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Ropes & Gray LLP
Ropes & Gray attorneys provide timely analysis on legal developments, court decisions and changes in legislation and regulations.
4 days ago
Culture & Compliance Chronicles: Effective Remediation
The latest installment of Ropes & Gray’s podcast series, Culture & Compliance Chronicles, explores company culture in times of crisis. In the final part of a three-part discussion, litigation & enforcement attorneys Amanda Raad and Rosemarie Paul talk with three partners at EY—Maryam Hussain, Melissa Myatt and Katharina Weghmann—all of whom study decision-making in the corporate context. In this episode, the group explores what effective remediation looks like and how it all ties back to the root cause of the issue. They also circle back to how companies can create a culture of compliance and the role ethics plays in this, especially for companies that use data analytics to measure culture.
Jun 22, 2020
European Regulatory Update for Asset Managers: 22 June 2020
Welcome to the fourth installment of Ropes & Gray’s European regulatory podcast for asset managers. These fortnightly podcasts and accompanying speaker notes are intended to provide an overview of updates relevant to GCs, CCOs and other compliance professionals to help you navigate both COVID-19 and other developments relevant to your business. The speakers on today’s podcast are Eve Ellis, a partner in Ropes & Gray’s asset management group specialising in fund regulation, and Rosemarie Paul, a partner in the firm’s litigation & enforcement group specialising in regulatory enforcement matters. This update covers topics relating to business interruption insurance, the European Commission’s (“EC”) review of AIFMD, the Financial Conduct Authority’s (“FCA”) enforcement action in relation to financial crime, and other developments relating to ESG, capital requirements and Brexit.
Jun 15, 2020
Anticorrupção no Brasil Durante o COVID-19: Uma Conversa com Autoridades do Ministério Público Federal e da Controladoria-Geral da União (Anti-Corruption in Brazil During COVID-19: A Conversation with Officials from the Federal Prosecution Service and…
A América Latina informou seu primeiro caso confirmado de COVID-19 há aproximadamente quatro meses. Desde então, os efeitos da pandemia global aumentaram significantemente os altos riscos de corrupção que já são inerentes à toda a região. Nesse Ropes & Gray podcast, os advogados María González Calvet, Mark de Barros, e Thaísa Toledo Longo conversam com membros do Ministério Público Federal (MPF) e da Controladoria-Geral da União (CGU) no Brasil para analisar como as autoridades anticorrupção no país estão se adaptando com o novo cenário global e como a pandemia pode impactar o futuro de enforcement. (Latin America declared its first confirmed case of COVID-19 nearly four months ago. Since then, the effects of the global pandemic on the already high corruption risks across the region have increased at a considerable rate. In this podcast, attorneys María González Calvet, Mark de Barros, and Thaísa Toledo Longo speak with members of Brazil’s Federal Prosecution Service (Ministério Público Federal or MPF) and Office of the Comptroller General (Controladoria Geral da União or CGU) to examine how the country’s anti-corruption authorities are adapting to the new global landscape and how the pandemic may impact the future of enforcement.)
Jun 15, 2020
Culture & Compliance Chronicles: Measuring Culture
The latest installment of Ropes & Gray’s podcast series, Culture & Compliance Chronicles, explores company culture in times of crisis. In part two of a three-part discussion, litigation & enforcement attorneys Amanda Raad and Rosemarie Paul talk with three partners at EY—Maryam Hussain, Melissa Myatt and Katharina Weghmann—all of whom study decision-making in the corporate context. In the last episode, the group considered what the research says about the drivers of firm culture. In this episode, they shift to how companies can actually define and measure culture. They explore innovative approaches that go beyond the usual employee surveys. They also discuss why now is a particularly unique moment for companies to study their cultures, and how focusing on particular aspects of culture can make the inquiry less overwhelming and more fruitful.
Jun 5, 2020
European Regulatory Update for Asset Managers: 8 June 2020
Welcome to the third installment of Ropes & Gray’s European regulatory podcast for asset managers. These fortnightly podcasts and accompanying speaker notes are intended to provide an overview of updates relevant to GCs, CCOs and other compliance professionals to help you navigate both COVID-19 and other developments relevant to your business. The speakers on today’s podcast are Eve Ellis, a partner in Ropes & Gary’s asset management group specialising in fund regulation, Rosemarie Paul, a partner in our litigation & enforcement group specialising in regulatory enforcement matters, and Jason Brown, a partner in our asset management group specialising in investment adviser regulation. This update covers topics relating to market abuse, a recent SEC enforcement action relating to insider trading procedures, financial resilience, the Financial Conduct Authority’s (“FCA”) expectations of firms as we move towards a “new normal,” as well as AI, big data and a European Securities and Markets Association (“ESMA”) supervisory briefing on UCITS and AIF costs.
Jun 4, 2020
Global Health Care Compliance Initiative: Managing Compliance Issues and Process Changes Related to COVID-19
In this Ropes & Gray podcast, moderated by health care associate Michael DiMaio, the co-leaders of the firm’s Global Health Care Compliance Initiative, Amanda Raad, Kaede Toh and Alison Fethke, discuss compliance concerns related to the COVID-19 pandemic. They address issues that are top-of-mind for health care and life sciences clients, including shifts in business practices and enforcement risks, and operational challenges such as drug supply limitations.
Jun 3, 2020
Alumni @ RopesTalk: Conversation with Jason Idilbi, Passport
In the latest installment of Ropes & Gray’s alumni podcast series, Alumni @ RopesTalk, IP litigation partner Matt Rizzolo interviews Jason Idilbi, general counsel at Passport Labs, a mobility software platform that facilitates mobile parking and transit ticketing applications. Jason reflects on his “non-linear” legal career path, which began at Ropes & Gray in 2008 and led to roles as a judicial clerk, litigator and in-house counsel. Now at Passport, Jason talks about the most difficult project he’s had to tackle in the last three years, and also what he looks for when engaging outside counsel.
Jun 1, 2020
Culture & Compliance Chronicles: Culture in Times of Crisis
The latest installment of Ropes & Gray’s podcast series, Culture & Compliance Chronicles, explores company culture in times of crisis. In part one of a three-part discussion, litigation & enforcement attorneys Amanda Raad and Rosemarie Paul talk with three partners at EY—Katharina Weghmann, Maryam Hussain and Melissa Myatt—who focus on behavioral science and decision-making in the corporate context. The group considers what the research says about the drivers of firm culture, how companies and individuals make decisions, and how they’re seeing this play out as companies grapple with the global pandemic. Throughout, they also touch on how regulators are responding to the current environment.
May 22, 2020
European Regulatory Update for Asset Managers: 26 May 2020
Welcome to the second installment of Ropes & Gray’s European regulatory podcast for asset managers. These fortnightly podcasts and accompanying speaker notes are intended to provide an overview of updates relevant to GCs, CCOs and other compliance professionals to help you navigate both COVID-19 and other developments relevant to your business. The speakers on today’s podcast are Eve Ellis, a partner in our asset management group specialising in fund regulation, Rosemarie Paul, a partner in our litigation & enforcement group specialising in regulatory enforcement matters, and Rohan Massey, a partner and leader of our data, privacy and cybersecurity group. This update covers topics relating to liquidity, business interruption insurance, the Financial Services Regulatory Initiatives Forum, short selling, financial crime, data privacy, a collaboration between the Financial Conduct Authority (“FCA”) and Her Majesty’s Revenue and Customs (“HMRC”) and the FCA’s Dear CEO letters.
May 20, 2020
Public Disclosure: Cooperating with DOJ
In the third episode of Ropes & Gray’s False Claims Act podcast series, Public Disclosure, litigation partner Kirsten Mayer considers the Department of Justice’s 2019 guidance to companies who face investigation under the False Claims Act. DOJ has encouraged companies to cooperate, self-disclose and remediate compliance issues, but what—if anything—should a company expect to receive in return? Her guest is Professor Jacob Elberg from Seton Hall Law School, who handled FCA cases for the government for many years in his prior role as an AUSA and Health Care Fraud Chief in the District of New Jersey. The two discuss the DOJ guidance, what DOJ is trying to promote with it, and what the DOJ actually appears to be doing in its FCA settlements, based on Professor Elberg’s recent analysis of civil settlement agreements in his article, “A Path to Data-Driven Health Care Enforcement.” The results may surprise you.
May 18, 2020
ESG Considerations for Asset Managers in Light of the COVID-19 Pandemic
In this Ropes & Gray podcast, asset management partners Isabel Dische and Melissa Bender discuss how the COVID-19 pandemic offers an opportunity for asset managers to evaluate how their portfolio companies are managing the pandemic (and likewise for institutional investors to evaluate their asset managers). They’ll also discuss how investors may want to apply lessons learned from recent market events to their ESG programs going forward.
