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Member News
Member News
09
Dec
Fashion Law is a growing and emerging legal category that encompasses several other and more traditional legal specialties.
Intellectual Property
Fashion companies protect their brands by filing for state or federal trademark registration. After filing for federal registration, the fashion company owns the exclusive right to use the trademark in the U.S. and the right to use the official registered trademark symbol ®.
If a fashion company believes that its designs are being copied, to prevail in court, the fashion company would...
09
Dec
Who Needs to Know
Companies and individuals negotiating contracts governed by Delaware law.
Why It Matters
In a recent decision, the Delaware Court of Chancery permitted a buyer to escape its obligation to acquire a target from a seller under the parties’ purchase agreement because the target had made extensive changes to its business as a result of the COVID-19 pandemic in violation of the agreement’s ordinary course of business covenant. The court’s holding reaffirms that standard ordinary course of business covenants...
09
Dec
Banks
From January 1st, 2021, UK banks will qualify as non-EU banks and relative provisions will apply.
Accordingly, UK banks shall be authorized by the Bank of Italy to operate in Italy, through a branch or on a cross-border basis.
In addition, UK banks may also be authorized to provide investment services (Bank of Italy having consulted Consob):
towards retail and professional on request clients, only if a branch is established;
towards eligible counterparties and per se professional clients, also on a cross border basis.
If...
09
Dec
Key insights
President-elect Biden ran on proposed increases of top tax rates.
Tax rate increases may not occur until a later year (if at all), and may not affect you.
Acceleration of income may not be appropriate in all circumstances.
Your individual situation can help to determine if you should take action or wait and see.
As part of his campaign, President-elect Biden proposed an increase of the top tax rates on personal income (from 37% to 39.6%), capital gains...
08
Dec
In this series of briefing notes, we will look at some key areas of a private M&A transaction that may be impacted during COVID-19 era. This note is designed to focus on the valuation and structuring issues that may arise in these transactions.
Valuation and purchase price structure
The market uncertainty caused by the COVID-19 outbreak has led to difficulties in valuing the target and forecasting its future business performance. As such, it is not hard to see why buyers now...
08
Dec
In this vein, Troutman Pepper released a podcast to expand upon the theories asserted in these new board-diversity derivative actions, analyze potential problems for plaintiffs in sustaining the claims, and provide additional guidance on how to respond to a shareholder demand to take action to address diversity and inclusion. Listen here: Board Diversity Podcast |
Momentum continues to build to mandate diversity on corporate boards. A new proposal by Nasdaq will require all Nasdaq-listed companies to have at least two diverse...
08
Dec
The CSSF issued a press release on 7 December 2020 on the management of Luxembourg AIFs by UK AIFMs and the marketing of UK UCITS and AIFs in Luxembourg. UK AIFMs or impacted funds must take certain actions by 31 December 2020 at the latest to the extent no action has been taken so far.
Luxembourg investment funds managed by a UK AIFM should appoint an EU-27 manager in order to maintain the EU passporting rights.
Under limited circumstances Luxembourg AIFs...
08
Dec
Many foreign businesses and individuals planning on setting up or investing in a U.S. partnership or multimember LLC (“U.S. partnership”) that will be engaged in an active business in the U.S., have the following questions:
What are U.S. tax consequences as a foreign investor into a U.S. partnership with an active business?
As a foreign investor do I need a taxpayer identification number from the internal revenue service (“IRS”)?
What should I do as a foreign investor and what...
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