Expert Analysis

• What To Know About OCC Proposals For Bank Merger Review

  

  The Office of the Comptroller of the Currency's proposed changes to the agency's bank merger review process could exacerbate industry concerns with long and unpredictable processing periods because the proposal is ambiguous with respect to how the OCC will view certain transactions, say attorneys at Simpson Thacher.

• A Cautionary Tale On Hospital-Physician Alignment Structures

  

  A $345 million settlement between the U.S. Department of Justice and Community Health Network highlights how quickly hospital and physician alignment relationships can violate legal restrictions on such dealings, and the onerous financial penalties that can ensue, say Robert Threlkeld and Elliott Coward at Morris Manning.

• 6 Pointers For Attys To Build Trust, Credibility On Social Media

  

  In an era of information overload, attorneys can use social media strategically — from making infographics to leveraging targeted advertising — to cut through the noise and establish a reputation among current and potential clients, says Marly Broudie at SocialEyes Communications.

• Cos. Must Know How NY, Federal LLC Disclosure Laws Differ

  

  Though New York state's new LLC Transparency Act and the federal Corporate Transparency Act impose similar beneficial owner reporting obligations on limited liability companies, New York LLCs should study the important differences between the laws to ensure they are prepared to comply with both, say Abram Ellis, Olenka Burghardt and Jane Jho at Simpson Thacher.

• 5 Lessons For SaaS Companies After Blackbaud Data Breach

  

  Looking at the enforcement actions that software-as-a-service provider Blackbaud resolved with state attorneys general, the U.S. Securities and Exchange Commission and the Federal Trade Commission in the past year can help SaaS companies manage these increasingly common forms of data breaches, say attorneys at Orrick.

• Why Biz Groups Disagree On Ending Chevron Deference

  

  Two amicus briefs filed in advance of last month's U.S. Supreme Court oral arguments in Loper Bright Enterprises v. Raimondo highlight contrasting views on whether the doctrine of Chevron deference promotes or undermines the stable regulatory environment that businesses require, say Wyatt Kendall and Sydney Brogden at Morris Manning.

• SEC Regs Give Banks Chance To Step Up Cyber Safety Game

  

  Just as the Sarbanes-Oxley Act forced financial institutions to undertake best practices in recordkeeping, the U.S. Securities and Exchange Commission’s recently effective cybersecurity regulations stand to similarly drive those same enterprises to seek out and implement best practices in cybersecurity, to everyone's benefit, says James Gerber at SimSpace.

• Opinion

  Oregon Law Would Compromise Management Service Orgs

  

  If passed, a proposed Oregon law would materially limit physician corporate practice of medicine structures, causing significant disruption to the provision of medicine and hindering professional corporations' ability to focus on the clinical components of their practice, say Christina Bergeron and William Shefelman at Ropes & Gray.

• A Post-Mortem Analysis Of Stroock's Demise

  

  After the dissolution of 147-year-old firm Stroock late last year shook up the legal world, a post-mortem analysis of the data reveals a long list of warning signs preceding the firm’s collapse — and provides some insight into how other firms might avoid the same disastrous fate, says Craig Savitzky at Leopard Solutions.

• How DOD Can Improve Flexibility Under Proposed Cyber Rule

  

  The U.S. Department of Defense should carefully address some of the more nuanced aspects of the Cybersecurity Maturity Model Certification program to avoid unintended consequences, specifically the proposal to severely limit contractor use of plans of actions and milestones, say Joshua Duvall at Maynard Nexsen and Sandeep Kathuria at L3Harris Technologies.

• Reassessing Trade Secrets Amid Proposed Noncompete Ban

  

  The Federal Trade Commission's proposed ban on noncompete agreements as well as state bans make it prudent for businesses to reevaluate and reinvigorate approaches to trade secret protection, including knowing what information employees are providing to vendors, and making sure confidentiality agreements are put in place before information is shared, says Rob Jensen at Wolf Greenfield.

• Predicting DeFi Regulations At Home And Abroad In 2024

  

  Though decentralized finance has advocates on both sides of the Atlantic in figures like U.S. SEC Commissioner Hester Peirce and U.K. Prime Minister Rishi Sunak, DeFi in 2024 seems likely to be folded into existing regulatory frameworks in the U.K. and EU, while anti-crypto scrutiny may discourage DeFi’s growth in the U.S., say Daniel Csefalvay and Eric Martin at BCLP.

• Opinion

  Exxon Court Should Clarify Shareholder Proposal Exclusion

  

  ExxonMobil last month took the unusual action of asking a Texas federal judge whether a proposal from climate activists seeking to limit oil and gas sales could be excluded from its 2024 proxy statement, and the court should use this opportunity to reevaluate SEC policy and set clear limits on when shareholder proposals can be included, says Stephen Bainbridge at UCLA School of Law.

• NYC Cos. Must Prepare For Increased Sick Leave Liability

  

  A recent amendment to New York City's sick leave law authorizes employees for the first time to sue their employers for violations — so employers should ensure their policies and practices are compliant now to avoid the crosshairs of litigation once the law takes effect in March, says Melissa Camire at Fisher Phillips.

• NY's Revamped Card Surcharge Ban Is Unique Among States

  

  Newly revised New York legislation bolsters the state's ban on credit card surcharges, potentially reinvigorating similar laws across the country despite the fact that many of them have been ruled unconstitutional, say Tom Witherspoon and Audrey Carroll at Stinson.