May 13, 2020
Credit Funds: Considerations for Credit Fund Managers Overseeing ERISA Plan Assets in Light of the COVID-19 Pandemic
Under normal circumstances, credit fund managers that invest retirement plan money face multiple fiduciary and conflict of interest issues under ERISA that require special attention. These issues have been amplified by the current global health emergency and related economic crisis. In this Ropes & Gray podcast, asset management partner Jessica O’ Mary and ERISA & benefits partner Josh Lichtenstein address how credit fund managers that invest on behalf of ERISA accounts can navigate some of these legal challenges as they arise in the current climate.
May 12, 2020
The Intersection of Private and Registered Funds: Interval Fund Investments in Private Open-End Real Estate Funds
In this Ropes & Gray podcast, asset management partners Matthew Posthuma and George Raine are joined by tax partner Pamela Glazier to discuss the legal, tax and operational issues involved when 1940 Act registered interval funds invest in unregistered open-end real estate funds, as private fund managers look for new sources of capital, and registered fund managers look for alternative investments for their retail investor base.
May 8, 2020
European Regulatory Update for Asset Managers: 11 May 2020
Welcome to the first Ropes & Gray European regulatory podcast for asset managers. These fortnightly podcasts and accompanying speaker notes are intended to provide an overview of updates relevant to GCs, CCOs and other compliance professionals to help you navigate both COVID-19 and other developments relevant to your business. The speakers on today’s podcast are Eve Ellis, a partner in our asset management group specialising in fund regulation, and Rosemarie Paul, a partner in our litigation & enforcement group who specialises in regulatory enforcement matters.
May 7, 2020
Preferred Equity Financings: Tools for Both Fund Sponsors and Investors
In this Ropes & Gray podcast, asset management partner Isabel Dische is joined by tax partner Dan Kolb and asset management associate Adam Dobson to discuss preferred equity deals in the private funds context. Following a brief explanation of what these deals are, they share why a fund sponsor or an investor may want to pursue a preferred equity financing, and provide details on the structures and certain considerations for these deals that market participants may want to keep in mind.
Apr 28, 2020
Credit Funds: How Hybrid Facilities Offer a Unique Solution in Today’s Climate
In this Ropes & Gray podcast, finance counsel Patricia Teixeira and asset management associate Jeanna Simeone discuss hybrid facilities as an alternative option for private investment funds to combat the economic impact of COVID-19. In today’s market climate, hybrid facilities offer a unique solution for sponsors to inject cash into portfolios that are in need of liquidity. Throughout this podcast, Patricia and Jeanna explain how hybrid facilities work, why they might be of interest to fund managers and if we should expect them to increase in popularity.
Apr 28, 2020
Culture & Compliance Chronicles: Incorporating Behavioral Science in Audit & Monitoring
In the second episode of Ropes & Gray’s podcast series, Culture & Compliance Chronicles, litigation & enforcement attorneys Tina Yu and Amanda Raad, who co-chairs the firm’s global anti-corruption and international risk practice, continue their conversation with Jules Colborne-Baber, a partner and forensic audit expert at Deloitte UK, and Richard Bistrong, CEO of Front-Line Anti-Bribery LLC, about behavioral science and compliance. The first part of their conversation focused on the importance of incorporating behavioral science in compliance programs. In part two, they turn their attention to the application of behavioral science in compliance testing and monitoring.
Apr 27, 2020
Proposed Amendments to the Volcker Rule's Covered Fund Provisions
In this Ropes & Gray podcast, asset management partner Joel Wattenbarger and associate Gideon Blatt discuss the federal banking agencies’ proposed amendments to the Volcker Rule’s covered fund provisions. They address the existing landscape, the agencies’ notice of proposed rulemaking and the potential impact it may have on the asset management industry.
Apr 22, 2020
Public Disclosure: Good Faith and Bad Intent
In the second episode of Ropes & Gray’s False Claims Act podcast series, Public Disclosure, litigation partner Kirsten Mayer and her guests delve into the knowledge requirement under the FCA. Kirsten talks with Kim Friday, a partner at Osborn Maledon, and Erica Blachman Hitchings, a member of the Whistleblower Law Collaborative. Both guests prosecuted FCA matters for the Department of Justice for many years and now represent whistleblowers in FCA cases. They cover the nuts and bolts of proving a company’s intent, and share their insight into what DOJ and whistleblowers look for when they are building and evaluating a case.
Apr 20, 2020
TALF 2.0: Anticipating the 2020 Term Asset-Backed Securities Loan Facility Program
In this Ropes & Gray podcast, asset management partner Mike Doherty and counsel Laura Hirst discuss the 2009 Term Asset-Backed Securities Loan Facility (TALF) program which the Fed established in response to the 2008-2009 financial crisis and, given current market conditions, what might be expected for the 2020 TALF program.
Apr 15, 2020
Recent Developments in Credit Funds Secondaries: Has the COVID-19 Pandemic Introduced New Opportunities?
In this Ropes & Gray podcast, asset management partners Isabel Dische and Katie Waite discuss some of the reasons why the credit funds secondaries market has historically been smaller than the private equity secondaries market, and why and how that has been changing recently, including as a result of market declines triggered by the COVID-19 pandemic.
Apr 9, 2020
Credit Funds: Current Amendment Discussions—Key Points for Lenders
In this Ropes & Gray podcast, Joanne De Silva and Alyson Gal, partners in the finance and capital solutions group, discuss the issues lenders are considering in amendment and forbearance discussions with borrowers in light of the current global COVID-19 crisis and growing pressures borrowers face under their credit agreements.
Apr 8, 2020
COVID-19 & Executive Compensation – Considerations for Public Companies
In this Ropes & Gray podcast, Renata Ferrari, head of the firm’s executive compensation practice group, Zach Blume, a partner in the firm’s strategic transactions practice group and Claire Rosa, counsel in the firm’s executive compensation & employee benefits practice group, discuss legal issues and other considerations related to executive compensation actions public companies are or may be considering taking in response to the current global health emergency and related economic crisis.
Apr 2, 2020
Culture & Compliance Chronicles: Behavioral Science – The Audit Monitoring Perspective
Welcome to Culture & Compliance Chronicles, a new Ropes & Gray podcast series focused on the behavioral sciences approach to risk management. In this inaugural episode—part one of a two-part series—Ropes & Gray litigation & enforcement attorneys Amanda Raad and Tina Yu are joined by special guests Richard Bistrong, CEO of Front-Line Anti-Bribery LLC, and Jules Colborne-Baber, a partner and forensic audit expert at Deloitte UK, to take a deep dive into behavioral sciences and compliance, with a focus on how organizations can develop more effective tools to identify misconduct.
Apr 1, 2020
Key Decisions for Defined Contribution Plan Sponsors Under the CARES Act
In this Ropes & Gray podcast, benefits partners Loretta Richard and Josh Lichtenstein discuss the Coronavirus Aid, Relief and Economic Security Act (also known as the CARES Act) in the context of 401(k) plans and other tax-qualified defined contribution retirement plans, including coronavirus-related distributions and loans that can be taken from qualified defined contribution retirement plans, the issues plan sponsors should focus on under the CARES Act, and other issues and challenges for plan sponsors to consider related to the coronavirus more generally.
Mar 23, 2020
Cross-selling in the Crosshairs: Implications and Challenges of the Oracle 401(k) Fee Litigation Settlement
In this Ropes & Gray podcast, litigation & enforcement partner Dan Ward, ERISA and benefits partner Josh Lichtenstein, and benefits principal David Kirchner discuss the recent $12 million settlement that has been agreed to in the Oracle 401(k) fee litigation, which includes some non-monetary requirements that could have a ripple effect on the routine cross-selling activities of third-party recordkeepers and other service providers to plans.
Mar 20, 2020
Public Disclosure: Navigating the False Claims Act with Robert Patten (Taxpayers Against Fraud)
Ropes & Gray’s new podcast series, Public Disclosure, is your guide to the False Claims Act. In this inaugural episode, Ropes & Gray litigation partner Kirsten Mayer hosts two guests: Robert Patten, who is currently President and CEO of Taxpayers Against Fraud (TAF), a leading non-profit organization promoting whistleblowers and whistleblower laws, and Joshua Levy, a Ropes & Gray partner and co-chair of the firm’s litigation & enforcement practice. They discuss how to navigate the False Claims Act world, including how investigations work, what companies facing the FCA can do to reduce risk, and TAF’s role in shaping the law and promoting whistleblower actions.
