Expert Analysis

• Startup Founder Disputes Increasingly Turn On Governance

  

  Recent Delaware developments suggest that as courts place increasing emphasis on board process, independence and oversight in founder-led startups, the growing intersection of governance, technology risk and investor oversight is accelerating both the emergence and escalation of founder disputes, says mediator Frank Burke.

• Food Kiosk Merger Offers FTC Insights For Dealmakers

  

  The Federal Trade Commission's recent approval of 365 Retail Markets' merger with fellow food-kiosk provider Cantaloupe balances structural divestiture with behavioral provisions, emphasizing the role of early engagement by the parties and the importance of tailored remedies in concentrated markets, say attorneys at Freshfields.

• 3 AI Adoption Mistakes GCs Should Avoid

  

  The pressure in-house legal teams face to quickly adopt artificial intelligence tools, combined with budget constraints and the need to evaluate a crowded market of options, sets the stage for implementation mistakes that are often difficult to undo, says former 23andMe general counsel Guy Chayoun.

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  Playing Basketball Makes Me A Better Lawyer

  

  My grandfather used to say "I wear your jersey" as shorthand for wholly committing to support someone with loyalty and integrity — ideals that have shaped my life on the basketball court and in legal practice, says Tracy Schimelfenig at Schimelfenig Legal.

• AG Watch: Reconciling 2 Maryland Data Privacy Statutes

  

  In-house counsel should map the interplay between the Maryland Online Data Privacy Act's strictly necessary standard to deliver a requested service, and the Protection From Predatory Pricing Act's exemption of consent-based pricing within loyalty programs, before the state attorney general begins enforcement on the latter in October, says Erek Barron at Mintz.

• Mindful Severance Clause Tips Before NLRB Rethinks Limits

  

  The National Labor Relations Board's recent decision in Prime Communications hinted that it may reconsider the legality of nondisparagement and confidentiality provisions in severance agreements, but with McLaren Macomb in effect for now, employers should consider whether such protections are necessary in every agreement, says Daniel Johns at Cozen O'Connor.

• EPA Listing Signals New Scrutiny Of Drugs In Drinking Water

  

  The recent publication of the U.S. Environmental Protection Agency's latest draft drinking water contaminant list highlights pharmaceuticals as a category of concern, marking the start of a process that could shape future research priorities, monitoring requirements, and federal and state actions, say attorneys at Morgan Lewis.

• New Cuba Sanctions Raise Risks For Foreign Banks, Cos.

  

  President Donald Trump's bold move leveling secondary sanctions against Cuba expands enforcement risk for foreign banks and companies with no U.S. nexus, signaling that non-U.S. businesses should reassess related transactions, counterparties and exposure as regulators test this broader authority, say attorneys at Troutman.

• How Del. Courts Will Likely Evaluate AI Oversight Claims

  

  While no Delaware court has thus far adjudicated a claim based on alleged board failures to oversee artificial intelligence risk, recent Court of Chancery decisions suggest that familiar Caremark principles will be applied in predictable but consequential ways, particularly when AI touches mission‑critical operations, say attorneys at WilmerHale.

• SEC Clarifies 'Baby Shelf' Restrictions For Small Cos.

  

  For smaller public companies looking to access the capital markets, the so-called baby shelf requirements can be a significant limitation, but recent guidance from the U.S. Securities and Exchange Commission helps to alleviate the effect of subsequent baby shelf restrictions on an at-the-market facility, say attorneys at Faegre Drinker.

• How Cos. Can Navigate Iran Sanctions Risks In China

  

  For multinational financial institutions and other companies caught between the U.S. and China’s competing compliance regimes as they relate to Iranian oil, finding a path forward will require careful, jurisdiction-specific analysis, say attorneys at Perkins Coie and Ashurst.

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  The Biz Court Digest: Georgia Court Has Business On Its Mind

  

  Thanks to recent legislation, the Georgia State-wide Business Court will soon offer business litigants greater access to the court than ever before, further enhancing the court's emphasis on efficiency, predictability and accessibility for sophisticated commercial disputes, says former GSBC judge Walt Davis at Jones Day.

• Key Tronic Case Shows SEC Isn't Ignoring Controls Violations

  

  The U.S. Securities and Exchange Commission's first nonfraud enforcement action against a public company during Chairman Paul Atkins' tenure reflects the commission’s willingness to bring enforcement actions that charge books and records and internal controls violations, despite deviating from policing technical violations, say attorneys at Cooley.

• How Treasury's Stablecoin Test Will Shape State Oversight

  

  The Treasury Department's recently proposed principles for judging whether state stablecoin regimes are "substantially similar" to the federal framework signal that issuers should expect stricter benchmarking against the bank agencies' standards, limited state flexibility and heightened pressure to reassess compliance as rules take shape, say attorneys at Baker McKenzie.

• DOJ's FCA Data-Miner Focus Raises Compliance Stakes

  

  A new U.S. Department of Justice initiative aims to help its Civil Division better vet False Claims Act suits brought by data-mining whistleblowers, signaling that data-driven qui tam enforcement is a priority and making it increasingly important for attorneys and companies to bolster compliance, documentation and internal data monitoring, say attorneys at Wiley.