Business and Finance
Publications of Interest
LawFlash/Client Alert | International Alert
Antitrust Practice
On November 21, the Treasury Department published its final regulations pursuant to the Foreign Investment and National Security Act of 2007 (FINSA), amending Section 721 of the Defense Production Act of 1950, ... more
LawFlash/Client Alert | Financial Crisis Impact and Analysis Alert
Business and Finance Practice
The announcement on Friday, November 21 of a regulatory first—the approval of a “shelf” or “expandable” charter—is the latest sign that bank regulators wish to encourage new equity investors in the banking market.more
LawFlash/Client Alert | Financial Crisis Impact and Analysis Alert
Tax Practice
Recent financial reports suggest that as many as 40% of the institutions in the banking and thrift industry will eventually participate in the U.S. Treasury Department’s $250 billion Capital Purchase Program (CPP).more
LawFlash/Client Alert | Climate Change Alert
Energy Practice
The recent election will bring in a new administration in January—one that has signaled that federal action to address climate change is on the horizon. While running for office, President-Elect Barack Obama pr... more
White Paper | Morgan Lewis White Paper
Wendy Walker,
Neil Herman,
Ethan Johnson,
Howard Beltzer,
Jedd Wider,
Louis Singer
In light of ongoing turmoil in the credit markets, the continuing uptick in the default rate, and the increasing number of sizeable corporate bankruptcy filings, the time is right for private funds to consider how best to profi... more
LawFlash/Client Alert | Climate Change Alert
Business and Finance Practice
Recent action by the Attorney General of the State of New York will affect how public companies disclose and address climate change financial risks. On August 27, 2008, the Attorney General announced a settleme... more
White Paper | Morgan Lewis White Paper
Linda Griggs
On June 5, 2008, the Financial Accounting Standards Board (the “FASB”) proposed amendments to Statement of Financial Accounting Standards No. 5, “Accounting for Contingencies” (“FAS 5”), and Statement of Financ... more
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice
As discussed in our LawFlash dated July 22, 2008, the 2005 Securities Offering Reform rules contain a “sunset” provision under which several common types of shelf registration statements expire three years after their i... more
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice
You no doubt already are aware that the Emergency Economic Stabilization Act of 2008 (the Act) was recently signed into law. But you may not be aware that among the “sweeteners” that were added to the bill are a few items that ... more
LawFlash/Client Alert | Financial Crisis Impact and Analysis Alert
Business and Finance Practice
The Emergency Economic Stabilization Act of 2008 (the “Act”) was signed into law by President Bush on October 3, 2008. Passage of the Act was the result of intense debate in both the U.S. Senate and the U.S. Ho... more
Outside Publications | Article
Justin Chairman,
Alan Singer
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice
On 1 October 2008, the Companies Act prohibition under English law on the giving of financial assistance by a private company for the acquisition of its shares will be repealed.
Section 151 of the Comp... more
Presentation | Webcast
Georgette Schaefer,
Richard Zarin,
Jonathan Morris,
Louis Singer
LawFlash/Client Alert | Securities LawFlash
Business and Finance Practice
On August 27, the U.S. Securities and Exchange Commission (SEC) adopted a number of rule amendments intended to update and enhance disclosure and filing requirements applicable to foreign issuers, including, mo... more
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations Practice
On August 19, the Internal Revenue Service (IRS) released final instructions to the redesigned Form 990, the information return filed by public charities and other tax-exempt organizations. The final instructio... more
Outside Publications | Article
Kathleen Collins
Newsletter | Morgan Lewis on Restructuring
Richard Toder,
Annie Wells,
Matthew Olsen,
Andrew Gottfried
In this issue:
- American Home Mortgage: A Different View of Servicing Rights
- Delaware Chancery Court Rules the Automatic Stay Does Not Bar Shareholder Meeting
- Recent Noteworthy... more
Outside Publications | Article
Andrew Gilbert,
David Schwartz,
Thomas Goodwin
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice
The Securities Offering Reform rules, which became effective December 1, 2005, contain a “sunset” provision under which several common types of shelf registration statements expire three years after their initial effect... more
LawFlash/Client Alert | Securities Industry FYI
Securities Industry Practice
In the light of responses to its 2007 consultation paper on the disclosure of Contracts for Differences (CP07/20), the United Kingdom’s Financial Services Authority (FSA) has decided to implement a general disc... more
Presentation | Speech
Georgette Schaefer
Presentation | Speech
Thomas Duley
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance Practice
On 13 June, the Financial Services Authority (FSA) in the UK announced the introduction of new provisions in its Code of Market Conduct which will require the disclosure of “significant” short positions in stoc... more
Presentation | Speech
Edward Hansen
Presentation | Speech
Thomas Duley
Presentation | Speech
Louis Singer
White Paper | Morgan Lewis White Paper
James Long
Climate change issues are generating one of the most rapidly changing and critically important components of environmental law. Most of the developments discussed in this overview have occurred in the last seve... more
Outside Publications | Article
Edward Hansen
Reprinted with permission of the authors and the Association of Corporate Counsel as it originally appeared: Carolyn Edgar, Marland Webb, and Ed Hansen, “Negotiating Complex technology and Outsourcing Relationshi... more
LawFlash/Client Alert | International Alert
On April 23, the U.S. Treasury Department published long-awaited proposed regulations that clarify the regulatory-review process for transactions where a foreign person acquires control of U.S. national security or crit... more
White Paper | Morgan Lewis White Paper
Business and Finance
The Securities and Exchange Commission has recently adopted two rule amendments that will expand the ability of foreign private issuers that are not U.S. reporting companies to provide stock-based compensation ... more
Book | Morgan Lewis Deskbook
Emerging Growth & Life Sciences Groups
To request a copy, please email deskbook@morganlewis.com with your contact information and with "life sciences" in the subject line.
