurity Disclosures

By Gary Gensler July 27, 2023 by renholding

Today [July 26], the Commission is considering adopting final rules regarding cybersecurity disclosures by public companies. I am pleased to support these rules because they will enhance and standardize disclosures to investors with regard to public companies’ cybersecurity practices as

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Regulating Crypto-Trading Platforms as Exchanges

By Marco Dell’Erba July 5, 2023 by renholding

The Securities and Exchange Commission’s recent actions against Binance and Coinbase show that the commission is worried about the business model of crypto-trading platforms. In its complaint against Binance, for example, the SEC expressed concerns about the offering of “three …

Skadden Discusses New EU and UK Regimes for Regulating Cryptoassets

By Simon Toms, Azad Ali, Eve-Christie Vermynck and David Y. Wang June 30, 2023 by renholding

The European Union and U.K. are establishing comprehensive regimes for the regulation of cryptoassets. The Markets in Crypto-Assets Regulation (MiCA) was published in the Official Journal of the European Union on June 9, 2023, and will come into force on …

What’s in Your Climate Score?

By Madison Condon June 28, 2023 by renholding

An increasing number of consultancies, financial technology firms, data providers, and investment advisory groups offer information about localized physical climate risks like floods, hurricanes, and wildfires. In recent years, mainstream financial services companies have acquired many of the early climate-analytics …

Lawyers Must Responsibly Embrace Generative AI

By Natalie A. Pierce and Stephanie L. Goutos June 27, 2023 by renholding

The legal industry is on the brink of transformative change driven by the power of generative artificial intelligence (GAI) technologies such as ChatGPT. Goldman Sachs has predicted GAI could propel a 7 percent (or almost $7 trillion) increase in global …

Skadden Discusses How Supreme Court Decision in Jack Daniel’s May Affect AI-Generated Works

By Stuart D. Levi and Jordan Feirman June 16, 2023 by renholding

Among the various types of AI-generated works that are being created and marketed nowadays are works that replicate the sound or visual images of specific artists. In many cases, these works, or the models or tools that helped generate them, …

Clandestine Corporate Political Spending as Illicit Insider Trading

By Michael R. Siebecker June 15, 2023 by renholding

Fueled by the landmark decision in Citizens United, which granted corporations essentially the same political speech rights as humans, corporations continually attempt to control political outcomes, ostensibly to promote shareholder value.[1] During the 2022 election cycle, corporations and business …

How the Changing Landscape of Corporate Governance Disclosure Affects Shareholder Voting

By David Becher, Michelle Lowry and Jared I. Wilson June 5, 2023 by renholding

The board of directors serves as the liaison between shareholders and management; directors monitor and advise management, with the objective of maximizing shareholder value. Shareholders have significant input into the composition of the board via voting. Shareholder votes on directors …

Behind the EEO Curtain

By Thomas Bourveau, Rachel W. Flam and Anthony Le May 31, 2023 by renholding

The brutal death of George Floyd in May 2020 put the spotlight on U.S. corporations and their role in fostering diversity, equity, and inclusion (DEI) practices. This rising interest in DEI practices has increased calls from investors and other stakeholders …

How CEO Bonuses and Taxes Have Affected the Offshoring of Corporate Activity

By Katie Boylen, Fabio B. Gaertner and Melissa Martin May 18, 2023 by renholding

Executive compensation and corporate taxation are both hot button issues, but can they be related? In a recent paper, we examine how CEO bonus contracts reinforce global tax incentives and show that executive pay practices helped drive corporate activity …

Columbia Law Professor Writes One of Top 10 Corporate and Securities Articles for 2022

By Reynolds Holding May 5, 2023 by renholding

Eric Talley, Isidor & Seville Sulzbacher Professor and co-director of the Millstein Center for Global Markets and Corporate Ownership at Columbia Law School, was among the authors of one of the 10 best corporate and securities articles last year, the

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Chat GPT and Corporate Political Speech

By Michael R. Siebecker May 4, 2023 by renholding

ChatGPT and artificial intelligence (“AI”) generally might enhance our lives in many ways, but some people fear significant, pernicious outcomes as well. For instance, in a recent poll of 1,000 U.S. business leaders, almost half said their companies had already …

Cleary Gottlieb Discusses Non-Disclosure Agreements — Are They Effective?

By Sunil Gadhia, James Brady-Banzet, Kieran Rogan, Chris Gollop and Tim Vogel May 2, 2023 by renholding

Over the past several years, the use of non-disclosure agreements (“NDAs”) has received significant public scrutiny following their controversial use in a number of high profile harassment claims.^[1]

NDAs were back in the headlines earlier this year following the …

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