Section Newsletters

Articles on business and securities law

The Corporate Transparency Act: A New Era of Business Accountability By Nikhil A. Mehta Intellectual Property, March 2024 The Corporate Transparency Act, which aims to enhance transparency among business entities by combating illicit financial activities and bolstering efforts by the federal government to prevent money laundering and other financial crimes, went into effect on January 1.
Business Entity Developments 2022 and Q1 and Q2 2023 By William A. Price Business and Securities Law, January 2024 Summaries of recent developments in business and securities law from 2022 and 2023.
The Corporate Transparency Act: A New Era of Business Accountability By Nikhil A. Mehta Business and Securities Law, January 2024 The Corporate Transparency Act, which aims to enhance transparency among business entities by combating illicit financial activities and bolstering efforts by the federal government to prevent money laundering and other financial crimes, went into effect on January 1.
To Be or Not To Be: The Illinois Series LLC as a Separate Legal Entity By Tracy J. Nugent Business Advice and Financial Planning, June 2023 A discussion on the relationship between an Illinois series LLC and the parent LLC through which it is formed.
Claws Out: SEC Adopts Rules Requiring Listed Companies to Clawback Erroneous Compensation By Jay Schleppenbach Business and Securities Law, May 2023 Clawback provisions, which allow companies to recover incentive pay granted to executives for achieving financial performance targets on the basis of decisions and actions that subsequently turn out to be ethically and legally questionable, have become increasingly common in recent years.
The Dangers of Anti-Reliance, Integration, and General Release Provisions in Sales of Stock By Charles W. Murdock Business and Securities Law, May 2023 In Walworth Investments-LG, LLC v. Mu Sigma, Inc., the Illinois Supreme Court issued an opinion that emphasizes the need for any attorney representing a shareholder selling stock to the corporation or a controlling shareholder to exercise due diligence in determining the basis for the shareholder’s decision to sell and in drafting or reviewing the sales agreement.
Trade Secret: An Overview for Illinois Business and In-House Attorneys By Ahad Syed Business and Securities Law, May 2023 Illinois business attorneys and in-house counsel should review the recently enacted Protecting American Intellectual Property Act, which seeks to protect trade secrets from theft that detrimentally harms U.S. security and economic or financial stability.
Trade Secret: An Overview for Illinois Business and In-House Attorneys By Ahad Syed Business Advice and Financial Planning, May 2023 Illinois business attorneys and in-house counsel should review the recently enacted Protecting American Intellectual Property Act, which seeks to protect trade secrets from theft that detrimentally harms U.S. security and economic or financial stability.
Two Cheers for Orders By Sherwin D. Abrams Business and Securities Law, May 2023 Inevitably, the appellate court will issue poor decisions. At least let them be non-precedential orders.
Counseling Businesses Trademarking Digital Assets By Ahad Syed Commercial Banking, Collections, and Bankruptcy, November 2022 A look at common issues that arise in protecting a business’ digital assets through federal trademark law.
Anti-Reliance Language in Stock Purchase Agreements: A Cautionary Tale By Prof. Charles W. Murdock & Richard Paula Business and Securities Law, October 2022 A summary and analysis of Walworth Investments-LG, LLC. v. Mu Sigma Inc. and Dhiraj C. Rajaram.
Counseling Businesses Trademarking Digital Assets By Ahad Syed Business and Securities Law, October 2022 A look at common issues that arise in protecting a business’ digital assets through federal trademark law.
Still No Answer By Sherwin D. Abrams Business and Securities Law, October 2022 In Lewis, Yockey & Brown, Inc. v. Fetzer, the appellate court held that piercing a corporate veil cannot be applied to an LLC—a decision contrary to the holding in Benzakry v. Patel.
To Be or Not To Be: The Illinois Series LLC as a Separate Legal Entity By Tracy J. Nugent Business and Securities Law, October 2022 A discussion on the relationship between an Illinois series LLC and the parent LLC through which it is formed.
Benefits of Registering a Trademark as an Entity By Ahad Syed Intellectual Property, June 2022 Some advantages of registering a trademark as as entity.
Digital Assets in the U.S.: The Evolving Regulatory Framework and President Biden’s Executive Order By Nikhil Mehta Intellectual Property, June 2022 The current regulatory landscape surrounding digital assets in the U.S. is cloudy at best with a patchwork of various federal agencies vying for oversight.
