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DealBook

Covers mergers and acquisitions, investment banking, IPOs, private equity, hedge funds, venture capital and law. A Financial News Service of The New York Times.

http://dealbook.blogs.nytimes.com

Nov 20
Ron Paul Defends His Plan for Fed Oversight

Defending himself against critics, Representative Ron Paul of Texas played down concerns on Friday that his amendment to give Congress sweeping new oversight powers over the Federal Reserve would compromise the central bank's political independence. Posted on November 20, 2009 at 03:26 pm by By CYRUS SANATI
Nov 20
Hershey Considers a Counterbid for Cadbury

Hershey is considering bidding for Cadbury, a proposal that would top the $16.7 billion hostile bid from Kraft, people briefed on the matter told DealBook on Friday. Posted on November 20, 2009 at 02:59 pm by By MICHAEL J. DE LA MERCED and ANDREW ROSS SORKIN
Nov 20
Morgan Stanley Reaches Deal on Barclays Loan

Morgan Stanley is handing over Crescent Real Estate Equities to Barclays Capital, winning forgiveness of a $2 billion loan that financed its acquisition of the real estate business in 2007. Posted on November 20, 2009 at 11:24 am by By DEALBOOK

Rank This Week: 9

Psychology of Compliance & Due...

Psychology of Compliance & Due Diligence Law

Covers due diligence, lawsuits, Ponzi schemes, pyramid schemes, and recovery of losses. By Michael Webster.

http://www.bizop.ca/blog2/

Nov 19
FTC Settlements Bar Deceptive Online Marketing

Image via Wikipedia From the FTC Press Release on Commerce Planet's deceptive negative option plan. An online marketer of purportedly "free" Internet auction kits, which automatically charged unwitting consumers $59.95 a month for enrollment in an "online supplier" program for Internet auctions, has agreed to settle Federal Trade Commission charges that its actions violated federal law. The separate proposed court settlements with the company and two of its former executives bar them from... Posted on November 19, 2009 at 06:31 pm by bizop
Nov 19
Schoemaker and Yu Make Up

Image via Wikipedia Mr. Schoemaker and Mr. Dennis Yu have been making up stories about each other. Mr. Schoemaker accuses Mr. Yu of being a confidence criminal. "A couple days ago I posted my personal story with Dennis Yu. The post I wrote was the longest post ever written on ShoeMoney.com. Over 4,000 words. This guy is a very dangerous person and I wanted to tell the entire story in as much detail as possible even if some of it was really embarrassing to me. You CAN'T give con men any room to... Posted on November 19, 2009 at 05:37 pm by bizop
Nov 17
What is the Con Here?

Image by Getty Images via Daylife I will walk you through how these online scams work on Facebook and other social networks - the mechanics of how the money is made, some of the people involved, and who is actually clicking on ads. If you're reading this article, there is a good chance that you are not the type of person actually clicking on these spam ads, but are you curious as to who actually is? This is from Techcrunch, Dennis Yu confessing to using deceptive marketing tactics to make money... Posted on November 17, 2009 at 04:16 pm by bizop

Rank This Week: 20

Conglomerate

Covers business, law, economics and society. By Professors Gordon Smith, Christine Hurt, Vic Fleischer, Fred Tung, and Lisa Fairfax.

http://www.theconglomerate.org/

Nov 21
The Law School Shakedown Cruise

I've spend a good chunk of my guest-blogging stint making dismal predictions about the future of law schools. In reply to Usha's post, the first thing I thought about is how these predictions will affect me. I waited a long time to become a law professor, and I'm having a ball. So clouds darkening the horizon are unnerving for many personal reasons too. I'm also not so sure blogging about the problems in legal education is a great career move for the untenured. To wit, late last Friday... Posted on November 21, 2009 at 10:50 am by Erik Gerding
Nov 21
Teaching Business Associates after the Crisis

Following my post on revisiting the "Contracts Crisis", I am wondering how those of you teaching Business Associations and Corporations have integrated the financial crisis into your classes. I'm sure that the crisis will make my end-of-the semester class on Corporate Social Responsibility even more lively. I wish I had remembered, but I meant to talk about why Bear Stearns didn't just abandon their two hedge funds in the context of my veil piercing classes. Moral or implicit recourse seems an... Posted on November 21, 2009 at 08:51 am by Erik Gerding
Nov 21
The Contracts Crisis Revisited

Christine had a really provocation post several months back on whether the financial crisis reflected a "Contracts Crisis" to rival the "Torts Crisis" we hear so much about. This merits continued discussion. The basic question is whether the financial crisis is forcing us to rethink how basic contract principles apply to rigid mortgage contracts, indentures for asset-backed securities, and credit derivatives. When should contract law bend to allow the government to modify these agreements to... Posted on November 21, 2009 at 07:10 am by Erik Gerding

Rank This Week: 31

Indiana Civil & Business...

Indiana Civil & Business Lawyer Blog

Covers business law, employment law, estate planning and intellectual property. By Sam Hasler.

http://haslerlaw.blogspot.com/

Oct 31
And to All, A Good Night - Going on Hiatus

This year has been rocky with this blog as it has been for this part of my practice. With the current economy, it seems unlikely to grow and I need the time I would need to spend on this blog and this practice area in other areas which can keep the bills paid. Even that might be too optimistic at this time. In the past month alone I have been dealing with flu, an eight year old with a broken leg and training a new secretary and all that in addition to the usual tasks of running an office.... Posted on October 31, 2009 at 05:21 am by Sam Hasler
Oct 30
Trade Secrets - Criminal Case and Interesting Issues

Not too often do I make a big deal about a criminal case, but Silicon Valley 'Spies Like Us': Trial begins for 2 engineers accused of economic espionage involving China doe shave interestng points. First, the facts: According to the indictment, the defendants allegedly created a company, SICO Microsystems, "for the purpose of developing and marketing products derived from and using the stolen trade secrets," which were related to computer chip design and development. The defendants also... Posted on October 30, 2009 at 02:44 am by Sam Hasler
Oct 29
Non-Competition - Policy Ideas

I have eruitten before aobut Massachusetts liberality towards non-compete agreements here and here. NECN reported a potential change its Mass. non-compete culture to change? Warner said he believes limiting or banning non-competes would lead to more companies like Google, Cisco Systems, and Avid getting launched in this area instead of Silicon Valley or other parts of the country. "Here's what happens with non-competes: People think about starting a new company, but they can't leave their... Posted on October 29, 2009 at 12:02 am by Sam Hasler

Rank This Week: 38

43(B)log

Covers false advertising and intellectual property issues. By Professor Rebecca Tushnet.

http://tushnet.blogspot.com/index.html

Nov 20
Another reason I'm glad to be a vegetarian

Sushi fraud: Apparently, if you don't walk around fingerprinting the DNA of your fish--the database is, hilariously, FISH-BOL--you run the risk of ordering tuna and instead receiving escolar, "a nasty fish with buttery flesh that can cause bizarre episodes of diarrhea, accompanied by a waxy intestinal discharge," or an endangered species of tuna. "[R]esearchers from Columbia University and the American Museum of Natural History ordered tuna from 31 sushi restaurants and then used genetic tests... Posted on November 20, 2009 at 01:22 pm by Rebecca Tushnet
Nov 20
Non-survey experts in trademark cases

Flagstar Bank, FSB v. Freestar Bank, N.A., 2009 WL 3837145 (C.D. Ill.) I am very interested in the use of non-survey expert evidence in trademark and false advertising cases; I think it has a lot of potential to improve the analysis, especially given how manipulable surveys are-reasoning from what we know about human communication and understanding generally may well be more reliable than a claim-specific survey. But it's not often done, and the judge's careful dissection of a proffered expert... Posted on November 20, 2009 at 03:45 am by Rebecca Tushnet
Nov 19
The history of snake oil

From the Smithsonian Museum of American History (yes, it has a blog). And a website for its collection of patent medicines. If you want to know why we have the FDA, take a look. HT: Zach Schrag. Posted on November 19, 2009 at 09:09 am by Rebecca Tushnet

Rank This Week: 45

The Race to the Bottom

A faculty-student collaboration on corporate governance. By Professor J. Robert Brown, Jr.

http://www.theracetothebottom.org/home/

Nov 20
In re MIVA, Inc. Securities Litigation and the Problem of Loss Causation

In the securities fraud class action In re MIVA, Inc. Securities Litigation, No. 2:05-cv-00201-JES-DNF (M.D. Fla. Aug. 25, 2009), Magistrate Judge Douglas N. Frazier recommended the United States District Court of the Middle District of Florida grant the defendants' motion for summary judgment. The Magistrate Judge held that the plaintiffs could not present a triable issue of fact on the issues of loss causation and damages. The plaintiffs were a class of persons who purchased or acquired... Posted on November 20, 2009 at 05:00 am by Tracy Taylor
Nov 19
Compensation Contracts and Plain Language: The Limits of Golden Parachutes (Martinez v. Regions Financial Corp)

In Martinez v. Regions Financial Corporation, No. 4128-VCP, 2009 WL 2413858, *1 (Del. Ch. Aug. 6, 2009), an executive was discharged without cause after refusing to enter into a new employment agreement. The Delaware Court of Chancery determined the former executive was entitled to her "golden parachute" severance package, but also found she was not entitled to salary and benefits for the remainder of her employment agreement. The plaintiff, Susan A. Martinez ("Martinez"), was a Senior... Posted on November 19, 2009 at 05:00 am by Andrew Podore
Nov 18
Another Voice for Resurrecting Glass Steagall

Congressman Conyers has announced that he will introduce legislation to provide for a "modernized and updated version of the Glass-Steagall Act." It is part of the growing recognition that complete repeal was a mistake, something pointed out in The "Great Fall": The Consequences of Repealing the Glass-Steagall Act, a piece published before repeal occurred. Much of the focus so far has been on the need to restrain deposit taking banks from engaging in higher risk practices associated with... Posted on November 18, 2009 at 09:00 am by J. Robert Brown

Rank This Week: 49

Blawgletter

Offers business trial law with a sense of humor. By Barry Barnett.

http://blawgletter.typepad.com/bbarnett/

Nov 19
Qui Tam Target May Sue Third Party for Causing Target to Make False Claim to Feds, Ninth Circuit Rules

One hundred and eighty years ago, on August 15,1829, as the New England summer faded and a school year dawned, U.S. Supreme Court Justice Joseph Story spoke to a muster of colleagues and students in Cambridge, Massachusetts. They came to honor the Justice's inauguration as Dane Professor of Law at Harvard University. He told them about the "Value and Importance of Legal Studies". He said: I will not say with Lord Hale, that "The Law will admit of no rival" . . . but I will say that it is a... Posted on November 19, 2009 at 04:24 pm by Barry Barnett
Nov 18
Boeing Goes Three for Three on Tanker Contract; Federal Circuit Restores Air Force Award

Boeing put the the first KC-135 Stratotanker into service 52 years ago. The U.S. Air Force bought the last one in 1965. The four-engine KC-135 Stratotanker jets across the firmament, refueling other aircraft in flight. It also, per Boeing -- which first delivered the hulking milk cow in June 1957 -- can with upgrades "serve as flying command posts, pure transport, electronic reconnaissance, and photo mapping craft." In 2005, the Air Force asked for proposals on a contract to provide upkeep of... Posted on November 18, 2009 at 08:08 am by Barry Barnett
Nov 17
"Super Lawyers" Ranks Law Schools!

They did it! The folks who create Super Lawyers have parsed their data to see which law schools produce the most promotion-worthy lawyers. The top 10 list follows: Rank Law School 1 Harvard Law School 2 University of Michigan Law School 3 The University of Texas School of Law 4 University of Virginia School of Law 5 Georgetown University Law Center 6 New York University School of Law 7 Columbia Law School 8 University of Florida Levin College of Law 9 University of California Berkeley School of... Posted on November 17, 2009 at 10:05 pm by Barry Barnett

Rank This Week: 52

Florida Estate Planning Lawyer...

Florida Estate Planning Lawyer Blog

Covers estate planning, probate, taxes, elder law, business law and employment law issues. Published by Jacksonville, Florida estate planning lawyer, David M. Goldman.

http://www.floridaestateplanninglawyerblog.com/

Nov 22
St. Johns County Foreclosure Lawyer: Foreclosure Defense Attorney

If you own a home, subject to a Foreclosure in St. Johns county, you should contact a Florida Foreclosure Lawyer to discuss your rights. St. Johns county is made up of the following citites. Crescent Beach, Fort Matanzas, Fruit Cove,... Posted on November 22, 2009 at 07:12 am by David M. Goldman
Nov 22
Jacksonville Loan Modification Leads to Florida Foreclosure for Many.

To date, only a very small percentage of loans have received modifications. And, even those modifications are only good for number of years. At the end of the modification term, the loans revert back to what started this mess in... Posted on November 22, 2009 at 07:04 am by David M. Goldman
Nov 18
Jacksonville Loan Mortgage Modificiation Lawyer and Foreclosure Defense

Many Jacksonville Foreclosure Lawyers see the poor attempt by banks to do loan modifications. Loan Modifications are in the news in Jacksonville Florida where it appears that many have been told to stop making payments to be eligible for... Posted on November 18, 2009 at 11:21 am by David M. Goldman

Rank This Week: 67

The Journal of the Business Law...