Mar 19, 2020
COVID-19: Insights Into Key Practice Areas Across the Globe
In this Ropes & Gray podcast, finance partner Leonard Klingbaum leads a discussion on the impact COVID-19 is having on various practice areas across the globe. Leonard is joined by his finance partner Alyson Gal, based in Boston; finance partner Malcolm Hitching, based in Europe; special situations partner Dan Anderson, who heads the practice in Asia; bankruptcy partner Matt Roose, based in New York; private equity partner Jay Freedman, located in San Francisco; and asset management partner Jessica O’Mary, who is a leader of the firm’s credit funds team and based in New York. These global colleagues offer insights on the impact the COVID-19 pandemic is having on (1) event driven and bespoke financing transactions, (2) creditor representations, and (3) private equity and credit fund investments.
Mar 18, 2020
Alumni @ RopesTalk: Conversation with Alex Roberts, UNH Law
In the latest episode of Ropes & Gray’s alumni podcast series, Alumni @ RopesTalk, IP litigation partner Matt Rizzolo interviews Alex Roberts, who left the firm eight years ago and is now an associate professor at the University of New Hampshire School of Law. In this lively conversation, Alex gives a vivid picture of her life as a professor—from teaching courses on trademark law and the intersection of pop culture and the law, to publishing cutting-edge scholarship about deceptive practices in influencer marketing. Reflecting on her time at Ropes & Gray, Alex also shares how her experience as an associate at Ropes & Gray helped develop her interest in—and prepare her well for—a career in teaching.
Mar 16, 2020
COVID-19 and Derivatives Trading Agreements: Considerations for the Buy-Side
In this Ropes & Gray podcast, Isabel Dische, partner in the asset management group, and Molly Moore, counsel in the asset management group, discuss steps buy-side market participants can take to understand and mitigate possible implications of the COVID-19 pandemic on their derivatives contracts. Topics covered include events of default and termination events as well as super-collateral events that may be triggered by the COVID-19 pandemic, credit-related considerations, force majeure provisions, and understanding how governmental and trading exchange actions such as market closures, may affect valuation and payment dates or otherwise trigger disruption events.
Mar 11, 2020
Podcast: Illinois Tool Works Inc. & Subsidiaries v. Commissioner of Internal Revenue
Description: In this Ropes & Gray podcast, Elizabeth Smith, counsel in the tax controversy group, is joined by David Saltzman, a partner in the tax group, to discuss the recent Tax Court memorandum decision, Illinois Tool Works Inc. & Subsidiaries v. Commissioner of Internal Revenue. This case involved a strategy designed to permit a U.S. multinational to repatriate cash from its foreign subsidiaries without incurring current U.S. federal income tax.
Mar 6, 2020
Women @ RopesTalk: Conversation with The Women’s Forum Co-Chairs
Welcome to our new podcast series, Women @ RopesTalk, featuring conversations with extraordinary women who are making an impact at work and in their communities. In this inaugural episode, partner Megan Baca interviews the Co-Chairs of Ropes & Gray’s Women’s Forum: Lisa Bebchick, Amanda Morrison and Kaede Toh. The Co-Chairs discuss firmwide initiatives aimed at recruiting, retaining, and advancing women in law, which initiatives are particularly important as gender equity continues to be a challenge for the legal industry and beyond. Listen to their take on the critical role of The Women’s Forum, the value of mentorship (and how to cultivate the best mentor relationships), and the advantages of greater gender diversity in law and business. In future episodes, tune in to hear Ropes & Gray partners interviewing prominent women leaders within and outside of the firm about their work, career highlights, and wisdom acquired along the way.
Mar 5, 2020
Non-binding Guidance: FDA Regulatory and Patent Implications of the Transition Provision of the Biologics Price Competition and Innovation Act
The ninth installment of Ropes & Gray’s podcast series, Non-binding Guidance, focuses on changes to the FDA regulation of certain products pursuant to the “Deemed to be a License” provision, also known as the transition provision, of the Biologics Price Competition and Innovation Act (BPCIA). On the transition date of March 23, 2020, around 90 insulin and other protein products currently regulated as drugs will be deemed to have Biologic License Applications and subject to regulation as biological products. In this episode, life sciences regulatory and compliance attorneys Kellie Combs and Deborah Cho are joined by Filko Prugo, chair of the life sciences IP litigation group, to discuss the transition provision and its anticipated impacts on regulatory exclusivity, patent litigation, and the biologics and biosimilars market.
Mar 5, 2020
CFIUS Update: Key Takeaways from the FIRRMA Implementing Regulations
In this Ropes & Gray podcast, Ama Adams and Brendan Hanifin discuss new regulations implementing the Foreign Investment Risk Review Modernization Act (“FIRRMA”). The new regulations, which took effect on February 13, 2020, significantly expanded the scope of CFIUS’s jurisdiction to review foreign investments in U.S. businesses. This podcast discusses the implications of FIRRMA for U.S. and non-U.S. investors, as well as U.S. businesses that seek foreign investment.
Feb 18, 2020
IP(DC): 5G for the C-Suite: Patent Hold-Up or Hold-Out?
Ropes & Gray’s podcast series, IP(DC), focuses on developments in intellectual property law from the vantage point of Ropes & Gray’s office on Pennsylvania Avenue in Washington, D.C. In this episode of IP(DC), IP litigation partners Scott McKeown and Matt Rizzolo are joined by antitrust partner Chong Park to address Standard Essential Patents (SEPs) and their potential to complicate the roll-out of 5G-enabled products and infrastructure. The discussion explores risks for SEP licensors pending the FTC v. Qualcomm decision on Fair, Reasonable, and Non-discriminatory (FRAND) SEP licensing, refusal to deal, and compliance with Standard Setting Organization (SSO) obligations. On the implementer side, the discussion walks through patent hold-up and anti-competitive patent pooling practices. Matt and Scott also briefly preview 2020 legislative efforts in the patent space.
Feb 14, 2020
ACES Compliance Summit: Conversation with Momentum Events
In this Ropes & Gray podcast, Ryan Rohlfsen, a litigation & enforcement partner and one of the co-leaders of the firm’s global anti-corruption and international risk practice, is joined by Momentum Events, the organizers of the annual ACES Compliance Summit. This year’s Summit will be hosted at American University’s College of Law on March 17-18, 2020 in Washington, D.C. The program will cover the intersection of anti-corruption, export controls and sanctions, with a focus on discussing practical solutions and cutting-edge strategies for conquering the latest obstacles currently posing a threat to domestic and global corporate operations. Ryan will be moderating a panel at the Summit discussing the five most significant global anti-corruption developments of the past year, including international enforcement actions, emerging regulations and legislation, trends and anti-corruption priorities worldwide.
Feb 12, 2020
Alumni @ RopesTalk: Conversation with Jennifer Bealer, Progyny
In the latest installment of Ropes & Gray’s alumni podcast series, Alumni @ RopesTalk, health care partner Christine Moundas interviews her former colleague, Jennifer Bealer, who left Ropes & Gray in 2017 to become executive vice president and general counsel of Progyny, a leading fertility benefits management company. Within two years of joining Progyny, the company went public. In this engaging conversation, Jen shares her insights about the challenges and rewards of transitioning to an in-house position, executing an IPO and running the day-to-day legal operations of a mission-driven startup—all at the same time.
Feb 12, 2020
Questions & Concerns About Documentation: A Conversation with Colin Adams, M-III Partners
In this Ropes & Gray podcast, finance partner Leonard Klingbaum is joined by Colin Adams, a managing director and senior professional at the investment and advisory firm M-III Partners, to discuss one of the most critical issues for clients in the stressed and distressed space: attention to documentation, or the lack thereof. From both a legal and business perspective, this podcast explores the prevalent concerns lenders and borrowers have faced regarding (1) voting provisions, (2) pro rata provisions and (3) EBITDA, as well as the opportunities that arise when these areas are reviewed competently.
Jan 27, 2020
ESMA Report: Undue Pressure on Companies
In December 2019, the European Securities and Markets Authority (ESMA) published a report in relation to undue short-term pressure on companies. In this Ropes & Gray podcast—the latest in a series of podcasts on ESG and corporate social responsibility issues—asset management partner Eve Ellis will provide an overview of the ESMA report and analyze key issues addressed in the report, such as the need for greater institutional investor engagement; amending existing EU legislation to address ESG disclosures; and reducing the focus on short-term investment pressure to help companies meet sustainability goals.
Jan 9, 2020
State Taxation of Digital Health Products
In this Ropes & Gray podcast, Isabelle Farrar, an associate in the tax controversy group, is joined by Elizabeth Smith, counsel in the tax controversy group, and Jennifer Romig, a partner in the health care group, to discuss the state taxation of digital products, an evolving area in several states. Specifically, they will discuss how new technologies are rapidly shifting the delivery of health products and services, and how these new technologies are creating uncertainties in the sales and use tax world.
