Category Archives: Corporate Law

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Book Update: Investment Adviser Regulation: A Step-by-Step Guide to Compliance and the Law (Third Edition)

Stay ahead in the complex world of investment adviser compliance with Investment Adviser Regulation: A Step-by-Step Guide to Compliance and the Law. Covering SEC, state, and statutory standards, the book offers practical insights on registration, disclosure, advertising, cybersecurity, and more. With annual updates and expert guidance on Form ADV, advisory contracts, and best execution practices, it’s a must-have resource for advisers, attorneys, compliance professionals, and regulators.

Highlights of this release include:

  • Chapter 14, Privacy of Client Financial Information: An Overview, has been updated to reflect key regulatory developments, including the FTC’s May 2024 amendments to the Safeguards Rule, which now require financial institutions to report certain “Notification Events” (Section 14:2.2[E]). It also covers the NYDFS’s revised Cybersecurity Regulation—effective April 2024 and fully adopted by November 2025—introducing enhanced governance requirements for CISOs, expanded risk assessments, and updated incident response protocols (Section 14:6.3). Additionally, the chapter discusses Bermuda’s Personal Information Protection Act (PIPA), applicable to organizations handling personal data in Bermuda, including fintech firms (Section 14:7.4).
  • Chapter 42, Mutual Funds, covers the most recent reporting requirements affecting mutual funds (Section 42:1).
  • Chapter 43, Managed Advisory Accounts & Wrap Fee Programs, discusses the SEC’s Division of Examinations April 2024 risk alert that highlights the Division staff’s observations regarding compliance with the Marketing Rule (Section 43:10.2).
  • Chapter 54, Municipal Advisor Regulation, features expanded coverage of enforcement actions involving municipal advisors, focusing on both regulatory and fiduciary obligations (Section 54:1.1[A][1]–[A][4]). It also includes deeper analysis of how municipal advisory activities intersect with other professional services offered by advisor firms (Section 54:1.1[E][1]). Updates to MSRB and SEC rule discussions reflect recent rulemaking, including obligations for solicitor municipal advisors and requirements to obtain CUSIP numbers in certain competitive offerings (Section 54:18), along with enhanced guidance on supervisory and recordkeeping duties (Section 54:21).
  • Chapter 64, Blockchain and Digital Assets, has been updated to cover regulatory developments involving digital securities (Section 64:6.1) and commodities (Section 64:6.2).
  • To aid in your research, the Table of Authorities and Index have been updated.

Order a print copy today.

PLI PLUS subscribers can access this title through their subscription.

New Edition: Fashion Law and Business: Brands & Retailers (Third Edition)

Fashion Law and Business: Brands & Retailers (Third Edition) provides clear guidance on the wide range of legal and business issues faced by fashion industry participants, including designers, suppliers, manufacturers of apparel and accessories, retailers, and emerging entrepreneurs. Written by three of America’s leading fashion and retail law authorities, the new edition incorporates coverage of AI as well as new discussion of sustainability and relevant rules of environmental law to provide a comprehensive guide to the issues affecting the fashion industry today.

Readers will learn the considerations involved in starting a company in the fashion industry, including:

  • Developing a business plan, determining the form and structure of the legal entity, and obtaining financing;
  • How patent, trademark, copyright, and international design rights protection laws have been applied to the fashion industry, and their impact in such areas as gray market goods and counterfeiting;
  • The contractual relationships and regulatory issues applicable to the design and production of fashion products;
  •  The dynamics of retail sales in the apparel industry;
  • The legal issues involved in leasing and licensing brick-and-mortar retail stores;
  • How to deal with labor and employment issues that relate to the fashion industry,
  • The legal and practical concerns that affect sales and acquisitions of fashion companies, going public, and restructuring or bankruptcy.

Testimonials:

“A comprehensive guide that clearly addresses, in an approachable manner, all facets of law in the retail industry. Fashion Law and Business is unique in its global insider’s view and thorough understanding of the nuanced retail industry.”