The Journal of the Business Law Society

Covers recent developments affecting business law . By the students of the University of Illinois College of Law.

http://www.law.uiuc.edu/bljournal/

Nov 8
Be Careful, They’re Unpaid Interns: Is the NCAA and its Member Schools Unfairly Profiting From the Likenesses of Its Athletes?

I. Introduction We hear the debate all the time. Some sports writer will call for college athletes to be paid.[1] Another will rebut that they are given hundreds of thousands of dollars in college tuition, books and housing.[2] This debate is surely to drag out as long as there are intercollegiate sports, no matter what the rule on the NCAA's books is either way. As it stands, the NCAA and its member schools profits by selling the publicity rights of its athletes to video gaming companies, as... Posted on November 8, 2009 at 12:25 pm
Nov 5
Implications of the Genetic Information Nondiscrimination Act (GINA) on Professional Sports

I. Introduction The sports business industry is one of the largest and fastest growing industries in the United States. In fact, the Sports Business Journal estimates the size of the sports business industry to be $213 billion in the United States alone. [1] Furthermore, sports business law is a dynamic field of law with new issues arising on an almost daily basis due to courts decisions, new legislation, and regulation. [2] One piece of new legislation, the Genetic Information... Posted on November 5, 2009 at 03:59 pm
Nov 3
Deficient in Deficiencies: The Potential Effects of the Refusal to Uphold Full-Recourse, Residential Real Estate Loans

I. Introduction Foreclosures have taken on a new significance in the last few years as a result of the financial crisis. This has the led the finer points of the foreclosure proceedings to become extremely important for many lenders, and for many borrowers in default. One potentially important practice is the oft-rumored, but rarely documented routine of certain judges to simply refuse to grant any deficiency judgments in personal foreclosures. Cases have been brought before higher courts... Posted on November 3, 2009 at 03:06 pm

Rank This Week: 80

The Harvard Law School Corporate...

The Harvard Law School Corporate Governance Blog

Covers boards of directors, corporate elections, executive compensation, practice insights, legal developments, securities regulation, and Sarbanes-Oxley. Sponsored by the HLS Corporate Governance Program.

http://blogs.law.harvard.edu/corpgov

Nov 21
Communications with Financial Analysts and Related Disclosure Issues

(Editor's Note: This post is an abridged version of a Cleary Gottlieb Steen & Hamilton LLP client memorandum, excluding footnotes; the complete memorandum is available here.) Securities analysts play a key role in securities markets, and publicly held companies as a matter of market practice regularly brief them to help them understand company results and business trends. There have been some unfortunate instances, however, in which analysts have received nonpublic information on which... Posted on November 21, 2009 at 08:52 am by Edward F. Greene, Cleary Gottlieb Steen & Hamilton LLP,
Nov 20
Executive Compensation for the 2009-2010 Season

Charles M. Nathan is a corporate partner at Latham & Watkins LLP and Global Co-Chair of the firm's Mergers and Acquisitions Group.This post comes is based on a Latham & Watkins LLP client memorandum by James D.C. Barrall, Bradd L. Williamson and Allegra C. Wiles. Policy Drivers in the Current Environment - As public companies, Boards and Compensation Committees begin to make year-end 2009 compensation decisions, draft proxies for their 2010 shareholder meetings and design 2010 executive... Posted on November 20, 2009 at 06:16 am by Charles M. Nathan, Latham & Watkins LLP,
Nov 20
The Merger Agreement as a Contract

Recently, in the Mergers and Acquisitions course at Harvard Law School, three preeminent M&A practitioners discussed the Merger Agreement as a Contract with Vice Chancellor Leo Strine, Jr., who teaches the class. The panelists were Rick Climan, a partner in the Mergers and Acquisitions group at Dewey & LeBoeuf LLP; Faiza Saeed, a partner in the Corporate Department of Cravath, Swaine & Moore LLP; and Kim Rucker, Senior Vice President and General Counsel of Avon Products, Inc. The... Posted on November 20, 2009 at 06:16 am by Scott Hirst, co-editor, HLS Forum on Corporate Governance and Financial Regulation,

Rank This Week: 85

Class Action Defense Blog

Covers CAFA, class certification, employment law, FCRA, FDCPA and multidistrict litigation. Published by Michael Hassen of Jeffer Mangels Butler & Marmaro LLP.

http://classactiondefense.jmbm.com/

Nov 19
Class Action Defense Cases–Anthony v. AIG: Eleventh Circuit Certifies Questions To Georgia Supreme Court Following Dismissal Of Class Action Complaint Challenging Excessive Notary Fees Charged In Connection With Refinance

/**/ Propriety of Dismissal of Class Action Challenging Notary Fees Charged by Lender in Connection with Refinance of Home Loan that were in Excess of Maximum Allowed by Georgia State Law Turned on Issues not yet Clearly Resolved by Georgia Courts Eleventh Circuit Holds, thereby Warranting Certification of Questions to Georgia Supreme Court Plaintiff filed a putative class action against American General Financial Services, with whom they had refinanced their home loan, alleging violations of... Posted on November 19, 2009 at 04:22 am by Michael J. Hassen
Nov 17
Class Action Defense Cases–Schachter v. Citigroup: California Supreme Court Affirms Defense Judgment In Labor Law Class Action Holding Forfeiture Of Restricted Stock Shares Upon Termination Did Not Violate California Labor Code

/**/ Trial Court Properly Granted Summary Judgment in Favor of Employer in Class Action Alleging Failure to Pay Wages under Labor Code because Prospective, Bilateral Agreement between Employer and Employee to Pay a Portion of Compensation in Restricted Stock Shares that were Forfeited upon Resignation or Termination for Cause Prior to Expiration of Two-Year Vesting Period did not Violate Labor Code California Supreme Court Holds Plaintiff, a former stockbroker at Smith Barney (a subsidiary of... Posted on November 17, 2009 at 04:11 am by Michael J. Hassen
Nov 16
Class Action Defense Cases–Williams v. Geithner: Minnesota Federal Court Denies Preliminary Injunction In Class Action Based On Home Affordable Modification Program (HAMP) Holding It Unlikely Class Action Claims Will Prevail

/**/ Class Action Alleging Denial of Loan Modifications under HAMP (Home Affordable Modification Program) Violate Constitutional Right to Procedural Due Process Unlikely to Succeed on the Merits because Federal Regulations did not Create Property Right in Loan Modifications so Plaintiffs' Request for Preliminary Injunction Denied Minnesota Federal Court Holds Plaintiffs filed a putative class action against various defendants - including various banks and federal government agencies - seeking a... Posted on November 16, 2009 at 03:58 am by Michael J. Hassen

Rank This Week: 92

West Virginia Business Litigation

Covers developments in business and commercial litigation. By Jeffrey V. Mehalic.

http://www.wvbusinesslitigationblog.com/

Nov 14
WV Supreme Court Finds Forum-Selection Clause Requires Reversal of $50 Million Verdict

I want to discuss in more detail the Supreme Court of Appeals' decision in Caperton v, A. T. Massey Coal Co., Inc., which was issued on Thursday. I'll discuss in a separate post another decision issued on Thursday, Associated Press v. Canterbury, in which Massey was involved but not a party. Because this decision represents the third time the court reversed the plaintiffs' verdict and the third time that Justice Robin Davis has written the majority opinion, there is not a lot of new ground in... Posted on November 14, 2009 at 05:49 am
Nov 12
WV Supreme Court Reverses $50 Million Verdict Against Massey for Third Time

The Supreme Court of Appeals of West Virginia has again reversed the $50 million verdict obtained in 2002 by Hugh Caperton and his companies against Massey and several of its subsidiaries. Caperton v. A. T. Massey Coal Co. was before the Court for the third time, following the United States Supreme Court's ruling in June that Chief Justice Brent Benjamin should have recused himself from earlier appeals. As in the two earlier appeals, Acting Chief Justice Robin Davis wrote the opinion, which... Posted on November 12, 2009 at 12:43 pm
Nov 7
WV Supreme Court Addresses Substance, Procedure of Arbitration in Two New Decisions

Today I want to bring to your attention two new decision from the Supreme Court of Appeals of West Virginia, which deal with the substance and procedure of the arbitration process. In the first opinion, State ex rel. Clites v. Clawges, 2009 WL 3320488 (W.Va. 2009), Clites was hired as a customer service representative of TeleTech, and participated in a group employee orientation session that included the discussion and completion of employment-related paperwork. After nearly three years of... Posted on November 7, 2009 at 10:37 am

Rank This Week: 96

Consumer Goods & Retail...

Consumer Goods & Retail Industry Litigation Blog

Covers litigation-related issues concerning consumer packaged goods manufacturers, retailers, advertisers, consumers and attorneys. By Daniel Low.

http://cpglitigation.blogspot.com/

Oct 13
Arctic Glacier Pleads Guilty to Criminal Antitrust Conspiracy

Arctic Glacier and three of its executives have pleaded guilty to a criminal antitrust conspiracy in the market for packaged ice. The Department of Justice issued a press release on Tuesday announcing the plea agreement: Minneapolis Packaged-Ice Company Agrees to Plead Guilty to Customer Allocation Conspiracy Company Agrees to Pay $9 Million Criminal Fine WASHINGTON - A packaged-ice company, headquartered in St. Paul, Minn., has agreed to plead guilty and to pay a $9 million criminal fine for... Posted on October 13, 2009 at 06:23 pm by Daniel Low
Oct 4
Court Denies News America’s Summary Judgment Motion in Insignia System’s Lawsuit

On September 30, the U.S. District Court for the District of Minnesota largely denied News America's motion for summary judgment and granted Insignia Systems' motion for summary judgment on News America's counterclaims. Insignia had alleged that News America engaged in anticompetitive business practices in the market for in-store shelf advertising, while News America filed a number of counterclaims. News America had asked the Court to dismiss Insignia's claims on the grounds that the undisputed... Posted on October 4, 2009 at 04:30 pm by Daniel Low
Sep 20
DOJ Weighs in on Proposed Google Books Settlement

The Department of Justice Antitrust Division filed a statement of interest Friday, available here, opposing the Google Books settlement. DOJ's filing addresses concerns that the settlement: (1) fails to satisfy Federal Rule of Civil Procedure 23 (which governs class action lawsuits); (2) violates copyright law; and (3) violates antitrust law. DOJ's statement is a bit unusual in that it raises both antitrust and non-antitrust concerns; typically the DOJ's Antitrust Division confines public... Posted on September 20, 2009 at 02:32 am by Daniel Low

Rank This Week: 104

Business and Technology Law

Covers trade secret litigation, software asset management, IT audits, open source litigation and data privacy. From Scott & Scott.

http://www.scottandscottllp.com/main/blogindex.aspx?id=158

Aug 10
When to Seek Help for a BSA Audit

Many companies choose to pursue an internal audit of software systems after receiving a request from the Business Software Alliance (BSA). When it comes to deciding how to proceed with an audit, there are multiple considerations, including, but not limited to, the size of the company, amount of computers, type of software at issue, IT support, and accuracy of a company's records. A small company with few computers is better suited than a larger corporation to conduct its own audit either... Posted on August 10, 2009 at 07:54 am by Marketing Department
Jul 27
Tracking Down Proofs of Purchase for Software Licenses

When a company receives a letter from the Business Software Alliance (BSA) questioning the authenticity of software licensing status and demanding an in-house audit, it is very important to have proofs of purchase for the licenses in question. Absent sufficient proof of purchase, the BSA will assume that the associated software installations are unlicensed and will demand that the company pay a penalty to resolve claims of alleged copyright infringement. It is also important to note that the... Posted on July 27, 2009 at 07:54 am by Marketing Department
Jul 7
Audit Inspections: How to Proceed with Inspecting Computers for Software Installations

The Business Software Alliance (BSA) is an organization that represents software companies and prosecutes alleged unlicensed use of those member companies' software products. The BSA generally initially sends a company a letter indicating the company may be out of compliance with applicable software license agreements and demanding that the company investigate and inspect each computer for BSA-member software installations. Then the inspection begins. This process varies depending on the size... Posted on July 7, 2009 at 07:54 am by Mariqus Alexander

Rank This Week: 117

Delaware Corporate and Commercial...

