Thu.Jan 26, 2023

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Oversight of Proxy Voting Advisors: US and EU Regulators Converge

Harvard Corporate Governance

Posted by Stephen Davis (Harvard Law School), and Konstantinos Sergakis (University of Glasgow), on Thursday, January 26, 2023 Editor's Note: Stephen M. Davis is a Senior Fellow at the Harvard Law School Program on Corporate Governance and Chair of the Best Practice Principles Oversight Committee (OC) 2020-2022; and Konstantinos Sergakis is a Professor of Capital Markets Law and Corporate Governance, University of Glasgow, and Chair of the OC 2023-Present.

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Cleary Gottlieb Discusses the SEC’s Disclosure Agenda and Corporate Governance

Reynolds Holding

In 2022, public companies witnessed a new kind of corporate governance activism. New rules and regulations from the Securities and Exchange Commission (the SEC) use the lever of mandated disclosure to push for corporate governance actions, and in some cases what amounts to reforms.

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Amendments to Rules Governing Trading Plans and Insider Filings

Harvard Corporate Governance

Posted by Eleazer Klein, Adriana Schwartz, Daniel A. Goldstein, Schulte Roth & Zabel LLP, on Thursday, January 26, 2023 Editor's Note: Eleazer Klein and Adriana Schwartz are Partners, and Daniel A. Goldstein is an Associate at Schulte Roth & Zabel LLP. This post is based on their SRZ memorandum. Related Program research includes Insider Trading Via the Corporation (discussed on the Forum here ) by Jesse Fried. On Dec.

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Wasting money with audit reports

Norman Marks

This week, I had the privilege and pleasure of spending time with a number of smart and curious professionals who are dedicated to adding value to their organization. I am talking about internal auditors, of course. I was a speaker at a multi-national company’s annual internal audit conference (something I enjoy doing). I touched on […] Risk audit compliance governance GRC IIA risk

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Statement of Cash Flows vs. Cash Flow Statement

Speaker: Wayne Spivak - President and Chief Financial Officer of SBA * Consulting LTD, Industry Writer, and Public Speaker

Join Wayne Spivak, experienced CFO and corporate finance expert, for an insightful discussion on managing cash flow and company profitability.

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Costcutter owner Bestway takes 3.45% stake in Sainsbury’s

Financial Times M&A

Wholesale and retail conglomerate says it may look to buy more shares in the UK supermarket chain

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Vision Casting in Business: A Skill of Great Leaders

Rhythm Systems

Max DePree noted, “Management has a lot to do with answers. Leadership is a function of questions, and the first question for a leader always is: 'Who do we intend to be?' Not 'What are we going to do?'” Vision Casting is easy for some of us; it’s much more difficult for many others.

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More Trending

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Author Talks: Prepare your business for the cross-sector ecosystem economy

Mckinsey and Company

After years of client impact, two McKinsey senior partners write the playbook for leveraging disappearing sector siloes into a multitrillion-dollar ecosystem strategy. McKinsey on Books Retail & Consumer Goods Strategy

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Investment and Employment Tax Credits for Mid-Atlantic Manufacturers

Gross Mendelsohn

The manufacturing industry has been the backbone of the U.S. economy since the Industrial Revolution. The success of this industry has helped position the U.S. as the world's largest economy.

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Blackstone’s real estate empire keeps leaking

Financial Times M&A

Plus, Big Oil shareholders get a windfall and Franklin Templeton’s dealmaking-fuelled reinvention

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Planning to Deduct for Losses This Tax Season? Be Sure to Read the Fine Print.

Machen McChesney

Deducting losses is a high-priority item for taxpayers in the highest marginal income tax bracket. The topic will be especially relevant during the 2022 tax compliance season because of recent declines in the stock market and a challenging overall business environment. Business Tax

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Mastering Intent Data: Understanding its Importance & Best Practices

Speaker: Joe Apfelbaum, CEO of Ajax Union

In this webinar, Joe Apfelbaum, CEO of Ajax Union and business strategist, will take you through the ABCs of intent data. You'll also learn how to effectively use intent data to drive business results.

