Benzinga

JANUARY 5, 2023

. $465M Of Robinhood Stock Linked To Sam Bankman-Fried To Be Seized By Justice Department. Department of Justice is working to seize $465 million worth of Robinhood Markets Inc (NASDAQ: HOOD ) shares associated with Sam Bankman-Fried , the founder of the collapsed FTX cryptocurrency exchange. Meta Platforms Inc.'s

Marketability 98

Marketability Technology 98

Law 360 M&A

AUGUST 8, 2022

Department of Justice is wrong to allege that UnitedHealth Group's proposed $13.8 billion purchase of Change Healthcare would give the company access to data that it could use to gain a competitive advantage against its rivals, a UHG executive testified Monday in D.C. federal court.

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Benzinga

JUNE 13, 2022

Justice Department say that Spirit and Frontier's merger to create the fifth-largest airline in the country would face close scrutiny. Alexandria Ocasio-Cortez asked the Department of Justice to investigate Frontier Airlines (ULCC) planned purchase of Spirit Airlines (SAVE) to see if would hurt competition.

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Private Equity Firm Start-ups Equity Marketability 97

Audit Board

MAY 19, 2022

Internal auditors play a key role in bringing these individuals to justice and are often our expert witnesses. If a team member has privileged information, they could be secretly accessing files or emails or working with an inside source to get details that aren’t specific to their line of business. Plus, prosecutors cannot be sued.

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Banking 52

Benzinga

JANUARY 19, 2023

The acquisition builds upon Versaterm's public safety solution ecosystem with field-ready mobile software and a Criminal Justice Information Services (CJIS) compliant cloud-based Digital Evidence Management System (DEMS) that reinforces its commitment to helping agencies better serve their communities.

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Reynolds Holding

MARCH 8, 2023

On March 2 and 3, 2023, Deputy Attorney General Lisa Monaco and Assistant Attorney General Kenneth Polite gave speeches announcing new and amended Department of Justice policies and guidance for prosecuting corporate crime.

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Compliance Equity 49

Farrel Fritz

NOVEMBER 20, 2023

The relatively low burden that an owner must meet in order to obtain access to a company’s books and records (discussed here ), and the availability of an accelerated special proceeding in New York courts makes the demand a logical opening salvo in many intra-company disputes. But there still is plenty of strategy to consider.

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Dividends Equity Finance Technology 59

Farrel Fritz

JUNE 6, 2022

A pair of recent decisions, in two cases involving disputes between members of realty-holding LLCs, addressed the loan vs. capital contribution conundrum in unusual circumstances: In Moskowitz v Fischer , decided by Suffolk County Commercial Division Justice Elizabeth H. Moskowitz v Fischer. Moskowitz allegedly took Fischer “at his word.”

Equity 52

Equity Accounting Firms Appraisal 52

Reynolds Holding

AUGUST 7, 2023

Vice Chair Barr welcomed the appropriate use of new AI technology, recognizing its potential to leverage digital data sources at scale and at low cost to expand access to credit. Similar fears are shared across the federal government, causing leaders of key U.S. For more on their joint statement, see our previous Blog Post here ).

Banking 40

Banking Appraisal Technology Compliance 40

Appraisal Rights

DECEMBER 23, 2020

The opinion also reaffirms the relatively broad “proper purpose” legal standard shareholders must meet to gain access to books and records, and thereby take advantage of this important shareholder rights tool.

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Compliance 52

Farrel Fritz

MAY 29, 2023

Court Enforces Right of First Refusal for Purchase of Membership Interests Triggered by Outside Offer for LLC’s Real Property Last month, Brooklyn Commercial Division Justice Reginald A. Someday, perhaps, I’ll find the comedic inspiration to come up with a joke that begins, “An LLC, a partnership, and a close corporation walk into a bar.”

Liquidation Value 52

Liquidation Value Marketability Technology 52

Farrel Fritz

FEBRUARY 7, 2022

In Tradesman Program Managers, LLC v Doyle , decided earlier this month by the Appellate Division, First Department, the court affirmed a decision by Manhattan Commercial Division Justice Andrea Masley rejecting the tax estoppel argument made by the putative holder (JCB) of an 18.75% membership interest in an LLC.

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Farrel Fritz

AUGUST 15, 2022

Welcome to the 12th annual edition of Summer Shorts. This year’s edition features brief commentary on a handful of recent decisions by New York trial judges and appellate courts in a variety of business divorce cases involving capital calls, recapitalization, dissolution agreements, derivative vs. direct claims, and judicial dissolution.