Delaware Corporate and Commercial Litigation Blog

Offers Delaware Chancery Court and Suprme Court updates. By Francis G.X. Pileggi.

http://www.delawarelitigation.com/

Nov 20
ABA Seminar on Delaware Corporate Law and Potentially Increasing Federalization

I am blogging from the ABA Business Law Section Fall Meeting in D.C. This post is the product of the notes taken at the following panel presentation: Federalization of Corporation Law in a Time of Crisis - Which Institutions are Best Able to Improve Corporate Governance and Performance Going Forward. Presented by: Business and Corporate Litigation Committee and The Committee on the Federal Regulation of Securities Moderator: Rolin P. Bissell, Partner, Young Conaway Stargatt & Taylor LLP,... Posted on November 20, 2009 at 06:37 am
Nov 18
Live Video of Chancery Court Trial in Amirsaleh v. NY Board of Trade

Amirsaleh v. NY Board of Trade. A short video clip of the trial in this case that is ongoing this week in the Delaware Court of Chancery is available here, courtesy of www.courtroomview.com Prior decisions of the Court of Chancery in this case highlighted on this blog are available here and here. Posted on November 18, 2009 at 11:10 am
Nov 14
Court of Chancery Decides Fiduciary Duty Claims Against LLC Manager and Allows Dissolution Claim to Proceed

Lola Cars Int'l Limited v. Krohn Racing, LLC, No. 3379-VCN (Del. Ch. Nov. 12, 2009), read 31-page letter decision here. This decision of the Delaware Court of Chancery is chock full of substantive Delaware LLC law that is of practical usefulness for business lawyers and litigators. Key Issues Addressed Dissolution requested by one member of an LLC pursuant to Section 18-802 of the Delaware LLC Act; Breach of fiduciary duty of an LLC manager and whether pre-suit demand was excused (i.e., was a... Posted on November 14, 2009 at 07:02 pm

Rank This Week: 124

Oregon Business Litigation

The Oregon Business Litigation blog is a resource for in-house counsel, business executives, human resource managers and others who monitor litigation and legal issues affecting Oregon businesses. From the litigation group in the Portland office of Ater

http://www.aterwynneblog.com/oregon_business_litigatio/

Nov 17
First tribally-owned Wall St. investment firm

After years of economic development focused on resource extraction and gaming, the Lower Brule Sioux Tribe, a federally-recognized tribe located in South Dakota, recently purchased the Westrock Group, making the company the first fully Tribally-owned investment firm. This purchase signals not only a major shift in Tribal economic development focus, it also provides the Westrock Group with a huge advantage over other investment firms. Because it is a Tribally-owned business, the firm will not be... Posted on November 17, 2009 at 09:55 am by Rob Roy Smith
Nov 13
Ater Wynne employment law seminar: The top ten of 2009

Join Ater Wynne's Labor and Employment Group for a seminar on the year's top 10 developments in employment law The seminar will be held at Bridgeport Brewing Company on Thursday, December 10, 2009, 8 to 11 am. More details are available here, and at the Ater Wynne LLP web site. Posted on November 13, 2009 at 01:53 pm by Lori Bauman
Nov 11
U.S. Supreme Court to choose test for a corporation's "principal place of business"

Among the grounds for subject matter jurisdiction in federal court is diversity jurisdiction, which is available when the plaintiff and defendant are citizens of different states. A corporation's citizenship is defined as its "principal place of business," and if a corporate defendant's principal place of business is in the state where plaintiff is a citizen, federal court may be unavailable as a forum. A case currently pending before the U.S. Supreme Court will resolve which of several tests... Posted on November 11, 2009 at 09:52 pm by Shemia Fagan

Rank This Week: 135

Truth on the Market

Academic commentary on law, business and economics. Thom Lambert, Geoffrey Manne, Keith Sharfman, William K. Sjostrom, Jr., and Joshua D. Wright.

http://www.truthonthemarket.com

Nov 19
Watch CELS on the Web

If you cannot attend this year's excellent looking (program here) Conference on Empirical Legal Studies, which is at USC Friday and Saturday, you can watch the webcast of the panels here. This is a pretty nifty addition to the conference and one that I appreciate as I'll be missing it this year. Unfortunately, not much in the way of antitrust and competition policy this year but more generally CELS is quickly becoming one of the best conferences around for law and economics scholars interested... Posted on November 19, 2009 at 10:32 pm by Josh Wright
Nov 18
A Decision-Theoretic Rule of Reason for Minimum Resale Price Maintenance

My latest working paper, which bears the same title as this post, is now available on SSRN. In the paper, I address the challenge created by the Supreme Court's 2007 Leegin decision, which abrogated the 96 year-old rule declaring resale price maintenance (RPM) to be per se illegal. The Leegin Court held that instances of RPM must instead be evaluated under antitrust's more lenient rule of reason. It also directed lower courts to craft a structured liability analysis for separating pro- from... Posted on November 18, 2009 at 03:21 pm by Thom Lambert
Nov 17
New Federal Trade Commission Nominees Julie Brill and Edith Ramirez

The President has announced his intention to nominate two new Federal Trade Commissioners: Julie Brill and Edith Ramirez. Brill comes from a State AG background (Vermont and most recently North Carolina). Ramirez was a partner at Quinn Emanuel whose bio suggests significant experience in litigating intellectual property and other commercial contract disputes. Posted on November 17, 2009 at 06:18 am by Josh Wright

Rank This Week: 168

Delaware Business Litigation...

Delaware Business Litigation Report

Offers case summaries of Delaware court decisions in business-related litigation. By Morris James.

http://www.delawarebusinesslitigation.com/

Nov 13
Court of Chancery Holds Arbitrator Decides Limitations Defense

Lefkowitz v. HWF Holdings LLC, C.A. 4381-VCP (November 11, 2009) The Delaware Arbitration Act has a unique provision that permits the Court of Chancery to enjoin an arbitration when the claim asserted is barred by a statute of limitations. However, to get into Court, the arbitration agreement must be governed by Delaware's Arbitration Act. If it is not, then this unique remedy is not available, and it is up to the arbitrator to decide if the claim is barred on limitations grounds. This decision... Posted on November 13, 2009 at 06:39 am
Nov 12
Court of Chancery Expands Dissolution Remedy

Lola Cars International Limited v. Krohn Racing LLC, C.A. 4479-VCN (November, 12, 2009) The Delaware Limited Liability Company Act permits the Court of Chancery to dissolve an LLC when it is not "reasonably practicable to carry on the business" of the LLC. The initial decisions under this statute tended to adopt a narrow construction of its terms and dissolution was not ordered just because of a business dispute between the members of the LLC. More recent decisions have expanded the... Posted on November 12, 2009 at 06:46 am
Nov 9
Court of Chancery Explains Duty of Good Faith and Fair Dealing

Amirsaleh v. Board of Trade of The City of New York, Inc., C.A.2822-CC (November 9, 2009) The law of good faith and fair dealing in contracts is a "judicial tool used to imply terms in a contract that protect the reasonable expectations of the parties." This decision clearly explains Delaware law in this area, including the point that not acting in good faith involves bad faith and that is proved by showing an improper motive. Posted on November 9, 2009 at 11:21 am

Rank This Week: 171

The UCL Practitioner

Covers California's Unfair Competition Law. By Kimberly A. Kralowec.

http://www.uclpractitioner.com/

Nov 20
"Calif. Contact Lens Class is Certified"

Yesterday's National Law Journal had an article reporting on a recent class certification decision issued by Orange County Superior Court Judge David C. Velasquez in a UCL case. Posted on November 20, 2009 at 05:00 am by Kimberly A. Kralowec
Nov 19
Notes on the ABA's 13th Annual Class Action Institute

In October I mentioned that the ABA would hold its 13th Annual Institute on Class Actions on October 30 in San Francisco and November 20 in D.C. Paul Karlsgodt of ClassActionBlawg.com has some interesting notes taken by an attendee in San Francisco on October 30. Posted on November 19, 2009 at 05:00 am by Kimberly A. Kralowec
Nov 18
Santa Clara County Counsel Impact Litigation and Social Justice Fellowship, 2010-2011

The Impact Litigation and Social Justice Section of the Santa Clara County Counsel's Office is accepting applications for a one-year Fellowship beginning next September. "The Section does a good deal of interesting consumer protection work to safeguard the health and safety of County residents, so we thought that the people who follow your UCL Practitioner blog might be interested in hearing about it." This sounds like a fantastic opportunity for a beginning lawyer. The position is open to... Posted on November 18, 2009 at 05:00 am by Kimberly A. Kralowec

Rank This Week: 180

Arkansas Business Litigation Blog

Focuses on Arkansas law regarding business litigation. By Allen Law Firm.

http://www.arbusinesslitigation.com/

Jun 10
District Court Predicts Eighth Circuit Would Apply Application Approach to Filing a Copyright Lawsuit

The District Court of Minnesota denied a motion to dismiss for lack of jurisdiction in Tri-Marketing, Inc. v. Mainstream Marketing Services, Inc., 2009 U.S. Dist. LEXIS 42694 (5/19/09). Tri-Marketing filed suit for copyright infringement. Tri-Marketing had submitted its copyright application and fees but had not yet received the registration. Mainstream moved to dismiss for lack of jurisdiction. The court noted the circuit split on this issue--some courts permit the lawsuit to proceed once the... Posted on June 10, 2009 at 06:49 am
Jun 9
In Eighth Circuit, Attorneys are Assumed to Receive ECF Notice

The Eighth Circuit affirmed summary judgment in American Boat Co., Inc. v. Unknown Sunken Barge, No. 08-2166 (6/4/09). The district court granted summary judgment to the United States. Plaintiffs failed to timely appeal because they claim not to have received the ECF notice of the summary judgment. An evidentiary hearing was held, and both parties had a computer forensics expert investigate the computer of Plaintiffs' counsel. Plaintiffs' expert was unable to provide an opinion as to why the... Posted on June 9, 2009 at 11:05 am
Jun 5
Preliminary Injunction Denied in Trade Secret Case After TRO Granted

The Eighth Circuit affirmed denial of a preliminary injunction in CDI Energy Services, Inc. v. West River Pumps, Inc., No. 08-1031 (5/29/09). CDI sells oilfield equipment. It had one location in North Dakota with three employees. Those employees left CDI to form West River, a competing business. CDI's customers went to West River, and the CDI office went out of business. After obtaining a TRO for trade secret misappropriation and other counts, the district court dissolved the TRO and denied the... Posted on June 5, 2009 at 12:20 pm

Rank This Week: 183

Institutional Shareholder Services...

Institutional Shareholder Services -- Corporate Governance Blog

Covers corporate governance, accounting and securities law issues. From Institutional Shareholder Services Inc.

http://blog.issproxy.com/

Nov 20
RiskMetrics Group Releases 2010 Proxy Voting UpdatesSubmitted by: Sarah Cohn, Corporate Communications

RiskMetrics Group today released its 2010 updates to its benchmark proxy voting guidelines. These global updates are developed as part of an extensive process that includes broad-based outreach to financial market participants. RiskMetrics' governance analysts will begin applying the updated policies to all companies with shareholder meeting dates on or after February 1, 2010. The 2010 policy updates address the governance issues stemming from a rapidly evolving regulatory environment and... Posted on November 20, 2009 at 06:56 am by RiskMetrics Group Blog Team
Nov 10
Senator Dodd Introduces Financial Reform BillSubmitted by: Ted Allen, Publications

U.S. Senator Christopher Dodd today introduced a long-awaited financial regulatory reform bill that includes a variety of significant corporate governance provisions, including proxy access, "say on pay," and majority voting. Dodd, Senator Charles Schumer, and seven other Senate Democrats introduced the 1,136-page bill, which also would create a single bank regulator, provide for self-funding the SEC, and establish a new consumer financial protection agency. "It is the job of this Congress to... Posted on November 10, 2009 at 12:32 pm by RiskMetrics Group Blog Team
Nov 4
House Panel Approves Proxy Access ProvisionSubmitted by Ted Allen, Publications/Governance Institute

The U.S. House Financial Services Committee voted 41-28 today to approve a wide-ranging investor protection bill that affirms the authority of the Securities and Exchange Commission to issue a rule on proxy access. The legislation, the "Investor Protection Act of 2009," also would double the SEC's budget over five years, authorize the commission to bar mandatory arbitration clauses in investor contracts, require all financial intermediaries to have a fiduciary duty to their investor clients,... Posted on November 4, 2009 at 05:39 am by RiskMetrics Group Blog Team

Rank This Week: 185

Cal Biz Lit

Covers California litigation issues, including product liability, busines litigation, Proposition 65, Unfair Competition Law, and employment litigation. By Bruce Nye.

http://www.calbizlit.com/cal_biz_lit/

Nov 17
Component Parts In Product Liability: Now It's 2 - 1 Defense (And A Blow Against Junk Science, Too)

Cal Biz Lit has been following the evolution of the Courts of Appeals' efforts to answer this question: if a manufacturer's product is not itself defective, but becomes defective when used in conjunction with a third-party's defective products (e.g., the defendant's valves were made of steel, but are used with asbestos gaskets and packing made by somebody else), can the manufacturer be held liable for failure to warn of the dangers posed by the component it neither manufactured nor sold? The... Posted on November 17, 2009 at 05:22 pm by Bruce Nye
Nov 13
Tort Plaintiffs Be Warned: Contra Costa and Santa Clara Counties Are Not Friendly Places

To help you get your weekend off to a rousing start, here's a bunch of statistics. Just what you were hoping for, right? About a year ago, Cal Biz Lit reported here on the U.S. Department of Justice's 2005 survey of state court civil jury and bench trials. The link to that report is no longer alive. The report was revised in April, 2009, and is now available here. In the earlier post, CBL expressed surprise at the small number of cases tried to completion in some California courts. Santa Clara... Posted on November 13, 2009 at 09:25 am by Bruce Nye
Nov 11
Joint & Several Liability For Punitive Damages

One of the more peculiar features of California tort law is the interplay between several liability and joint and several liability. Under California's Proposition 51 (Civil Code section 1431.2), when there is more than one tortfeasor, a defendant's liability for "economic damages" -- e.g., earnings loss, medical bills, etc. -- is "joint and several, meaning that a single judgment for those amounts is entered against all liable defendants, and the plaintiff can enforce the entire amount against... Posted on November 11, 2009 at 02:30 pm by Bruce Nye

Rank This Week: 191

Michigan Collection Law Blog

Covers collection agencies, collection law firms, and debt collection. By Nitzkin & Associates.

http://www.michigancollectionlawblog.com/

Nov 18
Beware...that trade in can destroy your good credit

An article recently appeared in the Detroit Free Press about a couple who trade in their recreational vehicle with what they thought was a sound dealer. Indeed, Walt Michal's RV has been around for a long time, dealing in RVs. When the happy couple trade in their old RV that had a lien on it from the prior lender, for a new RV, they counted on the Walt Michals to pay off the loan balance of about $180,000. That did not happen. Walt Michals went out of business without paying off the lien on the... Posted on November 18, 2009 at 05:07 am by Gary Nitzkin
Nov 13
COLLECTORS - Get your demand letters reviewed before they turn into big problems

I have had the displeasure of suing a collection agent and agency that I had done work for a number of years ago. Why? The agency (which is owned by the agent) sent out a bad check demand letter to client that did not contain all of the requirements of MCL 600.2952. This statute requires that bad check demand letters have certain information contained in them. Because this agency did not comply with this statute, his bad check demand letter necessarily failed to comply with the Fair Debt... Posted on November 13, 2009 at 09:09 am by Gary Nitzkin
Jul 12
OMG....you just can't make this stuff up

According to an article in the Associated Press, New York authorities shut down a collection agency for threatening consumers with jail if they did not pay. Did this agency ever hear of the FDCPA? Probably not since it was owned by some ex-convicts. They probably didn't really care about the law. But its interesting to note that this agency did work nationwide. Their tactics must have produced results, right? Posted on July 12, 2009 at 02:59 pm by Gary Nitzkin

Rank This Week: 213

New York Business Divorce

Covers dissolution and other disputes among New York corporations, LLCs and partnerships. By Peter A. Mahler.

http://www.nybusinessdivorce.com/

Nov 16
Valuing Shares in a Residential Co-op Corporation: Is the Whole Worth More Than the Sum of its Parts?