Jan 9, 2020
Non-binding Guidance: SEC Disclosure Issues for Life Sciences Companies
The eighth installment of Ropes & Gray’s podcast series Non-binding Guidance looks at SEC disclosure issues for life sciences companies. In this episode, Ropes & Gray partners Kellie Combs and Emily Oldshue discuss when to disclose, how to frame the disclosure, and how the responses to both of these questions are informed by SEC enforcement actions and securities litigation, as well as their experience working with life sciences companies in various stages of development. Emily and Kellie will dive into how to craft SEC disclosures involving a variety of FDA regulatory issues, such as clinical trial results, adverse findings from regulatory audits and inspections, and FDA interactions that occur during review of a pending application or post-market.
Jan 6, 2020
Digital Taxation—Implications for EU Technology Companies
In this Ropes & Gray podcast, Ellen Gilley, an associate in the tax controversy group, is joined by Kat Gregor, a partner in the tax group and co-founder of the tax controversy group, and Rohan Massey, a partner and co-leader of our data, privacy & cybersecurity group, to discuss the French Digital Services Tax and other developments in the taxation of digital services, with a focus on implications for tech companies serving users in the European Union.
Jan 6, 2020
CFTC Issues LIBOR Transition Relief for Swaps
In this Ropes & Gray podcast, asset management partners Isabel Dische and Leigh Fraser discuss the three no-action letters that were published by the CFTC on December 17, 2019 to provide relief to market participants as they transition swaps that reference the London Interbank Offered Rate (LIBOR) and other interbank offered rates (or IBORs) to swaps that reference alternative benchmarks.
Dec 18, 2019
Applying Behavioral Science to Compliance – A Conversation with Richard Bistrong, Front-Line Anti-Bribery LLC
Regulators around the world are increasingly warning against the danger of a check-the-box compliance program and encouraging companies to evaluate their respective cultures and the corresponding impact on compliance. A growing emphasis on behavioral sciences, which involves looking more deeply into why an individual makes certain decisions or acts a certain way, is becoming an increasingly important aspect of this shift. In this podcast, litigation & enforcement attorneys Amanda Raad, Rosemarie Paul and Tina Yu sit down with Richard Bistrong, CEO of Front-Line Anti-Bribery LLC, to discuss his journey from being prosecuted by U.S. and UK authorities for bribery violations to becoming an outspoken proponent of using a behavioral sciences approach to compliance.
1 hr 5 min
Dec 16, 2019
ERISA Plan Fiduciaries’ Proxy Voting: Regulatory Updates
In this Ropes & Gray podcast, asset management partner Lindsey Goldstein and ERISA partner Josh Lichtenstein discuss ERISA plan fiduciary proxy activities, addressing what the existing regulatory guidance provides as well as some of its ambiguities, and what clarifications we hope new guidance will include.
Dec 2, 2019
CFIUS: Recent Regulatory Developments
In this Ropes & Gray podcast, Ama Adams and Brendan Hanifin discuss recent and forthcoming changes to the Committee on Foreign Investment in the United States (“CFIUS”) review process. The Foreign Investment Risk Review Modernization Act (“FIRRMA”), passed in August 2018, significantly expanded the scope of CFIUS’s jurisdiction to review foreign investments in U.S. businesses. This podcast discusses the implications of FIRRMA for U.S. and non-U.S. investors, as well as U.S. businesses that seek foreign investment.
Nov 25, 2019
Supreme Court May Resolve Key ERISA Statute of Limitations and Proprietary Fund Litigation Questions
In this Ropes & Gray podcast, litigation & enforcement partners Amy Roy and Dan Ward, and ERISA and benefits partner Josh Lichtenstein, discuss 401(k) litigation risk assessment and management. They review current trends in proprietary funds litigation, the key legal issues surrounding the statute of limitations for claims arising under ERISA, and the upcoming Intel case before the Supreme Court that could have significant ramifications for 401(k) plan sponsors and employers.
Nov 18, 2019
Credit Funds: Hot Topics in BDC Regulation
In this Ropes & Gray podcast, Mike Doherty, Brian McCabe and Paul Tropp discuss important regulatory developments and current issues affecting business development companies (BDCs). The SEC recently (1) issued a rule proposal intended to streamline the registration, communications and offering practices of BDCs and (2) proposed a new Rule 12d1-4 under the Investment Company Act of 1940 intended to enhance the regulation of funds that invest in other funds. This podcast explains how these new rules affect BDCs. In addition, the podcast explores the argument for modifications to the disclosure requirements for registered investment companies relating to acquired fund fees and expenses (AFFEs).
Nov 18, 2019
Key ESG Considerations for Family Offices and Foundations
In this Ropes & Gray podcast, asset management partners Isabel Dische and Melissa Bender, and tax and benefits counsel Morey Ward, provide an overview of key considerations for family offices and foundations as they consider whether, and how, to integrate ESG factors and/or impact investing into their investment processes.
Nov 13, 2019
Credit Funds: Compliance Considerations for Valuation
In this Ropes & Gray podcast, Jeremiah Williams and Casey White discuss compliance issues surrounding the valuation of debt investments held by credit funds. Debt investments create unique valuation challenges for sponsors making such determinations, such as managing potential conflicts of interest. This podcast discusses certain regulatory compliance considerations relevant to the valuation of debt instruments and the importance of instituting and following valuation policies and procedures.
Nov 12, 2019
Non-binding Guidance: A Discussion of Kisor v. Wilkie
The seventh installment of Ropes & Gray’s podcast series, Non-binding Guidance, dives into the closely watched administrative law case, Kisor v. Wilkie. This Supreme Court case addresses the continued validity of the doctrine articulated in the 1997 Supreme Court case Auer v. Robbins, regarding judicial deference to federal administrative agency interpretations of their own regulations. In this episode, Ropes & Gray partner Greg Levine interviews his colleagues, Doug Hallward-Driemeier and Beth Weinman, about the factual background, opinions, and potential implications of Kisor, with particular emphasis on its significance for FDA-regulated life sciences companies seeking to challenge FDA or other federal agency regulatory interpretations. Among other things, Beth and Doug discuss the signals the Kisor case sends about the future of Chevron deference, which addresses the related question of judicial deference to agency interpretations of statutes. Tune in to this discussion to learn…
Nov 11, 2019
Credit Funds: Credit Default Swaps in the Distressed Limelight
In this Ropes & Gray podcast, Alyson Gal, Matt Roose and Jill Kalish Levy discuss recent developments in loan and bond documentation in response to market concerns with how credit default swaps may affect the likelihood of defaults being triggered under the underlying debt instruments, including the advent of so called “net-short holder” provisions. As the backdrop to the market concerns that are leading to these provisions, we discuss two recent situations, Hovnanian and Windstream, as examples of transactions where the fact that market participants held CDS protection or, conversely, were CDS protection sellers, affected how events played out. We then review the various “net-short holder” provisions in loan documents and indentures seen to-date, and discuss how the market response to these concerns continues to evolve.
Nov 11, 2019
Private Funds Update: The UK Stewardship Code 2020
In this Ropes & Gray podcast, asset management partners Melissa Bender and Isabel Dische discuss the recently published revised edition of the UK Stewardship Code. In particular, the revised Code specially requires that UK asset manager signatories explain how their investment policies enable them to practice stewardship and adds related ESG-related reporting obligations.
Oct 25, 2019
Alumni @ RopesTalk: Conversation with Sabrina Ross, Uber
In the second installment of Ropes & Gray’s alumni podcast series, Alumni @ RopesTalk, strategic transactions partner Megan Baca is joined by Ropes & Gray alum Sabrina Ross for a wide-ranging conversation about Sabrina’s journey from Ropes & Gray associate to global head of policy for Uber’s ridesharing marketplace. This candid and engaging conversation touches upon the myriad challenges—and opportunities—involved with transitioning from big law into an in-house position.
Oct 2, 2019
IP(DC): Inside Patent Reform Efforts, Anticipated Federal Circuit Appeals, and Patent Cases of the Upcoming Supreme Court Term
Ropes & Gray’s podcast series, IP(DC), focuses on developments in intellectual property law from the vantage point of Ropes & Gray’s office on Pennsylvania Avenue in Washington, D.C. In this episode of IP(DC), appellate & Supreme Court partner Doug Hallward-Driemeier joins IP partners Scott McKeown and Matt Rizzolo to discuss the upcoming Supreme Court term as it relates to patent matters, current matters at the Federal Circuit, and ongoing legislative efforts in Congress to reform 35 U.S.C. Section 101 – patent subject matter eligibility.