Benefits of Registering a Trademark as an Entity By Ahad Syed Business and Securities Law, April 2022 Filing for a trademark as an entity, though unnecessary, confers significant benefits.
Digital Assets in the U.S.: The Evolving Regulatory Framework and President Biden’s Executive Order By Nikhil Mehta Business and Securities Law, April 2022 The current regulatory landscape surrounding digital assets in the U.S. is cloudy at best with a patchwork of various federal agencies vying for oversight.
Elleby v. Forest Alarm Service: A Primer for Making Demand and Requesting Inspection of Books and Records By J.J. Jahania & Prof. Charles W. Murdock Elder Law, January 2022 A summary and analysis of the appellate court's decision in Elleby v. Forest Alarm Service, Inc.
Department of Justice Previews Potential Changes to Corporate Enforcement Policies By John R. Schleppenbach Business and Securities Law, December 2021 In an October 2021 speech, the Department of Justice provided more clarity on the Biden administration's approach to corporate enforcement.
CFTC Files First Complaint Alleging Manipulative Scheme Involving Digital Assets By John R. Schleppenbach Business and Securities Law, October 2021 For almost as long as there have been cryptocurrencies, there have been controversies surrounding cryptocurrencies.
Elleby v. Forest Alarm Service: A Primer for Making Demand and Requesting Inspection of Books and Records By J.J. Jahania & Prof. Charles W. Murdock Business and Securities Law, October 2021 A summary and analysis of the appellate court's decision in Elleby v. Forest Alarm Service, Inc.
Delaware Supreme Court Holds Corporate Wrongdoing Need Not Be Actionable to Justify Stockholder Books & Records Inspection By Samuel Neschis Business and Securities Law, March 2021 The Delaware Supreme Court recently addressed the issue of whether a stockholder seeking inspection of a corporation’s books and records pursuant to section 220 of the Delaware General Corporation Law for the purpose of investigating mismanagement or wrongdoing by the corporation or its fiduciaries must demonstrate that the alleged mismanagement or wrongdoing is actionable in order to establish a proper purpose for the inspection.
SEC 2020 Annual Report Highlights Enforcement Priorities & Trends By John R. Schleppenbach Business and Securities Law, March 2021 The United States Securities and Exchange Commission Division of Enforcement issued its annual report for Fiscal Year 2020 and, due to COVID-19, the report reflected a marked decline in the number of enforcement actions brought by the SEC.
How to Assure a Successful Physician Practice Investment or Acquisition By Patricia S. Hofstra Business and Securities Law, June 2020 As physician practices, health care entities, private equity, and venture capital firms consider physician practice investments and acquisitions, the players need to address the unique nature of physicians and physician practices in order to assure a successful deal.
The Illinois Appellate Court Provides Guidance on the Rights of Directors to Inspection of a Corporation’s Books & Records By Samuel Neschis Business and Securities Law, June 2020 In Munroe-Diamond v. Munroe, the appellate court addressed the issue of the rights of directors of a corporation to inspect the corporation’s books and records.
Saccameno v. Ocwen Loan Servicing, LLC: Punitive Damages Awarded When Business Ignores Its Own Database By Connor Q. Hollander & Prof. Charles W. Murdock Business and Securities Law, June 2020 In Saccameno v. Ocwen Loan Servicing, LLC, the court affirmed a jury verdict of punitive damages for violating the Illinois Consumer Fraud and Deceptive Business Practices Act based on Illinois’ corporate complicity doctrine.
Dreger v. Dolan Allows Minority Owners in Cannabis Industry to Obtain TRO Relief Because the ‘Unique’ Nature of the Industry May Not Provide Damaged Owners an Adequate Remedy at Law By Michael R. Karnuth Business and Securities Law, January 2020 A summary of Dreger v. Dolan, which looks at cannabis-related business disputes.
Hospital and Other Property Tax Exemption Decisions Since Oswald v. Hamer By William A. Price Business and Securities Law, January 2020 The Illinois Supreme Court's 2018 decision in Oswald v. Hamer upheld the constitutionality of section 15-86 of the Property Tax Code.
Tenth Circuit Affirms SEC Sanctions on Investment Advisor for Conflicts of Interest By John R. Schleppenbach Business and Securities Law, January 2020 In Malouf v. Securities & Exchange Commission, the court affirmed the SEC’s finding that an investment advisor’s failure to disclose conflicts of interest or correct his firm’s statements denying the existence of such conflicts had violated the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act, and related rules.

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