UPCOMING CLE PROGRAM ON LIMITED LIABILITY COMPANIES On Tuesday, December 1, 2009, I'll be speaking at a CLE program in Manhattan sponsored by the New York State Bar Association called "Dealing with LLC Formation and Operating Issues." My topic will be use of operating agreement provisions to limit the risk of LLC dissolution and other internal strife. The panel will include a number of distinguished attorneys addressing practical issues surrounding formation, tax planning and financial... Posted on November 16, 2009 at 02:00 am
Nov 9
The Importance of Identifying Your Client -- And Who's Not Your Client -- When Preparing Shareholder Agreements

UPCOMING CLE PROGRAM ON LIMITED LIABILITY COMPANIES On Tuesday, December 1, 2009, I'll be speaking at a CLE program in Manhattan sponsored by the New York State Bar Association called "Dealing with LLC Formation and Operating Issues." My topic will be use of operating agreement provisions to limit the risk of LLC dissolution and other internal strife. The panel will include a number of distinguished attorneys addressing practical issues surrounding formation, tax planning and financial... Posted on November 9, 2009 at 03:00 am
Nov 2
Interview with Law Professor Douglas Moll, Leading Authority on Shareholder Oppression

Douglas K. Moll is Professor of Law at the University of Houston Law Center, where he teaches corporate and commercial law, and is one of the nation's leading authorities on shareholder oppression in the closely held business entity. His scholarly writings on the subject have been cited in numerous cases including, in New York, Horning v. Horning Construction LLC, 12 Misc 3d 402 (Sup Ct Monroe County 2006), in which the court relied on Professor Moll's analysis of the impact of the 1999... Posted on November 2, 2009 at 03:00 am

Rank This Week: 234

Houston's Clear Thinkers

Observations on developments in law, business, medicine, culture, sports, and other matters of general interest to the Houston business, professional, and academic communities. Published by Houston attorney Tom Kirkendall.

http://blog.kir.com/

Nov 22
2009 Weekly local football review

(AP Photo/Erich Schlegel; previous weekly reviews for this season are here) Texas Longhorns 51 Kansas 20 The 3rd-ranked Longhorns (11-0/7-0) continued their seemingly unstoppable roll to the BCS Championship Game with another laugher against a Big 12 North opponent, the Fighting Manginos (i.e., Kansas (6-6/1-6)). QB Colt McCoy had his best game of the season (32/41 for 396 yds/4 TD's/0 INT) in his final home game as a Longhorn, and it was fun watching him bang on Big Bertha and set off the... Posted on November 22, 2009 at 10:01 pm by Tom
Nov 21
Saturday Night Dinner

My talented wife's lovely salad with a glass of Aymara Merlot Reserve 2006 (Argentina). Delightful! Posted on November 21, 2009 at 10:01 pm by Tom
Nov 20
Gus Dies

Larry McMurtry's Lonesome Dove is one of the best Texas novels of our time. The Pulitzer Prize-winning novel was later made into a wonderful television mini-series, which starred Robert Duvall and Tommy Lee Jones as the iconic former Texas Rangers, Gus McRae and Woodrow Call. One of the best scenes from the mini-series -- and arguably one of the best scenes ever produced for television -- is the scene in which Gus dies after being badly injured in an Indian ambush. After searching for his... Posted on November 20, 2009 at 10:01 pm by Tom

Rank This Week: 279

ContractsProf Blog

By Texas Wesleyan University Law Professor Franklin G. Snyder and University of Minnesota Law Professor Carol L. Chomsky.

http://lawprofessors.typepad.com/contractsprof_blog/

Nov 20
NY Court Dismisses Law Student’s Attempt to Challenge Legal Writing Grade, Finding No Implied Contract

Over at Adjunct Prof Blog, Mitchell H. Rubinstein reports on Keefe v. New York Law School, ___Misc. 3d___(N.Y. Co. Nov. 17, 2009), which dismissed a student's claim that New York Law School breached an implied contract by giving him a... Posted on November 20, 2009 at 12:58 pm by lpbncontracts
Nov 20
Jon & Kate -- But Wait!! It's a Different Kate!

It is very hard to keep up with all the law suits swirling around the celebrated parents, Jon, at left, & Kate. And it's probably not worth trying to do so, but an image of a handwritten contract is simply... Posted on November 20, 2009 at 07:58 am by lpbncontracts
Nov 18
Weekly Top Ten

TOP 10 Papers for Journal of Contracts & Commercial Law September 19, 2009 to November 18, 2009 Rank Downloads Paper Title 1 485 Foreclosure, Subprime Mortgage Lending, and the Mortgage Electronic Registration System Christopher Lewis Peterson, University of Utah -... Posted on November 18, 2009 at 08:12 am by lpbncontracts

Rank This Week: 292

The Datakos Blawg

Covers compliance, records management, and legal service provider relations. By Rick Wolf.

http://wolfs2cents.wordpress.com

Sep 4
The Limestone Cops — Tips on Madoff Red Flags Never Escalated at SEC

It's hard to believe that with all the resources poured into government following the adoption of Sarbanes Oxley Act in 2002, the escalation process in the SEC failed in the Madoff case. New reports show that junior SEC staff neglected to involve more seasoned enforcement officers and failed to stop what ended up to [...] Posted on September 4, 2009 at 09:45 pm by Rick Wolf
Mar 10
Whither Cloud Computing?

If you've heard of cloud computing and all the security issues that surround it, and if you're wondering if you should trust the security of your sensitive and confidential data to a third party service provider, well, all I can say is that you're like the old timer who hoards his wad of cash in [...] Posted on March 10, 2009 at 10:14 am by Rick Wolf
Feb 27
Protecting Privilege — New Rule 502 mitigates the risk of inadvertent e-discovery disclosures

By Michael Kozubek Published in the 2/1/2009 Issue of Inside Counsel. Privilege review has been a major culprit in the skyrocketing cost of e-discovery. With hundreds of thousands of documents subject to discovery in numerous cases, attorney-client communications and work-product information frequently end up in the hands of the opposing party. Because the production of privileged documents during [...] Posted on February 27, 2009 at 10:51 am by Rick Wolf

Rank This Week: 295

Corporate Securities Law Blog

Focuses on complliance, corporate governance, disclosure, mergers and tax issues. By Sheppard Mullin.

http://www.corporatesecuritieslawblog.com/

Nov 19
IRS Issues Final Regulations Regarding Annual ISO/ESPP Reporting Requirements

The Internal Revenue Service (the "IRS") has issued final regulations regarding the information return and information statement requirements under Section 6039 of the Internal Revenue Code. Section 6039 was amended in 2006 to require corporations to file an information return with the IRS (the "Return") and furnish a written information statement (the "Statement") to each employee who exercises incentive stock options ("ISOs") or sells or otherwise transfers shares acquired under an employee... Posted on November 19, 2009 at 09:44 am
Oct 27
Federal Government Fires More Salvos At Executive Compensation

The federal government's extraordinary multi-pronged attack against executive compensation practices took another step forward, this time with the Federal Reserve Board of Governors ("FRB") taking aim. On October 22, 2009, the FRB proposed new guidance that will dramatically affect incentive compensation arrangements for the banking industry. The proposed guidance is consistent with and largely patterned after the multi-national Financial Stability Board's September 25, 2009 report titled "FSB... Posted on October 27, 2009 at 05:30 pm
Oct 13
Second Circuit Reverses Order Disqualifying Defense Counsel In Suit Over Demutualization Of Insurance Company

In Murray v. Metropolitan Life Ins. Co., No. 09-3716-CV, 2009 WL 3080462 (2d Cir. Sept. 29, 2009), the United States Court of Appeals for the Second Circuit reversed an order by the district court disqualifying defense counsel for a life insurance company in an action alleging fraud in connection with the demutualization of defendant life insurance company. The Court held that the law firm did not have an attorney-client relationship with the policyholders (plaintiffs) by reason of counsel's... Posted on October 13, 2009 at 12:25 pm

Rank This Week: 307

ProfessorBainbridge.com

Commentary on law, business, economics and culture. By UCLA School of Law Professor Stephen Bainbridge.

http://www.professorbainbridge.com/

Nov 19
The UCLA Tuition "Riot"

This email is making the rounds of the blogosphere, creating the impression that there's a major riot here at UCLA protesting tuition hikes: In the first place, reliable counts say that there's only about 200 students at the protest--out of an enrollment of almost 40,000. 0.5% is not exactly the March on Washington. In the second place, what realistic alternatives would the protesters prefer? The University is going through a rough patch, but the problem has been building for a long time. The... Posted on November 19, 2009 at 01:18 pm by Steve Bainbridge
Nov 19
Subramanian Replies re Delaware 203 Constitutionality

Harvard law prof Guhan Subramanian objects by email to my analysis of his article on the constitutionality of DGCL section 203 (the business combination statute): Thanks for your thoughtful posting on our Section 203 article. I think your conclusion that "it is highly probable" that courts would uphold 203 and "I believe courts today would follow Amanda Acquisition rather than BNS" proves our point that the constitutionality of Section 203 is not well-settled law. Like Professor Ribstein (see... Posted on November 19, 2009 at 01:22 am by Steve Bainbridge
Nov 17
The Frakking Cowboys?

Poll: What is the most popular NFL team among the league's players? The same one that's the most popular among its fans: the Dallas Cowboys. The Cowboys came out on top in a Sports Illustrated poll asking players which team they would most like to play for. The poll of 296 players conducted in September did not allow them to vote for their own teams. ... A Harris poll released in October revealed the Cowboys were the fans' most popular team for the third consecutive year. This is really quite... Posted on November 17, 2009 at 06:42 pm by Steve Bainbridge

Rank This Week: 312

Business Law Prof Blog

Covers all aspects of business law. By Ohio State University Law Professor Dale Oesterle and Jason R. Job.

http://lawprofessors.typepad.com/business_law/

Aug 30
About Business Law Prof Blog

If you are interested in serving as an editor of Business Law Prof Blog for the Law Professor Blogs Network, please contact Paul Caron and Joe Hodnicki by email. Posted on August 30, 2009 at 10:53 am by Joe Hodnicki
Aug 25
Bernanke Back

Economists' rejoice, Bernanke will be back. My main complaint with Bernanke, among many, is that he preached transparency for the Fed as an academic and now blocks transparency as the Chair -- all in the public's interest of course. In... Posted on August 25, 2009 at 07:13 am by Joe Business
Aug 24
Securities Market Structure Redux

Flash trading, dark pools, lawsuits over proprietary trading code, whopping payouts to computer greeks that create trading programs, and other news have led Senator Kaufman to call for a "broad SEC market study." Great, The SEC does not need more... Posted on August 24, 2009 at 05:58 am by Joe Business

Rank This Week: 324

MassLawBlog.Com

Covers IP, business litigation, Internet Law, antitrust and practice in the Massachusetts state and federal courts. By Lee Gesmer.

http://www.masslawblog.com

Jun 11
“STOP PUTTING CLAUSES INTO YOUR CONTRACTS THAT SAY YOU CAN AMEND THE CONTRACT AT ANY TIME IN YOUR SOLE DISCRETION BY POSTING THE REVISED TERMS TO THE WEBSITE” . . .