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On April 7, the Internal Revenue Service (IRS) released draft instructions to the redesigned Form 990, the information return filed by public charities and other tax-exempt organizations. The redesigned Form 99... more
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance
The Companies Act 2006, which partly consolidates and partly revises English company law, is being implemented in a number of stages. As part of the latest implementation, which became effective on 6 April 2008... more
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance
The Companies Act 2006, which partly consolidates and partly revises English company law, is being implemented in a number of stages. As part of the latest implementation, which becomes effective on 6 April 200... more
Presentation | Speech
Louis Singer
LawFlash/Client Alert | Securities LawFlash
Litigation, Investment Management, and Business and Finance
Last Thursday, the SEC warned public pension funds and other unregistered investment advisers on the need for vigilance and adoption of policies and procedures to address potential insider trading issues. The s... more
LawFlash/Client Alert | Litigation LawFlash
Litigation
Morgan Lewis is excited to welcome eight lawyers—Litigation partners Paul Krieger , Hugh Tanner , Lucas Elliot , David Levy , Rick Rambo , and
Marketing Material | Survey
Business and Finance
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On December 20, the IRS released a revised version of the Form 990, the information return filed by public charities and other tax-exempt organizations, which will be required for the 2008 tax year (returns fil... more
White Paper | Morgan Lewis White Paper
Business and Finance
On November 15, 2007 , the Securities and Exchange Commission (SEC) approved amendments to Rule 144 under the Securities Act of 1933, as amended (the Securities Act), substantially as the amendments were propose... more
Newsletter | Morgan Lewis on Restructuring
Wendy Walker,
Neil Herman,
Karen Gartenberg,
Andrew Gottfried
In this issue:
- The Enron Enigma: Claims trading at its fuzziest
- In applying the theory of equitable subordination, the second circuit limits the ... more
Presentation | Speech
Claude-Étienne Armingaud
Outside Publications | Article
Jedd Wider
Presentation | Speech
Peter Watt-Morse,
Michael Pillion
Presentation | Speech
Restituto Yuson, III
White Paper | Morgan Lewis White Paper
Howard Beltzer
The markets remain at a historically low level of corporate defaults, with a resulting lack of sizeable out-of-court restructurings and Chapter 11 proceedings. However, we are unconvinced that the laws of econo... more
Presentation | Speech
Christian Bartholomew
Outside Publications | Article
Wendy Walker
Outside Publications | Article
Emma O'Kane,
Robert Goldspink
Presentation | Speech
Akiba Stern
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
The Panel on the Nonprofit Sector (the Panel) recently released Principles for Good Governance and Ethical Practice: A Guide for Charities and Foundations (the Guide ), the culmination of a process to i... more
LawFlash/Client Alert | Securities LawFlash
Business and Finance
In 2006, the Securities and Exchange Commission (SEC) adopted broad reforms to the disclosure rules regarding executive compensation. The new rules resulted in significant changes in the manner in which public ... more
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance
On October 1, 2007, additional sections of the UK Companies Act 2006 (the 2006 Act) came into force, introducing changes to the previous UK company law regime in a number of areas. The results of these changes ... more
Outside Publications | Article
Natalie Kingston
Outside Publications | Article
Jennifer Layfield
Presentation | Speech
Wayne Song
Outside Publications | Article
Keith Black
Outside Publications | Article
Alan Singer
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
Nonprofit organizations that engage in international activities need to understand the role of the U.S. Department of Treasury’s Office of Foreign Assets Control (OFAC) in administering and enforcing U.S. embargoes that... more
Outside Publications | Article
Karen Gartenberg
Presentation | Speech
Catherine McLoughlin,
Keith Black
Outside Publications | Article
Matthew Olsen
Presentation | Speech
Frederic Wilf
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On June 14, the IRS released a substantially revised draft Form 990, Return for Exempt Organizations, which will likely be the basis for the Form 990 used by organizations beginning with the 2008 tax year (that is, for ... more
Presentation | Speech