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IRS Announces 2023 Automobile Depreciation Deduction Limits and Inclusion Amounts

ThomsonReuters

2023-14 (Jan. 18, 2023) Available at [link] The IRS has announced the 2023 inflation-adjusted Code § 280F “luxury automobile” limits on certain deductions that may be taken by taxpayers using passenger automobiles (including vans and trucks) in a trade or business.

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Life-centric banking with an analytics edge

Mckinsey and Company

Bank Jago’s Peterjan van Nieuwenhuizen explains the value a life-centric banking approach has for AI banks. Insights on Financial Services Banking Asia-Pacific Artificial Intelligence Leadership Innovation

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CFM and NXTsoft Announce Strategic Combination

Business Wire M&A

TEMPE, Ariz. BIRMINGHAM, Ala.--(BUSINESS BUSINESS WIRE)--OceanSound Partners, a growth-oriented private equity firm, today announced that its portfolio company, CFM, has merged with NXTsoft.

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Agency Report Showing High Demand for Surprise Billing IDR Provides Data by State, CPT Code

ThomsonReuters

Initial Report on the Independent Dispute Resolution (IDR) Process April 15 – September 30, 2022 (Dec.

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Hart-Scott-Rodino Notification Thresholds to Increase and Filing Fees to Change

National Law Review M&A

Kenneth S. Knox Thomas A. Donovan Jurisdiction: All Federal Type of Law: Antitrust & Trade Regulation Mergers & Acquisitions Administrative & Regulatory

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When and How Must a Notice of Termination of COBRA Coverage Be Provided?

ThomsonReuters

QUESTION: To administer COBRA as economically as possible, we do not send bills for COBRA premiums or provide reminders when COBRA premiums are late.

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The role of founder-led valuation in startup fundraising

Equidam

For a long time, the standard has been for founders to let their lead investor worry about deal terms like valuation. We accepted that valuation largely relies on comparables and market conditions, where investors have a more valuable perspective.

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Steadfast but nimble: CEO Christi Shaw on cancer treatment’s cutting edge

Mckinsey and Company

Kite’s CEO discusses the company’s CAR T-cell therapies and what it means to put patients first. Insights on Life Sciences Oncology/Cancer Innovation

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VillageMD Welcomes Family and Internal Medicine Associates, PLLC and Continues Expansion in Central Kentucky

Business Wire M&A

CHICAGO & LEBANON, Ky.--(BUSINESS BUSINESS WIRE)--VillageMD announced today it acquired Family and Internal Medicine Associates, PLLC, the largest independent primary care practice in central Kentucky. Dr. David George founded Family and Internal Medicine Associates to provide patients with access to high-quality, cost-effective primary care.

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Deals Rumor Mill: Twitter, Juul, Elliott Management

Law 360 M&A

Twitter is considering selling up to $3 billion in shares to reduce debt, e-cigarette maker Juul is in talks with three tobacco giants regarding a potential sale, and activist hedge fund Elliott Management has acquired stakes in Japanese conglomerate Dai Nippon and U.S. software giant Salesforce. Here, Law360 breaks down these and other deal rumors from the past week that you need to be aware of

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Digital Air Strike Strategically Rebrands to DAS Technology and Acquires 7th Company

Business Wire M&A

DALLAS--(BUSINESS WIRE)-- #autodealers--Digital Air Strike, the largest automotive Customer Data and Experience Platform (CDXP) company, has announced a strategic rebrand to DAS Technology. The new name reflects the company’s expanded CDXP technology solutions and unique capabilities across four divisions: Digital Air Strike, BestRide.com, LotVantage, and now AUTOVATE.

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OpenWeb Pays $100M For Audience Engagement Biz Jeeng

Law 360 M&A

Community engagement platform OpenWeb, which is backed by private investment firms as well as the New York Times, announced on Thursday it had acquired audience management platform Jeeng in a deal worth $100 million

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CareAcademy Announces Strategic Acquisition of Assets of NextStep, a Learning Platform for Certified Nursing Assistants

Business Wire M&A

BOSTON--(BUSINESS WIRE)-- #caregiving--CareAcademy, the leading care enablement platform for home care and home health organizations, today announced that it has completed the strategic acquisition of assets from NextStep, an innovative digital healthcare training and job placement company for certified nursing assistants (CNAs).

