Election Law / Legislative News – Page 12

Costco’s Internal Investigation Confidentiality Restrictions Deemed Unlawful

On May 5, 2025, an Administrative Law Judge (“ALJ”) for the National Labor Relations Board (“NLRB” or the “Board”) ruled that retailer Costco Wholesale Corp. (“Costco”) violated the National Labor Relations Act (“NLRA” or the “Act”) when it asked employees involved in an internal investigation regarding sexual harassment allegations to sign a confidentiality agreement prohibiting them from discussing details concerning the investigation. The ALJ’s decision highlights considerations employers ought to take into account when balancing their interests in maintaining the integrity of internal investigations and complying with the NLRA.
A female employee at Costco’s Winston-Salem, North Carolina location submitted an internal complaint in August 2022, accusing a male coworker of sexual harassment. The employee spoke with several of the store’s managers about her complaint, one of whom presented the employee with a copy of Costco’s Acknowledgement of Confidentiality for Investigations form (the “Acknowledgment”) to sign. The Acknowledgment included a provision stating that the employee agreed “to maintain the confidentiality regarding this ongoing investigation.” The Acknowledgment also contained a provision requiring the employee to represent that she did not record any part of the investigation interview, as well as a provision stating that any violation of the terms of the Acknowledgment by the employee “may result in disciplinary action up to and including termination.”
Costco investigated the employee’s complaints in the following weeks and presented each employee interviewed with an identical copy of the Acknowledgment to sign. Costco concluded its investigation in March 2023, at which time a Costco Vice President sent the employee who submitted the complaint a letter advising her of the results of the investigation, including that the employee accused of harassment was no longer employed, and requesting that the employee treat the information in the letter as confidential.
The General Counsel for the NLRB alleged that the provisions in the Acknowledgment requiring the employees to maintain confidentiality of the investigation and refrain from recording any part of the investigation interviews, as well as the Costco Vice President’s confidentiality request in his March 2023 letter, violated Section 8(a)(1) of the NLRA by interfering with, restraining, and/or coercing employees in the exercise of their rights under Section 7 of the Act. The ALJ agreed with the General Counsel, holding in a May 5, 2025, decision that the complained-of provisions in the Acknowledgment were overly broad and that the Costco Vice President’s instructions in his letter impermissibly prevented the employee from disclosing or discussing matters affecting her and/or other employees’ terms and conditions of employment, both in violation of the Act.
The ALJ applied the Board’s Stericycle standard to the confidentiality provision in the Acknowledgment. Under the Stericycle standard, there is no presumption that an employer’s interest in maintaining the confidentiality of its internal investigations outweigh the impact a policy or work rule may have on employees’ exercise of Section 7 rights. Rather, the General Counsel must “prove that a challenged rule has a reasonable tendency to chill employees from exercising their Section 7 rights.” If the General Counsel carries this burden, the rule is presumptively unlawful, and the employer may only avoid a finding that it violated the act if it shows that the rule “advances a legitimate and substantial business interest and that the employer is unable to advance that interest with a more narrowly tailored rule.”
Applying the Stericycle standard, the ALJ concluded that the confidentiality provision in the Acknowledgment had a reasonable tendency to chill employees in the exercise of their Section 7 rights, highlighting that the Acknowledgment contained a blanket prohibition regarding employee communications about the ongoing investigation and warned employees of disciplinary consequences for failing to comply with the confidentiality restrictions. The ALJ also rejected Costco’s argument that the confidentiality provision was necessary to protect the integrity of its investigation, reasoning that its terms were (1) unlawfully overbroad because they required the employees to maintain confidentiality regarding information beyond the scope of what they learned or provided to Costco during the investigation process, and (2) not appropriately limited in time, as they could reasonably be interpreted as extending confidentiality restrictions beyond the conclusion of the investigation.
The ALJ similarly held that the Vice President’s instructions in his March 2023 letter violated the Act because they required the employee who submitted the harassment complaint to keep information about the investigation confidential after its conclusion. Further, the ALJ explained that the no-recording provision of the Acknowledgement violated the Act because it was broad enough to prohibit not only recording of the investigation interviews, but also any other conversations between employees and management, subject to the threat of discipline.
This decision adds to the recent scrutiny of employers’ confidentiality practices and raises additional considerations employers must balance in their efforts to protect the integrity of internal investigations while complying with federal labor law. Employers should examine their practices regarding employee obligations in connection with internal investigations to determine whether they are appropriate and reasonable in scope and time.
Employers should also continue monitoring for developments to Board law on this topic, as it is not yet clear how the Board’s approach to employers’ confidentiality practices will shift under the new administration. Though the Board currently applies the Stericycle standard to determine the legality of workplace rules, the new administration will likely overturn the Biden-era Stericycle decision, which was issued in 2023, and revert to the more employer-friendly Boeing standard that was established in 2017, during the first Trump Administration.
Under Boeing, the Board assesses whether work rules are lawful to maintain by analyzing the nature and extent of the rule’s potential impact on employees’ rights and the employer’s legitimate business justifications for the rule. Based on this analysis, the Board uses the Boeing standard to place rules in one of three categories—Category 1, 2, or 3—depending on whether they are always lawful to maintain, require case-by-case analysis, or are always unlawful to maintain. Unlike under Stericycle, the Board does not presume that a work rule is unlawful if the General Counsel proves that the rule has a reasonable tendency to chill employees from exercising their Section 7 rights when applying the Boeing standard. Employers favor the Boeing standard because it provides them with predictability and certainty when drafting work rules and gives greater weight to employers’ interests in maintaining workplace order through those rules.
While the Board’s reinstatement of the Boeing standard would be a welcome change for employers, it would not eliminate the concerns raised by the Costco decision entirely. Regardless of the standard in place governing the legality of work rules, employers will need to carefully consider how to appropriately balance promoting legitimate confidentiality interests and employees’ rights under the NLRA in order to avoid infringing upon those rights.

