Sat.Jul 30, 2022 - Fri.Aug 05, 2022

SEC Expects to Issue Final Clawback Regulations by October ’22

Harvard Corporate Governance

Posted by Mike Kesner and John Ellerman, Pay Governance LLC, on Friday, August 5, 2022 Editor's Note: Mike Kesner and John Ellerman are partners at Pay Governance LLC. This post is based on their Pay Governance memorandum. Related research from the Program on Corporate Governance includes Rationalizing the Dodd-Frank Clawback (discussed on the Forum here ) by Jesse Fried. Introduction and Background. The U.S.

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Why You Need a Business Valuation to Qualify for an SBA Loan

Chris Curtain

Certified Business Appraisal for SBA Loans When does the SBA Require a Business Valuation? Small businesses are the backbone of the United States economy. They bring jobs, opportunities, and innovation to communities and neighborhoods across the country. The U.S.

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Saudi Aramco to buy Valvoline’s products arm for $2.65bn

Financial Times M&A

World’s biggest oil producer says deal will help it expand its downstream activities

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The Whistleblower Industrial Complex

Reynolds Holding

How do a few dozen SEC and CFTC staffers sift through the avalanche of tips submitted under Dodd-Frank whistleblower “bounty” programs to determine which ones to investigate? The answer: They don’t.

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What Do Elevated Shareholder Expectations Mean for Large Company Boards and Compensation Programs?

Harvard Corporate Governance

Posted by Todd Sirras, Austin Vanbastelaer, and Justin Beck, Semler Brossy, on Sunday, July 31, 2022 Editor's Note: Todd Sirras is a Managing Director; Austin Vanbastelaer is a Senior Consultant and Justin Beck is a Consultant at Semler Brossy.

What You Need to Know about the IRS Business Valuation Guidelines

Chris Curtain

Certified Business Valuation for IRS Purposes All businesses eventually require a business appraisal to determine their current economic value. Often, such valuations are conducted at the onset of a financing or tax event within the business lifecycle.

Nikola/Romeo Power: auto tech stars forced into distressed consolidation

Financial Times M&A

Electric truckmaker’s deal for battery group is a measured bet on buying and operating a supplier

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More Trending

Sale of Portfolio Company is Subjected to Entire Fairness Review

Harvard Corporate Governance

Posted by Gail Weinstein, Steven J. Steinman, and Brian T. Mangino, Fried, Frank, Harris, Shriver & Jacobson LLP, on Tuesday, August 2, 2022 Editor's Note: Gail Weinstein is Senior Counsel, and Steven J. Steinman and Brian T. Mangino are Partners at Fried, Frank, Harris, Shriver & Jacobson LLP. This post is based on a Fried Frank memorandum by Ms. Weinstein, Mr. Steinman, Mr. Mangino, Matthew V. Soran , Randi Lally , and Mark H.

90-Day Pre-Exam Compliance Program for Retirement Plans

LaPorte

In June, the IRS began piloting a new compliance program for benefit plan sponsors. This program gives benefit plans 90-days’ notice of an upcoming examination,… The post 90-Day Pre-Exam Compliance Program for Retirement Plans first appeared on LaPorte.

Amazon acquires Roomba maker iRobot for $1.7bn

Financial Times M&A

Ecommerce group expands home technology portfolio but acquisition likely to attract regulatory attention

The Corporation as Trinity

Reynolds Holding

In Adolf Berle’s famous 1954 essay, “Corporate Capitalism and The City of God, ” certain passages that once seemed musty and redolent of a bygone era are now eerily timely.

The Expanded Role of the Compensation Committee

Harvard Corporate Governance

Posted by Ani Huang, and Richard Floersch, HR Policy Association, on Wednesday, August 3, 2022 Editor's Note: Ani Huang is President and CEO; and Richard R. Floersch is Senior Strategic Advisor at the HR Policy Association. This post is based on their HR Policy Association memorandum.

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Benchmark International Successfully Facilitated the Transaction Between Keyhouse Computing Limited and Dye & Durham Limited

Benchmark Report

Benchmark International is pleased to announce the acquisition of Dublin-based Keyhouse by Toronto-based Dye & Durham, one of the world’s most trusted providers of mission-critical software for legal, financial and business professionals with operations in Canada, Australia, the U.K. and Ireland.

UK regulator makes U-turn on Avast-Norton cyber security deal

Financial Times M&A

Avast shares rise more than 40% after CMA provisionally agrees $8bn merger with US rival

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Engaging Donors at Every Level: A Checklist

Machen McChesney

Nonprofit organizations have been navigating change in almost every aspect of their operations over the past two years, including shifting priorities, a new employment landscape, and changes in fundraising and hosting programs and events.

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The Single-Owner Standard and the Public-Private Choice

Harvard Corporate Governance

Posted by Charles Korsmo (Case Western Reserve University) and Minor Myers (University of Connecticut), on Monday, August 1, 2022 Editor's Note: Charles Korsmo is Professor of Law at Case Western Reserve University School of Law and Minor Myers is Professor of Law at the University of Connecticut School of Law. This post is based on their recent paper , forthcoming in the Journal of Corporation Law, and is part of the Delaware law series ; links to other posts in the series are available here.

AbbVie's Humira Patent Settlement Not a Violation of Sherman Antitrust Act, Seventh Circuit Affirms

Mogin Rubin M&A

AbbVie Inc., which owns the patent on the global blockbuster drug, Humira, has again defeated a pair of claims by welfare-health plans that the company violated Sections 1 and 2 of the Sherman Antitrust Act. On Aug. 1 the Seventh Circuit U.S.