Wendy Walker
LawFlash/Client Alert | Business and Finance LawFlash
Justin Chairman,
Stephen Farrell,
David Sirignano,
Howard Kenny
At its public meeting on May 23, 2007, the Securities and Exchange Commission announced several far-reaching proposals that, if adopted , would simplify private placements and resales of unregistered securities,... more
Presentation | Speech
Robert Falkner,
Simon White
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On May 9, the IRS issued Notice 2007-45, which provides interim guidance on the new Form 990-T public disclosure requirement enacted as part of the Pension Protection Act of 2006 (PPA). Pursuant to the PPA, For... more
Presentation | Speech
Edward Hansen
Presentation | Speech
Randall Sunberg
Outside Publications | Article
Anthony Warnock-Smith
Outside Publications | Article
Akiba Stern,
Natalie Kingston
LawFlash/Client Alert | Business and Finance LawFlash
Simon White
LawFlash/Client Alert | Tax LawFlash
Tax
Officials from the Internal Revenue Service (IRS) have disclosed that the IRS is expanding the scope of its withholding and reporting agent compliance initiative beyond the financial services industry and will soon target nu... more
Presentation | Speech
Frederic Wilf
Presentation | Speech
Michael Pillion
Presentation | Speech
Frederic Wilf
Presentation | Speech
William Colgin, Jr.
Presentation | Speech
Akiba Stern,
Edward Hansen
Presentation | Speech
Frederic Wilf
LawFlash/Client Alert | Employee Benefits LawFlash
Employee Benefits
On April 10, 2007, the Treasury Department and the IRS issued final regulations relating to nonqualified deferred compensation plans under section 409A of the Internal Revenue Code. Section 409A imposes restrictions on d... more
Outside Publications | Article
Frances Babb
Presentation | Speech
Frances Babb
Presentation | Speech
Randall Sunberg
Outside Publications | Article
Simon White
Outside Publications | Article
Wendy Unglaub
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
Today, the IRS released a report describing the results of its Exempt Organizations Executive Compensation Compliance Project. According to the report, a significant portion of the organizations contacted had provid... more
Outside Publications | Article
John Hartigan,
E. Andrew Southerling
Presentation | Speech
William Colgin, Jr.
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On February 7, the IRS released Notice 2007-18, providing interim guidance on the scope of new tax shelter reporting and penalty rules enacted by the Tax Increase Prevention and Reconciliation Act of 2005 (TIPRA). TIPRA crea... more
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
The IRS has joined the public debate regarding the specific governance practices of charitable organizations with the release on February 2, 2007 of its paper titled “Good Governance Practices For 501(c)(3) Organizations.”more
Presentation | Speech
Andrew Gilbert
Presentation | Speech
Wenseng Pan, Ph.D.
Presentation | Speech
William Colgin, Jr.
Newsletter | Morgan Lewis on Media
Media Interdisciplinary Group
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance
On December 22, 2006, the UK Government published The Companies (Registrar, Languages and Trading Disclosures) Regulations 2006. Under the Regulations, from January 1, 2007, existing and new companies formed and register... more
LawFlash/Client Alert | Business and Finance LawFlash
Stephen Farrell,
David Sirignano,
Howard Kenny
In December 2006, the Securities and Exchange Commission (SEC) approved extensions of some of the scheduled compliance dates for Section 404 of the Sarbanes-Oxley Act of 2002. The final action conforms to the proposed ex... more
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On August 17, 2006, President Bush signed into law the Pension Protection Act of 2006 (PPA), which included several charitable giving incentives and numerous reforms primarily affecting charitable organizations and their don... more
Presentation | Speech
Emilio Ragosa
Outside Publications | Article
Tobin Nelson
Presentation | Speech
Edward Hansen
Presentation | Speech
Scott Karchmer,
Heather Brookfield,
Zaitun Poonja
Presentation | Speech
Sol Irvine
Presentation | Speech
Michael Bloom
Presentation | Speech
Edward Hansen
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Gary Wilcox,
William Zimmerman,
Tomer Inbar,
Ann Batlle,
Drew Porter,
Celia Roady
The Tax Increase Prevention and Reconciliation Act of 2005 (TIPRA), enacted earlier this year, may expose tax-exempt entities and their managers—potentially including outside investment managers—to significant new penalties ... more
Presentation | Speech
Barbara Melby
Outside Publications | Article