Utah Enacts AI Amendments Targeted at Mental Health Chatbots and Generative AI

Utah is one of a handful of states that has been a leader in its regulation of AI. Utah’s Artificial Intelligence Policy Act[i] (“UAIPA”) was enacted in 2024 and requires disclosures relating to consumer interaction with generative AI with heightened requirements on regulated professions, including licensed healthcare professionals.
Utah recently passed three AI laws (HB 452, SB 226 and SB 332), all of which became effective on May 7, 2025, and either amend or expand the scope of the UAIPA. The laws govern the use of mental health chatbots, revise disclosure requirements for the deployment of generative AI in connection with a consumer transaction or provision of regulated services, and extend the repeal date of the UAIPA.
HB 452
HB 452 creates disclosure requirements, advertising restrictions, and privacy protections for the use of mental health chatbots. [ii] “Mental health chatbots” refer to AI technology that (1) uses generative AI to engage in conversations with a user of the mental health chatbot, similar to communications one would have with a licensed therapist, and (2) a supplier represents, or a reasonable person would believe, can provide mental health therapy or help manage or treat mental health conditions. “Mental health chatbots” do not include AI-technology that only provides scripted output (such as guided meditations or mindfulness exercises).
Disclosure Requirements
A mental health chatbot must clearly and conspicuously disclose that the mental health chatbot is an AI technology and not human. The disclosure must be made (1) before the user accesses features of the mental health chatbot, (2) at the beginning of any interaction with the user, if the user has not accessed the mental health chatbot within the previous 7 days, and (3) if asked or prompted by the user whether AI is being used.
Personal Information Protections
Mental health chatbot suppliers may not sell or share with any third party the individually identifiable health information (“IIHI”) or user input of a user. The prohibition does not apply to IIHI that (1) a health care provider requests with the user’s consent, (2) is provided to a health plan upon the request of the user, or (3) is shared by the supplier as a covered entity to a business associate to ensure effective functionality of the mental health chatbot and in compliance with the HIPAA Privacy and Security Rules.
Advertising Restrictions
A mental health chatbot cannot be used to advertise a specific product or service to a user in a conversation between the user and the mental health chatbot, unless the mental health chatbot clearly and conspicuously (1) identifies the advertisement as an advertisement and (2) discloses any sponsorship, business affiliation or agreement with a third party to promote or advertise the product or service. Suppliers of mental health chatbots may not use a user’s input to (1) determine whether to display advertisements to the user unless the advertisement is for the mental health chatbot itself, (2) customize how advertisements are presented, or (3) determine a product, service or category to advertise to the user.
Affirmative Defense
HB 452 establishes an affirmative defense to violations of the law which requires, among other items, creating, maintaining and implementing a policy for the mental health chatbot that meets specific requirements outlined in the law and filing such policy with the Utah Division of Consumer Protection.
Penalties
Violation of the law may result in administrative fines up to $2,500 per violation and court action by the Utah Division of Consumer Protection.
SB 226
SB 226 pares back UAIPA’s disclosure requirements applicable to a supplier that uses generative AI in a consumer transaction to when (1) there is a “clear and unambiguous” request from an individual to determine whether an interaction is with AI, rather than any request, and (2) an individual interacts with generative AI in the course of receiving regulated services that constitute a “high-risk” AI interaction, instead of any generative AI interaction in the provision of regulated services.[iii]
Disclosure Requirements
If an individual asks or prompts a supplier about whether AI is being used, a supplier that uses generative AI to interact with an individual in connection with a consumer transaction must disclose that the individual is interacting with generative AI and not a human. While this requirement also existed under the UAIPA, SB 226 clarifies that disclosure is only required when the individual’s prompt or question is a “clear and unambiguous request” to determine whether an interaction is with a human or AI.
The UAIPA also requires persons who provide services of a regulated occupation to prominently disclose when a person is interacting with generative AI in the provision of regulated services, regardless of whether the person inquires if they are interacting with generative AI. Under SB 226, such disclosure is only required if the use of generative AI constitutes a “high-risk artificial intelligence interaction.” The disclosure must be provided verbally at the start of a verbal conversation and in writing before the start of a written interaction. “Regulated occupation” means an occupation that is regulated by the Utah Department of Commerce and requires a license or state certification to practice the occupation, such as nursing, medicine, and pharmacy. “High-risk AI interaction” includes an interaction with generative AI that involves (1) the collection of sensitive personal information, such as health or biometric data and (2) the provision of personalized recommendations, advice, or information that could reasonably be relied upon to make significant personal decisions, including the provision of medical or mental health advice or services.
Safe Harbor
A person is not subject to an enforcement action for violation of the required disclosure requirements if the person’s generative AI clearly and conspicuously discloses at the outset of and throughout an interaction in connection with a consumer transaction or the provision of regulated services that it is (1) generative AI, (2) not human, or (3) an AI assistant.
Penalties
Violation of the law may result in administrative fines up to $2,500 per violation and a court action by the Utah Division of Consumer Protection.
SB 332
SB 332 extended the repeal date of the UAIPA from May 1, 2025 to July 1, 2027.[iv]
Looking Forward
Companies that offer mental health chatbots or generative AI in interactions with individuals in Utah should evaluate their products and processes to ensure compliance with the law. Furthermore, the AI regulatory landscape at the state level is rapidly changing as states attempt to govern the use of AI in an increasingly deregulatory federal environment. Healthcare companies developing and deploying AI should monitor state developments.
FOOTNOTES
[i] S.B. 149 (“Utah Artificial Intelligence Policy Act”), 65th Leg., 2024 Gen. Session (Utah 2024), available here.
[ii] H.B. 452, 66th Leg., 2025 Gen. Session (Utah 2025), available here.
[iii] S.B. 226, 66th Leg., 2025 Gen. Session (Utah 2025), available here.
[iv] S.B. 332, 66th Leg., 2025 Gen. Session (Utah 2025), available here.
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Todd Snyder Fined for Technical CCPA Violations