Sep 24, 2019
Fund Subscription Facilities: Key Considerations for Limited Partners
In this Ropes & Gray podcast, asset management partner Isabel Dische and finance partner Patricia Lynch dive into the use of capital call facilities by private investment funds. Specifically, they go into detail on some of the pros and cons for limited partners of such subscription facilities, recent ILPA guidelines relating to their use, the market response to the ILPA guidelines, and their predictions for the future of the market following the adoption of these ILPA guidelines.
Sep 19, 2019
Asset Management Regulatory Update: Reg BI, Form CRS, and SEC’s Fiduciary Duty Interpretation
In this Ropes & Gray podcast, asset management counsel Brynn Rail and David Tittsworth discuss the SEC’s new rules and interpretations that deal with standards of conduct for brokers and investment advisers. Specifically, they cover the topics of Regulation Best Interest (Reg BI), Form Customer Relationship Summary (Form CRS), and the SEC’s fiduciary duty interpretation under the Advisers Act.
Sep 12, 2019
Non-binding Guidance: Breakthrough Devices Program
The sixth installment of Ropes & Gray’s podcast series, Non-binding Guidance, continues our two-part discussion on FDA expedited review programs. In this episode, Ropes & Gray lawyer Kellie Combs interviews her partner Greg Levine, who provides an overview of FDA’s new Breakthrough Devices Program. This program, which was finalized in late 2018, aims to expedite the development and FDA premarket review of devices used in the treatment or diagnosis of serious or life-threatening conditions. The Breakthrough Devices Program provides a variety of benefits to manufacturers, including priority review and more frequent and efficient feedback from FDA during the submission and review process, so that devices receiving breakthrough designation can reach the patients who need them quickly and efficiently. In this episode, Greg dives into the program’s eligibility criteria, benefits, when to apply, and some of the practical considerations associated with the program. Additionally, Kellie a…
Sep 5, 2019
Non-binding Guidance: Expedited Review Programs for Drugs and Biologics
The fifth installment of Ropes & Gray’s podcast series, Non-binding Guidance, is the first part of a two-episode discussion of FDA expedited review programs. In this episode, Ropes & Gray lawyer Greg Levine interviews his partner Kellie Combs, who provides an overview of the four expedited review programs for drugs and biologics: the Fast Track, Breakthrough Therapy, Priority Review, and Accelerated Approval programs. These programs, which are broadly intended to address unmet needs in the treatment of serious or life-threatening conditions for which existing therapies are insufficient, are associated with significant benefits for manufacturers, such as earlier and more frequent FDA interactions, streamlined clinical development requirements, and a shorter FDA review clock—all of which may accelerate time to market and improve the bottom line. In this episode, Kellie discusses the eligibility criteria and benefits associated with each program, and describes timing and other practic…
Sep 4, 2019
Federal Court Rejects Mutual Fund Fee Claims and Recognizes Market Realities
In this Ropes & Gray podcast, litigation & enforcement partners Amy Roy and Rob Skinner discuss the recent decision of a federal court in Los Angeles, rejecting claims of allegedly excessive mutual fund advisory fees against Metropolitan West Asset Management. They discuss the key arguments raised in the trial over the claims, and the evidence relied upon by the court in finding in MetWest’s favor across the board.
Aug 20, 2019
IP(DC): Drug Prices, Political Pressures & Patents
Ropes & Gray’s podcast series, IP(DC), focuses on developments in intellectual property law from the vantage point of Ropes & Gray’s office on Pennsylvania Avenue in Washington, D.C. The Trump Administration has targeted U.S. drug prices through a number of as yet unsuccessful cost control schemes—with the promise of more to come. At the same time, Congress is looking to restore patenting options for some technical areas such as medical diagnostics, while combating patent “ever-greening” for blockbuster drugs and treatments. Given this storm of legal issues, this IP(DC) podcast tackles the Administration’s confusing efforts to reign in drug pricing to date, while touching upon competing policies at play on the patent side of the business. In this episode, health care partner Tom Bulleit joins IP partners Scott McKeown and Matt Rizzolo.
Aug 12, 2019
Non-binding Guidance: Real-World Evidence in Drug Development and FDA Submissions
The fourth installment of Ropes & Gray’s podcast series, Non-binding Guidance, dives into the use of real-world evidence in drug development. In this episode, Ropes & Gray lawyers Kellie Combs and Sarah Blankstein discuss FDA’s current thinking on real-world evidence and how industry has been using real-world evidence studies in FDA submissions, as well as with payors and in product promotion. The speakers highlight key takeaways from FDA’s framework for real-world evidence, issued in December 2018, including the types of data sources and study designs that FDA considers to be “real-world,” and the Agency’s approach to assessing real-world evidence intended to support a determination of effectiveness. Additionally, our presenters discuss highlights from FDA and the Duke-Margolis Center’s public workshop on real-world evidence, which took place on July 11-12. Tune in to this discussion to learn more about FDA’s approach to real-world evidence, the impact on industry, and…
Jul 22, 2019
Private Fund Regulatory Update – Network and Cloud Storage
In this Ropes & Gray podcast, asset management partners Laurel FitzPatrick and Joel Wattenbarger discuss the Risk Alert published on May 23, 2019 by the SEC’s Office of Compliance Inspections and Examinations, which addresses the obligation to safeguard customer records and other information in cloud-based or network storage solutions.
Jul 18, 2019
European Green Finance and Sustainability Proposals – Impact for Asset Managers
In this ESG-focused podcast, asset management partners Isabel Dische and Eve Ellis discuss the United Kingdom’s recently published Green Finance Strategy, the European Union’s Action Plan on Sustainable Finance and how these initiatives may impact asset managers.
Jun 28, 2019
Non-binding Guidance: Examining FDA’s Enforcement Authority Over Stem Cell Clinics and Compounders
The third installment of Ropes & Gray’s podcast series, Non-binding Guidance, highlights two recent federal district court decisions implicating enforcement efforts in the stem cell and compounding arenas. This episode, Ropes & Gray lawyers Greg Levine and Beth Weinman first explore the D.C. District Court’s decision to grant summary judgment to FDA in its efforts to enjoin a Florida clinic from administering unapproved adipose derived stem cell injections to patients to treat a number of serious diseases. Next they address a loss for the government in the decision by the Federal District Court for the District of Massachusetts to overturn the convictions of two former employees of the New England Compounding Center (NECC) for conspiracy to defraud FDA, on the basis of legal impossibility. Tune in to this discussion to learn more about these federal district court decisions, their impact on the industry, and how the Agency will move forward as a result of these findings.
Jun 24, 2019
IP(DC): Patent Battles – New Patent Initiatives on the Hill & Notable CAFC/SCOTUS Decisions
Ropes & Gray’s podcast series, IP(DC), focuses on developments in intellectual property law from the vantage point of Ropes & Gray’s office on Pennsylvania Avenue in Washington, D.C. June 19th marked the 5th anniversary of the Supreme Court’s impactful decision in Alice Corp. v. CLS Bank, which some argue shifted the landscape in an anti-patent direction. Currently, a bipartisan group of Congressional members are working to revise Section 101 of the Patent Act. In this episode, Washington, D.C.-based litigators Scott McKeown and Matt Rizzolo discuss the scope of the proposed legislation, its prospects for passage, and the actions that patent owners and potential defendants may want to take to minimize the uncertainty that comes with potential legislative action. Matt and Scott also discuss the recently proposed Term Act, which seeks to limit patent term for some Bio/Pharma patents as well as notable decisions of the Federal Circuit and SCOTUS.
Jun 18, 2019
Ropes & Gray Alumni Podcast Series: Conversation with Jeff Gleason, Delaware North
We are pleased to introduce a new podcast series for our alumni interviews. Today’s podcast features Ropes & Gray alum Jeff Gleason in conversation with IP litigation partner Matt Rizzolo. Jeff and Matt were summer associates together back in 2007, and have stayed in touch over the years since Jeff left the firm to go in-house. Most recently, Jeff joined Delaware North, a global leader in hospitality and food services management, as assistant general counsel for gaming. Jeff discusses the challenges associated with moving in-house and offers advice to attorneys who may be looking to make the transition. Additionally, Jeff and Matt reminisce about their early days at Ropes & Gray. Tune in to hear more!
Jun 10, 2019
Credit Funds: Replacing LIBOR – Steps To Consider Taking Now
In this podcast, Jill Kalish Levy and Joel Wattenbarger discuss the impending cessation of LIBOR at the end of 2021 and its proposed replacement, SOFR, and how they differ. Market participants are already taking different approaches to the replacement of LIBOR from the documentation and logistical perspectives. This podcast explains the pros and cons of the various approaches, including the advantages and challenges associated with the “amendment approach” and the “hardwired approach” in documentation, and what actions credit fund managers may want to consider taking in 2019 to begin the transition away from LIBOR.
