December 05, 2023

Deadline Approaching for Corporate Transparency Act Beneficial Ownership Information Reporting

The compliance reporting date for businesses to begin reporting their beneficial owners’ information is quickly approaching. The Corporate Transparency Act (CTA) requires beneficial ownership information reporting to begin on January 1, 2024. Recent amendments have extended this deadline for certain businesses. Review this client alert digest containing information from law firms, agencies, and other news on CTA’s...

December 05, 2023

Policy on Policies for Hospitals and Health Systems

Take advantage of this new policy and procedure template from Lexis Practical Guidance – Healthcare, which addresses a healthcare organization's policy management. Establish your organization’s process for managing the policy document life cycle—including ownership, drafting, approval, version control, and storage—and ensure your organization maintains well-developed and understandable policies...

December 05, 2023

Tips for Negotiating Strong D&O Insurance Protection

Learn about key policy provisions to haggle over and other noteworthy factors to consider for a comprehensive and properly negotiated Directors & Officers (D&O) policy. Read now » Related Content Practical Insurance Guide for In-House Counsel Discover best practices for in-house counsel to maximize D&O insurance from procurement to reporting of a claim, and the important elements of an insurance...

December 05, 2023

Patent Enablement Lessons from Amgen Inc. v. Sanofi

The more a patent claims, the more it must enable. This video discusses the enablement requirement of 35 U.S.C.S. § 112(a) as it relates to biotechnology and specifically antibody claims, addressed by the Supreme Court in Amgen Inc. v. Sanofi , 143 S. Ct. 1243 (2023). Watch now » Related Content Amgen Patent Ruling's Impact Extends Beyond Life Sciences Gain insight from Law360 expert analysis on the...

December 05, 2023

Combat Human Trafficking in the Workplace

Human trafficking, often referred to as a form of modern-day slavery, impacts millions of people every year. If you need guidance on how to report and otherwise respond to suspected cases of human trafficking in the workplace, start with our Human Trafficking Policy. Read now » Related Content Reporting Employees' Criminal Activity Understand reporting requirements for employee criminal activity. ...

December 05, 2023

340B-Ready

Understand the 340B prescription drug discount program and critical issues for eligible hospitals, federally qualified health centers, and other healthcare organizations. Read now » Related Content Navigating Uncertainties in the 340B Drug Pricing Program Navigate 340B and favorably position your healthcare and life sciences clients for the future of the 340B Program. Prescription Cost Control Assistance...

December 05, 2023

Forcing a Stockholder Vote After the Board Changes its Recommendation

Delaware and many other states permit corporations to agree to force-the-vote provisions. A force-the-vote provision is a type of lock-up provision that requires the board of directors to submit a merger proposal to a stockholder vote even if the board no longer recommends the merger transaction because of an alternative proposal or intervening event. From an acquirer’s perspective, a force-the-vote provision can...

December 05, 2023

Wanna be Startin’ Somethin’? Prepare for Your Startup’s Fundraising

One of many critical challenges that startup ventures confront is capital raising, including the manner of acquiring capital, determining which type of capital (e.g., debt, equity, convertible securities) to utilize, how much capital to raise, how to target investors, and the overall fund raising (or securities offering) process. This practice note discusses three primary ways in which startup and other early-stage companies...

December 05, 2023

Update Your Lease Now! Don’t Wait Until the Next Health Crisis or Government Shutdown

Review this checklist for step-by-step landlord guidance on commercial lease provisions to evaluate and consider before the next public health emergency. This checklist is intended to alert landlords of existing commercial lease clauses that could be problematic or require special consideration in the event of a public health crisis or a government shutdown. Read now » Related Content Force Majeure Clause...

December 05, 2023

Would a REIT by Any Other Name Smell as Sweet?

A real estate investment trust (REIT) is a tax-favored investment vehicle focused exclusively on real estate interests. The Internal Revenue Code strictly regulates REITs to ensure that the form stays true to its mission. So, if a REIT meets all of the IRC’s requirements and limitations, it enjoys pass-through status. This allows the REIT to pass on the large majority of its taxable income to its beneficial owners...

December 05, 2023

The Supremes and Bankruptcy Update

The U.S. Supreme Court has agreed to hear three cases involving issues of bankruptcy law in its most recent term which began in October 2023. Check out this expertly drafted article discussing these three cases. Read now » Related Content Bankruptcy Appeals Read this discussion of appeals of orders entered in bankruptcy cases. Third-Party Releases in Plans Review this practice note for the requirements...

November 28, 2023

I Want Out—Structured Dismissals in Bankruptcy

Structured dismissal refers to a bankruptcy court dismissal order containing terms and conditions that are in addition to, or which modify, the provisions of Section 349(b) of the Bankruptcy Code. Bankruptcy courts continue to approve structured dismissals that do not violate Czyzewski v. Jevic Holding Corp. , 580 U.S. 451, 468-69 (2017). Check out this practice note for a discussion of the basis for structured dismissal...

