Below is a recap of recent posts to the Stradley Ronon Business Vantage Point blog. Articles on timely topics impacting ownership, operation and financing of businesses across industries written by our trusted advisers are posted regularly on the site. If you haven’t yet subscribed, please click here to ensure you don’t miss any upcoming articles.
IN THE MAY ISSUE:
Proposed Amendments to the Delaware General Corporation Law: A Response to Moelis and Activision
A series of recent decisions from the Delaware Court of Chancery has muddied the waters for dealmakers and lawyers, raising questions about the legality of certain longstanding market practices relating to stockholders’ agreements and the approval process for mergers. In deciding these recent cases, the court made clear that in construing the language of the Delaware General Corporation Law (DGCL), the court will apply a strict reading of the express language of the statute.Read More...
FTC’s Noncompete Ban and the Impact on Trade Secret Protection
The recent rulemaking by the Federal Trade Commission (FTC) on worker noncompetes has garnered an avalanche of publicity, mostly for its impact on employment agreements and employees’ ability to work for competitors. However, the rule’s effect on previously protected trade secrets is equally important. Read on as we highlight the rule’s restrictions and provide practical solutions for businesses looking to continue to protect valuable intellectual property. Read More...
Corporate Transparency Act Under Fire: Two New Lawsuits Filed in Maine and Michigan
Following an Alabama federal court’s decision in March declaring the Corporate Transparency Act (the CTA) unconstitutional, two similar lawsuits have been filed in different states challenging the constitutionality of the CTA. Read More...
In FY25 Budget, New York Becomes First State to Require Paid Prenatal Leave
As part of a significant investment to support New York state’s health care system, the $237 billion executive budget for fiscal year 2025 includes two key employment law changes relevant to maternal health. Read More...
Gig Work Laws Aim to Catch Up with Industry Innovations
Gig work rapidly evolved into a fixture of the job market, with constant innovation from the businesses operating in the space. Popular gig work roles expanded beyond ride-share and delivery drivers to graphic designers, freelance writers, mobile shoppers, fitness trainers, online tutors, virtual assistants and social media content creators. Read More...
The 83(b) Election: How Founders, Employees and Service Providers Can Lower Their Tax Burden
Restricted stock awards are generally taxed when they vest, which can often occur months or years after such awards are granted. Stock options are generally taxed at exercise after they have vested (for incentive stock options, the spread between strike price and fair market value at exercise is a tax adjustment item for purposes of alternative minimum tax) and at a subsequent disposition. However, in certain instances, an option holder may purchase stock that is not vested. These awards are sometimes referred to as early exercise options. Read More...
Alabama Federal Court Decision Throws Corporate Transparency Act into Disarray
A federal district court in Alabama issued a significant decision in National Small Business United v. Yellen on March 1, declaring the Corporate Transparency Act (CTA) unconstitutional as it exceeds the Constitution’s limits on the power of Congress. Read More...
U.S. Supreme Court Retaliatory Claims Ruling May Trigger More Whistleblower Suits
When whistleblowers lose their jobs or otherwise experience an adverse employment action, employers often face retaliation claims. With respect to retaliation claims brought under the Sarbanes-Oxley Act, the U.S. Supreme Court recently clarified the parties’ respective burdens of proof in a way that may encourage more whistleblower suits and impact an employer’s litigation strategy and settlement calculus. Read More...
Delaware Chancery Court Examines ‘Reasonable Efforts’ in Chordia Decision
Most contracts will straightforwardly require the parties to take or refrain from taking specified actions. However, some contracts require that a party attempt to bring about a result that may or may not be within the party’s control. Such provisions are commonly qualified so that the party will not have breached the provision, even if the goal is not achieved, so long as the party has used its “reasonable efforts” to bring about the desired result. Read More...
Information contained in this publication should not be construed as legal advice or opinion or as a substitute for the advice of counsel. The articles by these authors may have first appeared in other publications. The content provided is for educational and informational purposes for the use of clients and others who may be interested in the subject matter. We recommend that readers seek specific advice from counsel about particular matters of interest.
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