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List of Forms by Chapter - Chapter 1 — Federal Regulation of Securities
-
I. Introduction - [1.1] Scope of Chapter
- [1.2] Federal Securities Laws
- [1.3] Recent Legislation; Recent Events — COVID-19
- [1.4] Illinois Securities Law
- [1.5] Integrated Disclosure
- [1.6] Organization of the Securities and Exchange Commission
- [1.7] Published Sources for Securities Acts, Securities and Exchange Commission Rules, Forms, and Related Materials
- II. Scope and Purpose of the Securities Act of 1933
- III. Exemptions from Registration Under the Securities Act of 1933
- [1.14] In General
- [1.15] Exempt Securities — Section 3 of the Securities Act of 1933, 15 U.S.C. §77c
- [1.16] Intrastate Transactions
- [1.17] Rule 147
- [1.18] Rule 147A — Intrastate Sales Exemption
- [1.19] Offerings by Small Business Investment Companies — Regulation E
- [1.20] Offshore Offers and Sales — Regulation S
- [1.21] Continuing Applicability of Antifraud Provisions
- Exempt Transactions — Section 4 of the Securities Act of 1933, 15 U.S.C. §77d
- [1.22] Transactions by Persons Other than Issuers, Underwriters, or Dealers and Brokers’ Transactions — Sections 4(a)(1) and 4(a)(4) of the Securities Act of 1933, 15 U.S.C. §§77d(a)(1) and 77d(a)(4)
- [1.23] Private Placements Under §4(a)(2) of the Securites Act of 1933, 15 U.S.C. §77d(a)(2)
- [1.24] Safe Harbor for Sales by Private Investors
- [1.25] Sales to Accredited Investors
- [1.26] Regulation D
- [1.27] Rule 504
- [1.28] Rules 506(b) and 506(c)
- [1.29] Accredited Investors
- [1.30] Verification of Accredited Investors for Rule 506(c) Offerings
- [1.31] Counting Purchasers vs. Offerees for Rule 506(b) Offerings
- [1.32] Integration
- [1.33] Resales
- [1.34] Advertising Under Rule 506(c) Offerings
- [1.35] Bad Actor Disqualification
- [1.36] Notice of Sales — Filing Form D — Rule 503
- [1.37] Failure To File Form D — Rule 507
- [1.38] Insignificant Deviations from Regulation D — Rule 508
- [1.39] Covered Securities
- [1.40] Rule 701— Offers to Employees, Officers, Directors, or Consultants
- [1.41] Safe Harbor Exemptions; Demo Days; Test the Waters
- [1.42] Finders
- [1.43] Compliance with State Securities Laws
- IV. Limited Public Offerings
- [1.44] Regulation A of the Securities Act of 1933
- [1.45] Offering Limits
- [1.46] Purchase Limits
- [1.47] Disqualified Companies
- [1.48] Test the Waters and Demo Days
- [1.49] Filing and Delivery Requirements
- [1.50] Qualification; Confidentiality
- [1.51] Offering Circular on Form 1-A — General Content
- [1.52] Offering Statement on Form 1-A — Financials
- [1.53] Ongoing Reporting
- [1.54] Secondary Trading
- [1.55] Resale Limits
- [1.56] “Bad Actor” Disqualification Provisions
- [1.57] Integration
- [1.58] Registration with the Securities and Exchange Commission
- [1.59] Preemption of Blue Sky Law
- [1.60] Crowdfunding
- [1.61] Offering and Investment Limits
- [1.62] Investors and Issuers
- [1.63] “Bad Actor” Disqualification
- [1.64] Integration
- [1.65] State Blue Sky Laws
- [1.66] Restrictions on Resales
- [1.67] Advertising; Testing the Waters; Demo Days
- [1.68] Exemption from §12(g) of the Securities Exchange Act of 1934
- [1.69] Offering Circular Disclosure Requirements
- [1.70] Amendment of Offering Circular
- [1.71] Progress Reports
- [1.72] Annual Reporting Requirements
- [1.73] Termination of Reporting
- [1.74] Intermediaries
- [1.75] Financial Interests
- [1.76] Compensation
- [1.77] Disqualification
- [1.78] Issuer Access and Information
- [1.79] Investor Accounts and Disclosure Requirements
- [1.80] Investor Qualification
- [1.81] Communication Channels
- [1.82] Disposition of Investor Funds
- [1.83] Completion of Offerings and Material Changes
- [1.84] Funding Portals