Jedd Wider
Presentation | Speech
Edward Hansen
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance
The Securities and Exchange Commission (SEC) issued two releases on August 9, 2006 that will extend some of the scheduled compliance dates for Section 404 of the Sarbanes-Oxley Act of 2002. Section 404 requires... more
LawFlash/Client Alert | Tax-Exempt Organizations LawFlash
Tax-Exempt Organizations
On August 3, 2006, the Senate joined the House of Representatives in passing the Pension Protection Act of 2006 (PPA), which includes many provisions intended to stimulate charitable giving and to discourage perceived tax la... more
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance
On August 1, the NASDAQ Stock Market became a registered national securities exchange? formerly, as a subsidiary of the National Association of Securities Dealers (NASD), it had been operating an inter-dealer quotations syst... more
Presentation | Speech
Frederic Wilf
Presentation | Speech
Michael Pillion
LawFlash/Client Alert | Tax LawFlash
Tax
The recent release of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes (FIN 48), is likely to result in increased requests by accountants and enterprises preparing financial statements for legal opinion... more
Outside Publications | Article
Kimberly Eney
LawFlash/Client Alert | Media LawFlash
Media
Our Summer 2006 “Morgan Lewis on Media” newsletter discussed the Securities and Exchange Commission’s proposed executive compensation disclosure rules (To view this newsletter, more
LawFlash/Client Alert | Tax LawFlash
Tax
In a much-anticipated tax shelter–related decision, the Court of Appeals for the Federal Circuit, on July 12, 2006, reversed a taxpayer victory in the Court of Federal Claims holding that the economic substance doctrine does... more
Presentation | Speech
Theodore Lazo,
Kathleen Collins,
John Ayanian
Outside Publications | Article
Beth Kiesewetter,
John Ayanian,
Monica Parry,
Stephen Cohen
Presentation | Speech
Wenseng Pan, Ph.D.
LawFlash/Client Alert | Employee Benefits LawFlash
Employee Benefits
As you have undoubtedly read recently, The Wall Street Journal and other media have been beating the drum loudly over whether public companies have “backdated” their options grants such that executives have reaped imp... more
Presentation | Speech
Tomer Inbar
Presentation | Speech
William Colgin, Jr.
Presentation | Speech
Barbara Melby
Presentation | Speech
Edward Hansen
Presentation | Speech
Celia Roady
Presentation | Speech
Celia Roady
Presentation | Speech
Tomer Inbar
Presentation | Speech
Akiba Stern,
Edward Hansen
Presentation | Speech
Barbara Melby,
Edward Hansen
Presentation | Speech
Barbara Melby,
Edward Hansen
Presentation | Speech
Randall Sunberg
LawFlash/Client Alert | Tax LawFlash
Tax
In a recent California Superior Court case, Northwest Energetic Services, LLC v. California Franchise Tax Board (Cal. Super. Ct. No. CGC -05-437721? Mar. 3, 2006), the court held that the annual California fee based o... more
Presentation | Speech
Celia Roady
Presentation | Speech
Michael Bloom
Presentation | Speech
William Colgin, Jr.
Presentation | Webcast
Alan Singer,
Thomas Kellerman,
Mims Zabriskie
Outside Publications | Article
William Colgin, Jr.
Newsletter | Morgan Lewis on Restructuring
Bankruptcy/Restructuring Practice
In this Issue:
- Non-Debtor Releases in Reorganization Plans- Are they still viable or a thing of the past in the Second Circu... more
Presentation | Webcast
Christian Mixter,
S. DiBernardo,
Thomas Kellerman
Outside Publications | Article
William Colgin, Jr.
Presentation | Speech
William Colgin, Jr.
Presentation | Speech
William Colgin, Jr.
Presentation | Speech
William Colgin, Jr.
Presentation | Speech
William Colgin, Jr.
LawFlash/Client Alert | Tax LawFlash
Tax
On October 27, the Internal Revenue Service (IRS) announced a short-term settlement initiative for taxpayers involved in a broad array of transactions that the IRS deems abusive. Eligible participants in the in... more
Presentation | Speech
E. John Park
Outside Publications | Article
Frances Babb
Newsletter | Morgan Lewis on Restructuring
Bankruptcy/Restructuring Practice
In this Issue:
- Substantive Consolidation: Owens Corning - Third Circuit Severely Restricts Availability of This Extraordinar... more
Presentation | Speech
Akiba Stern,
Barbara Melby,
Edward Hansen
LawFlash/Client Alert | Business and Finance LawFlash
Business and Finance & Labor and Employment
Unternehmen, deren Anteile an einer Börse in den U.S.A. notiert sind, haben aufgrund des Sarbanes- Oxley-Gesetzes aus dem Jahre 2002 und den darauf beruhenden Bestimmungen der Securities and Exchange Commission („SEC“) ... more