This month’s issue of Directorship (the publication of  National Association of Corporate Directors) discusses the necessity of having a “tenth man” in the board room when discussing complex matters with substantial risk wherein the board promptly has granted approval.
Boards are admonished the have a person with the obligation (after such approval) to challenge the result.  Not…

Monday the US Equal Employment Opportunity Commission formally deleted support materials permitting affirmative action in cases where it was deemed appropriate to overcome past or present barriers to equal opportunity in employment.  This action is not unexpected; it is a logical extension of Republican administration policy, premised on the idea that every individual in America…

Interesting trends have popped up relative to the use of earn-outs and insurance against seller misrepresentations in acquisition practice.  (Tip of the hat to the firm of SRS Acquiom which provides shareholder services in such transactions and periodically reports on M&A trends.)
Earn-outs: for the uninitiated, an earn-out defers payment of the purchase price for…

To my mind, few things make less sense than the regulatory status of the prediction markets.  A very new phenomenon, prediction contracts first were regulated by various forms of State regulation, toyed with by the SEC and then came under the self-proclaimed jurisdiction of the US Commodity Futures Trading Commission, a jump in logic which…

First, I find that many people do not understand the status of recreational cannabis.  It is Federally within Class 1 and thus is not legally available, according to clear reading of Federal law.  Since it may nonetheless be available under State law and since the Feds do nothing about it, it is a matter of…

Banks are evaluated by a Federal Council staffed by several other agencies, including the Federal Reserve Bank.  The existing bank rating criteria, in effect in current form for thirty years, considered capital, asset quality, management quality, earnings, liquidity and exposure to market risk.
Proposed new guidance, being suggested by the Federal Council, moves away from…

In 2024 the SEC adopted a rule requiring robust reporting of emissions of greenhouse gasses by public companies.  The current SEC, under this administration, does not enforce this extant requirement; the rule itself has engendered various lawsuits claiming that the required disclosures are too costly and complex and that, in any event, the SEC is…