O'Kelly E. McWilliams III

What happens when an insolvent Delaware LLC files for bankruptcy? In our latest report, partners David M. Hillman, Vincent Indelicato and Michael Mervis, along with associate Matthew Koch, dissect the intricacies of fiduciary duty and fraudulent transfer claims, providing insight into creditor rights and derivative actions. Read now: https://bit.ly/4dgFSDz #Proskauer #bankruptcy #llc

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New Jersey Employment and Labor Attorneys Francine Esposito, Rachel Gonzalez, and Daniel Pierre authored the article titled, "Cos. Must Stay On Alert With Joint Employer Rule In Flux" for Law360. The article discusses how the National Labor Relations Board has recently appealed the Texas federal court decision to strike down a proposed joint employer test which would make it easier for two entities to be deemed joint employers, and the potential significance the new rule could have if it goes into effect. To read more visit: https://hubs.ly/Q02z5TKB0. #NLRB #EmploymentLaw #JointEmployerRule #LaborDisputes #LaborUnions

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The State of New Jersey Supreme Court recently issued a pair of rulings of interest to #labor and #employment attorneys. As detailed by #NewYork Partner Peter Shapiro in a new post for the #Grindstone blog, the state high court ruled in one case that non-disparagement provisions in employment #discrimination settlement agreements are unlawful, and held in the other case that 2019 amendments to the state’s Wage Payment Law and Wage and Hour Law are not retroactive. Read the full post on our website to learn more. #LaborLaw #EmploymentLaw #NewJerseyLaw #WageandHour

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On June 12, join Mike Branca, co-managing partner, and Steve Weber, partner of P&A’s Washington, D.C. office, at the Associated General Contractors of America 2024 Federal Contractors Conference as they delve into the evolving landscape of federal requirements associated with the recent influx of federal funds. These funds stemming from the American Recovery Act, Bipartisan Infrastructure Law, Inflation Reduction Act, CHIPS Act, etc., have created a multitude of regulations that organizations need to navigate. Other notable acts and their requirements will be discussed, including the Build America Act, the Buy America Act, and the Davis-Bacon Act. Click the link below to learn more and register. #construction #constructionlaw #PeckarAbramson

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While the federal Corporate Transparency Act's constitutionality remains in limbo, there are a number of states, including New York, that are implementing state-level transparency laws. In our latest DE Insight, Kevin Constantine gives us the 411 on the New York LLC Transparency Act, answering many of the FAQs businesses will be raising as a result. #corporatetransparencyact #newyork #corporatelaw #DEinsights #nyllcta https://lnkd.in/e7wfqidf

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The Delaware Court of Chancery issued an important victory to HSW in the firm’s ongoing action against BuzzFeed, striking down the media company’s second attempt to prevent a group of former employees from arbitrating their claims stemming from its initial public offering. Partners Joseph Gallagher, Yonaton Aronoff and Jonathan Harris represent more than 40 former BuzzFeed employees who allege they were wrongfully locked out of selling their shares (causing them to suffer millions of dollars in losses) after the company went public via a SPAC transaction in late 2021. HSW brought the former employees’ claims in arbitration and BuzzFeed Inc. (NASDAQ: BZFD) filed suit in Delaware court to stop the arbitration. This latest gambit by BuzzFeed was its second attempt to force HSW’s clients to sue in Delaware. But the Chancery Court rejected BuzzFeed’s arguments, agreeing with HSW that only an arbitrator can decide where the suit belongs. A similar group of former BuzzFeed employees are represented by The Galbraith Law Firm and O'Brien LLP, and both groups are represented jointly by Bailey & Glasser, LLP in Delaware #Arbitration #IPO #SPAC

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GT New Jersey Shareholder Robert C. Epstein authored an article featured in the New Jersey Law Journal’s Real Estate and Construction Law Special Section that discusses New Jersey’s Prompt Payment Act and the actions project developers and owners can take under the Act to protect their interests in construction contracts. 🔗 Read more here: https://bit.ly/4dcIBhc. #GTNewJersey #RealEstate #ConstructionLaw

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If you are a revenue-based finance company, you should be preparing now for Connecticut's new commercial finance disclosure law. On June 10, 2024, just weeks ahead of the July 1 compliance deadline, the Connecticut Department of Banking issued new guidance on the disclosure requirements. My colleague Alex McFall and I discuss the new guidance in a Husch Blackwell client alert. We hope you find it helpful!