The California Consumer Privacy Protection Agency (CPPA) Board issued a stipulated final order against Todd Snyder, Inc., a clothing retailer based in New York, requiring the company to pay a $345,178 fine and update its privacy program to settle allegations that it violated the California Consumer Privacy Act (CCPA). Specifically, Todd Snyder must update its methods for submitting and fulfilling privacy requests and provide training to its staff about CCPA requirements. Todd Snyder is also required to maintain a contract management and tracking process so that required CCPA contractual terms are included in contracts with third parties with access to or receipt of personal information.
The CPPA alleged that Todd Snyder violated the CCPA as follows:

Its consumer privacy rights request process collected much more information than necessary to fulfill privacy requests. Specifically, the privacy portal on Todd Snyder’s website used by consumers to submit privacy rights requests required consumers to provide their first and last name, email, country of residence, and a photograph of the consumer holding the consumer’s “identity document” (such as a driver’s license or passport which is considered “sensitive information” under the CCPA), regardless of the type of privacy request. The sensitive information is unnecessary to exercise a request to opt-out of the sale and/or sharing of personal information.
It failed to oversee and properly configure its third-party consumer privacy request portal for 40 days. The Todd Snyder website utilizes third-party tracking technologies, including cookies, pixels, and other trackers that automatically send data about consumers’ online behavior to third-party companies for analytics and behavioral advertising. The CPPA alleges that the opt-out mechanism on the website was not properly configured for a 40-day period. During that period, if the consumer clicked on the cookie preferences link on the website, a pop-up appeared, but then immediately disappeared, making it impossible for the consumer to opt-out of the sale or sharing of their personal information.

The lesson here is that a company cannot pass on its privacy compliance obligations to a third-party privacy management platform; the company itself is responsible for the functionality of such platforms. Michael Macko, head of the CPPA’s Enforcement Division, stated in a press release, “Using a consent management platform doesn’t get you off the hook for compliance [. . .] the buck stops with the businesses.” Your company cannot rely on its third-party privacy management platform for compliance and expect no accountability in the event of non-compliance; you must conduct due diligence and validate that the operation is functioning and compliant with CCPA requirements.
This is likely only the start of the CPPA’s enforcement sweep. The time is now—assess your CCPA compliance program and processes, and ensure they are up to par.

Updated New York Retail Worker Safety Act Takes Effect Soon

As we explained in a previous blog post, last fall, Governor Kathy Hochul signed the New York Retail Worker Safety Act (NYRWSA) into law, obligating employers to provide certain safety measures for retail workers by early March of this year.
But just a few months later, a temporary reprieve came, when lawmakers introduced a bill (“S740” or “the Amendments”) to modify specific details of the original NYRWSA. Just weeks before the original version was to take effect, Governor Hochul signed off on the Amendments, which not only changed some of the law’s original requirements, but also delayed mandatory policy, training, and notice requirements until June 2, 2025.
While portions of our blog post from October 2024 remain accurate, some details have changed. New York retail employers should read on to learn what NYRWSA requires of them, and by when.
Which Obligations Still Stand?
As we detailed, the NYRWSA requires covered employers to:

implement a written workplace violence prevention policy;
conduct trainings on the policy; and
provide written notice about the policy in English and other applicable languages.

What did the Amendments Change?
Training Requirements Eased for Smaller Employers
The NYRWSA generally covers any employer with at least ten “retail employees,” defined as employees working at a retail store. Among the law’s requirements is a workplace violence prevention training program that employers must provide to all employees upon hiring and annually thereafter.
The Amendments permit employers with fewer than fifty retail employees to provide workplace violence prevention training just once every two years, instead of annually, after the initial training for new hires.
No Panic Buttons
The Amendments also change requirements for large employers: specifically, they eliminate the need for panic buttons and reduce the number of businesses that will need to comply with an obligation to provide a safety communications tool for retail workers.
The original law required employers with 500 or more retail employees nationwide to install “panic buttons” throughout workplaces or provide employees with wearable mobile phone-based panic buttons.
Under the Amendments, only employers with 500 or more retail employees statewide will need to provide a “silent response button” for all retail employees.
A silent response button must allow employees to request immediate assistance from a security officer, manager, or supervisor while the employee is on duty. Employers may provide the button in the form of an easily accessible device installed within the workplace, or via a wearable item like a mobile phone.
Unchanged are NYRWSA’s requirements that employers may only install alert buttons through employer-provided equipment and may not use any wearable or mobile phone devices to track employee locations, unless triggered by the button during an emergency.
New Modified Written Notice Requirements
Also unchanged are NYRWSA’s requirements that all covered employers provide retail employees with a written notice of their retail workplace violence prevention policy, both in English and in the language identified by each employee as their primary language. Employers must provide these written notices to covered employees upon hire and at each annual or bi-annual training.
As of this post, the New York State Department of Labor (NYSDOL) has not published a model workplace violence prevention policy, model training materials, or any other guidance in any language.
Conclusion
We recommend that employers take necessary steps to comply with these obligations by the upcoming June 2, 2025 effective date. We will continue monitoring NYSDOL and advise further if the agency provides more guidance and materials.

