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Inflation Reduction Act
Proxy Access Shareholder Proposals: SEC Staff Responds to Requests to Exclude on “Substantially Implemented” Grounds
Staff grants relief to some, denies relief to others. Ownership threshold appears to be determining factor. Important implications for companies that have adopted or are considering adoption of a proxy access bylaw. The staff of the SEC Division of Corporation...
OSHA Announces National "Step-Up for Safety" Campaign for Upstream Industry
On February 19, 2016, OSHA announced the 2016 Step-Up for Safety Campaign to raise awareness about hazards in the oil and gas industry. The campaign is a joint effort among OSHA, the STEPS Network, and NIOSH. Oil and gas drilling...
U.S. Futures Exchanges Disciplinary Actions Report: January 2016
**To make our monthly futures exchange reports more concise and user-friendly, we have narrowed the scope to cover relevant enforcement actions and generally not to cover routine exchange issuances. Disciplinary Actions CME GROUP CME 13-9587-BC-3 Pre-Arranged Trades Violation of Rules...
EEOC Proposes To Add Pay Level Information To Required EEO-1 Reports
The Obama Administration has recently focused on eliminating pay discrimination by mandating increasing employee pay level disclosure. Building on this emphasis, the Equal Employment Opportunity Commission (EEOC), in conjunction with the Office of Federal Contract Compliance Programs (OFCCP), has proposed...
Binding Contracts Created Via Email
A presentation regarding the use of email to create binding contracts, focusing on Texas and Federal law. The presentation addresses issues regarding when an exchange of emails can be considered to contain all of the material terms needed for contract formation, and whether an email can be considered a “signature” for agreements that must be in writing and signed to be effective.
Revlon in Review
In March 1986, the Supreme Court of Delaware issued its landmark opinion in Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986) (“Revlon”), enunciating the duty of directors of a Delaware corporation to seek the highest...
TOTAL Challenges Legality of FERC Enforcement Processes
On January 27, 2016, TOTAL Gas & Power North America, Inc. ("TGPNA") and two natural gas traders filed a complaint for declaratory relief in the U.S. District Court for the Western District of Texas against the Federal Energy Regulatory Commission...
Monthly Futures Exchange Issuance Report: December 2015
December's Highlight On November 4, 2015, the Chairman of the CFTC, Timothy Massad, gave a speech to the Futures Industry Association Futures and Options Expo, in which he focused on the subject of swap data reporting. The Chairman noted the...
HSR Notification Thresholds Increase for 2016
The Federal Trade Commission (FTC) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) thresholds, which will become effective on February 25, 2016. The revised thresholds will apply to any transaction closing on or after the...
Supreme Court Upholds FERC's Demand Response Rule, Order No. 745
In a closely watched case with potential impacts across a broad swath of the electric energy industry, on January 25, 2016, the U.S. Supreme Court reversed the D.C. Circuit's May 2014 ruling in EPSA v. FERC and instead upheld the...
Supreme Court Rules Settlement Offer Does Not Moot Class Action Lawsuits
Resolving a question left open by its 2013 decision in Genesis HealthCare Corp. v. Symczyk , as well as a split among the circuit courts, the Supreme Court on January 20, 2016 held that defendants cannot moot and defeat class...
Implementation Day: What Does It Mean for U.S. Companies Interested in Iran?
This Saturday, January 16, 2016, the International Atomic Energy Agency (IAEA) certified that Iran satisfied their obligations under their nuclear-related interim obligations under the Joint Comprehensive Plan of Action (JCPOA), also known as the Iran Deal. Upon that certification, Saturday...
OFCCP Regulations Prohibiting Pay Secrecy Policies & Required Posting Effective Now
Executive Order 13665 & Pay Transparency Regulations Effective Now Following the NLRB’s lead on employee rights regarding discussion of confidential wage issues, Executive Order 13665 and the Office of Contract Compliance Program’s ("OFCCP’s") implementing pay transparency regulations became effective January...
U.S. Department of Justice Expands Worker Endangerment Initiative
On December 17, 2015, Deputy Attorney General Sally Yates issued a memorandum to all 93 U.S. Attorneys urging federal prosecutors to work with the Department of Justice Environment and Natural Resource Division (ENRD) to pursue worker-endangerment violations. The announcement culminated...
FERC Clarifies Scope of Proposed RTO and ISO Disclosure Requirements
On December 8, 2015, the Federal Energy Regulatory Commission ("FERC") Office of Enforcement held a technical conference respecting FERC's recent Notice of Proposed Rulemaking ("NOPR") on Connected Entity Data. As discussed in an earlier post , if adopted, the NOPR...