This essay examines whether a seller has reasonable grounds for his authenticity opinion – given that relevant factual grounds do not always point in one direction and, indeed, some may be strongly negative.

In my last column, I pointed out the significant environmental risks from both Canada’s oil sands and Japan’s nuclear facilities and concluded that, after balancing their respective benefits and risks, neither represented a desirable model for either the United States or the international community to meet their future energy needs.

Broker-dealers using social media for business purposes face new scrutiny from FINRA, which has issued two detailed Regulatory Notices and a new rule on electronic communications with the public.

Merchant cash advances have rapidly gained prominence as a versatile and accessible funding solution. However, behind this financial innovation lies a complex web of legal considerations...

A federal district court in Texas has recently concluded that an SEC equity receivership is collective in nature as that term is used in the definition of a "foreign proceeding" in section 101(23) of the Bankruptcy Code, which is based on the Model Law on Cross-Border Insolvency (the "Model Law") developed by the United Nations Commission on International Trade Law ("UNCITRAL").

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In December 2013, the U.S. Securities and Exchange Commission proposed new rules that would permit U.S. and Canadian companies that are not SEC reporting issuers to sell up to $50 million of their securities in any rolling 12 month period with reduced regulation and related expense.

This essay addresses the topic of legal protection for expert opinion.

In recent years, borrowers of leveraged loans have sought to include "Disqualified Lender" provisions in their credit agreements.

New York State and its municipalities are not likely to have adequate revenues to support maintenance or expansion of parks and open space in the next decade.

As the use of social media by companies has become nearly ubiquitous companies have begun to grapple with the implications of social media use by both the company and its employees.

This article addresses what third-party closing legal opinions can be delivered for a New York registered limited liability partnership (referred to in this article as a "RLLP")...

A discussion on the importance of managing the presence of social media in the corporate environment.

Attorneys advising nonprofits and their boards of directors must be aware of both the legal norms governing their conduct and the operative public perceptions concerning not-for-profits and their boards.

Section 11061 of the Tax Cuts and Jobs Act amended IRC Sec. 2010(c)(3) to provide that, for decedents dying after and gifts made after December 31, 2017 and before January 1, 2026...

Issuers organized outside the U.S. that pass certain shareholder and business contacts tests are "foreign private issuers" that benefit from significant accommodations under SEC rules.

Since its establishment by executive order by President Ford in 1975, the Committee on Foreign Investments in the United States, popularly referred to as "CFIUS," has monitored national security...

SEC Rule 15a-6 creates a framework allowing non-U.S. broker-dealers to engage with American institutional investors and conduct certain securities activities without full SEC registration. The rule establishes specific exemptions and requirements, including the use of chaperoning broker-dealers, while balancing market access with regulatory oversight. Understanding these provisions is essential for foreign broker-dealers seeking compliant pathways to U.S. capital markets.

The Second Department’s recent decision in G3-Purves Street v. Thomas Purves clarifies New York law on the enforceability of " bad boy" guarantees in nonrecourse loans.

On Monday, December 3, 2012, the United States Court of Appeals for the Second Circuit issued a significant 2-1 opinion in the case of United States v. Caronia that may greatly affect a manufacturer’s ability to promote off-label uses of its prescription drugs or medical devices.