–Kelly Koyama-Garcia, Retail Brand General Counsel

“…[T]his guide goes beyond the expected and usual topics to focus on key practice areas such as manufacturing, sustainability, real estate, and employment law. This publication is a must-have for any modern fashion lawyer who seeks to be well-rounded in law and business.”

–Lisa Keith, Executive Vice President & General Counsel, Steve Madden, Ltd.

“Fashion Law and Business is THE go-to resource for any (and every) fashion law practitioner, as it masterfully blends real-world industry challenges with insightful legal analysis.”

–Danielle Garno, Adjunct Professor in Fashion Law at the University of Miami School of Law and Partner, Daniel Ebeling Maccia & Cohen

“In an ever more rapidly evolving world where brands can take fashion they see on the street (or social media) and turn it into commercial production orders within hours, it is more important than ever to have a good understanding of the legal rules of the road. This casebook is an indispensable resource for designers, brands, and the ecosystem of partners who work with them.”

–Craig Fleishman, General Counsel of MycoWorks, Inc., formerly General Counsel to Rebecca Minkoff LLC

Order a print copy today.

PLI PLUS subscribers can access this title through their subscription.

Free Form of the Month

PLI PLUS offers unlimited electronic access to more than 4,500 downloadable, searchable, and editable legal forms ready for use in your practice. In an effort to highlight this unique content type, we’ve selected one form per month and made it available for anyone to download for free – no subscription required.

August’s free form:

Memorandum to Employees Advising Them of Investigation

More information about Legal Forms & Checklists:

  • Forms & Checklists Flyer – This flyer provides an overview of the forms & checklists on PLI PLUS and highlights a handful of popular examples.

Free Form of the Month

PLI PLUS offers unlimited electronic access to more than 4,500 downloadable, searchable, and editable legal forms ready for use in your practice. In an effort to highlight this unique content type, we’ve selected one form per month and made it available for anyone to download for free – no subscription required.

June’s free form:

Checklist for Responding to Search Warrants

More information about Legal Forms & Checklists:

  • Forms & Checklists Flyer – This flyer provides an overview of the forms & checklists on PLI PLUS and highlights a handful of popular examples.

Treatise Update: Corporate Whistleblowing in the Sarbanes-Oxley/Dodd-Frank Era (Second Edition)

Corporate Whistleblowing in the Sarbanes-Oxley/Dodd-Frank Era (Second Edition)dives into the federal and state regulations and agency rules addressing whistleblowers and international investigations. It provides practical advice on minimizing the risk and damage of whistleblower complaints against employers and conducting effective internal investigations. Practitioners and business professionals dealing with SOX Act and Dodd-Frank whistleblower actions will find valuable insights into dynamic case law and evolving rules that shape the rights of whistleblowers and the responsibilities of their employers. Readers will gain thorough coverage of key topics, including the elements of a prima facie case, employer defenses, compliance and crisis communication strategies, whistleblower protections, bounty provisions, and more.

The new release includes the following updates:

  • Expanded section 2:1.3, Employees Outside of the United States, explores Daramola v. Oracle America, Inc., in which the Ninth Circuit held that in the case of a Canadian citizen working in Canada for the Canadian subsidiary of a publicly traded U.S. parent company, any domestic (that is, U.S.) duties the employee performed were incidental to his foreign employment and, therefore, the application of SOX under these circumstances would not be domestic in nature.
  • Revised section 5:5, Causation, explains Murray v. UBS Securities, LLC, in which the Supreme Court held, that while a whistleblower bringing a claim under SOX must prove that the protected activity was a contributing factor in the unfavorable personnel action, a whistleblower need not also prove that the employer acted with retaliatory intent.
  • New chapter 7, EU Whistleblower Protection Directive, examines the Whistleblower Protection Directive 2019/1937 adopted by the EU to enhance the enforcement of EU law and policies in specific areas by laying down common minimum standards providing for a high level of protection of persons reporting breaches of EU law.

Order a print copy today.

PLI PLUS subscribers can access this title through their subscription.