&#xe2€&#xa6 says Professor Eric Goldman, in his apologetically belated comments on Harris v. Blockbuster Inc., (N.D. Tex. April 15, 2009). I discussed this case briefly in April, shortly after the decision was published. To reprise, the court held that an arbitration clause in Blockbuster's online t's and c's was unenforceable because Blockbuster was permitted to unilaterally amend the contract without notice. Prof. Goldman's take on it (in addition to the title of this post), is - This language has a... Posted on June 11, 2009 at 05:23 am by Lee.Gesmer
Jun 9
Google’s Antitrust “Charm Offensive” and Consumer Watchdog.Org’s Response

Surely, Google doesn't want to go through what so many dominant companies in the U.S. have had to suffer - government antitrust scrutiny, in the form of merger/joint venture challenges and even, God forbid, a Microsoft-like monopolization suit. For better or worse, intensive antitrust scrutiny is the price of success in the U.S., and while it can't be avoided altogether, perhaps it can be minimized. Or so Google hopes. To that end, Google has made available a webinar entitled "Google,... Posted on June 9, 2009 at 04:58 am by Lee.Gesmer
Jun 8
“No, You May Not Buy a Judge,” Supreme Court Rules

"Turn it over, and turn it over, for all is therein." The Babylonian Talmud, Tractate Aboth, Ch. V, Mishnah 22 (I. Epstein ed. 1935), quoted in Justice Scalia's dissent in Caperton v. A.T. Massey Coal Co. ------ In mid-March I wrote a post about the decision facing the Supreme Court in Caperton v. A.T. Massey Coal Co. The issue was whether a state court judge's failure to recuse himself from a case in which he received substantial campaign donations from one of the parties violates the Due... Posted on June 8, 2009 at 10:09 am by Lee.Gesmer

Rank This Week: 352

China Business Law Blog...

China Business Law Blog 中國商法博客

Covers Chinese franchise, torts, contracts and labor laws. By Brad Luo.

http://chinabusinesslaw.blogspot.com/

Sep 13
US-China Trade War Begins!

In response to President Obama's decision to impose Section 421 tariffs on Chinese tires, the Chinese government took a short two days to retaliate. The Chinese Ministry of Commerce announced that it will initiate the necessary proceedings to address anti-dumping and countervailing duties on U.S. imports of chicken products and automobile parts.Commentators have feared and forewarned such Posted on September 13, 2009 at 02:12 am by Brad Luo 罗竞雄
Aug 10
Forced Confessions to Be Inadmissible for Death Penalty in China

Over the past two and half months, I had devoted my every waking moment into studying for the Texas Bar Examination (TBE), which FINALLY took place on July 28-30. This should explain the absence of any posts for the last several months. Now, with the bar exam behind me, I'm ready to resume blogging.While I was preparing for the TBE, the subject that I was most uncomfortable with was Posted on August 10, 2009 at 11:09 am by Brad Luo 罗竞雄
Apr 10
China's Jury System

"I consider trial by jury as the only anchor ever yet imagined by man, by which a government can be held to the principles of its constitution."--Thomas JeffersonTwo days ago, I had the pleasure of talking to Hon. Duan, a senior justice on the Supreme People's Court of China, who is currently on administrative leave to study American administrative laws here at SMU Law School. In our two hour Posted on April 10, 2009 at 01:09 am by Brad Luo 罗竞雄

Rank This Week: 390

FORTUNE: Legal Pad

Business legal news from Roger Parloff of CNN & Money.com

http://money.cnn.com/blogs/legalpad/

Dec 10
Law and economics 2.0

On Thursday the Kauffman Foundation will announce that it is making $10 million in initial contributions to found an initiative aimed at reinvigorating, and, to some extent redirecting, the exceedingly influential school of thought that has come to be known as "law and economics." The discipline uses economic analysis to try to shed light on which legal rules will most benefit society in all areas of the law, but especially in antitrust, torts, contracts, and property cases. Kauffman's new... Posted on December 10, 2008 at 08:22 pm by rparloff
Dec 8
A no-fly zone to protect Linux from patent trolls

On Tuesday a consortium of technology companies, including IBM (IBM), will launch a new initiative designed to help shield the open-source software community from threats posed by companies or individuals holding dubious software patents and seeking payment for alleged infringements by open-source software products. The most novel feature of the new program, to be known as Linux Defenders, will be its call to independent open-source software developers all over the world to start submitting... Posted on December 8, 2008 at 02:26 pm by rparloff
Oct 31
Did big patent ruling doom software patents?

The U.S. Court of Appeals for the Federal Circuit's blockbuster patent ruling Thursday in the In re Bilski case obviously has important repercussions for the future of software patents, a subject I wrote about in the post entitled, "Ending software patents: Has the time come?" Since I am under a difficult deadline on an unrelated matter, I can't yet tackle this subject myself, but I did want to refer readers to a couple remarkable postings from a pro-software patent attorney who takes the... Posted on October 31, 2008 at 04:25 pm by rparloff

Rank This Week: 393

California Tax Attorney Blog

Covers tax controversies involving the IRS and California Franchise Tax Board, as well as California probate, estate planning matters and business transactions. By Mitchell A. Port.

http://www.californiataxattorneyblog.com/

Nov 19
California Tax Service Center

The Internal Revenue Service and California's tax agencies (Franchise Tax Board, Employment Development Department and Board of Equalization) have formed a partnership called the Joint Tax Agency Communications Committee. The mission of the committee is to "speak with one voice" where feasible with regards to tax issues and to enhance education and outreach efforts by leveraging resources. The website is: California Tax Service Center. These tax agencies have joined together to streamline and... Posted on November 19, 2009 at 04:31 am
Nov 17
California Probate May Be Avoidable

Funding your California living trust with your property while you are alive results in the direct transfer to heirs and beneficiaries when you die without the time and expense of a probate proceeding. There are times when people don't include all of their property in their living trust before they die. When this happens, a simpler type of probate referred to as a Heggstad petition may be available for the California property left outside of the trust that should have been in the trust but for... Posted on November 17, 2009 at 03:42 am
Nov 13
SCINs, GRATs and IDGTs

"The Intelligent Investor" published in the October 3, 2009 Wall Street Journal says that "... with yields near lows, now is the time to stop moaning about the lack of income and to start turning rock-bottom interest rates to your advantage." The article discusses self-cancelling installment notes (SCINs), grantor retained annuity trusts (GRATs) and intentionally defective grantor trusts (IDGTs). These techniques, when used properly, move assets out of your estate at discounted prices so that... Posted on November 13, 2009 at 03:50 am

Rank This Week: 432

Meeting the Sin Laws

Covers laws affecting adult entertainment, alcoholic beverages and other

http://www.meetingthesinlaws.com/

Nov 19
Ventilation

"Amsterdam may be losing American tourists in the near future because now, it is always 4:20 in Portland, Oregon. The Cannibis Caf&#xc3&#xa9 opened last week in Portland, Oregon. This place serves food and marijuana. It is the first of its kind in the nation. It can house up to 100 patrons," reports Digital City here. It's a "members only" operation. And although you don't need your VISA card, you do need a valid prescription for medical marijuana. Reminds me of another prohibition era since gone... Posted on November 19, 2009 at 06:40 am by Cary Wiggins
Nov 17
The price of saying no

Chicago Joe's continues to give the Village of Broadview - and its Board of Trustees - all it can handle. The self-proclaimed "Tea Room" applied for a special use permit to offer adult entertainment. Denied. A federal suit followed, alleging, among other things, that the zoning code violated the First Amendment. In the latest round, Judge Gottschall held that the trustees were not entitled to legislative immunity. But she didn't stop there. The judge went on to hold that the trustees weren't... Posted on November 17, 2009 at 06:48 pm by Cary Wiggins
Nov 16
Don’t forget to register …

Life in prison is a severe punishment that should be reserved for society's most serious criminal offenders. Some people even believe that rotting in prison for life is more torturous and inhumane than a quick and instantaneous death. Be that as it may, Bradshaw's failure to register as a sex offender, when his underlying crime only landed him in jail for five years, is not the kind of crime a civilized society ought to require him to pay for with his life. That is Justice Sears' concurrence in... Posted on November 16, 2009 at 10:14 am by Cary Wiggins

Rank This Week: 441

The University of Chicago Law...

The University of Chicago Law School Faculty Blog

Covers constitutional law, copyright/technology, corporate law, criminal law, free speech, genetic testing, international law, national security and more.

http://uchicagolaw.typepad.com/faculty/

Nov 21
Student Blogger - Fall WIP: Daniel Chen and the Effect of Sexual Harassment Law on Gender Inequality

Scholars, particularly economists, are of two minds when it comes to employment regulations aimed at protecting vulnerable groups. The goal behind these laws, of course, is to equalize the status of groups seen as vulnerable to economic discrimination, such as women or the disabled. One prominent position amongst economists, however, is that these policies often are counterproductive, raising the cost of employing the relevant groups and thus imposing unneeded costs upon them. In a new paper... Posted on November 21, 2009 at 02:07 pm by David Schraub
Nov 20
Audio: Epstein on Bilski

Continuing with today's Epstein/Fed Soc theme, the Federalist Society has posted a recording of Prof. Epstein discussing Bilski v. Kappos. The SCOTUS heard oral argument in the case on November 9. According to the Fed Soc site, The issue in this case is whether a "process" must be tied to a particular machine or apparatus or transform a particular article into a different state or thing in order to be eligible for patenting under 35 U.S.C. &#xc2&#xa7 101. You can download the podcast here. Posted on November 20, 2009 at 08:23 am by UChicagoLaw
Nov 20
Video: Richard Epstein on the Redistribution of Wealth

Over on the Federalist Society's YouTube Channel, they've posted an 11-part series entitled "Redistribution of Wealth," recorded at the 2009 National Lawyers Convention on Thursday, November 12, 2009. Our own Richard Epstein was one of the discussants. Other participants included Steve Forbes, Chairman and CEO of Forbes Inc. and Editor of Forbes Magazine; Prof. Jed Rubenfeld of Yale Law School; Andrew L. Stern, President of the Service Employees International Union; and Judge J. Harvie... Posted on November 20, 2009 at 08:00 am by UChicagoLaw

Rank This Week: 447

Australian Regulatory Compliance...

Australian Regulatory Compliance Review

Covers legal and regulatory impacts on Australian businesses. By David Jacobson.

http://www.djacobson.com/australian_regulatory_rev/

Nov 19
Privacy case notes 12-17 for 2009

The Privacy Commissioner has released the following case notes: In Own Motion Investigation v Financial Institution [2009] PrivCmrA 12 the Commissioner commenced an own motion investigation after being advised by an individual that a financial institution had been sending bank account statements to the previous occupant of the individual's residential address for several years, despite these statements consistently being returned, marked 'Return to sender. Address unknown'. The financial... Posted on November 19, 2009 at 12:44 pm by David Jacobson
Nov 18
ASIC v Rich: ASIC One.Tel case against Rich and Silbermann dismissed

In Australian Securities and Investments Commission v Rich [2009] NSWSC 1229 Judge Austin decided that ASIC had failed to prove its case against One.Tel director and joint chief executive Jodee Rich and One.Tel's finance director Mark Silbermann. ASIC brought civil penalty proceedings for breach of the statutory duty of care of company directors and officers. The proceedings were initially brought by ASIC against four defendants, arising out of the collapse in May 2001 of a large Australian... Posted on November 18, 2009 at 11:41 am by David Jacobson
Nov 17
Privacy and credit reporting changes

This article by me was first published in Retail Banking Review. The Government has confirmed that it will accept the Australian Law Reform Commission's recommendation to amend the Privacy Act to allow credit reporting to include information about an individual's repayment history to compliment its proposed credit licensing responsible lending obligations. What information will be included in credit reports? The changes will permit credit reporting information to include the following... Posted on November 17, 2009 at 11:12 am by David Jacobson

Rank This Week: 464

M & A Law Prof Blog

By Professor Steven M. Davidoff.

http://lawprofessors.typepad.com/mergers/

Nov 19
B&N's Pill

On Tuesday the board of Barnes and Noble adopted a shareholder rights plan -- or a poison pill. From the board's announcement: The Board adopted the Rights Plan in response to the recent rapid accumulation of a significant portion of... Posted on November 19, 2009 at 12:54 am by CorporateAcquisitions MergerLawBlogger
Nov 18
Google Scholar (Legal)

Google Scholar has just gotten better. It now includes legal opinions and law review articles. -bjmq Posted on November 18, 2009 at 01:06 pm by CorporateAcquisitions MergerLawBlogger
Nov 17
Internal Poison Pills

Geis has an article, Internal Poison Pills, appearing in the current NYU Law Review that thinks about the relationship between majority and minority shareholders. The article argues that a version of the shareholder rights plan can be used to constrain... Posted on November 17, 2009 at 10:36 pm by CorporateAcquisitions MergerLawBlogger

Rank This Week: 466

California Business Litigation...

California Business Litigation Blog

Covers a wide range of business litigation issues in the Southern California area. By Sylvester, Oppenheim, & Linde.

http://www.californiabusinesslitigation.com/

Nov 16
School Dress Codes: Can Boys Wear Skirts?