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Finance 98

Farrel Fritz

MAY 29, 2023

Court Enforces Right of First Refusal for Purchase of Membership Interests Triggered by Outside Offer for LLC’s Real Property Last month, Brooklyn Commercial Division Justice Reginald A. Someday, perhaps, I’ll find the comedic inspiration to come up with a joke that begins, “An LLC, a partnership, and a close corporation walk into a bar.”

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Start-ups Equity Liquidation Value Marketability 52

Farrel Fritz

MARCH 21, 2022

New York County Commercial Division Justice Joel Cohen described the dispute in First Equity as “the aftermath of what had been an amicable business divorce.” Once complete, “the plaintiff gets an order directing payment of the sum of money found due” ( Ederer v Gursky , 881 NE 2d 204 [2007]). v Nunez , 90 AD 3d 568 [1st Dept 2011]).

Equity 52

Equity Finance 52

Farrel Fritz

AUGUST 1, 2022

In 1950, Sam Hoffman and his two sons, Hyman and Melvin, founded Brooklyn-based Cornell Beverages, Inc. to manufacture and distribute seltzer. Those were the days when “seltzer men” made weekly home deliveries of cases of siphon seltzer bottles. A Family Business. Sam died in 1973, leaving his shares to his two sons who became 50/50 owners.

Book Value 52

Book Value Dividends Appraisal Equity 52

Farrel Fritz

FEBRUARY 28, 2022

514791/2017, Brooklyn Commercial Division Justice Leon Ruchelsman granted summary judgment on the plaintiff’s claim for a declaratory judgment seeking to recognize his 49.9% Justice Ruchelsman granted YMSF summary judgment on all three causes of action, holding that YMSF is a 49.9% member—recognizing YMSF’s capital contribution and 49.9%

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Benzinga

APRIL 11, 2022

SilverSneakers, a health and fitness program that provides gym access and fitness classes for members of Medicare Advantage, Medicare Supplement, and group retiree plans. The nonprofit wrote in a letter to the Department of Justice (DOJ) that the deal was "likely to harm competition and consumers." per share and $27.71

Equity 52

Equity Compliance Marketability 52

Reynolds Holding

JUNE 29, 2022

However, social and political unrest has put the spotlight on companies whose support of certain individual candidates may be at odds with public statements about issues such as racial justice, gun control, LGBTQ rights and election integrity. Voting results are based on filings by companies up to June 13, 2022. Types of Resolutions.

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Equity 45

Farrel Fritz

MAY 16, 2022

Travis Laster of the Delaware Court of Chancery — one of the many intellectual giants and gifted writers who’ve occupied seats on that bench — published an article in the Delaware Journal of Corporate Law entitled Goodbye to the Contemporaneous Ownership Requirement.

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Technology 52

Reynolds Holding

APRIL 16, 2023

In closing this regulatory gap, this proposal would promote resiliency and greater access in our $24 trillion Treasury markets as well as in other marketplaces for government securities. I believe this supplemental release would help address comments on the proposal from various market participants, particularly those in the crypto markets.

Treasury 45

Treasury Marketability Corporate Finance Technology 45

Farrel Fritz

AUGUST 14, 2023

With that appetite in mind, I’m delighted to blog about a recent decision from New York County Commercial Division Justice Jennifer Schecter , Rosenthal v Erber , No. With that appetite in mind, I’m delighted to blog about a recent decision from New York County Commercial Division Justice Jennifer Schecter , Rosenthal v Erber , No.

Appraisal 52

Appraisal Fair Market Value Excess Earnings Method Discounted Cash Flow 52

Farrel Fritz

MARCH 28, 2022

We’ve previously written here , here , and here about some of the relatively few reported court decisions in co-op and condo disputes involving access to books and records as well as board representation. Co-op Owner Campaigning for Board Seat Wins Access to Unredacted Shareholder List.

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Compliance Finance 52

Farrel Fritz

APRIL 11, 2022

The settlement agreement further provided that Stile would not petition for dissolution of C-Air, sue for distributions, or petition for access to C-Air’s books and records. A watershed moment or a forgettable outlier? Consider the First Department’s decision last week in Stile v C-Air Customhouse Brokers-Forwards Inc.

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Dividends 52

Benzinga

DECEMBER 7, 2023

("Latitude Uranium" or "LUR") (CSE: LUR ) (OTCQB: LURAF ) (FRA: EI1) is pleased to announced that today it has entered into a definitive arrangement agreement (the " Arrangement Agreement ") with ATHA Energy Corp. The Latitude Exchange Ratio was determined giving consideration to recent average trading prices for each of Latitude and ATHA.