November 28, 2023

These Aren’t the Droids You’re Looking For: Talking Your Opponent Out of Litigation

Sometimes disputes headed for litigation can be redirected and resolved if you use these techniques designed to lower the temperature, accommodate competing interests, and seek out compromise. Read now » Related Content Client Intake Form (Federal) Use this client intake form meant for use with potential clients who come in for consultations about a new matter. Case Evaluation Checklist (Federal) See...

November 28, 2023

Market Trends 2022/23: Pay Ratio Disclosure

Since 2017, Item 402 of Regulation S-K has required reporting companies to disclose certain information about employee compensation, CEO compensation, and the ratio between them in filings such as proxy statements, annual reports on Form 10-K, and registration statements. Read this market trends practice note to understand the required disclosures and exemptions and to see examples of publicly-filed disclosures. Read...

November 28, 2023

New State Laws Survey: Construction Professionals Licensing Requirements

All 50 states have licensing or registration requirements for architects and engineers, while contractor and subcontractor licensing requirements vary by state. In some states, if an unlicensed construction professional performs work, they risk the imposition of penalties and can lose the right to pursue a mechanic's lien. Learn about licensing requirements and penalties for performing unlicensed work in all 50 states...

November 28, 2023

Has There Been a Dispute in Your Client's Outsourcing Transaction?

Acquire an understanding of dispute resolution and remedies that are available in outsourcing transactions, including alternatives to terminating the relationship and resorting to litigation. Read now » Related Content Litigation vs. Arbitration in Outsourcing Chart Compare litigation versus arbitration as formal dispute resolution methods in outsourcing. Outsourcing Considerations and Planning Read...

November 28, 2023

What To Know About the White House's Sweeping AI Directive

President Joe Biden recently signed a comprehensive executive order setting out a road map for protecting consumers and workers from privacy, discrimination, and other potential harms presented by the widespread deployment of artificial intelligence. But experts say its effectiveness will likely hinge on how the directive is implemented and whether it's backed up by congressional action. Read now » Related...

November 28, 2023

Be a Smart Health Services Shopper: Check Out the Price Comparison Tool

Among the many health-related provisions of the Consolidated Appropriations Act, 2021 (CAA), in its No Surprises Act provisions, beginning in 2023, most group health plans and issuers of individual insurance coverage must provide a searchable web-based tool (and alternative hard copy delivery) allowing participants to find individualized cost-sharing and rate information for covered items and services. This price comparison...

November 28, 2023

Are You in First Position?

Before negotiating with counsel when drafting an intercreditor agreement, make sure you are up to speed on the respective rights, liabilities, and obligations of multiple creditors with respect to each other, the borrower, and the collateral. Read now » Related Content Lien Subordination Versus Debt Subordination Review this practice note to understand the distinction between (1) debt subordination, where...

November 28, 2023

Licensed Money Services Businesses Compliance

Money service businesses (MSBs) are considered money transmitters under U.S. federal and state laws and regulations. The U.S. Financial Crimes Enforcement Network (FinCEN) requires that MSBs develop, implement, and maintain a risk-based anti-money laundering (AML) and combating the financing of terrorism (CFT) program. With recent bank failures attributed to weaknesses in risk management programs and crypto-asset transactions...

November 28, 2023

Ambulatory Surgical Center Lease Agreements

Consult this practice note from current and former attorneys at McGuireWoods LLP to get up to speed on leases for ambulatory surgical centers (ASCs), which present unique issues that must be identified and negotiated by the attorneys representing landlords and ASC tenants. Understand why ASCs, which are healthcare facilities that provide same-day single or multi-specialty outpatient surgical care, present unique economic...

November 28, 2023

Bad Faith as a Continuum

Expand your understanding of the present bad faith environment, from the first notice of claim to trial. Read now » Related Content Insurance Bad Faith Coverage Litigation Learn more about common grounds for insurance bad faith claims and bad faith litigation issues, including jurisdiction-specific bad faith standards, insurer defenses, discovery points, and considerations related to available types of damages...

November 28, 2023

Bytes and Rights: Drafting and Negotiating Software License Agreements

Review the key issues to consider when negotiating and drafting a software license agreement. This practice note covers, among other things, the scope of the software license, delivery and installation, acceptance testing, fee metrics, termination, limitation of liability, indemnification, remedies for infringement, warranties, source code escrow, bankruptcy issues, and maintenance and support. Read now » Related...

November 28, 2023

Virtual Reality: Listen to Our L&E Metaverse Podcast

Interested in the intersection between the metaverse, the workplace, and employment law? Listen to this Practical Guidance podcast featuring attorney Tim Taylor of Holland & Knight. Listen now » Related Content Artificial Intelligence in the Workplace: Best Practices Review guidance and best practices for counseling employers on some of the legal implications of integrating artificial intelligence (AI...

November 28, 2023

Gobble Up This New Professional Development Video for Mid-Level Associates!

As Q4 kicks into high gear, make sure you leave room on your favorite associate’s plate for this new professional development video from Practical Guidance! Covering key tips and skills they will need to become the go-to associate at the firm, this video is sure to keep mid-level associates moving on their track to partnership. Watch now » Related Content Mid-Level Associate Development Checklist Help...