2017 Proposed Amendments to DGCL Released, SEC Sanctions Morgan Stanley for Failure to Implement Compliance Policies for Non-Traditional ETFs, and SEC Issues Reduced Whistleblower Award because of Culpability and Delay in Reporting

Coropate tunnel

by Nathan Jew and Jeanne Solomon

This week’s corporate law news roundup includes discussions of the 2017 proposed amendments to the Delaware General Corporation Law recently released by the Council of the Corporation Law Section of the Delaware State Bar Association, the SEC’s sanctioning of Morgan Stanley for failing to implement compliance policies and procedures for recommending single-inverse ETFs, and the SEC’s reduction of a whistleblower award due to the whistleblower’s culpability and delay in reporting

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Corporate Law Developments (February 6, 2017): PRESIDENT TRUMP’S EXECUTIVE ORDER ON U.S. IMMIGRATION POLICY; DELAWARE COURT REJECTS SUPERMAJORITY DIRECTOR REMOVAL BYLAW; FTC REVISES HART-SCOTT-RODINO ANTITRUST IMPROVEMENTS ACT THRESHOLDS FOR 2017

by Jeanne R. Solomon and Stacy Stecher

This week’s corporate law news roundup includes discussions of President Trump’s Executive Order (Order) on U.S. immigration policy; the decision of the Delaware Chancery Court that invalidated a corporate bylaw that purported to require a supermajority vote to remove directors; and the release by the Federal Trade Commission (FTC) of its annual revision to the minimum “size of transaction” and “size of person” thresholds requiring pre-merger notification to the FTC, effective for all transactions closing on or after February 27, 2017.

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January 12, 2017 Corporate Law Developments: New California Labor Code Provision Requiring California Choice of Law and Venue in California Employment Contracts; New Department of Labor Fiduciary Rules for ERISA Financial Advisers; and a Delaware Court Decision Favorable to Delaware Limited Partnerships’ General Partners in the Merger Context

by Jeanne R. Solomon and Stacy Stecher

This week’s corporate law news roundup includes discussions of new California Labor Code Section 925 which requires California employers to use California for their choice of law and venue in contracts with employees who primarily reside and work in California; new U.S. Department of Labor (DOL) fiduciary rules that expand the Employee Retirement Income Security Act of 1974 (ERISA) “investment advice fiduciary” definition, requiring financial advisors to investment retirement accounts (IRAs) and 401(k) plans with fewer than $50 million in assets to acknowledge their role as fiduciaries starting April 10, 2017 and comply with “Best Interest Contract 

 

 

 

 

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