Cleveland’s Pay Transparency and Compensation History Law: Breaking Down the New Employer Requirements

Takeaways

The new law goes into effect on 10.27.25. It requires employers to include salary ranges and scales when advertising job openings and bars them from inquiring about applicants’ compensation history.
The law applies to private employers that employ at least 15 people within the city.
Employers should review their practices and start preparing for the new requirements now.

DOJ’s Updated Enforcement Policy: A Game-Changer for Corporate America?

On May 12, 2025, the U.S. Department of Justice (DOJ) announced a major overhaul of its corporate enforcement policy, aiming to incentivize companies to voluntarily self-disclose misconduct. Titled “Focus, Fairness, and Efficiency in the Fight Against White-Collar Crime,” the revised policy was introduced by DOJ Criminal Division Chief Matthew R. Galeotti and promises a “clear path to declination” for qualifying companies. This marks a strategic shift that could significantly alter how corporate entities approach disclosures, investigations, and compliance moving forward.
The policy outlines 10 priority areas that Galeotti identified as critical threats to U.S. interests. These include healthcare fraud, trade and customs violations, misuse of digital assets, and misconduct posing national security risks. Schemes such as Ponzi operations, tariff evasion, and fraud involving Variable Interest Entities (VIEs) are called out specifically for undermining market integrity and harming U.S. investors.
At the core of the revised Corporate Enforcement and Voluntary Self-Disclosure Policy (CEP) is a strengthened framework to promote corporate transparency. The new policy addresses longstanding concerns about balancing the incentives for disclosure with the need for fairness in enforcement. Under the updated approach, companies may avoid criminal resolutions entirely if they:

Voluntarily self-disclose misconduct before it becomes public or is discovered by the government;
Fully cooperate with DOJ investigations;
Timely remediate the misconduct to prevent recurrence; and
Have no aggravating factors, such as repeat offenses or involvement by senior leadership.

Galeotti urged companies to disclose early and openly, noting that “timing and transparency in disclosure will tilt the scales towards leniency.” Even in cases involving aggravating circumstances, the DOJ may still offer a declination. This will depend on the severity of those factors and the company’s cooperation and remediation efforts.
Companies that report misconduct in good faith—without knowing whether DOJ is already aware—can still receive substantial benefits, including:

Shorter resolution periods, with agreements potentially lasting less than three years;
Significant fine reductions, based on cooperation, remediation, and the strength of a company’s compliance program; and
Reduced reliance on corporate monitors, with narrower criteria for when monitorships are imposed.

This reflects a meaningful departure from prior policies, which often conditioned benefits on stricter timelines or broader disclosures.
Another notable shift is the DOJ’s recalibrated approach to corporate monitorships. Described by Galeotti as “narrowed in scope to focus on practicality,” the updated policy introduces more discretion in imposing or terminating monitorships. Key considerations include the seriousness of the misconduct, the likelihood of recurrence, the robustness of a company’s compliance program, and alternative oversight mechanisms such as regulatory audits.
For companies currently under DOJ monitorships, the revised guidelines could offer relief. Depending on a review of risk and compliance strength, existing monitorships may be shortened or scaled back. Organizations should assess their compliance infrastructure and explore whether they meet the revised standards for a reduction or termination of oversight.
The DOJ’s updated policy signals a new era—one that emphasizes fairness and efficiency while continuing to aggressively pursue high-priority white-collar crimes. The message to corporate America is clear: proactive transparency and strong compliance are not only encouraged—they may be the key to avoiding criminal liability altogether.
For companies operating in enforcement-priority sectors, the takeaway is urgent. Strengthen your compliance programs, prepare for timely and honest disclosures, and act decisively in the face of potential misconduct. The incentives for doing so have never been greater.

Complaint Need Not Allege Fraud, Misrepresentation, Or Deceit To Be “Based Upon” A Corporation’s “Fraud, Misrepresentation or Deceit”

In 2002, the California Legislature created the Victims of Corporate Fraud Compensation Fund as part of the Corporate Disclosure Act. See Victims of Corporate Fraud Fund. There are a number of conditions that must be met to receive a payout from the fund. One of these conditions is that the victim secure “a final judgment in a court of competent jurisdiction against a corporation based upon the corporation’s fraud, misrepresentation, or deceit”. Cal. Corp. Code § 2282. In a recently published decision a California Court of Appeal decided that this condition was met even though the victims had not actually alleged “fraud, misrepresentation, or deceit”.
In Alves v. Weber, 2025 WL 1379121, the plaintiffs were defrauded by a corporation that promised, but failed to provide, long-term health care and estate planning services. The plaintiffs successfully obtained a judgment from the bankruptcy court that expressly adjudged plaintiffs to be “the victims of misrepresentation that satisfies all the essential elements of the California tort of intentional misrepresentation” and awarded specific monetary damages against the corporation”. The plaintiffs then sought recompense from the Fund, but the Secretary of State denied their claims, stating:

The Applications have been denied because the Default Judgment issued by the United States Bankruptcy Court for the Eastern District of California . . . does not appear to be a qualifying judgment for corporate fraud for purposes of the [Fund]. Further, none of the three claims for relief alleged in the Complaint to Determine Non-Dischargeability of Debt (11 USC 523 & 727), upon which the Default Judgment was based, are a ‘cause of action . . . for fraud . . . ’. See California Corporations Code sections 2281(g) and 2288(b)(2).