- [1.85] Securities and Exchange Commission Registration
- [1.86] Funding Portal Safe Harbors
- [1.87] Financial Industry Regulatory Authority Membership
- V. Registration of Securities
- [1.88] Decision To Go Public
- [1.89] Underwriters
- “Prefiling Period”
- [1.90] Underwriting Arrangements
- [1.91] Overview of Registration Statement and Process
- [1.92] “Gun-Jumping”
- [1.93] 2012 Jumpstart Our Business Startups Act Modifications — Emerging Growth Companies — Test the Waters
- [1.94] Consequences of Violating “Gun Jumping” Provision
- “Waiting Period” After a Registration Statement Has Been Filed
- [1.95] In General
- [1.96] Signing of Underwriting Agreement
- [1.97] Post-Effective Period
- [1.98] Effect of Registration-Reporting Requirements
- [1.99] Mergers and Acquisitions — Regulation M-A
- [1.100] Securities Offering Reform Rules and Regulations
- [1.101] State Regulation of Securities
- VI. Regulations Affecting Outstanding Securities
- [1.102] Resale of Restricted Securities — Rule 144
- [1.103] Private Resales of Securities to Institutions — Rule 144A
- [1.104] Reclassification of Securities, Mergers, Consolidations, and Acquisitions of Assets — Rule 145
- Requirements Applicable to Issuers of Publicly Held Securities
- [1.105] Registration Under the Securities Exchange Act of 1934
- Periodic Issuer Reports
- [1.106] In General
- [1.107] Annual Reports on Form 10-K
- [1.108] Quarterly Reports on Form 10-Q
- [1.109] Current Reports on Form 8-K
- [1.110] Sarbanes-Oxley Act Certification
- [1.111] Electronic Data Gathering, Analysis, and Retrieval System
- [1.112] Proxy Solicitation and Information Requirements
- Section 14 of the Securities Exchange Act of 1934, 15 U.S.C. §78n
- [1.113] In general
- [1.114] Proxy statement disclosure
- [1.115] Shareholder nomination of directors
- [1.116] Annual reports to shareholders
- [1.117] “Say on pay” shareholder vote
- [1.118] Election contests
- [1.119] Investor advocate
- [1.120] Ombudsman
- [1.121] Enforcement by the Securities and Exchange Commission — Wells notice
- [1.122] Broker authority to vote stock in street name
- Communications with Beneficial Owners, Filing Requirements, Antifraud, and Private Actions
- [1.123] Communications with beneficial owners
- [1.124] Filing requirements
- [1.125] Antifraud
- [1.126] Private actions
- [1.127] Section 14(c) of the Securities Exchange Act of 1934, 15 U.S.C. §78n(c) — Information Statement
- [1.128] Proxy Proposals
- [1.129] Reporting Requirements of Insiders and Short-Swing Profit Recovery — Section 16 of the Securities Exchange Act of 1934, 15 U.S.C. §78p
- [1.130] Insider Reporting Requirements
- [1.131] Filing of Forms 3, 4, and 5
- [1.132] Due Date — Proxy Statement Disclosure
- [1.133] “Officer” Defined
- [1.134] “Class” Defined
- [1.135] “Equity Security” Defined
- [1.136] Registered Under the Securities Exchange Act of 1934
- [1.137] Trusts
- Short-Swing Profit Recovery — Section 16(b) of the Securities Exchange Act of 1934, 15 U.S.C. §78p(b)
- [1.138] In general
- [1.139] Exemptions
- [1.140] Short Sales — Section 16(c) of the Securities Exchange Act of 1934, 15 U.S.C. §78p(c)
- [1.141] Adoption of Mandatory Preclearance Policy
- [1.142] Suggested Procedures for Reporting Persons
- [1.143] Reports by Five-Percent Shareholders
- [1.144] Third-Party Tender Offers
- [1.145] Tender Offers by Issuers
- [1.146] Issuer Repurchases
- Open-Market Purchases (Not Involving a “Block”)
- [1.147] Listed and Other Consolidated-System-Reported Securities
- [1.148] Over-the-Counter Traded Securities
- [1.149] Block Purchases
- [1.150] Going-Private Transactions — Rule 13e-3
- VII. Effect of Violations of the Securities Act of 1933
- Rule 10b-5
- [1.151] Insider Trading; Rule 10b5-1 Plans
- [1.152] What Information Is Material?