Jun 3, 2019
The PEP Talk: General Solicitation by Private Equity Funds Under 506(c)
This new Ropes & Gray podcast series, The PEP Talk, Ropes & Gray’s Private Equity Podcast, focuses on legal issues of interest to the private equity industry. In the first episode of the series, asset management partners Peter Laybourn and Debra Lussier are joined by Keith Higgins, chair of the firm’s securities and governance practice and former SEC director of corporation finance, to discuss the opportunity for private equity funds to engage in general solicitation during fundraising under Rule 506(c) of Regulation D of the Securities Act.
May 22, 2019
International Finance Corporation (IFC) Impact Investing Standards
In this podcast, Isabel Dische and Melissa Bender discuss the recent impact investing standards published by the International Finance Corporation (IFC), an arm of the World Bank. This discussion provides a high-level overview of the IFC impact investing framework and related considerations for asset owners and managers.
May 15, 2019
Credit Funds: Pro Rata Sharing Provisions – Key Points for Lenders
In this podcast, Joanne De Silva and Alyson Gal discuss pro rata sharing provisions in loan agreements. Although the topic may seem straightforward, there are important variations in how broadly written these provisions are, as well as what lender consents are required to amend them. These variations can make material differences in whether non pro rata exchanges and other value swinging deals can be done. In this podcast, Joanne and Alyson review the nuances in the formulations of these provisions and why they matter to lenders and investors in distressed debt.
May 10, 2019
ERISA Plan Sponsors, ESG and the April 2019 Executive Order on Promoting Energy Infrastructure
In this podcast, Isabel Dische and Josh Lichtenstein discuss President Trump’s April 10, 2019 Executive Order on Promoting Energy Infrastructure and Economic Growth and its possible implications for Department of Labor guidance with respect to ERISA plan fiduciaries’ consideration of environmental, social and governance (ESG) risks and opportunities as part of their investment processes and related proxy activities.
May 6, 2019
Visibility Counts: Corporate Guidelines for LGBT+ Self-ID
Listen to this podcast with Ropes & Gray partner Peter Erichsen and Out Leadership Founder & Principal Todd Sears for highlights from the groundbreaking report on implementing LGBT+ self-ID.
May 2, 2019
Non-binding Guidance: Former FDA Commissioner Scott Gottlieb’s Unfinished Business
The second installment of Ropes & Gray’s new podcast series, Non-binding Guidance, addresses the departure of former FDA Commissioner Scott Gottlieb, who resigned from his position last month. During his time at FDA, Commissioner Gottlieb employed an ambitious policy agenda, taking significant steps to combat the opioid crisis, improve access to generic drugs and biosimilars, confront the use of e-cigarettes by minors, and more. In this episode, Ropes & Gray lawyers Greg Levine, Kellie Combs, and Beth Weinman explore several areas of uncertainty that remain in the wake of Dr. Gottlieb’s resignation: the regulation of laboratory developed tests, dietary supplements, and off-label communications. Tune in to this discussion to learn more about the unfinished business of the Gottlieb administration, the impact of his resignation, and how the agency will move forward under Acting Commissioner Ned Sharpless.
May 1, 2019
Credit Funds: 1940 Act Interval Funds
In this podcast, Sarah Clinton and David Sullivan discuss interval funds registered under the Investment Company Act of 1940, an increasingly common vehicle for credit strategies. As interval funds have risen in popularity recently, with the number of interval funds and amount of AUM having essentially doubled in the past two years, credit fund managers may be considering using this alternative strategy for the first time. This podcast explains what interval funds are and outlines advantages and challenges to these funds to provide credit fund managers a quick view into why they may want to consider registered interval funds.
Mar 29, 2019
Non-binding Guidance: FDA’s Regulation of Products Containing CBD
Ropes & Gray’s new podcast series, Non-binding Guidance, highlights FDA regulatory developments and trends affecting the life sciences industry. In this inaugural episode, Ropes & Gray lawyers Al Cacozza, Sarah Blankstein and Joshua Oyster discuss how the FDA is currently regulating products containing cannabidiol, or CBD, and what to expect from FDA and Congress in the wake of FDA Commissioner Scott Gottlieb’s surprise resignation this month. The 2018 Farm Bill, signed into law last December, legalized hemp and its non-psychoactive ingredient CBD and distinguished both from marijuana, which is still considered by the federal government to be an illegal narcotic. But the Farm Bill left a cloud of uncertainty hanging over the emerging CBD industry because it expressly allowed FDA to continue unchanged its oversight and regulation of CBD products. Tune in to this lively discussion of the repercussions of the Farm Bill, how the FDA and state agencies are responding, and what invest…
Mar 19, 2019
Private Fund Regulatory Update: Post-U.S. Government Shutdown
This Ropes & Gray podcast series highlights developments in Washington, D.C., affecting private funds and their legal, regulatory and compliance obligations. In this second installment, asset management partner Joel Wattenbarger and counsel David Tittsworth pick up on their conversation from January 2019, when the U.S. government was in partial shutdown, to discuss the aftermath of the shutdown and other legislative updates from Capitol Hill, as well as recent developments at the SEC, the Commodity Futures Trading Commission and the Financial Stability Oversight Council. Topics include Regulation Best Interest and related SEC initiatives; legislative updates related to capital formation, data collection and FinTech; recent developments related to the CFTC; and the FSOC’s proposed changes to how non-bank financial institutions are designated.
Feb 25, 2019
Credit Funds: Withholding Tax on European Investments
In this podcast, Brenda Coleman and Andy Howard discuss strategies for credit fund managers to address interest withholding tax issues on European investments in light of a complex and changing landscape. With new rules being introduced in line with the OECD’s BEPS (Base Erosion and Profit Shifting) Project and with treaty shopping being re-examined under BEPS, credit fund managers may be uncertain of how they should deal with withholding taxes on European investments. This podcast provides an overview of the current tax rules, the changing landscape and the actions credit fund managers may consider taking.
Feb 14, 2019
Tax Reform and Its Impact on Exempt Organizations, One Year In
In this Ropes & Gray podcast, Morey Ward, counsel in the tax-exempt group, is joined by Kendi Ozmon, Gil Ghatan and Brittany Cvetanovich, colleagues who also focus their practices on representing tax-exempt organizations, to provide listeners with an update on the provisions of the Tax Cuts and Jobs Act (the “TCJA”), that specifically target tax-exempt organizations. They will review major guidance issued on these provisions in 2018, and will also discuss some questions about the TCJA that remain unanswered.
Feb 5, 2019
Patentable Subject Matter in 2019
In this Ropes & Gray podcast, Washington, D.C.-based IP litigators Scott McKeown and Matt Rizzolo address recent developments in the field of patentable subject matter under Section 101, including how Federal Circuit cases such as Berkheimer v. HP and Aatrix v. Green Shades are having an effect on patent litigation. Matt and Scott also discuss the USPTO’s recent guidance on Section 101 issues, as well as whether legislation relating to patent eligibility may be on the horizon.
Feb 4, 2019
Texas v. United States of America
In this Ropes & Gray podcast, Isabelle Farrar, a senior associate in the tax controversy group is joined by Harvey Cotton, a principal in the tax and benefits group, and Elizabeth Smith, counsel in the tax controversy group, to discuss the December 2018 decision from the Northern District of Texas in Texas v. United States. This case deals with the constitutionality of the Individual Mandate in the Patient Protection and Affordable Care Act.
Jan 24, 2019
Conductive Discussions: Recent FRAND & Trade Secret Enforcement Trends Affecting the Semiconductor Industry
This new Ropes & Gray podcast series, “Conductive Discussions,” focuses on legal issues of interest to the semiconductor industry. In the first episode of the series, IP litigation partners Mark Rowland, Dave Chun and Matt Rizzolo, and IP transactions associate Georgina Suzuki, discuss recent FRAND developments that impact supply chain and global patent licensing practices and recent trends in civil and criminal trade secret enforcement. This podcast also includes SiliconSpeak, a report of recent legal news in the semiconductor industry.
Jan 17, 2019
Keeping Up with Recent Changes and Trends in Private Fund Regulation
This Ropes & Gray podcast series, which we expect to update periodically, will highlight developments in Washington, D.C. that affect private funds and their legal, regulatory and compliance obligations. In the first episode of the series, hedge fund partner Joel Wattenbarger is joined by investment management counsel David Tittsworth to discuss relevant SEC rulemakings, enforcement and inspection issues, as well as developments on Capitol Hill, including impacts of the partial government shutdown.