The Court of Appeal disagreed, holding that the plaintiffs had indeed obtained a final judgment based upon the corporation’s fraud even though they had not specifically alleged fraud. In this regard, the Court noted that “[a]lthough styled as a request to determine nondischargeability of debt, petitioners’ complaint also sought ‘a judgment determining that the . . . essential elements of the California tort of intentional misrepresentation have been satisfied’”.

PA Legislature to Consider Opening Two Year Window for Time Barred Sexual Abuse Claims

On May 6, 2025, the Pennsylvania House of Representatives’ Judiciary Committee announced its approval of two separate bills that would open a two-year window for victims of sexual abuse to file civil lawsuits for claims that are currently precluded by the statute of limitations or sovereign immunity. Both bills will now advance to the full Pennsylvania House of Representatives for further consideration.
In 2019, Pennsylvania passed legislation that extended the civil statute of limitations for childhood sexual abuse cases, giving victims until they turn 55 years old to file claims. However, the 2019 law does not apply retroactively, leaving some victims without recourse because their claims were already barred by the statute of limitations. The new bills aim to close that gap once and for all by allowing all victims of sexual abuse to file claims during a two-year window.
The two bills are House Bill 462 and House Bill 464:
House Bill 462: This bill provides a statutory two-year window during which survivors of childhood sexual abuse could file previously time-barred civil claims. It would also waive sovereign immunity retroactively under certain circumstances, allowing survivors to file claims against state and local agencies.
House Bill 464: This bill calls for an amendment to the Pennsylvania Constitution establishing a two-year window for survivors to bring forward civil claims that were previously blocked due to expired statutes of limitations. The amendment also waives sovereign immunity retroactively under certain circumstances.
The Judiciary Committee’s approval of the two bills followed a hearing where advocates and legal experts offered testimony in support of the legislation. Despite bipartisan support for these proposals over the last several years, previous efforts to pass such legislation have failed for various reasons.
When announcing the approval of the bills, Tim Briggs, Pennsylvania State Representative and Chair of the House Judiciary Committee, said “These bills are about fairness, healing and restoring the rights of people who were silenced for far too long.” “We owe survivors the chance to be heard in a court of law, no matter how much time has passed.” “The Judiciary Committee’s action is a powerful statement that justice delayed does not have to mean justice denied.” “We are finally moving toward a day when all survivors have the chance to seek accountability and healing.”
A similar law was passed in New York in 2019, after which we saw an explosion of sexual abuse cases filed in that jurisdiction. If either of the new Pennsylvania bills become law in the coming months, we expect that an enormous amount of sexual abuse lawsuits will be filed within that two-year window. It is important to start preparing now for the rush of claims that we anticipate will be filed once this legislation is passed.

China’s State Council Releases 2025 Legislative Plan – Amended Trademark Law in the Works

On May 14, 2025, China’s State Council released their 2025 Legislative Plan (国务院2025年度立法工作计划) including considering several IP-related laws and regulations. Specifically, “[i]n terms of implementing the strategy of rejuvenating the country through science and education and building a socialist cultural power, the draft amendment to the Trademark Law will be submitted to the Standing Committee of the National People’s Congress for deliberation… and the regulations on the protection of new plant varieties will be revised… The implementing regulations of the Copyright Law, the collective management regulations of copyright, the Internet Information Service Management Measures, the implementation regulations of the Cultural Relics Protection Law, [and] the integrated circuit layout design protection regulations … will be revised. Legislation work on the healthy development of artificial intelligence will be promoted.”