- [1.153] To Whom Does Duty To Disclose Apply?
- [1.154] Classical theory
- [1.155] Misappropriation theory
- [1.156] When Does Duty To Disclose Arise?
- [1.157] Scienter Requirement
- Litigation in Cases Not Involving Insider Trading
- [1.158] Who May Bring Suit?
- [1.159] Private Securities Litigation Reform Act
- [1.160] Procedural Changes: Stay of Discovery and Sanctions
- [1.161] Elements Necessary To Recover in a Civil Rule 10b-5 Claim
- [1.162] Further Tightening of Pleading Standards Under Supreme Court Decisions
- False Statements and Omissions
- [1.163] False statements
- [1.164] Omissions: did te defendant have a duty to disclose a fact?
- [1.165] Private Securities Litigation Reform Act of: Safe Harbor for Forward-Looking Statements
- [1.166] Materiality
- [1.167] Scienter
- [1.168] Reliance and Fraud-on-the-Market Theory
- [1.169] Causation
- [1.170] Loss Causation
- [1.171] Damages
- [1.172] Aiding and Abetting Securities Fraud
- [1.173] Contribution from Other Tortfeasors
- [1.174] Statute of Limitations
- [1.175] Broad Construction of Phrase “In Connection with the Purchase or Sale of Any Security”
- [1.176] Covered Class Actions — Securities Litigation Uniform Standards of 1998
- [1.177] Investment Adviser Fees Under Investment Company Act
- Additional Securities and Exchange Commission Regulatory Powers
- [1.178] Insider Trading Sanctions Act and Insider Trading and Securities Fraud Enforcement Act
- [1.179] Other Securities and Exchange Commission Powers
- [1.180] Security and Exchange Commission Enforcement Powers Greatly Enhanced Under the Dodd-Frank Wall Street Reform and Consumer Protection Act
- [1.181] Judicial Review of Security and Exchange Commission Agency Decisions
- [1.182] Recent Developments
- [1.183] Short Sales of Securities
- [1.184] Government Civil and Criminal Law Enforcement Proceedings Involving Transnational Securities Frauds
- [1.185] Nationwide Service of Process in Securities and Exchange Commission Enforcement Actions
- [1.186] Aiding and Abetting Violations
- [1.187] Expanded Cease-and-Desist Authority
- [1.188] Criminal Liability
- [1.189] Civil Liabilities — 15 U.S.C. §§77k and 77l
- [1.190] Liability of Designated Persons — 15 U.S.C. §77k
- [1.191] Private Lawsuits — 15 U.S.C. §77l
- [1.192] Statute of Limitations
- [1.193] Bespeaks-Caution Defense
- [1.194] Other Provisions
- VIII. Miscellaneous Provisions
- The Dodd-Frank Wall Street Reform and Consumer Protection Act
- [1.195] Recovery-of-the-Erroneously-Awarded-Compensation Policy
- [1.196] Authority To Restrict Mandatory Pre-Dispute Arbitration
- [1.197] Risk Retention
- [1.198] Enforcement Actions Against Attorneys
- [1.199] Securities Litigation Uniform Standards Act
- [1.200] Limits on State Regulation
- [1.201] Sarbanes-Oxley Act
- [1.202] Incentive Compensation — Loans to Executives
- [1.203] Certification — Financials
- [1.204] Internal Controls
- [1.205] Director and Officer Disqualification
- [1.206] Audit Committees
- [1.207] Auditor Regulations
- [1.208] Off-Balance-Sheet Transactions
- [1.209] Securities and Exchange Commission Bankruptcy Debt
- [1.210] Public Company Accounting Oversight Board
- [1.211] Transactions During Blackout Periods
- [1.212] Whistleblowers
