North America: Corporate/Commercial Law

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Business law and corporate law thought leadership, articles, podcasts, videos and webinars from expert sources across the legal world. Explore insights covering topics that involve business and corporate law produced by specialists working in this area every day.
Article
Selling A Business: Earn-Out Clauses To Bridge A Valuation Gap
Earn-out clauses have become increasingly popular in M&A transactions, particularly during periods of economic uncertainty, as they help bridge valuation gaps between buyers and sellers by tying a portion of the purchase price to post-closing performance. While these arrangements offer flexibility and risk-sharing benefits, they also present significant challenges in terms of metric selection, structural design, and potential litigation.
Canada Commercial
BB
BCF Business Law
Article
Appleby Advises Miotal On Its De-SPAC Merger With Fifth Era Acquisition Corp I
Miotal, a strategic metals platform controlling substantial inventories of technology-grade materials including ultrafine copper powder, nickel wire and rare earth metals, is set to list on NASDAQ through a merger with Fifth Era Acquisition Corp. I. The transaction, advised by Appleby's Band 1-ranked Corporate team, positions Miotal to monetize critical inputs across defense, semiconductor, energy and healthcare industries.
Cayman Islands Commercial
A
Appleby
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Article
DEI Programs Under Spotlight: A “Wicked” Tale For New York Theater
Recent lawsuits against theater organizations signal a dramatic shift in how diversity, equity and inclusion programs are being legally challenged. From discounted ticket promotions to apprenticeship opportunities, DEI initiatives that once seemed routine are now facing federal scrutiny and litigation under anti-discrimination laws. Theater companies, producers and arts organizations must navigate this evolving legal landscape to protect their programs while continuing to pursue diversity goals.
United States Employment
BS
Bond, Schoeneck & King PLLC
Article
EEOC Rescinds Longstanding Affirmative Action Guidance, Signaling Increased Scrutiny Of Voluntary DEI And Affirmative Action Programs
The EEOC has rescinded decades-old guidance on voluntary affirmative action under Title VII, removing the administrative framework employers relied upon to evaluate diversity programs. This development raises critical questions about the future of workplace DEI initiatives and signals heightened scrutiny of employment practices that consider protected characteristics in decision-making.
United States Employment
BL
Butzel Long
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Article
When AI Becomes A Liability: Hallucinated Case Law, Sanctions, And The Privilege Waiver Risk (Video)
Artificial intelligence tools are transforming legal practice, but they come with significant risks that attorneys and clients must understand. A recent federal court decision found that using public AI chatbots may waive attorney-client privilege, while courts continue to sanction lawyers for AI-generated errors in filings. Learn what steps legal departments should take to protect privileged communications and maintain ethical standards when using AI technology.
United States Commercial
TS
Taft Stettinius & Hollister
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Article
FINRA Seeks To Modernize Rule 2210 – Communications With The Public
The Financial Industry Regulatory Authority (FINRA) has proposed sweeping changes to Rule 2210 that would eliminate the long-standing requirement for principal pre-use approval of retail communications, replacing it with a flexible risk-based supervisory framework. The proposal addresses modern communication challenges including social media, AI-generated content, and influencer marketing while attempting to align broker-dealer standards more closely with SEC investment adviser rules. Member firms would nee
United States Finance
HK
Holland & Knight
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Article
When Must A Franchise Disclosure Document Be Delivered In Canada?
Canadian franchise legislation mandates that franchisors deliver disclosure documents at least 14 days before signing agreements or accepting payment, yet many foreign franchisors underestimate this timing requirement. A perfectly prepared disclosure document can still expose franchisors to significant liability if delivered at the wrong time, and deficient documents may not even start the statutory clock.
Canada Commercial
SL
Siskinds LLP
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