With the ever-changing rules on being equal, questions are arising questioning whether it is appropriate for boys to wear girls clothing. Most schools have dress codes, such as girls having a proper length skirt. However, what if a boy was wearing the skirt, if it was the proper length, could he? Cross-dressing teens are testing the boundaries around the country. For example, in Houston, a senior was sent home because his hair violated the length rules, which stated that the hair could be no... Posted on November 16, 2009 at 02:54 pm by Richard Oppenheim
Nov 9
ACLU Files Lawsuit Over Slumber Party Photos

The American Civil Liberties Union of Indiana has filed a lawsuit on behalf of two students who were suspended from athletic activities after their principal found sexually suggestive photos from a slumber party. In the lawsuit, the ACLU claims that Smith Green Community School Corporation and the Churubusco High School Principal, Mr. Austin Couch violated the students' rights by suspending them for out of school activities. The photos were posted to the student's MySpace pages. According to... Posted on November 9, 2009 at 08:53 am by Richard Oppenheim
Nov 5
Amgen Sued Over Alleged Medical Kickback Scheme

New York and 14 other states are filing suit against the company Amgen Inc, the largest biotechnology company in the world. The claim is that the company devised and used a nationwide kickback scheme to boost the sale of drugs. The company, along with AmerisourceBergen Corp, is charged with providing medical providers with a kickback for increasing sales of the company's product Aranesp, an anemia medication. In order to accomplish this, the companies encouraged medical providers to invoice... Posted on November 5, 2009 at 10:46 am by Richard Oppenheim

Rank This Week: 482

Pepper Podcasts

Features Interviews with senior attorneys on emerging legal issues. By Pepper Hamilton.

http://www.pepperpodcasts.com/pepper_podcasts/

Nov 19
Are You Sad Summer is Over?

As the winter months set in, some people may notice that they feel more tired, experience weight gain, or struggle to get out of bed in the morning. While the majority of people who experience these symptoms have nothing more than the "winter blues," others suffer from a potentially debilitating condition known as Seasonal Affective Disorder, or "SAD". In this podcast, Susan Lessack, a partner in the Berwyn and Philadelphia offices of Pepper Hamilton who concentrates her practice in employment... Posted on November 19, 2009 at 01:01 pm by Brian Dolan
Oct 27
Employer Pandemic Preparedness for the Swine Flu -No Hogwash

The U.S. government, along with other world governments and health organizations, is closely monitoring H1N1 flu-also known as the swine flu-that was first identified this past spring. This summer, the World Health Organization raised its pandemic alert level to Phase 6, signaling that a global pandemic was under way and on October 24, 2009, President Obama declared a national emergency to deal with the "rapid increase in illness." In this podcast with Heather Hoyt, an attorney in the Berwyn... Posted on October 27, 2009 at 08:40 am by Brian Dolan
Sep 14
Assumption and Assignment of Executory Contracts: Lessons from Chrysler and GM

In this podcast, Bill Cohen, a partner in Pepper's Detroit office and the immediate past chair of Pepper Hamilton'sCorporate Restructuring and Bankruptcy Practice Group, discusses executory contracts in bankruptcy and the lessons we can learn from the unique Chrysler and GM cases. If you are interested in the latest in the world of bankruptcy, email podcasts@pepperlaw.com to subscribe to Pepper Hamilton's Bankruptcy Update. (Running Time: 14:25) MP3 File Bill Cohen Partner Posted on September 14, 2009 at 09:05 am by Brian Dolan

Rank This Week: 490

Legal Tips & Commentary

Provides legal tips for businesses and consumers in California. By Carl H. Starrett.

http://www.chs-law.com/blogger.html

Nov 17
Beware of Phony Payday Loan Debt Collectors

In August 2009, the Better Business Bureau issued a nationwide alert warning consumers about phony debt collectors threatening to arrest them for not repaying a payday loan. I decided to investigate a little further after the daughter of a bankruptcy client called after receiving one of these phone calls. The phony debt collector called my client's daughter from the following phone number: (323) 332-1091. The person answering the phone sounded like he was from an overseas call center and... Posted on November 17, 2009 at 04:51 am by Carl Starrett
Oct 21
Paychecks for California Employees Shrinking For The Rest of 2009

Paychex, a nationally known payroll service provider, is reporting that California employers must increase withholding for state taxes as a result of the recently passed California state budget. The new withholding tables become effective on November 1, 2009. The new withholding tables are designed to accelerate withholding for the remainder of 2009 by requiring employers to increase the amount of state income tax withheld from employee paychecks by 10%. The new tables will be in effect from... Posted on October 21, 2009 at 08:00 am by Carl Starrett
Oct 14
California Increases Homestead Exemptions Limits for Debtors

Homestead exemption laws protect the amount of equity that a homeowner can shield from judgment creditors or from creditors while in bankruptcy. Beginning on January 1, 2010, the limits on homestead exemptions in California will increase by as much as 50% for some homeowners. Under current law, the base homestead exemption to protect home equity from judgment creditors will increase from $50,000 to $75,000. A $75,000 exemption for certain family units will increase to $100,000. A $150,000... Posted on October 14, 2009 at 07:02 am by Carl Starrett

Rank This Week: 493

California Business Law Blog

By the Law Office of Jonas M. Grant PC.

http://californiabusinesslaw.blogspot.com/

Nov 14
California Annual Minimum Franchise Tax Repeal Proposed

A bipartisan commission appointed by Governor Schwarzenegger has recently proposed sweeping overhauls of California's tax laws, including reduction of personal income tax rates, the elimination of the corporate tax, and the elimination of the $800 per yaer minimum annual franchise tax levied on corporations, LLCs, and LLPs doing business in the state. The committee did, however, propose a 4% business net profits tax, exempting small businesses with less than $500,000 in revenues. The... Posted on November 14, 2009 at 10:08 am by Jonas M. Grant
Oct 28
California Attorney General Targets Annual Minutes "Scam"

California's attorney general has filed suit against a nyumber of individuals and companies to combat what he calls a scam targeting small businesses: News Release October 08, 2009 For Immediate Release Contact: (916) 324-5500 Brown Sues 8 Individuals and 6 Businesses Operating Scams Targeting California Small Businesses San Diego - Continuing his fight against "rip-off artists" operating in California, Attorney General Edmund G. Brown Jr. filed suit today against eight individuals and six... Posted on October 28, 2009 at 05:40 am by Jonas M. Grant
Oct 24
Employment Law in a Social Networking, New Media World

I am quoted in a FOXBusiness small business article on how employers can protect their intellectual property rights in a Facebook/Twitter social networking world: In an age of way-too-much information and widespread social-networking addiction, businesses are finding it increasingly difficult to protect trade secrets and practices. It's important to know your rights as an employer and/or as an employee. If you are neither of the above at the moment, and are instead on the job hunt, you should... Posted on October 24, 2009 at 02:42 pm by Jonas M. Grant

Rank This Week: 496

Antitrust Law Blog

Covers current antitrust news and regulatory developments. By Sheppard Mullin.

http://www.antitrustlawblog.com/

Nov 10
"Per Se" or Not "Per Se" - An Historical "Quick Look" at Minimum RPM Under California Law

On June 28, 2007, in Leegin Creative Leather Products, Inc. v. PSKS, Inc.,[1] the United States Supreme Court decided in a 5-4 vote to overrule the long-lived rule in Dr. Miles Medical Co. v. John D. Park & Sons Co.[2]The decision in Dr. Miles, issued in 1911, had a long but checkered life. In Dr. Miles, the Court affirmed the sustaining of a demurrer to a bill in equity, and held that it was illegal under Section 1 of the Sherman Act for a manufacturer and its distributors to agree on a... Posted on November 10, 2009 at 12:53 pm
Nov 10
Supreme Court's Linkline and Trinko Decisions Result in Tenth Circuit Dismissal of Section 2 Monopolization Case

The Tenth Circuit's recent dismissal of Section 2 monopolization and attempted monopolization claims in Four Corners Nephrology Associates, P.C. v. Mercy Medical Center of Durango, -- F.3d ---, 2009 WL 3085882 (10th Cir. Sep. 29, 2009), relied extensively on the Supreme Court's Linkline and Trinko decisions to hold that: (1) a hospital's refusal to allow a physician access to its nephrology facilities does not constitute anticompetitive conduct under Section 2 of the Sherman Act; and (2) the... Posted on November 10, 2009 at 12:18 pm
Nov 10
Technology Sector Comes Under Increased Antitrust Scrutiny

Earlier this year, in her first speech as Assistant Attorney General in charge of the Department of Justice's (DOJ) Antitrust Division, Christine Varney referred to Americans' growing reliance on high-tech solutions in the home and workplace, and stated that her Department "planned to devote attention to understanding the unique competition-related issues posed by these markets". See Christine Varney, Vigorous Antitrust Enforcement in This Challenging Era, Speech Before the Center for American... Posted on November 10, 2009 at 11:30 am

Rank This Week: 500

RICO Law Blog

Covers RICO law damages, discovery, pleadings and case statements. By Thomas G. Walker.

http://www.ricolawblog.com/

Oct 16
Federal Judge boots RICO "Finagling" Case

A federal court judge in Oregon dismissed an unusually pled case on October 9, 2009. In Arunga v. ACLU et al., 2009 WL 3274784 (D.Or.), plaintiffs James Aggrey-Kweggyirr Arunga and Doreen H. Lee sued 100 defendants asserting vague wrongdoings, including RICO violations. In a complaint over 90 pages long, plaintiffs' allege the following: "Nihilism;" "Racketeering;" "Bivens;" "Porno Finagling;" "Obstruction of Justice;" "Finagling Panjandrum at Law;" "Hired Hate Criminal and Hired Hit Person... Posted on October 16, 2009 at 05:47 am
Oct 1
Civil RICO suit against Toyota

Greg Webb posted on InjuryBoard.com that a federal judge in Los Angeles has refused to seal a wrongful termination lawsuit filed by Dimitrios Biller, a former in-house attorney for Toyota Motor Sales USA Inc. Biller claims Toyota hid and destroyed evidence in many rollover lawsuits. While Toyota argues the suit violates the confidentiality agreement in Biller's severance package and will cause the company to suffer more harm if the complaint is not sealed, the judge ruled it would be pointless... Posted on October 1, 2009 at 12:58 pm
Sep 24
Justice Should Investigate ACORN For RICO Violations

In a letter to Attorney General Eric Holder, Senator David Vitter argues that ACORN's alleged misdeeds warrant a Racketeer Influenced and Corrupt Organizations (RICO) investigation into its business practices. A probe of that magnitude - potentially the most aggressive investigation requested by any ACORN critic to date - would permit investigators exceptional leverage in rooting out any criminal wrongdoing. "The recent reports and video footage of ACORN workers from various cities and states... Posted on September 24, 2009 at 06:27 am

Rank This Week: 502

Jim Hamilton's World of Securities...

Jim Hamilton’s World of Securities Regulation

Commentary, news and information about securities regulation. From Jim Hamilton, a Principal Analyst at Wolters Kluwer Law & Business.

http://jimhamiltonblog.blogspot.com/index.html

Nov 20
New Mexico Proposes Rule Revisions to...

New Mexico Proposes Rule Revisions to Align with New 2010 Securities Act Rule amendments were proposed by the New Mexico Securities Division to align the rules with adoption of the new New Mexico Uniform Securities Act that takes effect January 1, 2010. The rule changes are likewise anticipated to become effective on January 1. Many of the proposed changes are nonsubstantive, updating rule references to reflect the correct section and subsection numbers of the new Act, lower-casing certain... Posted on November 20, 2009 at 08:45 am by Jay Fishman
Nov 20
California Amends National Security...

California Amends National Security Exchange Names and Functions to Match Federal Changes The names and functions of certain national security exchanges, stock exchanges, markets and related entities were amended by the California Department of Corporations to reflect changes made to the National Security Exchange names and functions at the federal level, effective December 10, 2009. The changes include: (1) adding the NASDAQ Global Market to the national securities exchange list and deleting... Posted on November 20, 2009 at 08:26 am by Jay Fishman
Nov 20
Hong Kong Securities and Futures...

Hong Kong Securities and Futures Commission Official Looks at Regulation of Dark Pools Noting that the SEC has made dramatic proposals to light up dark pools, Martin Wheatley, Executive Director of the Hong Kong Securities and Futures Commission said that the proposals have far-reaching implications and require careful study and thorough discussions with the industry before being adopted. While dark pool operations in Hong Kong are still relatively small, he said, the Commission has begun a... Posted on November 20, 2009 at 02:30 am by James Hamilton

Rank This Week: 515

DealLawyers.com Blog

Covers mergers & acquisitions. From editor Broc Romanek, who is also editor of TheCorporateCounsel.net.

http://WWW.DEALLAWYERS.COM/Blog/

Nov 20
This Poison Pill Aids Investors

This Poison Pill Aids Investors BreakingViews had this interesting article in the NY Times on Wednesday entitled "This Poison Pill Aids Investors." You may also want to check out this blog entitled "The Wrong Prescription? Revisiting the Justification for Poison Pills" from Mark Lebovitch and Laura Gundersheim of Bernstein Litowitz Berger & Grossmann. Posted on November 20, 2009 at 07:43 am by Broc Romanek
Nov 19
ABA's "2009 Strategic Buyer/Public Target Deal Point Study"

ABA's "2009 Strategic Buyer/Public Target Deal Point Study" Recently, the ABA M&A Committee released its "2009 Strategic Buyer/Public Target Deal Point Study." This is the latest in the Committee's "Deal Point Study" series - and addresses deal points in public company transactions announced in 2008 in excess of $100 million in transaction value (ie. 103 transactions). Transactions involving private equity buyers were excluded as they will be covered by a separate study. A few items to... Posted on November 19, 2009 at 07:27 am by Broc Romanek
Nov 18
Private Equity and Dealmaking

Private Equity and Dealmaking In this podcast, Professor Steve Davidoff discusses his new book "Gods at War: Shotgun Takeovers, Government by Deal and the Private Equity Implosion," including: - What's the hardest part of writing a book? - What was your goal in writing the book? - Did any parts of it change as you conducted research to write it? - How has private equity influenced deal-making over the years? - How can the book serve to help deal lawyers in their daily practice? Posted on November 18, 2009 at 06:39 am by Broc Romanek

Rank This Week: 517

The D & O Diary

News and commentary on Directors and Officers Liability. Published by Kevin M. LaCroix, an attorney at Oakbridge Insurance Services.

http://www.dandodiary.com/

Nov 20
D&O Insurance: Is "Choice of Law" the Next Hot Topic?