- [1.213] Attorney Obligations
- [1.214] Criminal Penalties
- [1.215] Foreign Corrupt Practices Act
- [1.216] Fiduciary Standard — Broker-Dealers and Investment Advisers
- [1.217] Regulation Best Interest
- [1.218] Disclosure Obligation
- [1.219] Care Obligation
- [1.220] Conflict of Interest Obligation
- [1.221] Compliance Obligation
- [1.222] Record Making and Record Keeping
- Chapter 2 — State Regulation of Securities
- I. [2.1] Introduction
- II. Registration of Securities
- [2.2] Registration Requirement
- [2.3] Securities and Covered Securities
- [2.4] Offer or Sale
- Other Definitions
- [2.5] Issuer
- [2.6] Person
- [2.7] Controlling Person
- [2.8] Salesperson
- [2.9] Notification Filing Requirements
- [2.10] Illinois Exemptions from Registration
- [2.11] Exemption of Certain Securities
- [2.12] Exemption of Certain Transactions
- [2.13] Preorganization subscriptions
- [2.14] Sales to existing security holders
- [2.15] Reorganizations
- [2.16] Sales not involving issuer, underwriter, dealer, or controlling person
- [2.17] Isolated transactions
- [2.18] Small offerings
- [2.19] Sales resulting in 50-percent ownership
- [2.20] Sales to corporations and other institutions
- [2.21] Uniform limited offering exemptions
- [2.22] Accredited investor exemptions
- [2.23] Net worth and income requirements
- [2.24] Additional categories of accredited investors
- [2.25] Minimum purchase requirements
- [2.26] Sales to directors and officers
- [2.27] Crowdfunding
- Registration Process
- [2.28] In General
- [2.29] Electronic Filing Through North American Securities Administrators Association Electronic Filing Depository
- [2.30] Registration by Qualification
- [2.31] Enforcement Authority
- III. Violations of the Illinois Securities Law
- [2.32] What Constitutes a Violation?
- [2.33] Private Causes of Action
- [2.34] Potentially Liable Parties
- [2.35] Mandatory Arbitration
- [2.36] Fraud Claims
- [2.37] Reasonable Reliance and the Prospectus Defense
- [2.38] Remedies
- [2.39] Mandatory Demand for Rescission Within Six Months
- [2.40] Statute of Limitations
- [2.41] Criminal Penalties
- [2.42] Evidentiary Matters
- IV. [2.43] Conclusion
- Chapter 3 — Distribution Agreements
- I. [3.1] Scope of Chapter
- II. [3.2] Role of Sales Representatives and Distributors
- III. [3.3] Written Agreements
- IV. [3.4] Federal and State Laws
- V. Initial Considerations
- VI. [3.9] Contract Period
- VII. [3.10] Products
- VIII. [3.11] Territory
- IX. [3.12] Exclusivity Clauses
- X. Terms of Sale
- XI. [3.18] Distributor’s and Supplier’s Obligations
- XII. [3.19] Products Liability
- XIII. [3.20] Termination
- XIV. [3.24] Intellectual Property
- XV. [3.25] Indemnification; Insurance
- XVI. [3.26] Notices
- XVII. [3.27] Choice of Law
- XVIII. [3.28] No Franchise
- XIX. [3.29] Force Majeure
- XX. [3.30] Other Provisions
- XXI. [3.31] Conclusion
- Chapter 4 — General Franchising Considerations
- I. Introduction
- II. [4.7] Alternatives to Franchising
- III. State Franchise Registration and Disclosure Laws
- [4.13] Illinois Franchise Disclosure Act
- [4.14] Registration and Disclosure Requirements Under the Illinois Franchise Disclosure Act
- [4.15] Enforcement and Remedies Under the Illinois Franchise Disclosure Act
