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Resource
The Latham FPI Guide
Updated guide includes the topics that are of most interest to foreign private issuers and their advisors when engaging in US capital markets transactions.
Latham In Focus Video Series
The Book of Jargon Series – Word of the Day®
The Book of Jargon® is a series of practice area and industry-specific glossaries published by Latham & Watkins.
Parent
the main document in a Family (typically a cover email). Children are attached to Parents to comprise a single Document Family.
Article 9
the part of the UCC that governs the validity and Perfection of Security Interests in most personal property secured deals. In California, Article 9 is called “Division 9” — they just have to be special.
Passporting
the facility available to Issuers to use one Base Prospectus approved by the competent authority of its home member state for a public offer of its Securities or the admission of its Securities to trading on a Regulated Market of another member state pursuant to the Prospectus Directive.
Spoliation
the destruction of relevant ESI, including its Metadata. Depending on the type of Spoliation that occurred (inadvertent or deliberate), a court may apply Sanctions against a party that lost the data.
High Splits
when the holder of the Incentive Distribution Rights (often the General Partner) is receiving distributions at the highest marginal percentage (typically 48 percent, exclusive of the General Partner Interest), it is sometimes said that the holder is “in the high splits.” See Incentive Distribution Rights.