Finance 40

Finance Marketability Market Capitalization 40

Reynolds Holding

AUGUST 16, 2022

Stock-option backdating, the practice of changing the reported date of a stock-option grant to an earlier date, proliferated in the 1990s and early 2000s, with nearly one-third of public corporations engaging in it, according to some estimates (Heron and Lie, 2009). The Rise and Fall of Stock-Option Backdating. tax and accounting codes.

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Farrel Fritz

JUNE 20, 2022

The current issue of The Business Lawyer , a quarterly publication of the ABA’s Business Law Section that rightly bills itself as “the premier business law journal in the country,” features a pair of dueling articles of great interest to scholars, practitioners, and other students of the limited liability company.

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Equity 52

Appraiser Newsroom

JULY 5, 2023

agencies, like the Department of Justice, the Federal Deposit Insurance Corporation, and the U.S. We need to ensure that chapters can flourish to support members locally, as that is the first and most accessible opportunity for many appraisers to meet other appraisers and recognize what a professional organization like ASA can offer.

Appraisal 52

Appraisal Banking 52

Reynolds Holding

JULY 30, 2023

Treasury Department and the Financial Crimes Enforcement Network (FinCEN) are in the midst of drafting regulations to implement the anti-money laundering (AML) whistleblower program. Since these regulations were enacted, however, thousands of international whistleblowers have used Dodd-Frank to report corrupt activities worldwide.

Treasury 75

Treasury Compliance Banking 75

Reynolds Holding

JULY 23, 2023

The Securities and Exchange Commission (SEC) periodically reviews the filings of all public companies to ensure that investors have access to high-quality disclosures (SEC 2019a). Earnings conference calls are an important way for firms to communicate with external stakeholders.

Compliance 52

Compliance Corporate Finance Marketability Finance 52

Reynolds Holding

NOVEMBER 13, 2022

investors in Canada, do not have access to arbitration to resolve their USMCA disputes. investors in Canada, do not have access to arbitration to resolve their USMCA disputes. However, USMCA contains additional limitations and restrictions on foreign investors’ rights to pursue claims in arbitration for breach of the treaty’s terms.

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Finance 45

Internal Audit 360

JULY 5, 2021

L ast October, the Securities and Exchange Commission sent a clear message to companies with significant operations overseas: ensure that a robust anti-bribery program is in place and functioning properly or pay the price. The SEC also documented several instances of faulty or non-existent controls at the company to discourage such wrongdoing.

Data Analysis 52

Data Analysis Compliance Marketability 52

Farrel Fritz

FEBRUARY 6, 2023

This blog frequently covers cases considering a shareholder’s request to dissolve a corporation under New York’s oppression-based corporate dissolution statute, BCL 1104-a. Dissolution should be a remedy of last resort, and a court has broad discretion to fashion a less-drastic, alternative remedy to dissolution. 68 Misc 3d 1227(A) [Queens Co.,

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Reynolds Holding

MARCH 24, 2024

The benefits from investors having access to disclosure required by laws and rules are numerous. Supreme Court Justice Louis Brandeis said in 1913, “Sunlight is said to be the best of disinfectants.” [7] I hope Columbia one day might invite me back to celebrate your career, Professor Fox. I’m with Roosevelt and Jack on this.

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Marketability Market Risk Compliance Start-ups 45

Reynolds Holding

MARCH 12, 2024

Department of Justice (DOJ) and U.S. This approach is consistent with other FTC workshops conducted during the current administration, but in contrast to FTC programs during earlier administrations, which typically sought greater diversity of viewpoints. During the workshop, the FTC, Antitrust Division of the U.S.

Equity 45

Equity Private Equity Firm Finance Marketability 45

Reynolds Holding

APRIL 3, 2024

It is good to be back at SEC Speaks and to know that the content shared here today is available for anyone who may wish to access it. Let me start by reminding you that my views are my own as a Commissioner and not necessarily those of the Securities and Exchange Commission (“SEC”) or my fellow Commissioners. So everybody silently complies.

Start-ups 45

Start-ups Banking Marketability Compliance 45

Farrel Fritz

AUGUST 8, 2022

Last month, New York County Supreme Court Justice Nancy M. LLC Law 1006 and Partnership Law 121-1102. The leading case on Partnership Law 121-1102 is the 2008 Court of Appeals decision in Appleton Acquisition. The Dearth of Case Law. Until last month, there were exactly nine reported decisions on Westlaw addressing LLC Law 1006.

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Appraisal 52