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  • Article

    New Equity Plan "Must-Do": ISS Data Verification Program

    ISS has announced a new program that allows companies to verify the data that ISS will use to evaluate a new or amended equity plan.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Proposed SEC Rule To Permit Advertising In Connection With Private Placements

    The Jumpstart Our Business Startups (JOBS) Act requires the SEC to change its rules so that advertising will be permitted in certain private placements.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Recent SEC Enforcement Actions Demonstrate Increased Focus On Municipalities And Municipal Securities

    Within the past two months, the U.S. Securities and Exchange Commission has charged the city of Harrisburg, PA; the state of Illinois; and the city of Victorville, CA, with securities fraud.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Reducing M&A Costs Through Seller Due Diligence

    Law360 published an article that originally distributed as a firm Legal Alert by Brad Austin, Curtis Griner and Simon Cox.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Revisiting The Conflicts Minerals Rule

    Companies listed in the U.S. are required by Section 1502 of the Dodd-Frank Act to report whether they manufacture products that incorporate so called conflict minerals.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    SBA Issues Revised Model Limited Partnership Agreement for Private Equity Funds Applying for SBIC Licenses

    On Oct. 21, 2010, the U.S. Small Business Administration (SBA) released a revised model limited partnership agreement (New LPA) to assist investment funds applying for a license to operate as a small business investment company under the Small Business Investment Act of 1958.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    SBA Updates TechNote 9 to Reflect Overline Limit Increase

    This month, the U.S. Small Business Administration released an updated SBIC TechNote 9: Guidance for Obtaining a Regulatory Exemption for "Overline" Investments, which supersedes its original release in April 2002.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    SEC Adopts Changes Preventing Bad Actors From Using The Most Popular Private Placement Exemption – Rule 506

    The SEC has adopted provisions which prevent felons and other bad actors from relying on Rule 506 of Regulation D, the most frequently used private placement rule.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    SEC Charges 28 Corporate Insiders With Failing To Disclose Transactions In Company Stock

    The SEC announced the results of its investigation into violations of the securities laws requiring corporate officers, directors and major shareholders to disclose their transactions.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    SEC Speaks 2015: Enforcement Highlights

    On February 20, 2015, the Securities and Exchange Commission (SEC) held its annual SEC Speaks conference, which updated the public regarding the staff’s work over the last year and its plans for 2015.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Survey Shows More Companies Adopting And Strengthening Political Spending Policies

    An annual survey prepared by the Center for Political Accountability and released last week indicates that an increasing number of large companies are adopting policies and procedures designed to improve transparency and oversight of their political activities.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    The Carefully Crafted Franchise Agreement

    Recent deal data shows that the Food & Beverage M&A market saw significant activity in 2013.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    The Strange Fiction Of Rule 30(b)(6)

    Under Fed. R. Civ. P. 30(b)(6), a litigant seeking a corporate adversary's deposition may insist that the corporation designate an individual to testify on the corporation's behalf about designated topics.
    United StatesCorporate/Commercial Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Foreign Corrupt Practices Act

    The Department of Justice (DOJ) and the Securities Exchange Commission (SEC) continue to vigorously enforce the Foreign Corrupt Practices Act (FCPA).
    United StatesCriminal Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    North Carolina State Court Confirms The Attorney-Client Privilege's Absolute Protection

    Unlike the work product doctrine, the attorney-client privilege provides absolute protection if properly created and not waived. In State v. Lowery, No. COA11-673, 2012 N.C. App. LEXIS 288, at *13 (N.C. Ct. App. Feb. 21, 2012), a criminal defendant argued that two witnesses' attorney-client privilege claim "should 'give way,' to [his] right to question a witness about private conversations with his or her attorney."
    United StatesCriminal Law
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Court Of Appeals Enjoins The NLRB From Enforcing Posting Of Employee Rights Notice

    As we recently detailed, a South Carolina federal district court held on April 13, 2012 that the National Labor Relations Board (NLRB) does not have statutory authority to force employers to post notices that the NLRB claims are designed to inform employees of their rights under the National Labor Relations Act (the Act).
    United StatesEmployment and HR
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    Employment Law Updates For 2015

    The introduction of the new health and work assessment and advisory service will be phased in, offering state-funded occupational health assistance for employees, employers and GPs.
    United StatesEmployment and HR
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    FBAR Deadline Extended For Some 2009 And Earlier Filings

    If an employee benefit plan has a financial interest in or signature authority over a foreign financial account, such as a bank account, brokerage account, mutual fund, trust, or other type of foreign financial account, the Bank Secrecy Act may require the plan to report the account annually to the IRS by filing Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts (FBAR).
    United StatesEmployment and HR
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    IRS And DOL Sign MOU To Address Worker Classification

    IRS and DOL each have a stake in preventing the misclassification of workers as independent contractors, rather than employees.
    United StatesEmployment and HR
    McGuireWoods LLP
    McGuireWoods LLP
  • Article

    IRS Provides Limited Section 162(m) Transition Relief For RSUs And Similar Equity-Based Awards

    The Internal Revenue Service recently issued final regulations under Section 162(m) of the Internal Revenue Code. The final regulations are substantially similar to the proposed regulations issued by the IRS in 2011.
    United StatesEmployment and HR
    McGuireWoods LLP
    McGuireWoods LLP

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