A list of legislative projects for 2025 follows. The full text of the announcement is available here (Chinese only).
I. Bills to be submitted to the Standing Committee of the National People’s Congress for deliberation (16 items)
1. Draft National Development Planning Law (drafted by the National Development and Reform Commission )
2. Draft Amendment to the Foreign Trade Law (drafted by the Ministry of Commerce )
3. Draft amendment to the Prison Law (drafted by the Ministry of Justice )
4. Draft Medical Insurance Law (drafted by the National Medical Insurance Administration )
5. Draft Social Assistance Law (drafted by the Ministry of Civil Affairs and the Ministry of Finance )
6. Draft Law on Protection and Quality Improvement of Cultivated Land (drafted by the Ministry of Natural Resources and the Ministry of Agriculture and Rural Affairs )
7. Draft Amendment to the Food Safety Law (drafted by the State Administration for Market Regulation )
8. Draft Amendment to the Banking Supervision and Administration Law (drafted by the Financial Supervision Administration )
9. Draft Amendment to the Tendering and Bidding Law (drafted by the National Development and Reform Commission )
10. Draft Amendment to the Certified Public Accountants Law (drafted by the Ministry of Finance )
11. Draft Amendment to the Road Traffic Safety Law (drafted by the Ministry of Public Security )
12. Draft Amendment to the Trademark Law (drafted by the National Intellectual Property Administration)
13. Draft Amendment to the Water Law drafted by the Ministry of Water Resources )
14. Draft Law on National Fire and Rescue Personnel (drafted by the Ministry of Emergency Management and the National Fire and Rescue Administration)
15. Draft Amendment to the Law of the People’s Bank of China (drafted by the People’s Bank of China )
16. Draft Financial Law (drafted by the People’s Bank of China, the State Administration of Financial Supervision, the China Securities Regulatory Commission, and the State Administration of Foreign Exchange )
II. Administrative regulations to be formulated or amended (30 items)
1. Regulations on Securing Payments to Small and Medium-sized Enterprises (Revised) (drafted by the Ministry of Industry and Information Technology)
2. Provisions of the State Council on Regulating the Services Provided by Intermediary Institutions for Public Offering of Stocks by Companies (drafted by the Ministry of Justice, the Ministry of Finance, and the China Securities Regulatory Commission)
3. Regulations on the Protection of Ancient and Famous Trees (drafted by the Ministry of Natural Resources, the Ministry of Housing and Urban-Rural Development, and the National Forestry and Grassland Administration)
4. Housing Lease Regulations (drafted by the Ministry of Housing and Urban-Rural Development)
5. Interim Regulations on Express Delivery (Revised) (Drafted by the Ministry of Justice, the Ministry of Transport, and the State Post Bureau)
6. Provisions for the Implementation of the Anti-Foreign Sanctions Law of the People’s Republic of China (drafted by the Ministry of Justice )
7. Provisions of the State Council on the Settlement of Foreign-Related Intellectual Property Disputes (drafted by the Ministry of Justice, the National Intellectual Property Administration and the Ministry of Commerce)
8. Regulations on the Protection of Important Military Facilities (drafted by the Ministry of Industry and Information Technology, the State Administration of Science, Technology and Industry for National Defense, and the Equipment Development Department of the Central Military Commission)
9. Marriage Registration Regulations (Revised) (Drafted by the Ministry of Civil Affairs)
10. Measures for the Implementation of the Drug Administration Law of the People’s Republic of China by the Chinese People’s Liberation Army (Revised) ( Drafted by the Logistics Support Department of the Central Military Commission and the State Administration for Market Regulation)
11. Regulations on the Protection of New Plant Varieties (Revised) (drafted by the Ministry of Agriculture and Rural Affairs)
12. Measures for the External Use of the National Emblem (Revised) (drafted by the Ministry of Foreign Affairs)
13. Regulations on Government Data Sharing (drafted by the General Office of the State Council)
14. Rural Highway Regulations (drafted by the Ministry of Transport)
15. Miyun Reservoir Protection Regulations (drafted by the Ministry of Natural Resources)
16. Interim Measures for Compensation for the Use of Flood Storage and Detention Areas (revised) (drafted by the Ministry of Water Resources)
17. Commercial Mediation Regulations (drafted by the Ministry of Justice)
18. Regulations on the Procedure for Formulating Administrative Regulations (Revised) (drafted by the Ministry of Justice)
19. Provisions on the Submission of Tax-Related Information by Internet Platform Enterprises (drafted by the State Administration of Taxation)
20. Regulations on the Management of Clinical Research and Clinical Transformation Application of New Biomedical Technologies (drafted by the National Health Commission)
21. Regulations on the Implementation of the Administrative Reconsideration Law (Revised) (drafted by the Ministry of Justice)
22. Regulations on Ecological Environment Monitoring ( drafted by the Ministry of Ecology and Environment)
23. Regulations on Nature Reserves (Revised) (drafted by the Ministry of Natural Resources and the National Forestry and Grassland Administration)
24. Securities Company Supervision and Administration Regulations (Revised) (drafted by China Securities Regulatory Commission)
25. Regulations on Promoting National Reading (drafted by the State Press and Publication Administration)
26. Regulations on Funeral and Interment Management (Revised) (drafted by the Ministry of Civil Affairs)
27. Urban Water Supply Regulations (Revised) (drafted by the Ministry of Housing and Urban-Rural Development)
28. Regulations for the Implementation of the Drug Administration Law (Revised) (drafted by the State Administration for Market Regulation and the National Medical Products Administration)
29. Regulations on Foundation Management (Revised) (drafted by the Ministry of Civil Affairs)
30. Regulations on Forest and Grassland Fire Prevention and Suppression (drafted by the Ministry of Emergency Management, the Ministry of Natural Resources, and the National Forestry and Grassland Administration)
Preparations are underway to revise … the Regulations for the Implementation of the Copyright Law, the Regulations on Collective Management of Copyrights, the Measures for the Administration of Internet Information Services , … the Regulations on the Protection of Integrated Circuit Layout Designs , … the Implementation Rules of the Counter-Espionage Law, …

Texas Governor Signs New Business-Friendly Governance Law to Promote In-State Corporate Growth: Senate Bill 29 Analysis

On May 14, 2025, Texas Governor Greg Abbott signed Senate Bill 29 (SB 29), which had been passed by the Legislature on May 7. The Bill, effective immediately, amends various provisions of the Business Organizations Code to make Texas a more attractive and predictable jurisdiction for entity formation and governance. That includes statutory reforms to enhance legal certainty for covered entities, reduce litigation exposure for corporate leaders, and ensure application of Texas law to internal governance disputes.
The Bill’s most notable and significant reforms to the Texas Business Organizations Code (TBOC) are addressed below.
1. Codification of the Business Judgment Rule
SB 29 codifies the Business Judgment Rule — a common law doctrine that immunizes corporate directors from personal liability for decisions made in good faith, with reasonable care, and in the best interests of the corporation. The codification of this long-standing legal doctrine is intended to allow corporate decision makers to confidently deploy capital and focus on managing their businesses rather than worry about personal liability risks.
In effectuating the Business Judgment Rule, SB 29 implements the following statutory reforms, which apply to public companies listed on a national exchange and any other corporation that affirmatively elects to be bound.1

The Bill creates a new Section 21.419 of the Business Organizations Code, which imposes a rebuttable presumption that corporate officers and directors act “(1) in good faith, (2) on an informed basis, (3) in furtherance of the interests of the corporation, and (4) in obedience to the law and the corporation’s governing documents.”
To rebut the above presumption, a party bringing a claim against managerial persons of a corporation must prove that (1) the actions or omissions of the officer or director constituted a breach of duty to the corporation, and (2) the alleged breach involves “fraud, intentional misconduct, an ultra vires act, or a knowing violation of law.”
Akin to Rule 9(b) of the Federal Rules of Civil Procedure, a claimant alleging “fraud, intentional misconduct, an ultra vires act, or knowing violation of law” must state with particularity the circumstances constituting fraud (which is a material change to Texas pleading standards).
The protections afforded under Section 21.419 above shall apply to all claims arising from alleged breaches of the duty of care, duty of loyalty, and any duties pertaining to corporate transactions with interested persons.