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Pfizer in talks to buy Global Blood Therapeutics for roughly $5bn

Financial Times M&A

Big Pharma group is using cash pile from sales of Covid-19 vaccines to replenish drug pipeline

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How the Balance of Power Is Changing in the Resolution of Corporate Financial Distress

Reynolds Holding

Among those who study corporate financial distress and reorganization, the notion that senior lenders are in control is deeply ingrained. Celebrated papers in the law and corporate finance literatures attribute lender influence during periods of distress to blue-sky contracting practices. [1]

Digital Asset Securities Regulation: A Petition for Rulemaking from Coinbase

Harvard Corporate Governance

Posted by Paul Grewal, Faryar Shirzad, and Thaya Knight, Coinbase, on Monday, August 1, 2022 Editor's Note: Paul Grewal is Chief Legal Officer, Faryar Shirzad is Chief Policy Officer, and Thaya Knight is Senior Public Policy Manager at Coinbase. This post is based on a petition for rulemaking submitted by Coinbase to the SEC regarding Digital Asset Securities Regulation. This post is based on a petition for rulemaking submitted to the SEC regarding Digital Asset Securities Regulation by Coinbase.

Five ways that life science companies can build tech talent

McKinsey Public & Social Sector Insights

For life science companies to meet their digital ambitions, they must strengthen their technology skills. In a challenging market, emphasizing value propositions can attract first-rate talent. Insights on Life Sciences Health Care Pharmaceuticals Digital

The EPL ones to watch

Financial Times M&A

A who’s who of cultural annexation and capital flight

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USPAP Third Exposure Draft

Appraisers Blog

…the Ethics Rule has been expanded with a new highly detailed Nondiscrimination section, which also affects the Competency Rule. Folks, the Appraisal Foundation’s Appraisal Standards Board released the THIRD Exposure Draft to USPAP on July 26, 2022.

Weekly Roundup: July 29-August 4, 2022

Harvard Corporate Governance

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, August 5, 2022 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of July 29-August 4, 2022. Board Effectiveness and the Chair of the Future. Posted by Dan Konigsburg, Jo Iwasaki and William Touche, Deloitte LLP, on Friday, July 29, 2022.

New Lease Standard: Tips for Implementation

Gross Mendelsohn

The new lease standard is finally here and effective for all private companies and nonprofits for years beginning after December 15, 2021. After years of discussion and several delays, it’s important for private companies and nonprofits to start preparing for the new lease standard.

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Permira buys stake in distressed debt content provider Reorg

Financial Times M&A

Deal to take over Warburg Pincus’s majority holding reflects heightened interest in specialist data services

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Exposing Occupational Licensing Abuses Nationwide

Appraisers Blog

She went from viewing occupational licensing as a necessary means to protect the safety and welfare of the public to a cynical tool promoted by established businesses to erect barriers against innovation and competition.

Corporate Human Capital Disclosures: Early Evidence from the SEC’s Disclosure Mandate

Harvard Corporate Governance

The Ultimate Angel Investors Checklist

Startup Valuation Blog

The Ultimate Angel Investors Checklist. An angel investor is an individual who provides financial backing for small startups or entrepreneurs, typically in exchange for ownership equity in the company. Have you wondered What angel investors want from a startup? They will be happy to invest in a company that has 4 characteristics: 1.Return on investment. The first thing angel investors are looking for is a company with a potential of a high rate of return on their initial investment. . .

Beta 100

Satellite operators SES and Intelsat in deal talks

Financial Times M&A

US and Luxembourg groups exploring tie-up as challengers like Elon Musk push into space industry

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Small Business Goals: Long Term Key Employee Retention

BV Specialists

One of the biggest challenges facing small businesses today is the ability to attract and retain key employees over the long term.

A New Chapter in Cyber

Harvard Corporate Governance

Posted by Mary Galligan and Carey Oven, Deloitte LLP, on Monday, August 1, 2022 Editor's Note: Mary Galligan is a Managing Director and Carey Oven is national managing partner at the Center for Board Effectiveness and chief talent officer at Deloitte LLP. This post is based on their Deloitte memorandum. Escalating risk, regulatory focus can drive board oversight of governance.

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Network effects: How to rebuild social capital and improve corporate performance

McKinsey Public & Social Sector Insights

People’s professional networks have shrunk since the onset of the COVID-19 pandemic, while companies’ attrition and hiring challenges are growing. To help reverse these trends, people and organizations will need to manage workplace interactions more intentionally. Here’s how.

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London-listed hospital group Mediclinic accepts £3.7bn offer

Financial Times M&A

Shipping group MSC to diversify into healthcare

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The Importance of Conducting a Business Valuation Prior to Impactful Life Events

Biz Equity

Family-owned companies represent roughly 90% of all U.S business. Life events can impact not only your family, but also your business - and vice versa

Chancery Decision Expands the Court’s Approaches on Director Independence

Harvard Corporate Governance

Posted by Gail Weinstein, Steven J. Steinman, and Brian T. Mangino, Frank, Harris, Shriver & Jacobson LLP, on Friday, August 5, 2022 Editor's Note: Gail Weinstein is Senior Counsel, and Steven J. Steinman and Brian T. Mangino are Partners at Frank, Harris, Shriver & Jacobson LLP. This post is based on a Fried Frank memorandum by Ms. Weinstein, Mr. Steinman, Mr. Mangino, Matthew V. Soran , Randi Lally , and Mark H.

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Sun Acquisitions Announces Three Successful Buy-Side Campaign Client Acquisitions

Sun Acquisitions

Sun Acquisitions is pleased to announce the closing of three Buy-Side campaigns in the last two months including an industrial pumps distributor, specialty electronics distributor, and a waste management firm.