- [4.16] Relationship Provisions of the Illinois Franchise Disclosure Act
- [4.17] Development of State Laws
- [4.18] Franchise Disclosure Document
- [4.19] Business Opportunity Laws
- IV. [4.20] Federal Trade Commission Rule
- V. [4.28] Termination and Nonrenewal of Franchises
- VI. [4.35] Problems Under Antitrust and Trade Regulation Laws
- [4.36] Exclusive Franchises — Refusals To Deal
- [4.37] Territorial Confinement and Customer Restrictions
- [4.38] Schwinn Per Se Rule
- [4.39] Sylvania and a Return to the Rule of Reason
- [4.40] Horizontal Restraints and Dual Distribution
- [4.41] Resale Price Control and Price Management
- Control of Product Purchases and Sales
- [4.42] Problem Practices
- [4.43] Exclusive Dealing and Requirement Contracts
- [4.44] Tying Arrangements
- [4.45] Vendor Rebates and Other Payments
- Antitrust Considerations — Termination and Nonrenewal of Franchises
- [4.46] Antitrust Claims
- [4.47] Unilateral Refusals To Deal
- VII. Franchisor Liability for Acts of Franchisee
- VIII. [4.50] Transfers
- IX. [4.51] Channel Conflicts and Encroachment
- X. [4.52] Franchise as a Security
- XI. [4.53] Conclusion
- Chapter 5 — Overview of Antitrust Law for the Corporate Practitioner
- Chapter 6 — Employment Agreements Involving Restrictive Covenants and Trade Secrets
- I. [6.1] Introduction
- II. Employment Agreements and Buy-Sell Agreements
- III. Types of Restrictive Covenants
- IV. Drafting Restrictive Covenants
- [6.11] Overview of Requirements
- [6.12] Consideration
- [6.13] Ancillarity
- [6.14] Reasonableness
- [6.15] No Greater than Required for Protection of a Legitimate Business Interest
- [6.16] The “Near-Permanence” of Customer Relationships
- [6.17] Employee’s Acquisition of Confidential Information
- [6.18] Time/Place Restrictions
- [6.19] Geographic Reasonableness
- [6.20] Temporal Reasonableness
- [6.21] Reasonableness of Activity Restrained
- [6.22] Undue Hardship to the Employee
- [6.23] Injurious to the Public
- V. Enforcing Restrictive Covenants
- VI. [6.30] Confidentiality Agreements and Trade Secrets
- What Is a “Trade Secret”?
- [6.31] Definition Under Illinois Trade Secrets Act
- [6.32] Common-Law Factors
- [6.33] Cases Regarding Existence of Trade Secret
- What Is “Misappropriation”?
- [6.34] Definition Under Illinois Trade Secrets Act
- [6.35] Acquisition by Improper Means
- [6.36] Disclosure or Use of Trade Secrets
- [6.37] Inevitable Disclosure Doctrine
- [6.38] Application in Illinois and Seventh Circuit
- [6.39] Application in Other Jurisdictions
- [6.40] Remedial Scheme of Illinois Trade Secrets Act
- [6.41] Defend Trade Secrets Act
- VII. [6.42] Emergency Injunctive Relief and Appeals Therefrom
- VIII. [6.43] Possible Related Claims
- [6.44] Uniform Deceptive Trade Practices Act
- [6.45] Common-Law Unfair Competition
- [6.46] Tortious Interference with Contractual Relations
- [6.47] Tortious Interference with Prospective Economic Advantage
- [6.48] False Representation of Material Fact (Fraud)
- [6.49] Malicious Prosecution
- [6.50] Antitrust Violations
- [6.51] Patent and Trademark Infringement
- [6.52] False or Misleading Statements
- [6.53] Defamation
- [6.54] Conversion
- [6.55] Conspiracy