Notably, many future lawsuits — namely those involving public companies or $5 million in controversy — in which the now-codified Business Judgment Rule applies, can and should be litigated in the new Texas Business Court. See Tex. Gov’t Code § 25A.004(b), (d).
2. Enhanced Liability Protections for Officers and Directors of Limited Partnerships
A new Section 152.002(e) of the Business Organizations Code provides a unique protection for limited partnerships. As amended, the statute now provides that “a limited partnership may eliminate any or all of the duty of loyalty under [TBOC] Section 152.205, the duty of care under Section 152.206, and the obligation of good faith under Section 152.204(b), to the extent the partnership agreement expressly provides so.”
3. Enhanced Protections Against Derivative Shareholder Claims
The Bill imposes restrictive new provisions to limit abusive shareholder litigation. Most significantly, the law prohibits shareholders (or groups of shareholders) who beneficially own less than 3 percent of the corporate stock from bringing a derivative proceeding against publicly-listed companies or any other corporations (with 500 or more shareholders) that have opted into TBOC § 21.419. This new shareholder threshold requirement applies to all future derivative suits.
The new law also prevents plaintiffs’ counsel from recovering attorney’s fees in a derivative proceeding if the lawsuit’s sole outcome is that the corporation provides “additional or amended disclosures . . . to shareholders, regardless of materiality.”
To further bolster officer and director protections from claims arising from allegedly improper interested-party transactions, SB 29 further authorizes public companies and other opt-in corporations to form committees of independent and disinterested directors to review conflict transactions involving insiders. Corporations may petition the Texas Business Court, or district courts in some cases, for an adjudication of the independent and disinterested affiliation of any committee members. Any determination by the court of that issue shall be dispositive on the facts presented. If the corporation has already been sued, the court in which the lawsuit is pending must conduct an evidentiary hearing within 45 days (unless extended for good cause) as to whether the appointed officers and directors are indeed independent and disinterested.
4. Limitations on Shareholder Books and Records Requests
SB 29 provides a new limitation on shareholder books and records requests. Specifically, the statute precludes shareholders from submitting requests for emails, social media information, text messages or other similar electronic communications, unless the communication effectuates some corporate action.
The Legislature separately adds a new Section 21.218(b-2) to the Business Organizations Code that permits public corporations, and other opt-in corporations, to limit books and records requests during the pendency of an adversarial litigation or derivative proceeding against the company.
5. Mandatory Venue Provisions
The new law permits corporations to mandate in their governing documents that one or more courts in the state serve as the “exclusive forum and venue” for internal governance claims. This provides a strategic and potential economic benefit to corporations facing litigation in the state.
6. Waiver of Jury Trial Rights
A new Section 2.116 is added to the Business Organizations Code to allow domestic entities to include a jury waiver provision in their governance documents. The jury waiver will be enforceable against any person that votes for or ratifies the change. The jury waiver will also be enforceable against equity shareholders of a public company that continue to maintain their shares. Courts will otherwise continue to recognize existing forms of enforceable jury waivers against persons bringing an internal entity claim.
Conclusion
The bill’s legislative author, Senator Bryan Hughes, has declared SB 29 as “groundbreaking legislation” that “will draw even more companies to Texas” by “ensuring that Texas businesses can confidently deploy capital . . . and adopting other common-sense provisions to let boards and shareholders focus on managing their business and not their legal risks.” Additional legislation is currently pending before the State Legislature, to expand the jurisdiction and scope of the Texas Business Court, that, if passed, will further complement Texas’s increasingly business-friendly laws and encourage companies to make Texas their home for business.

1 In addition to corporations, SB 29 adopts similar protections for limited liability companies and limited partnerships, as codified under new Sections 101.256 and 153.163 of the Business Organizations Code.

Florida’s Proposed Choice Act to Add Significant Teeth to Enforcement of Non-Compete Agreements

Recently, the Florida legislature passed the “Contracts Honoring Opportunity, Investment, Confidentiality, and Economic Growth (CHOICE) Act.” For certain employees earning higher salaries, the CHOICE Act will make it much easier to enforce non-compete agreements in Florida and allow companies to enforce longer non-compete periods. It is expected that Governor DeSantis will sign the legislation soon, and the new law will take effect on July 1, 2025.
HIGHLIGHTS OF THE NEW LAW

It applies to “Covered Employees” which includes employees and independent contractors who either:

Work primarily in Florida; or
Work for an employer whose principal place of business is in Florida and their agreement is expressly governed by the Florida law.

