Insights

FTC Noncompete Ban Blocked On August 20, 2024, the U.S. District Court for the Northern District of Texas struck down the Federal Trade Commission’s (FTC) rule imposing a near-total nationwide ban on noncompete clauses set to go into effect on September 4, 2024 (the “Effective Date”). The Court set aside the rule and nullified its…

Client Alerts | August 27, 2024 | Employment Litigation | Risk Management

Fund managers may be required to file Treasury International Capital (“TIC”) Form SHL, Report of Foreign-Residents’ Holdings of U.S. Securities, Including Selected Money Market Instruments (SHL (2024)) by August 30, 2024, based on the fair value (determined as of June 28, 2024) of certain U.S. securities issued to foreign persons. This client alert focuses on…

Client Alerts | August 7, 2024 | Hedge Funds | Private Equity Funds

The U.S. Department of Labor (the “DOL”) recently amended the qualified professional asset manager (“QPAM”) exemption. The QPAM exemption is commonly relied on by fund managers that manage “plan assets” either through separately managed accounts or funds that exceed the 25% benefit plan investor test. If a manager is a QPAM, then certain transactions that…

Client Alerts | August 5, 2024 | Hedge Funds | Private Equity Funds

As explained below, the effective date of the Federal Trade Commission’s (“FTC”) rule banning the use of post-employment noncompete agreements has been stayed indefinitely by a federal court in Dallas, pending a final ruling on the merits. Eighteen months ago, we first reported on the FTC’s proposed rule-making that would enact a comprehensive nationwide ban…

Client Alerts | July 8, 2024 | Employment Litigation | Risk Management

In an important new decision, the Supreme Court, in SEC v. Jarkesy, recently held that when the SEC seeks civil penalties against a defendant for securities fraud, the Seventh Amendment applies and the defendant is entitled to a jury trial in federal court.  Chief Justice Roberts delivered the Court’s opinion, with a dissent by Justice…

Client Alerts | July 3, 2024 | Commercial and Corporate Litigation | Risk Management | Regulatory Defense

The SEC has continued and expanded its focus on violations of Rule 21F-17 of the Securities Exchange Act of 1934 (i.e., the whistleblower protection rule). The SEC began actively enforcing the whistleblower protection rule many years ago, although enforcement actions in late 2023 reflected an intensified focus on whistleblower protections in separation agreements and other…

Client Alerts | June 25, 2024 | Hedge Funds | Investment Management | Private Equity Funds

The U.S. Corporate Transparency Act (“CTA”) requires certain privately owned entities to report information about the people who control them (their “beneficial owners”) to the Financial Crimes Enforcement Network of the U.S. Department of the Treasury (“FinCEN”). The CTA rules generally apply to privately owned limited liability companies (LLCs), limited partnerships (LPs), corporations and other…

Client Alerts | June 12, 2024 | Estate Planning and Administration | Business Advice and Planning | Acquisitions and Sales | Securities and Corporate Finance

This alert is a reminder of the approaching deadlines and action items regarding the New York State Pass-Through Entity Tax (the “NYS PTET”) and the New York City Pass-Through Entity Tax (the “NYC PTET”). Deadline: March 15, 2024 The deadline to elect into the NYS PTET and the NYC PTET for 2024 is March 15,…

Client Alerts | March 6, 2024 | Hedge Funds | High Net Worth Individual Planning | Private Equity Funds

Each year, we send a newsletter to our clients and friends regarding Section 475(f) mark-to-market elections. A 475(f) election must be made by partnerships before March 15th of the year in which the election is to be effective and can be overlooked while people are focused on preparing prior year tax returns and K-1 estimates.…

Client Alerts | February 28, 2024 | Hedge Funds | High Net Worth Individual Planning | Private Equity Funds

In November 2023, New York Governor Kathy Hochul signed SB 3539 into law, amending certain parts of Section 756 of the New York General Business Law, commonly known as the Prompt Payment Act (the “Act”). Among other provisions, the Act now significantly restricts the amounts owners can hold back from payments to contractors for services…

Client Alerts | February 12, 2024 | Development