The Legal Brief

A Federal Court in Alabama Says That the Corporate Transparency Act is Unconstitutional – What Does this Mean for Businesses Subject to the Act?

March 6, 2024

On March 1, 2024, the United States District Court for the Northern District of Alabama (Northeastern Division) issued a decision declaring the Corporate Transparency Act (“CTA” or the “Act”) unconstitutional.[1] 

As we have previously reported, the CTA is part of the Anti-Money Laundering Act of 2000 and was adopted with the intent of providing law enforcement with beneficial ownership…

U.S. SUPREME COURT ADDRESSES PENNSYLVANIA’S CONSENT-BY-REGISTRATION STATUTE

July 7, 2023

Last week, the Supreme Court of the United States issued a wave of opinions. Included with those cases is an under-the-radar opinion that should put companies on notice.  In Mallory v. Norfolk Southern Railway Co., No. 21-1168, the Supreme Court held that a Pennsylvania statute subjecting foreign corporations to general personal jurisdiction because they registered their business in Pennsylvania…

Changes Made to Deliberate Intent Law in West Virginia

June 20, 2023

During the 2023 regular session, the West Virginia Legislature passed House Bill 3270 amending the state’s deliberate intent law.  HB 3270 became law without the Governor’s signature and will apply to injuries occurring on or after July 1, 2023. 

HB 3270 made two changes.  First, a requirement was added to § 23-4-2(d)(2)(B)(v)(IV) that when an employee asserts deliberate intent with respect to…

Supreme Court To Address First Amendment and Social Media Cases

May 2, 2023

The U.S. Supreme Court will review two cases concerning public officials who removed comments and restricted users from accessing their social media accounts. Both cases will be heard during the upcoming term starting in October 2023. These cases offer an opportunity to establish a clear criterion for determining when a public official's social media activity constitutes state action, which…

The Rise of Consumer Class Actions: How Changes to the West Virginia Consumer Credit and Protection Act Increased Consumer Class Action Filings in West Virginia

September 26, 2022

Sometimes the best intentions have entirely unforeseen consequences. This is the case with changes that were made to the West Virginia Consumer Credit and Protection Act, W. Va. Code §§ 46A-1-101 et seq. (“WVCCPA” or the “Act”). At the time, there were hundreds of individual lawsuits relating to verbal notification of attorney representation wherein plaintiffs filed suit seeking thousands of…

NEW SEC MANDATORY CLIMATE DISCLOSURES COULD COME AS EARLY AS THIS FALL

July 25, 2022

There needs to be clear rules of the road for disclosing climate risk.”  SEC Chair Gary Gensler

“We are not the Securities and Environment Commission – at least not yet.”  Commissioner Hester M. Peirce

On March 21, 2022, the U.S. Securities and Exchange Commission (“SEC”) proposed its long-awaited and groundbreaking rules intended to standardize and enhance climate-related disclosures for domestic…

Should I Stay or Should I Go? You Should Probably Stay: U.S. Supreme Court Poised to Resolve Circuit Split on Effect of Bankruptcy Code § 363(m) on Appeals

July 20, 2022

On June 27, 2022, the United States Supreme Court granted certiorari to possibly resolve the circuit split concerning the effect closing a bankruptcy sale under 11 U.S.C. § 363 has on appeals involving the sale order. MOAC Holdings LLC v. Transform Holdco LLC, 21-1270 (Sup. Ct.) In MOAC, Mall of America is challenging the bankruptcy court’s decision in the Sears bankruptcy to allow the buyer to…

Name, Image, and Likeness: The NCAA and College Sports Landscape One Year After Alston

July 1, 2022

The college sports landscape changed forever on July 1, 2021, when the NCAA permitted student-athletes to earn compensation for their name, image, and likeness (NIL). Now, a year later, we look back and evaluate how this change happened; the impact of this change on the NCAA, institutions, and student athletes; and the future of NIL.

Background

In June 2021, the NCAA was preparing to launch a new…

SECURE ACT 2.0: WHAT TO KNOW

April 11, 2022

The House of Representatives passed the Securing a Strong Retirement Act of 2022 (“SECURE 2.0” or “the Act”, HR 2954) on Tuesday, March 29, 2022.  The Act now heads to the Senate, where it is expected to have significant bipartisan support.

SECURE 2.0 builds on the Setting Every Community Up for Retirement Enhancement (“SECURE Act”, PL 116-94) signed into law in December 2019, which was enacted to…

Ohio Revises Its Limited Liability Company Act

February 16, 2022

The Ohio Revised Limited Liability Company Act (“Revised Act”), signed into law on January 8, 2021, became effective Friday, February 11, 2022.  The Revised Act applies to all LLCs registered to do business in Ohio, whether formed before, on, or after the effective date.  Completely restating the existing Ohio Limited Liability Act (“Prior Act”), the Revised Act modernizes Ohio’s LLC law with a…

Name, Image, and Likeness: What's Next for College Sports

July 19, 2021

In a landmark decision issued in June 2021, the United States Supreme Court unanimously ruled in National Collegiate Athletic Assoc. v. Alston that the NCAA and eleven Division I conferences violated Section 1 of the Sherman Antitrust Act, which prohibits restraining certain trade or commerce. The case led almost immediately to a new NCAA interim policy that allows student athletes from all three…

California Love (of Privacy): Virginia and Colorado Adopt Comprehensive Data Privacy Laws That Look Similar to California Laws

July 15, 2021

 Virginia and Colorado have passed legislation that will implement data privacy laws in 2023. Both the Virginia Consumer Data Protection Act (“VCDPA”) and the Colorado Privacy Act (“CPA”) are similar to the California Consumer Privacy Act (“CCPA”) and the recently passed California Privacy Rights Act (“CPRA”) in their aims and goals. However, key distinctions amongst the privacy bills will…