- [6.56] Racketeer Influenced and Corrupt Organizations Act
- [6.57] Computer Fraud and Abuse Act
- IX. [6.58] Appendix — Recommended Reading
- Chapter 7 — Intellectual Property Issues
- I. [7.1] Scope of Chapter
- II. [7.2] Patents
- [7.3] Leahy-Smith America Invents Act
- [7.4] Requirements for Patentability
- [7.5] Components of a Patent Application
- [7.6] Examination of a Patent Application
- Options Available After Receiving a Final Rejection
- [7.7] Continuing Application
- [7.8] Continuation-in-Part Applications
- [7.9] Patent Trial and Appeal Board
- [7.10] Federal Court
- [7.11] Interference/Derivation Proceedings
- [7.12] One-Year Grace Period
- [7.13] Confidentiality
- [7.14] Experimental Use
- [7.15] Patent Pending/Patent Marking
- [7.16] Enforcement of Patent Rights
- III. [7.17] Copyrights
- IV. [7.22] Trademarks
- V. Trade Secrets
- [7.27] “Trade Secret” Defined
- [7.28] Development of Trade Secret Law in Illinois
- [7.29] Trade Secrets Under the Illinois Trade Secrets Act
- [7.30] Combination Analysis
- [7.31] Importance of Trade Secret Protection in the Information Age
- [7.32] Trade Secret Audits
- [7.33] Six-Factor Test for the Identification of Trade Secrets
- [7.34] Table of Protectable Trade Secrets
- [7.35] Trade Secret Protection Programs
- [7.36] Checklist of Reasonable Security Measures
- [7.37] Computer Security
- [7.38] Traps for Theft
- [7.39] Company-Owned Computers
- [7.40] Password Protection/User Level Access
- [7.41] Encryption
- [7.42] Cellular Communications
- [7.43] E-Mail Communications
- [7.44] A Sizable Budget and Trusted Information Technology Professionals
- [7.45] Large (Locked) Waste Bins
- [7.46] No Private Scanners, No Private Faxes
- [7.47] Red Team Attacks
- [7.48] Manual Typewriters and Writing by Hand
- [7.49] Anti-Copy and Anti-Fax Paper
- [7.50] 800 Number for Reporting Suspicious Activities
- [7.51] Trade Secret Control Committee
- [7.52] Economic Espionage Act of 1996
- [7.53] Defend Trade Secrets Act of 2016
- [7.54] Forfeiture of Trade Secret Rights
- [7.55] 24/7 Computer Monitoring and Security
- [7.56] “John Doe” Lawsuits
- [7.57] Remedies for Trade Secret Misappropriation
- Celiza P. Bragança
Celiza P. Bragança
Celiza P. Bragança is Founder and Principal of Bragança Law LLC, in Skokie, and concentrates her practice on SEC and regulatory defense and investor protection. Ms. Bragança is a Board Member of the PIABA Foundation, former SEC Branch Chief, and former Chair of the Securities Law Committee of the Chicago Bar Association. She received her B.A. with honors from the University of Chicago, her MBA from the University of Chicago Booth School of Business, and her J.D., Order of the Coif, from the University of Chicago Law School.
- Allison E. Czerniak
Allison E. Czerniak
Allison E. Czerniak is an associate at Taft Stettinius & Hollister LLP, in Chicago, where she focuses on business and commercial litigation. Ms. Czerniak has been named an Illinois Super Lawyers Rising Star (2019 – present) and has been listed a One to Watch by Best Lawyers in America. She is a member of the Chicago Bar Association and the Coalition of Women’s Initiatives in Law Firms. She earned her J.D. summa cum laude from the University of St. Thomas School of Law.