Pop quiz: the law of which jurisdiction should govern a coverage dispute arising under D&O insurance policies issued by U.S-domiciled insurers to an NYSE company incorporated in Delaware with its headquarters in Oregon? If you find the answer "British Columbia" as surprising as I do, read on. The court decision discussed below could have important implications for the typical U.S. D&O policy, with its extension of "worldwide coverage," particularly as both commerce and litigation become... Posted on November 20, 2009 at 01:56 am
Nov 19
The Changing European Liability Landscape and the D&O Insurance Marketplace

Beginning with the corporate scandals earlier in this decade and continuing with the more recent financial meltdown and Ponzi scheme revelations, these has been a widespread push toward corporate governance reform. In some European countries, these developments have been accompanied by the implementation of mechanisms to provide some form of relief to the victims of corporate misconduct. These legal trends have in turn had a significant impact on the European D&O insurance marketplace, as... Posted on November 19, 2009 at 01:26 am
Nov 18
Look Who's Getting Sued Now

One interesting thing about the most recently filed securities class action lawsuits is what they have in common - that is, that while the companies sued are drawn from a surprising diversity of industries, none of them are in the financial services sector. The absence of new securities suits against financially related companies is quite a contrast to the lawsuits that were being filed a year ago, and for that matter that were being filed in the first few months of 2009. There is an... Posted on November 18, 2009 at 01:07 am

Rank This Week: 518

InhouseBlog

Covers corporate, employment law, environmental, forms, insurance, IP, litigation and more. By Geoffrey G. Gussis.

http://www.inhouseblog.com/inhouseblog/

Nov 19
The 2009 Holiday Gift Guide for Lawyers

Reid Trautz has done it again - for the fifth year in a row. Spread the word - the Holiday Gift Guide is out!! Reid My Blog!: The 2009 Holiday Gift Guide for Lawyers * Find an In-House Counsel Job @ GoInhouse.com * Posted on November 19, 2009 at 11:01 pm by Editors
Nov 19
Google Gets into Legal Research

The blawgosphere is abuzz with the news - Google has entered the legal research game. Learn more about the news by reading a recent post at Robert Ambrogi's LawSites and then head over to Google Scholar to check it out. * Find an In-House Counsel Job @ GoInhouse.com * Posted on November 19, 2009 at 04:17 am by Editors
Nov 15
Mastering Outlook to Increase Productivity

Microsoft Outlook isn't perfect, but there is more to its e-mail and calendar functions than meets the eye. By combining some of Outlook's best undiscovered features with a little ingenuity, lawyers can reduce their stress levels and perhaps add a bit of leisure time to their schedules. [via Law.com - Mastering Outlook to Increase Productivity.] * Find an In-House Counsel Job @ GoInhouse.com * Posted on November 15, 2009 at 11:58 pm by Law.com

Rank This Week: 519

Georgia Litigation Blog

Offers news and developments for Georgia corporate & fiduciary litigation. By Scott B. Riddle.

http://www.georgialitigationblog.com/georgia_litigation_blog/

Apr 8
Ga Ct of Appeals - Corporate Directors Can File Bankruptcy Petition After Receiver Appointed And TRO Issued, But It Better Be Properly Authorized And Valid

By: Scott B. Riddle, Esq. Huffman v. Armenia, Case Nos. A06A2105; A06A2106; A07A0616, 2007 Ga. App. LEXIS 325 (Ga. App. March 20, 2007). In a prior post, I discussed a case that held that a debtor entity may file a Bankruptcy petition even when a Receiver has been appointed by the state court. While I do not know that there is much dispute over the fact that federal Bankruptcy law pre-empts state law, and therefore, the appointment of receivers, but what happens when the officers or directors... Posted on April 8, 2007 at 04:50 am by sbriddle
Mar 19
What Does the "Super Lawyers" Publication Think Of The Rules Of Professional Conduct?

By: Scott B. Riddle, Esq. Much has been written about the label of "Super Lawyer," including Kevin O'Keefe's post about the organization playing to egos to sell advertising and the possible ban on advertising one's inclusion in the list. But what, exactly, do the "Super Lawyer" Editors think of the ethical rules that the lawyers must follow? I was browsing the Super Lawyers website tonight and clicked on the Georgia section to see who was listed. What do we see at the bottom of the page, in... Posted on March 19, 2007 at 07:29 am by sbriddle
Mar 16
Ga Ct. of Appeals - Minority Shareholders Could Not Enjoin Merger Of Delaware Corporations

By: Scott B. Riddle, Esq. Paul and Suzie Schutt Irrevocable Family Trust v. NAC Holding, Inc., Case No. A-06-A2323 (Ga. App. March 1, 2007). (Download schutt.pdf ). The plaintiff owned 0.10% of stock in a subsidiary company, and the parent owned 99.76%. Both parent and sub were Delaware corporations. The SCHUTTs ... sought to enjoin the merger in a suit alleging that the NAC officers had breached their fiduciary duties by mismanaging the company. The SCHUTTs termed the penny-a-share offer... Posted on March 16, 2007 at 04:57 am by sbriddle

Rank This Week: 570

TheCorporateCounsel.net Blog

Covers corporate and securities law. By Broc Romanek.

http://WWW.THECORPORATECOUNSEL.NET/blog/

Nov 20
Our New "Model" Proxy Walkaway Disclosure

Our New "Model" Proxy Walkaway Disclosure Since every company will now need to address walkaway numbers in this year's proxy statements, we have devoted the "Fall '09 issue of Proxy Disclosure Updates" to analyzing how to draft this type of disclosure. We even provide a model walkaway disclosure in this critical issue. You will receive this issue, which is posted on CompensationDisclosure.com, by taking advantage of a no-risk trial to Lynn, Borges & Romanek's "Executive Compensation... Posted on November 20, 2009 at 04:05 am by Broc Romanek
Nov 19
Some Thoughts on Using Twitter: My Experiences So Far

Some Thoughts on Using Twitter: My Experiences So Far Here are some thoughts about Twitter that I posted a while back on "The Mentor Blog": Recently, I blogged about how you need to learn about Twitter since more and more executives are using it and you need to be able to recognize the corporate & securities law issues that arise, just like any other medium. I also noted that I've been regularly Tweeting since the beginning of the year. With 10-months-plus experience under my belt, I can... Posted on November 19, 2009 at 03:59 am by Broc Romanek
Nov 18
Renewal Time for 2010

Renewal Time for 2010 Knowing that the economy continues to wreak havoc with your budget, we have decided to freeze the prices for our publications for next year. As all our memberships expire at the end of the year, please take a moment to renew today at our "Renewal Center" for: - TheCorporateCounsel.net - The Corporate Counsel print newsletter - The Corporate Executive print newsletter - Lynn, Borges & Romanek's "Executive Compensation Annual Service" on CompensationDisclosure.com (this... Posted on November 18, 2009 at 04:14 am by Broc Romanek

Rank This Week: 575

New York Small Business Law

Legal Information (and other Insights) for small businesses, entrepreneurs and start-ups. By Imke Ratschko.

http://www.newyorksmallbusinesslaw.com/new_york_small_business_l/

Feb 17
Small Business Law Authors Wanted!

Are you a solo lawyer, lawyer in a small law firm or small business accountant in New York? I am looking for contributors to this blog who can write posts on employment law, tax and accounting, start-up issues, raising money, trademark law and other legal/tax issues affecting the small business in New York. As you can see from my prior entries, I am looking for contributions that are easy to read and understand for the layperson and business owner. This blog gets a very good number of hits and... Posted on February 17, 2009 at 03:07 pm by Imke Ratschko
Aug 21
What licenses do I need to start an Online Business?

"Starting an Online Business: Licensing Requirements" caught my eye the other day. I would like to add my own two cents to this topic from a New York perspective. An online business is no different from any other business when it comes to licenses and permits. Depending on the type of business you conduct, online or offline, you may need certain permits and licenses from three different authorities: the Federal Government, your State Government or your local authorities. Federal Government... Posted on August 21, 2007 at 11:37 pm by Imke Ratschko
Aug 17
"Terms and Conditions" may work for your Business

If you are in a line of business where you repeatedly have to enter into agreements with your customers and the basic terms of those agreements rarely change, you may want to consider the adoption of "General Terms and Conditions." Rather than having every contract spell out all terms and conditions, your individual contracts with customers could be rather short and refer to your General Terms and Conditions. The General Terms and Conditions could contain all the terms of the business... Posted on August 17, 2007 at 10:44 am by Imke Ratschko

Rank This Week: 578

Antitrust & Competition Policy...

Antitrust & Competition Policy Blog

By SMU Dedman School of Law Professor Shubha Ghosh.

http://lawprofessors.typepad.com/antitrustprof_blog/

Nov 20
Resale Price Maintenance in EC Competition Law: The Need for a Standardised Approach

Posted by D. Daniel Sokol Frederik van Doorn, Utrecht University - School of Law explains Resale Price Maintenance in EC Competition Law: The Need for a Standardised Approach. ABSTRACT: The paper addresses the paradox that, although it is generally recognised... Posted on November 20, 2009 at 12:00 am by JA Hodnicki
Nov 19
Monopoly Pricing of an Antibiotic Subject to Bacterial Resistance

Posted by D. Daniel Sokol Markus Herrmann (Department of Economics, CR&#xc3&#x89A, GREEN and CIRP&#xc3&#x89E, Universit&#xc3&#xa9 Laval) writes on Monopoly Pricing of an Antibiotic Subject to Bacterial Resistance. ABSTRACT: We develop a dynamic bio-economic model of bacterial resistance and disease transmission... Posted on November 19, 2009 at 12:29 pm by JA Hodnicki
Nov 19
Staying, dropping, or switching : the impacts of bank mergers on small firms

Posted by D. Daniel Sokol Hans Degryse (Tilburg University - Econ), Nancy Masschelein (National Bank of Belgium, Financial Department), and Janet Mitchell (National Bank of Belgium, Financial Department) address Staying, dropping, or switching : the impacts of bank mergers on... Posted on November 19, 2009 at 08:25 am by JA Hodnicki

Rank This Week: 584

Texas Non-Compete Law Blog

Covers breach of fiduciary duty, non-compete agreements, trade secrets and tortious interference. By Hughes & Luce.

http://blog.texasnoncompetelaw.com/

May 16
Dallas Noncompete Attorney: Texas Supreme Court Makes Agreements Easier to Enforce

The Texas Supreme Court recently made it even easier to enforce noncompete agreements. Ever since the court's opinion in the Sheshunoff case, it has been an open question whether, to be enforceable, a noncompete agreement must contain an explicit promise by the employer to provide confidential information to the employee. In Mann Frankfort Stein & Lipp Advisors, Inc. v. Fielding, 52 Tex. Sup. J. 616 (Tex. April 17, 2009), the court answered this question, and held that the employer's... Posted on May 16, 2009 at 07:35 am
Mar 23
Non-solicitation provisions must bear relation to employees' activities

A recurring issue in employee mobility cases is the extent to which a non-solicitation provision in an employment contract is enforceable. Typically, an employment agreement will contain a provision prohibiting post-employment competition, provisions prohibiting post-employment solicitation of customers and/or employees, or both. It's not uncommon for a provision prohibiting solicitation of employees to apply to all of the employer's employees. However, several Texas cases, including a recent... Posted on March 23, 2009 at 08:00 am
Dec 22
Texas Non-Compete Agreements: Is A Promise to Provide Confidential Information Required Anymore?