Dec 17, 2018
Cum-Ex Dividend Trade Investigations
In this Ropes & Gray podcast, Alec Oveis, an associate in the tax and benefits group is joined by Kat Gregor, a partner in the tax group and co-founder of the tax controversy group, and Andy Howard, a partner in the tax group, to discuss the investigations now underway in Europe involving so-called “cum-ex dividend trades.”
Nov 14, 2018
Grecian Magnesite Mining v Commissioner of Internal Revenue
Isabelle Farrar, a senior associate in the Tax Controversy Group discusses one of the most notable decisions of third quarter 2017, Grecian Magnesite Mining v Commissioner of Internal Revenue, with Rom Watson, a partner in the Tax Group and co-head of the firm’s International practice group. Grecian Magnesite Mining considered whether a foreign corporation’s proceeds arising from the redemption of an interest in a U.S.-based partnership were taxable in the U.S. as U.S.-source income or income effectively connected with a U.S. trade or business (ECI). In doing so, the Tax Court called into question the validity a 30-year old revenue ruling.
Sep 27, 2018
Introduction to Credit Funds: Basics on How Credit Funds and Private Equity Funds Differ
During this podcast, Michael Doherty and Jason Kolman discuss some considerations for newer credit fund managers, including common differences between the various types of credit funds, as well as between private equity and credit funds generally. Managers considering entering the credit fund market will gain a better understanding of common differences between credit and private equity funds in regard to topics such as return profiles, recycling provisions, carried interest, management fees, conflicts, tax and leverage.
Sep 20, 2018
Credit Funds: The Benefits, Challenges and Applications of Treaty Fund Structures When Investing in Credit
In this podcast, Laurel FitzPatrick, Adam Greenwood and Jim Brown discuss the tax considerations applicable to non-US investors investing in funds that invest in credit and debt instruments. So-called 'treaty funds' offer one alternative to managing tax implications resulting from these investments, but their complexity requires an understanding of the various structures and mechanisms of these types of funds. In particular, the group discusses the types of treaty funds that are available, such as ‘bring your own treaty’ and Luxemburg and Irish company structures, as well as the differences in operating a treaty fund versus a traditional private equity fund.
Aug 13, 2018
International Risks Facing Latin America Companies
In this podcast, Ropes & Gray litigation & enforcement partners Ryan Rohlfsen and Alex Rene are joined by Mike Munro, Director of Global Outreach and Board Advisor, and former Chief Compliance Officer, at Odebrecht Engineering & Construction headquartered in Brazil. They discuss key international risks facing companies in Latin America and strategies to mitigate them.
Jul 23, 2018
IP Life Sciences Landscape: Aiding Orange and Purple Book Patent Owners in Developing PTAB Survival Skills
In the last three years, there has been an uptick in the use of inter partes review proceedings by the generic-side of the bio/pharma industry. In light of this recent uptick, Ropes & Gray attorneys explain the practical realities of Orange and Purple Book-related Patent Trial & Appeal Board (PTAB) proceedings, and contrast them with Hatch-Waxman litigations in the same time frame. In this podcast, Scott McKeown, chair of Ropes & Gray’s PTAB practice, and Filko Prugo, chair of Ropes & Gray’s life sciences intellectual property litigation practice, discuss their insights and experience in these matters as well as how recent changes at the PTAB may affect the biopharmaceutical industry’s use of the PTAB.
Jul 19, 2018
South Dakota v. Wayfair Podcast
In this Ropes & Gray podcast, Brittany Cvetanovich, an associate in the tax group, is joined by Kat Gregor, tax partner and co-founder of the tax controversy group, to discuss a notable Supreme Court decision, South Dakota v. Wayfair. On June 21, 2018, the Supreme Court ruled in Wayfair that the State of South Dakota may constitutionally require large online retailers without actual physical presence in the state to collect and remit sales tax.
Jun 19, 2018
Common Risks and Challenges in Running a Global Ethics & Compliance Program
As global regulations proliferate and become more complex, so too do the challenges of maintaining a high-performing global ethics & compliance program. While no two days are alike for compliance officers, they do face some common risks and challenges. In this podcast, Ropes & Gray litigation & enforcement partner Ryan Rohlfsen is joined by Glenn Leon, Senior Vice President, Deputy General Counsel and Chief Ethics & Compliance Officer with Hewlett Packard Enterprise, to discuss best practices for mitigating risks and meeting global expectations.
Jun 18, 2018
PTAB Changes After SAS: New Litigation Tactics & Further Changes to Come
April 2018, the Supreme Court issued its opinion in SAS Institute. As a result, petitioners and patent owners needed to immediately grapple with significant practice changes. In this podcast, Doug Hallward-Driemeier, chair of Ropes & Gray’s appellate and Supreme Court practice, and Scott McKeown, chair of Ropes & Gray’s Patent Trial and Appeal Board practice, discuss the strategic implications of SAS for litigating parties, as well as preview further changes to come, including the potential for further patent reform legislation.
Jun 12, 2018
PTAB Update: New USPTO Director Brings Significant Changes to PTAB
The Patent Trial and Appeal Board (“PTAB”) is experiencing significant practice changes thanks to recent feedback from the Supreme Court. In addition, the new U.S. Patent and Trademark Office’s (“USPTO”) Director has committed to bringing further change to the PTAB. In a bold move, the Director has proposed a significant change to PTAB claim construction practices after only a few months on the job — with further proposals to come. In this podcast, Doug Hallward-Driemeier, who leads Ropes & Gray’s appellate and Supreme Court practice, and Scott McKeown, who leads Ropes & Gray’s Patent Trial and Appeal Board practice, discuss these changes and what they might mean for stakeholders.
Jun 5, 2018
Credit Funds: What Managers Need to Know and Practical Tips to Avoid Insider Trading Risks
With the increase in the number of hedge fund and private equity managers starting or considering starting a credit fund, it is more important than ever to understand and address the challenges and risks as they relate to insider trading. Dan O’Connor and Matt McGinnis will discuss the state of play for insider trading law as applied to debt instruments and other assets often held by credit funds, including what to expect from the SEC in this space in the future. They will also discuss various tools and strategies managers can implement in order to mitigate the risks associated with trading in debt instruments, including developing bespoke and nimble policies and procedures, single-firm restricted lists, ethical walls, internal trainings and ongoing risk monitoring.
May 1, 2018
Credit Funds: How PE Funds Can Address and Minimize Conflict When Expanding Into Credit
Although larger sponsors have been running PE funds simultaneously alongside credit funds for quite some time, over the last few years there has been a steady increase in the number of private equity firms expanding their product offering to include credit funds. A key consideration for a PE firm deciding to enter the credit space is how to address and minimize potential conflicts of interest that arise when one sponsor has funds investing in both equity and debt. In the fourth installment of our credit funds podcast series, our attorneys take up this topic in their discussion on how to implement walls, develop appropriate policies and procedures, and navigate disclosure in key conflict scenarios, such as handling material nonpublic information (MNPI), investing in different levels of a portfolio company’s capital structure and allocating investment opportunities.
Apr 23, 2018
Lender Management LLC v. Commissioner of Internal Revenue
In this Ropes & Gray podcast, Gabby Hirz, counsel in the tax controversy group, is joined by Loretta Richard, a partner in the tax and benefits group and co-founder of the tax controversy group, and Christi Lazo, counsel in the private client group, to discuss another notable Tax Court decision, Lender Management LLC v. Commissioner of Internal Revenue. Lender Management considered whether a family office was operating a trade or business and could therefore deduct investment expenses as business expenses.
Apr 23, 2018
Risk Management: Troubleshooting & Problem Solving
Implementing effective compliance programs is challenging, especially where third-party risk management is involved. In this podcast, Ropes & Gray litigation & enforcement partner Amanda Raad is joined by ethics and compliance consultant Hui Chen, who served as compliance counsel in the Department of Justice, to discuss how companies can tell if a compliance program is working.
Apr 19, 2018
New Unrelated Business Taxable Income Liability for Providing Certain Fringe Benefits
In this Ropes & Gray podcast, tax counsel Morey Ward is joined by tax partner Kendi Ozmon and tax counsel Gil Ghatan to discuss one of the key provisions for tax-exempt organizations from the Tax Cuts and Jobs Act (TCJA) – the new unrelated business taxable income (UBTI) rules for certain fringe benefits. As of January 1, section 512(a)(7) now treats certain employee fringe benefit expenses as giving rise to UBTI for tax-exempt employers, including expenses related to providing transportation-related benefits. This Ropes & Gray podcast explains new section 512(a)(7), provides examples of how it works in the real world and explores the necessity for future guidance as tax-exempt employers consider estimated tax payments.
