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Over 8,000 stocks trade on American stock exchanges, [1] but billions of dollars in daily trades in these listed stocks and 12,000 more unlisted (non-exchange-traded) stocks occur outside of an exchange in Over-The-Counter ( “ OTC ” ) transactions. [2] A substantial portion of these trades involve...

Medical practices, dental practices and other health care entities must again comply with the federal Corporate Transparency Act (“CTA”). The deadline for compliance is March 21, 2025. What You Need to Know: The Corporate Transparency Act filing deadline is now March 21, 2025. Medical practices and...

The CTA madness continues. On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit (the "Fifth Circuit"), in the case of Texas Top Cop Shop v. Garland ("Texas Top Cop Shop"), stayed the enforcement of an injunction issued by the U.S. District Court for the Eastern District of Texas...

On December 23, 2024, the U.S. Court of Appeals for the Fifth Circuit (“Fifth Circuit”) granted the U.S. Government’s motion to stay the nationwide preliminary injunction issued by U.S. District Court for the Eastern District of Texas (“District Court”) on December 3, 2024, which temporarily halted...

Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to developments during the second quarter of 2024. If you would like to discuss...

On April 23, 2024, the Federal Trade Commission (FTC) issued its proposed final rule (the “Rule”) banning the use of future noncompete agreements for all workers, including senior executives, 89 FR 38342. Noncompete agreements have long been a valuable tool in a company’s toolbox to mitigate the...

Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to developments during the first quarter of 2024. If you would like to discuss...

The decision of the Federal District Court for the Northern District of Alabama in the case of National Small Business United v. Yellen , announced on Friday, March 1, 2024, has created uncertainty for both reporting companies and their attorneys under the Corporate Transparency Act (“CTA”). What...

This checklist highlights certain considerations for companies preparing to file annual reports on Form 10-K for the calendar year ended 2023 and is intended to serve as a focused resource highlighting changes in disclosure requirements and points of emphasis for the Securities and Exchange...

Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to developments during the fourth quarter of 2023. If you would like to discuss...

For all “reporting companies” created or registered on or after January 1, 2024, information concerning the “beneficial owners” of the reporting company must be reported to the Financial Crimes Enforcement Network (“FinCEN”) along with information concerning “company applicants.” As a result, both...

A 2023 update on corporate litigation in the Delaware Court of Chancery, as well as an update on the annual amendments made to the General Corporation Law of the State of Delaware and alternative entity acts, which were all effective as of August 1, 2023. The material statutory amendments discussed...

“Company applicants” — the term may sound vague, but the identities of “company applicants” of reporting companies are just as important under the new federal Corporate Transparency Act (the “CTA”) as the identities of the beneficial owners of those companies. What You Need to Know: The era of...

Beginning on January 1, 2024, the Corporate Transparency Act (the “CTA”) will require all “Reporting Companies” to report to the federal Financial Claims Enforcement Network (“FinCEN”) information about their “beneficial owners” and “company applicant’s (“BOI Reports”). The statutory definition of a...

Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to developments during the third quarter of 2023. If you would like to discuss...

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