- R. Mark Halligan
R. Mark Halligan
R. Mark Halligan is a Member at FisherBroyles, LLP, in Chicago. He is an accomplished trial lawyer who focuses his practice on intellectual property litigation including patent, copyright, trademark, and trade secret litigation in federal and state courts throughout the United States and abroad. Mr. Halligan has also developed a nationally recognized trade secrets litigation practice focused on all aspects of trade secret law. He represents individuals, middle-market companies, and large corporations, both as plaintiffs and defendants, in trade secret and noncompete disputes. He has become a “go-to” litigator on some of the most complex intellectual property matters in the United States and worldwide. Mr. Halligan has an AV Preeminent Rating from Martindale Hubbell, and peer reviews rank him as a top lawyer in Intellectual Property in Chambers USA. Best Lawyers recognized Mr. Halligan as Lawyer of the Year in trade secrets law in 2020. Legal 500 has recognized him as a leading lawyer in trade secrets litigation every year since 2008. He has also been ranked as one of the world’s Leading IP Strategists in IAM 250 and IAM 300 and recently was recognized as a leading TMT lawyer in Who’s Who Legal Telecommunications Media & Technology: Information Technology (2016). Mr. Halligan is a frequent lecturer on intellectual property issues; his speaking engagements include the American Intellectual Property Law Association (AIPLA), the Licensing Executives Society (LES), the United States Patent and Trademark Office (USPTO), and the Illinois Intellectual Property Law Association (IPLAC). He earned his J.D. from Northwestern University School of Law and his B.A. from the University of Cincinnati summa cum laude. Mr. Halligan has taught trade secrets law at The UIC John Marshall Law School in Chicago for the past 26 years.
- Edwin G. Harvey
Edwin G. Harvey
Edwin G. Harvey is a Partner at Thompson Coburn LLP, in St. Louis, and focuses his practice in antitrust and commercial litigation. Mr. Harvey is a member of the American Bar Association and its Antitrust Section, the Missouri Bar Association and its Antitrust Committee, and the Bar Association of Metropolitan St. Louis and its Antitrust, Trade Regulation Committee. He received his B.A. summa cum laude from Truman State University and his J.D. from Washington University School of Law, where he was Senior Editor of the Washington University Law Quarterly.
- Richard Y. Hu
Richard Y. Hu
Richard Y. Hu is a Partner at Taft Stettinius & Hollister LLP, in Chicago, where he focuses his practice on commercial litigation, gaming law, administrative law, healthcare law, and technology. Mr. Hu has been named an Emerging Lawyer by the Leading Lawyers Network (2017 – 2020), a Rising Star by Illinois Super Lawyers (2016 – 2021), and One to Watch in Commercial Litigation and Healthcare Law by Best Lawyers in America (2021). He received his J.D. from Northwestern University School of Law and his B.A. from Emory University.
- Robert N. Kamensky
Robert N. Kamensky
Robert N. Kamensky is a Partner with Thompson Coburn LLP, in Chicago, in the firm’s Corporate and Securities practice. Mr. Kamensky guides companies through major transactions and provides comprehensive advice on their day-to-day operations and business needs. He has been included as an Illinois Super Lawyer (2010 – present) and an Illinois Leading Lawyer (2014 – present). He received his B.A. from the University of Iowa and his J.D. from DePaul University College of Law, where he was a member of the DePaul Journal of Health Care Law.
- Matthew E. Misichko
Matthew E. Misichko
Matthew E. Misichko is an associate at Thompson Coburn LLP, in Chicago, and focuses on corporate law. Mr. Misichko received his B.S. from the University of Illinois and his J.D. from the University of Illinois College of Law.
- Joseph W. Sheyka
Joseph W. Sheyka
Joseph W. Sheyka, Senior Counsel with the firm DLA Piper LLP (US), in Chicago, concentrates his practice in franchise and distribution law. Mr. Sheyka is a member of the American Bar Association and its Antitrust Committee and Forum on Franchising. He received his B.A. from the University of Illinois and his J.D., Order of the Coif, from Northwestern University School of Law.
- Timothy M. Sullivan
Timothy M. Sullivan
Timothy M. Sullivan is Of Counsel at Hinshaw & Culbertson LLP, in Chicago, where he focuses on securities law, banking, and mergers and acquisitions. Mr. Sullivan is former Chair of Hinshaw’s commercial transactions practice group and has received the St. Robert Bellarmine Award from the Loyola Law School Alumni Association. He has been recognized as an Illinois Super Lawyer and as a Leading Lawyer in banking and financial institutions law, mergers and acquisition law, and securities and venture finance law. Mr. Sullivan received his B.S. from Loyola University Chicago and his J.D. magna cum laude from Loyola University Chicago School of Law.
Business Law: Miscellaneous Operating Issues 2021 Edition
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