Apr 12, 2018
Developments in FDA & DOJ Regulation and Enforcement of Manufacturer Communications
The rules regarding truthful, non-misleading communications by medical product manufacturers have long been unclear. In recent years, there have been significant developments in the case law, as well as in FDA guidance and DOJ policy, with regard to manufacturer communications about unapproved uses of their medical products. In this Ropes & Gray podcast, life sciences partner Kellie Combs is joined by government enforcement and litigation partners Joan McPhee and Doug Hallward-Driemeier to discuss the most recent developments in this area, relating both to FDA policy development and DOJ enforcement priorities.
Apr 10, 2018
Risk Management: Bringing a Compliance Program to Life
Compliance programs are difficult to design, and implementing and enforcing policies and procedures is challenging, especially in complex, global organizations. In this podcast, the first in a series on challenges and best practices in risk mitigation and management, litigation & enforcement partner Amanda Raad and ethics and compliance consultant Hui Chen, former Department of Justice compliance counsel, discuss how companies can transform policies into a culture of compliance.
Mar 8, 2018
Credit Funds: Make-Wholes and Cramdowns: Understanding the Recent Second Circuit Momentive Decision
Credit funds that invest in distressed debt, whether through secondary trading or loan origination, not only must evaluate the borrower’s credit quality and business plan, but, with the help of their lawyers, must also keep current on bankruptcy and appellate court decisions that bear on the interpretation and enforceability of their documents. Among the important areas that are dealt with in recent court decisions are call protection and the ability of borrowers to force debt restructurings that impair value—areas which have a direct effect on recoveries that debtholders can expect in a bankruptcy.
Feb 28, 2018
Credit Funds: A Framework for Addressing and Mitigating Conflicts of Interest
Today’s asset managers are increasingly multi-platform, regularly managing private equity funds, hedge funds and credit funds all under the same roof. Invariably, it might make business sense for some of these funds to engage in transactions with or alongside one another which give rise to potential conflicts of interest.
Jan 26, 2018
Chamber of Commerce v. Internal Revenue Service
In this Ropes & Gray podcast, tax associate Brandon Dunn is joined by tax partners Kat Gregor and David Saltzman to discuss one of the most notable tax decisions from the fourth quarter of 2017 and its implications for taxpayers, particularly multinational corporations. On September 29, 2017, in Chamber of Commerce of the United States of America et al v. Internal Revenue Service et al, the U.S. District Court for the Western District of Texas held that the Internal Revenue Service and the U.S. Treasury Department violated the Administrative Procedures Act by issuing an anti-inversion rule, specifically the “Multiple Domestic Entity Acquisition Rule,” saying it was unlawfully implemented without giving the public enough notice or time to comment.
Jan 8, 2018
Credit Funds: How Managers Can Avoid and Mitigate ERISA Conflicts
Credit fund managers face unique conflicts issues under ERISA that require specific policies and procedures designed to identify, avoid and mitigate the risks these conflicts pose. This podcast serves as an introduction to how credit fund managers should approach some of the common and emerging scenarios and misconceptions surrounding ERISA, including season and sell, loan participations, venture capital operating company designations and transacting in secondary markets.
Oct 16, 2017
Supreme Court Ruling: Star Athletica v. Varsity Brands
What impact is the Supreme Court’s recent decision in Star Athletica v. Varsity Brands, the cheerleader costume case, likely to have on the protectability of the creative elements of clothing and other useful articles? Doug Hallward-Driemeier, who leads Ropes & Gray’s Appellate & Supreme Court practice, along with Evan Gourvitz from the firm’s Intellectual Property Litigation practice, offer their perspectives on the case and what it may mean for the future copyright protection of fashion and industrial design.
Oct 16, 2017
Supreme Court Ruling: Impression Products v. Lexmark International
In its May 30, 2017 decision in Impression Products v. Lexmark International, the U.S. Supreme Court expanded the scope of the patent exhaustion doctrine – a decision that could have substantial effects on patent owner rights, licensing practices, and what companies and consumers may do with products they buy. Ropes & Gray IP litigation counsel Matt Rizzolo (Washington, D.C.) and associate Henry Huang (Silicon Valley) discuss the Court’s ruling and its implications.
Oct 16, 2017
Supreme Court Argument: Impression Products v. Lexmark International
The pending Supreme Court case of Impression Products v. Lexmark International could affect what companies and consumers do with products they buy, based on the doctrine of patent exhaustion. Following oral argument on March 21, three attorneys from Ropes & Gray’s intellectual property practices discuss the background of the case and potential consequences. Hear commentary from Megan Baca, a partner in IP transactions, and Matt Rizzolo and Henry Huang from the firm’s IP litigation practice.
Oct 16, 2017
What to Expect from the “New” SEC
What is in store at the SEC under new leadership? Jay Clayton was sworn in as the 32nd Chairman of the SEC on May 4. Since then, he has been hiring senior staff and providing glimpses into what his regulatory and enforcement agenda will be. Ropes & Gray’s Jeremiah Williams and David Tittsworth discuss the “new” SEC and how Chairman Clayton’s agenda may be shaped by outside interest groups, Congress, and the White House.
Oct 16, 2017
The New FDA: Product Development, Pricing and Beyond
What impact will the incoming Trump administration have on the 2017 health care and life sciences regulatory outlook? In this podcast, Washington, D.C.-based partners Tom Bulleit (health care) and Al Cacozza (life sciences) offer their perspectives on what might lie ahead.
Oct 16, 2017
The New HHS: Tom Price and Value-Based Healthcare
What impact will the incoming Trump administration have on the 2017 health care and life sciences regulatory outlook? In this podcast, Washington, D.C.-based partners Tom Bulleit (health care) and Al Cacozza (life sciences) offer their perspectives on what might lie ahead.
Oct 16, 2017
21st Century Cures Act: Provisions Relating to Digital Health
Today we will discuss the recently enacted 21st Century Cures law. This is part of the Capital Insights podcasts series we are hosting to examine the issues and potential regulatory changes emanating from Washington, D.C., as we transition to a new Federal administration.
Oct 16, 2017
Supreme Court Preview: TC Heartland v. Kraft
What impact could the pending Supreme Court argument and decision in TC Heartland v. Kraft have on patent infringement litigation in the United States? With the oral argument scheduled for March 27, Doug Hallward-Driemeier, who leads Ropes & Gray’s Supreme Court and Appellate practice, along with Matt Rizzolo and Sam Brenner from the firm’s Intellectual Property Litigation practice offer their perspectives on the case and what it may mean for venue reform in intellectual property litigation.
Oct 16, 2017
Deferred No More: Shrink the Section 457A Tax on Hedge Fund Management and Incentive Fees
In a recently released Ropes & Gray podcast, asset management partner Isabel Dische, tax partner Brett Robbins, and private client partner Cameron Casey discuss the effect of Section 457A on pre-2009 management and incentive fees and charitable planning strategies that can be implemented this year to reduce 2017’s tax burden.
Oct 16, 2017
Enforcement Trends: Health Care Enforcement and False Claims Act
What impact will the incoming Trump administration have on health care enforcement and False Claims Act cases? In this podcast, Colleen Conry and Alex Rene, partners in Ropes & Gray’s government enforcement practice in Washington, D.C., offer their perspectives on what might lie ahead under a new administration.
Oct 16, 2017
FDA Issues Three Key Documents Relating to Manufacturer Communications
In this podcast, Doug Hallward-Driemeier, chair of Ropes & Gray’s appellate and Supreme Court practice, moderates a discussion with life sciences partners Kellie Combs and Greg Levine about three key documents recently issued by the FDA related to manufacturer communications.
Oct 16, 2017
FDA Holds Public Hearing on Manufacturer Communication of Scientific and Medical Information
In this podcast, Doug Hallward-Driemeier, chair of Ropes & Gray’s appellate and Supreme Court practice, moderates a discussion with partner Kellie Combs and senior counsel Alan Bennett about the FDA’s open hearings regarding off-label communications.
Oct 16, 2017
The New Administration and Securities Enforcement
What impact will the incoming Trump administration have on securities enforcement? Having previously served with the DOJ, U.S. Attorney’s Office for the Southern District of New York and SEC, respectively, Colleen Conry and Marc Berger from Ropes & Gray’s government enforcement practice and Jeremiah Williams from the firm’s business and securities litigation practice offer their perspectives on what might lie ahead under a new administration.
Oct 16, 2017
Digital Health Pulse: Regulatory and Transactional Developments
Ropes & Gray life science partners Gregory Levine (Washington, D.C.), Albert Cacozza (Washington, D.C.) and Michael Beauvais (Boston) cover the latest changes in digital health regulation, investment and transactions, providing insights on disruptive forces, the current and future regulatory landscape, and current and expected investments in the market.