A “Covered Employee” must also earn or be reasonably expected to earn a salary greater than twice the annual mean wage of the county in this state in which the covered employer has its principal place of business, or the county in this state in which the employee resides if the covered employer’s principal place of business is not in this state. Notably, “salary” includes the annualized base wage, salary, professional fees, and “other compensation for personal services” as well as “the fair market value of any benefit other than cash.” But “salary” does not include things such as health care benefits, severance pay, retirement benefits, expense reimbursement, discretionary incentives/awards, “distribution of earnings and profits not included as compensation for personal services,” or anticipated but indeterminable compensation such as tips, bonuses, or commissions.
”Health care practitioners” are exempted, but remain subject to current law, section 542.335.
The Act permits non-compete agreements up to four years in length. In contrast, under Florida’s current non-compete statute, employee-based non-competes lasting longer than 2 years are presumed to be unreasonable and unenforceable.
To fit under the Choice Act:

The employee must be advised in writing of the right to seek counsel before signing;
The employee must acknowledge in writing that the employee will receive confidential information or customer relationships during their employment;
If the employee has a garden-leave agreement, the non-compete period is reduced day-for-day “by any non-working portion of the notice period”; and
The employer must provide at least 7 days’ notice of the non-compete before an offer of employment expires or 7 days’ notice before the date that an offer to enter into a “covered non-compete agreement” expires.

The CHOICE Act also addresses Covered Garden Leave Agreements, which require employers to keep paying an existing employee for a certain period of time (up to 4 years) even though the employee is not required to perform any work. Garden Leave Agreements are common in sales and other customer relationship-based jobs as a way for employers to solidify and secure a departing employee’s client relationships before he or she starts a new job. Similar to Covered Non-compete Agreements, the Covered Garden Leave Agreements also require a seven-day notice period prior to signing, notice that advises the employee of the right to seek counsel, and an acknowledgment that the employee will receive access to confidential information or customer relationships.
For those covered, the CHOICE Act requires strict enforcement and makes it much easier for employers to obtain injunctions. Courts are required to preliminarily enjoin a Covered Employee from providing competing services to any business, entity, or individual during the non-compete period. Covered Employees can only modify or dissolve the injunction if they prove by clear and convincing evidence that (1) they are not in a competing role or will not use the employer’s confidential information or customer relationships, (2) the employer failed to pay or provide the consideration provided in the non-compete agreement following a reasonable opportunity to cure, or (3) the new employer seeking to hire the covered employee is not engaged in and is not planning or preparing to engage in business activity similar to the enforcing employer in the geographic area specified in the non-compete agreement.
The statute also requires courts to enjoin the new business or individual employing the employee subject to a non-compete or garden leave agreement, at which point the burden shifts to the new employer in the same manner as it shifts to the employee (although the new employer may not be allowed to claim “failure to pay” – i.e., the second defense noted above). Thus, businesses that are not parties to the non-compete agreement can still be subject to lawsuits and injunctive relief.
Notably, the Choice Act does not modify existing law, including Florida’s current non-compete law in section 542.335. Employees who are not “Covered Employees” under the CHOICE Act or who otherwise have not signed a non-compete that complies with the new Act can still have enforceable restrictive covenants under existing Florida law. But because section 542.335 places a significantly higher barrier on enforcing restrictive covenants, employers relying on non-compete agreements should obtain legal advice to determine whether to modify their agreements to take advantage of this new law.

NEXT STEPS FOR EMPLOYERS

Anyone with employees in Florida or with non-compete agreements that choose Florida law should contact an attorney to determine whether existing agreements should be revised in light of the CHOICE Act, and whether new agreements should take advantage of its provisions. It is likely that current agreements do not have certain language or meet the new notice requirements required under the Act.
Parties contemplating corporate transactions involving Florida businesses or Florida employees that include restrictive covenants may now wish to rely on a Florida choice-of-law provision (if applicable) rather than the law of a foreign jurisdiction, such as Delaware, which would not be affected by the CHOICE Act.
Companies should carefully review their current confidentiality policies and procedures to ensure that they are properly documenting employees’ receipt of and agreements to protect company confidential information and customer relationships.
Companies should review employee compensation to ensure that the employees whom the company desires to be subject to non-competes under the new law meet the “salary” threshold.

What California Employers Need to Know About Wage Deductions

It is important for employers in California to understand what is permitted for wage deductions to maintain compliance and avoid potential pitfalls.
Employers in California may lawfully withhold amounts from an employee’s wages if: (1) the employer is required to withhold certain amounts under state or federal law, such as federal and state income taxes, as well as contributions to Social Security and Medicare; (2) the employee expressly authorizes certain deductions in writing, such as the employee’s share of insurance premiums, benefit plan contributions or other deductions not amounting to a rebate on the employee’s wages; (3) the deductions are mandated by Court order, such as child support, alimony, or debt repayment (garnishments); or (4) the deduction is expressly authorized by a wage or collective bargaining agreement, such as union dues or negotiated contributions.
However, there are certain deductions that California law prohibits, and, in many cases, the prohibition applies notwithstanding the employee’s written consent to the deduction.

Employers are not allowed to collect, take, or receive tips or gratuity left for an employee.
Costs associated with taking photographs or obtaining bonds required by the employer must be covered by the employer, as must the cost of uniforms if they are mandatory. Furthermore, employees must be reimbursed for business-related expenses incurred during the performance of their duties.
Employers are generally prohibited from deducting wages for cash shortages, breakages, or losses of equipment that were borne from negligence or regular business operations. Although deductions of amounts borne from losses from an employee’s dishonesty, willfulness, or gross negligence may be permissible, employers should still proceed cautiously and consult with legal counsel before doing so. Moreover, recovering losses from payroll errors or past salary advances garners increased scrutiny from the courts.

Employees are protected from termination solely due to the existence or threat of wage garnishments.
To maintain compliance, employers should focus on clear communication with their workforce, ensuring that wage deductions are well-explained and authorized in writing. It is essential to conduct regular audits of payroll practices to ensure adherence to both state and federal laws.