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Benchmark International Wins Investment Bank Of The Year (Small Mid-Market Americas)

Benchmark Report

Benchmark International has been honored with an M&A Atlas Award from the Global M&A Network for Small Mid-Market Investment Bank of the Year (Americas).

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Generational Equity Advises Oceanwide Repair in its Recapitalization with Fletch Equity

Business Wire M&A

DALLAS--(BUSINESS WIRE)--Oceanwide Repair, a Generational Equity client, was recapitalized by Fletch Equity

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Planning to deduct for losses this tax season? Be sure to read the fine print

Trout CPA

Deducting losses is a high-priority item for taxpayers in the highest marginal income tax bracket. The topic will be especially relevant during the 2022 tax compliance season because of recent declines in the stock market and a challenging overall business environment.

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DC Circ. Told To Remand Albertsons Case After Wash. Ruling

Law 360 M&A

Kroger, Albertsons and attorneys general from D.C., California and Illinois agree that a pending D.C. Circuit appeal aimed at stopping a $4 billion shareholder payout ahead of the companies' merger is now moot, but the state-level enforcers have also asked the court to vacate a lower judge's ruling and allow them to continue fighting the merger itself

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Davis Polk Discusses Revised Thresholds and Filing Fees under Hart-Scott-Rodino Act

Reynolds Holding

The Federal Trade Commission (FTC) has announced revised Hart-Scott-Rodino Act (HSR) reporting thresholds and filing fee amounts, up to a $2.25 million fee for the largest deals. Under the new thresholds, a transaction is reportable if, due to the transaction, the acquiring person will hold voting securities, assets, or non-corporate interests valued over $111.4 million. These changes will apply to all transactions that close on or after the effective date, which is expected to be February 23.

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Antitrust: New HSR Thresholds Announced

John Jenkins

Earlier this week, the FTC announced the new thresholds for HSR filings. This excerpt from Fenwick’s memo on the new thresholds has the details: Size of Transaction Threshold. Under the new thresholds, the parties to a merger, consolidation, or acquisition of voting securities or substantial assets will, in most cases, need to file pre-acquisition notifications with […

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OneSpan to Acquire Blockchain Technology Provider ProvenDB to Bring Secure Vaulting to the Future of Digital Transactions

Business Wire M&A

CHICAGO--(BUSINESS WIRE)--OneSpan Inc.

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Legal insights on the DOL’s proposed worker classification rules

ThomsonReuters

On October 11, 2022, the U.S. Department of Labor released proposed rules rescinding current worker classification rules (2020 final rule) and reverting to prior guidance based on historic court rulings on the matter.

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How Financial Services Audit Teams Can Add Flexibility With an Agile Approach

Audit Board

Many traditional internal audit practices hinder our ability to respond to changes in the risk landscape within an appropriate amount of time. The reality today is that the speed of risk is constantly increasing.

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FCF Bank Monitor – Q4 2022 published

Fox Corporate Finance

FCF Fox Corporate Finance GmbH is delighted to publish the new “FCF Bank Monitor – Q3 2022”. FCF regularly engages in research on the banking sector based on available data from the most active and.

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Tricida Gets OK To Seek Stalking Horse For Ch. 11 Auction

Law 360 M&A

A Delaware bankruptcy judge Thursday gave San Francisco biotech company Tricida Inc. the go-ahead to look for a stalking horse bidder before it puts its assets on the block next month

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WSC & Company Announces Acquisition of YardWorks and the Formation of Yard Alliance

Business Wire M&A

CHARLESTON, S.C.--(BUSINESS BUSINESS WIRE)--WSC & Company, LLC (“WSC”), announced today the investment in YardWorks and the formation of Yard Alliance.

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