Free Legal Form of the Month

PLI PLUS offers unlimited electronic access to more than 4,500 downloadable, searchable, and editable legal forms ready for use in your practice. In an effort to highlight this unique content type, we’ve selected one form per month and made it available for anyone to download for free – no subscription required.

June’s free form:

Framework of an Investment Management Agreement

More information about Legal Forms & Checklists:

  • Forms & Checklists Flyer – This flyer provides an overview of the forms & checklists on PLI PLUS and highlights a handful of popular examples.
  •  Popular PLUS Forms – This flyer provides a list of the top five most downloaded forms in prominent practice areas on PLI PLUS.

Send us an email at plus@pli.edu to learn more.

Treatise Update- International Corporate Practice: A Practitioner’s Guide to Global Success

International Corporate Practice provides guidance on building a comprehensive global legal department and includes advice on structuring, staffing, and budgeting, as well as the use of foreign legal consultants and outsourcing.

Written by some of the nation’s leading corporate attorneys, this book will help you to develop compliance programs that minimize clients’ legal exposure in foreign markets, commercialize intellectual property, evaluate successful mergers and acquisitions abroad, structure effective international project financing transactions, ensure clients satisfy international guidelines crucial to their global viability, and manage legal challenges facing clients overseas.

The new release includes updates to the following chapters:

The Index has also been updated for this release.

Order a print copy today.

PLI PLUS subscribers can access this title through their subscription.

Free Legal Form of the Month

PLI PLUS offers unlimited electronic access to more than 4,500 downloadable, searchable, and editable legal forms ready for use in your practice. In an effort to highlight this unique content type, we’ve selected one form per month and made it available for anyone to download for free – no subscription required.

February’s free form:

Checklist to Log SEC Document Requests

More information about Legal Forms & Checklists:

  • Forms & Checklists Flyer – This flyer provides an overview of the forms & checklists on PLI PLUS and highlights a handful of popular examples.
  •  Popular PLUS Forms – This flyer provides a list of the top five most downloaded forms in prominent practice areas on PLI PLUS.

Send us an email at plus@pli.edu to learn more.

New Title! Corporate Valuation in Mergers and Acquisitions

PLI Press is proud to announce the publication of the new treatise Corporate Valuation in Mergers and Acquisitions.

This book offers a solid primer on the legal, finance, accounting, and economic aspects of valuation in merger and acquisition (“M&A”) transactions.  It addresses a wide range of issues that can arise in the process of evaluating a target or acquirer in an M&A transaction. The book also provides helpful reference materials in each chapter that the reader may consult when facing a particular issue, along with many documentary appendices relating to valuation issues.

This book offers a solid primer on the legal, finance, accounting, and economic aspects of valuation in merger and acquisition (“M&A”) transactions.  It addresses a wide range of issues that can arise in the process of evaluating a target or acquirer in an M&A transaction. The book also provides helpful reference materials in each chapter that the reader may consult when facing a particular issue, along with many documentary appendices relating to valuation issues.

Notably, the book covers the following important topics:

  • Basic business and regulatory M&A principles (see Chapter 1)
  • Valuation due diligence (see Chapter 3)
  • The process for determining a target’s value (see Chapter 4)
  • The Relative Valuation Techniques (see Chapter 15)
  • Valuation issues in management-led leveraged buyouts of publicly held companies (see Chapter 18)
  • The valuation of commercial banks (see Chapter 19)
  • Arbitrage Pricing and Adjusted Present Value Models (see Chapter 20)

In addition, the book examines the role of investment bankers, valuation experts, and the courts in several instructive M&A cases.

We are excited to share this new title with you!

PLUS Subscribers can access this title with their subscription.

Order a print copy today.

 Is your library interested in subscribing to PLI’s Standing Order Plan (SOP)? SOP subscribers automatically receive print copies of new titles to review upon release.  If you decide to keep the title, you will receive a discount up to 25% off the title and all future supplements. Call 877.900.5291 or email libraryrelations@pli.edu to learn more.