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Legal disputes among LLC members or shareholders in New Jersey often depend on equitable principles. In this blog post, Kevin O'Connor, P&A partner, chair of the firm’s Business Litigation practice, and vice chair of the firm’s Labor & Employment practice, explains how these principles influenced a recent case to demonstrate why keeping your ‘hands clean’ is crucial in litigation. #construction #constructionlaw #PeckarAbramson

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New Jersey employers: Navigating the challenges of remote work? Attorney Maxine Neuhauser and Jessica Hajdukiewicz survey new guidance regarding the New Jersey Law Against Discrimination's applicability to remote workers. #RemoteWork #EmploymentLaw #HumanResources

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A new Delaware Court of Chancery decision signals continued close scrutiny of potential conflicts of interest in M&A transactions involving controlling stockholders and financial advisors, and in particular of certain disclosures. Faiz Ahmad | Art Bookout | Steve Daniels | Allison Land | Joseph Larkin | Paul Lockwood | Edward Micheletti | Jenness Parker | Rick West #mergersandacquisitions #corporategovernance #privateequity

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The U.S. Department of the Treasury and the Internal Revenue Service provided supplemental guidance on the domestic content bonus credit.   The guidance revises the previously provided safe harbor table to: (i) include hydropower and pumped hydropower storage facilities (ii) revise the approach for solar projects to explicitly include ground-mount and rooftop photovoltaic systems (iii) provide additional manufactured product components for certain applicable projects.    Learn more from our Renewables Tax team: https://lnkd.in/ggee4JsW #energytransition #inflationreductionact #taxcredits 

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We are excited to announce that Marisa Darden, Chair of Benesch's White Collar Practice, will present at the Corporate Counsel Women of Color | 2024 Career Strategies Conference on May 1st in New York City. Her session, Building Meaningful Relationships Within Your Practice and Across the Firm, will dive into tips for expanding your network and building purposeful professional relationships. Learn more: https://lnkd.in/gkGPakz #CCWC #BeneschLaw

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Greenberg Traurig attorney Glenn Newman will speak on the New York City Bar Association Continuing Legal Education program webinar panel “Responsible Person Liability Under State and Federal Tax Law” June 11. This program will inform attorneys about various situations in which owners, directors, officers, and employees of businesses may be personally responsible for business taxes. The panel will discuss the various taxes and situations in which liability could arise and how to resolve the situation in the most effective manner. 💻 Learn more in our press release: https://buff.ly/3KoQUJU. #GTNews #GTNewYork #TaxLaw #SALT #CLE #Webinar

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State versions of the CTA are in the works…

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In a recent case, Palkon v. Maffei (TripAdvisor), the Delaware Supreme Court accepted an interlocutory appeal of the Court of Chancery’s denial of shareholders’ motion to dismiss. Such appeals are not common: Delaware Supreme Court Rule 42(b) expressly provides that “[i]nterlocutory appeals should be exceptional, not routine, because they disrupt the normal procession of litigation, cause delay, and can threaten to exhaust scarce party and judicial resources.” Even more unusually, the Delaware Supreme Court took this step over the Court of Chancery’s refusal to certify the appeal. This decision and others demonstrate the Delaware Supreme Court’s willingness to step in affirmatively, even mid-case, to ensure the coherence and predictability of corporate governance law — particularly when a matter of public concern is at stake. Read more on "Delaware’s Appealing Interlocutory Review Regime" on Jim Ducayet and Deepa Chari's blog post.

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BLB&G is proud to announce our participation in the upcoming American Bar Association International Law Section 2024 Annual Conference, taking place May 7 – 10.   With a theme of “The Power & Progress of International Law,” this four-day conference promises to be a dynamic exchange of insights and expertise in the field of international law.   During the conference, BLB&G's Catherine V., James Harrod, and Lauren Ormsbee will engage in discussion panels covering investor rights in the United States, global class action litigation trends and cybersecurity and safety. For more information and to register, click below. #InternationalLaw #SecuritiesLitigation

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