A recurring issue in non-compete cases involves how definite the employer's promise to provide confidential information must be for the agreement to be enforceable. Historically, disputes have focused on whether an explicit promise to provide the information was required, or whether an implied promise (e.g., language in which the employee "acknowledged" that he would receive information) was sufficient. In a recent case from the United States Court of Appeals for the Fifth Circuit, the court... Posted on December 22, 2008 at 02:23 pm

Rank This Week: 597

Andrew Ewalt's Law Blog

Covers business law and planning, elder law, estate planning, probate and estate administration, and real estate.

http://andrewewaltslawblog.blogs.com/my_weblog/

Nov 11
Hiring New Employees

Things to consider when hiring new employees: Eligibility for employment. You must verify that each new employee is legally eligible to work in the United States. This will include completing the U.S. Citizenship and Immegration Services (USCIS) Form I-9, Employment Eligibility Verification. You can get the form from USCIS offices or by calling 1-800-870-3676 or visit the USCIS Web Site at www.uscis.gov. New hire reporting. You are required to report any new employee to a designated state new... Posted on November 11, 2009 at 11:30 am by Andy
Oct 13
Protecting the Family Business or Farmers

Estate taxes can become a very real problem when an estate includes a farm or real estate used in a family business. Since federal estate tax have been repealed for only one year (2010), and Connecticut has recently implemented it own separate estate tax it is smart to plan now. For federal estate-tax purposes, land and buildings have to be valued at their "highest and best use." Thus, a farm that could be sold to a developer for more than it is worth, as a farm generally must be assessed at... Posted on October 13, 2009 at 11:45 am by Andy
Oct 7
Business Sucession Planning

Statistically, only thirty percent of family owned businesses survive from the founding generation to the next generation. Beyond that generation the success is even worse. The primary reason for the lack of success rests on the fact that most business owners fail to make plans, have the wrong plan or have not updated the plan. A comprehensive estate plan should include planning for the succession of the business. Here are some things to consider. 1. If some children are active in the business... Posted on October 7, 2009 at 12:12 pm by Andy

Rank This Week: 606

Startup Toolbox

Features business and legal notes from the venture ecosystem. By Jay Parkhill.

http://blog.jparkhill.com

Nov 20
On Zero-Sum Deals

Most of my work is building connections between two companies or people, which sometimes means negotiating a software license agreement and sometimes helping a group of founders start a new company together. In most of these cases everyone benefits in some way. A few times a year I help people unwind difficult situations as well. These are much harder deals to do- emotions run high and frequently the two sides don't trust each other at all. There is a tendency to look at these disputes as... Posted on November 20, 2009 at 05:07 pm by Jay Parkhill
Oct 22
Licensing in Plain English; or How (and When) to Write Contracts People can Understand

Most of my work is with medium and large companies negotiating software licenses between one another. The documents tend to be long and assume deep knowledge of license terms, indemnification, warranties, damages and other key concepts. I recently had a very different assignment, though, that turned into a fascinating exercise in minimalist licensing terms. A high profile company needed to obtain rights to use photographs of some extremely unsophisticated members of the general public (i.e.... Posted on October 22, 2009 at 03:25 pm by Jay Parkhill
Oct 15
Reading a Negotiation: Who Wants to Do the Deal and Who Wants to Argue?

My normal strategy in a negotiation is to be frank about my client's needs and try to find a collaborative solution for both sides. Here is an example of when that worked really well, another one where it didn't and what I could have done to improve the outcome. Negotiation as Collaboration In one recent transaction my client and its business partner had reached agreement on about 90% of the issues in the deal. The last few were somewhat sticky because they were less about business terms than... Posted on October 15, 2009 at 07:56 am by Jay Parkhill

Rank This Week: 611

Arborlaw Blog

Provides business and intellectual law commentary for entrepreneurs and small business. From Arborlaw PLC.

http://arborlaw.biz/blog/

Oct 20
EMU Copy Shop Held Liable for Students Copying Course Packs

The federal District Court for the Eastern District of Michigan found on Wednesday that an Ypsilanti, MI copy shop was directly liable (as opposed to contributorily liable) for copyright infringement, by allowing students to copy course packs on its own photocopy machines. Blackwell Publishing Group, Inc. v. Excel Research Group, LLC (Docket No. 07-12731, ED Mich, October 14, 2009)[PDF]. The Court in Blackwell found that because Excel maintained a 'master' of the course pack, gave it to a... Posted on October 20, 2009 at 07:21 am by Arborlaw
Sep 24
ReadTheBill.org: House Resolution 554 Would Require Bills To Be Posted 72 Hours Prior To Debate

H. Res. 554 is a bill sponsored by one Republican and one Democrat and would require that all non-emergency proposed federal legislation be posted 72 hours on the Internet, prior to any Congressional debate. As I have been saying to clients for years, don't sign contracts without reading them - and it certainly makes sense that your elected representatives should not vote on legislation that they haven't had an opportunity to read. If this makes sense to you, take a moment to contact your... Posted on September 24, 2009 at 12:13 pm by Arborlaw
Sep 24
Happy National Punctuation Day!

It's National Punctuation Day - make sure you properly use as many commas, quotation marks, semicolons and exclamation marks as you can. (There is some controversy as to whether that double-dash counts. It's the "black sheep" of punctuation. I think it's more readable.) Copyright &#xc2&#xa9 2009 a r b o r l a w. This Feed is for personal non-commercial use only. If you are not reading this material in your news aggregator, the site you are looking at is guilty of copyright infringement. Please contact... Posted on September 24, 2009 at 10:25 am by Arborlaw

Rank This Week: 684

Indian Corporate Law

Revies Indian corporate and business law. By Umakanth V.

http://indiacorplaw.blogspot.com/

Nov 20
Dissecting Indian Corporate Governance

India Knowledge@Wharton carries a discussion (or a mutual interview of sorts) between Wharton professors Jitendra Singh and Harbir Singh and former SEBI Chairman M. Damodaran on several issues pertaining to Indian corporate governance, including the role of independent directors. The discussion is rich in that it dissects several fundamental issues of Indian corporate governance, such as whether it is prudent for Indian corporate governance to follow other models or whether it should develop a... Posted on November 20, 2009 at 02:07 am
Nov 19
The SEBI-NSDL Controversy

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Nov 16
Some Literature on Governance and Social Responsibility

Professor Balasubramanian of IIM Bangalore has posted two interesting papers. In the first paper, Addressing Some Inherent Challenges to Good Corporate Governance, he examines certain specific issues arising due to the concentrated ownership in Indian listed companies. Specifically, he notes: While the objectives of good governance, namely creation, protection and equitable distribution of shareholder value, have long been recognized, their full achievement in practice has been dogged by... Posted on November 16, 2009 at 12:59 am

Rank This Week: 709

Debt Collection Lawyer Blog

Offers tips, techniques and strategies for debt collection. By Michael Herrin.

http://debtcollectionlawyer.blogspot.com

Nov 18
The Motion To Set Payments--How To Overcome A Huge Court Judgment

You have a debt you can't pay. It's ballooned into a huge debt with unreal interest charges and now collection costs and attorney's fees. You offered to pay monthly what you really can pay and the debt collector wouldn't give you the time of day and offered you some outrageously huge payoff amount. Now you've been sued and you are staring at the possibility of or already are saddled with a huge judgment. You are living with the fear that the debt collection lawyer is going to execute (obtain... Posted on November 18, 2009 at 03:09 am by *
Nov 13
Unemployed and Broke--Time for the Cease Communications Letter

You are one of the thousands of now unemployed and you are broke. You would love to pay your credit card bill or other debt, but you just don't have the money. Your creditor is calling every day and sending you threatening letters every week. It's affecting your mental health and your family. What do you do? Well, if you truly have no ability to pay anything, you might consider the Cease Communication letter. The Federal Fair Debt Collection Practices Act, 15 USC 1692c(c) provides that a... Posted on November 13, 2009 at 06:44 am by *
Mar 26
How to Control a Debt Collection Call

Getting a call from a debt collector is stressful, embarrassing and unsettling. Debt collectors are taught and trained, in fact its drilled into them, to stay in control of the call! What does this mean? It means they want to direct where the call goes, the tone of the call and they want to ask all the questions. Questions are powerful powerful tools. Many times a collector will ask a question and then simply pause and leave the debtor to stew in that uncomfortable silence. If the debtor starts... Posted on March 26, 2009 at 04:57 am by Michael Herrin

Rank This Week: 728

Fashion & Apparel Law Blog

Covers legal issues facing the fashion, apparel and textile industry. By Sheppard Mullin.

http://www.fashionapparellawblog.com/

Oct 29
Retailers Get More Clarity On Key Privacy Issues In Song-Beverly Cases - Zip Code O.K., Reverse Lookup O.K., E-MAIL Address Not Preempted

By Craig Cardon and Elizabeth Berman The California Court of Appeal has recently published two new decisions involving data privacy class actions. Both involve claims under the Song-Beverly Credit Card Act. The most recent, Jessica Pineda v. Williams-Sonoma Stores, Inc., 2009 DJDAR 15191, affirmed the judgment against the plaintiff on the grounds that it is not a violation of Song-Beverly to request a zip code during a credit card transaction, even if the zip code is matched with a name to... Posted on October 29, 2009 at 03:43 pm
Oct 16
The Bankruptcy Files: Haute Couture Edition

To read this article on bankruptcies in the fashion industry published by American Lawyer, please click here, or visit the AmLaw Daily website. Posted on October 16, 2009 at 10:37 am
Sep 24
The Hottest Trend: Refinancing

For the fashion industry, one of the must-have, but hard to come by, items this season is a favorable refinancing deal. The recent volatility in the fashion market has reflected not just the ever-changing tastes of the cognoscenti, but also the rapidly shifting economic landscape confronting designers and retailers. The fashion industry has suffered acutely in the global financial crisis as consumers curb their spending, particularly in the luxury goods market. In fact, analysts have estimated... Posted on September 24, 2009 at 01:15 pm

Rank This Week: 747

Venture Law Lines

Venture capital and startup business advice. By Suzie Dingwall Williams.

http://venturelaw.blogspot.com

Oct 8
Canadian Social/New Media in New York

On October 28, the Canadian consulate in New York is hosting "The Evolution of Media", a half day event featuring our rock star client Filemobile and other Canadian new media companies. This session also features a keynote from internationally-renowned new media expert Mitch Joel President of Twist Image - an award-winning Digital Marketing and Communications agency. Check out here for more information. Posted on October 8, 2009 at 04:59 am by Suzanne Dingwall Williams
Oct 6
Start-Up Brain Drain: The Next Threat To Canadian Venture Capital?

When US VCs grow introspective, it's almost never good for Canada. Which is why we should all be concerned about the self-reflection now taking place south of the border. In recent months, US VCs have cottoned on to the importance of immigrant entrepreneurs to an innovation economy. This used to be Canada's exclusive domain; thanks to historical inclination and demographics, we've long known we need foreign innovators in order to grow our economy. Now, US venture capital is catching up. Their... Posted on October 6, 2009 at 12:23 pm by Suzanne Dingwall Williams
Sep 14
BCE Capital/Summerhill Ventures Scores a Liquidity Event

Been crawling through the August/Labour Day pile of work. More blogging soon (lord knows, there's lots to blog about!). But in the mean time, rejoice in Toronto's Summerhill Ventures, which celebrates a liquidity event thanks to its portfolio company Intellon,sold for $244 million in cash and stock. It's nice to see some gains in the US market make their way north of the border. Posted on September 14, 2009 at 03:53 am by Suzanne Dingwall Williams

Rank This Week: 751

Reasonable Basis

Features developments in false advertising and consumer protection law. By Tom Hughes.

http://www.reasonablebasis.com/

Jun 9
A tough week for Sears

After entering into a consent with the Federal Trade Commission for its collection and use of data from some of its My SHC Community members, Sears is involved in a second consent with the FTC, this time over environmental claims by Kmart. According to Commission complaints, Kmart, a unit of Sears Holdings Corp., Tender Corp. and Dyna-E International all made false and unsubstantiated claims that their paper products were "biodegradable." The Commission has been clear that unqualified... Posted on June 9, 2009 at 12:19 pm by Thomas Hughes
Jun 4
Sears was watching you

Sears settled a Federal Trade Commission complaint alleging that it failed to adequately disclose the scope of the information it collected through a downloaded software application available to members of its "My SHC Community." According to the Commission's complaint, Sears paid certain consumers $10 to download "research software" that would track their "online browsing." The invitation from Sears to participate provided the following: "This research software will confidentially track your... Posted on June 4, 2009 at 10:31 am by Thomas Hughes
May 26
Attack Ads

According to Adage more companies are calling out their competitors in "attack ads." Recent campaigns cited by the article include Domino's claims that it beat Subway in a taste test, Campbell Soup's campaign touting the superiority of its Select Harvest soup over General Mills' Progresso, Dunkin' Donuts boasting that it "beat Starbucks," and recent ads from Kraft asserting that its Oscar Mayer Jumbo Beef Franks taste better than hot dogs from Sara Lee and others. The article notes the success... Posted on May 26, 2009 at 01:40 pm by Thomas Hughes

Rank This Week: 766

Korea Law Blog

By American lawyer Brendon Carr in Seoul.

http://www.korealawblog.com/

Jun 1
Wherein I Get Sick of Korea Law Blog

As you can tell, Korea Law Blog is pretty moribund. I've simply decided that my opinion on legal matters is not a matter of urgency for all people. That said, I think I might be interested in keeping a generalized blog under a different URL, one which would accommodate my opinions on cats, bacon-flavored mayonnaise, and such matters-including politics and Korean legal matters. Watch this space. Posted on June 1, 2009 at 04:02 am by Brendon Carr
Dec 25
SsangYong Motor Situation Getting Tricky

SsangYong Motor Company (SYMC), Korea's fifth carmaker and a holdover "zombie" company from the 1998 financial crisis, appears to be on the brink of bankruptcy, with its major shareholder Shanghai Automotive Industry Corporation, apparently having had enough of the company and its union, threatening to walk away from the company and to allow the company to go bankrupt. Will this contribute to a reordering of the Korean labor market? Probably not. There is an important difference between the US... Posted on December 25, 2008 at 10:41 pm by Brendon Carr
Nov 14
Seoul High Court: HIV Not Justifiable Reason for Deportation

Some good news for a change: The Seoul High Court has ruled that foreign residents of Korea cannot be deported simply because of testing HIV positive, according to a report in the Law Times I noticed today. The High Court, an intermediate appellate court, affirmed a district court ruling in favor of a Chinese migrant laborer, a Mr. (Ms.?) Heo, who challenged a deportation order by the Seoul Bureau of the Immigration Service prompted by an HIV-positive blood test result. Presiding Judge Yu... Posted on November 14, 2008 at 03:29 am by Brendon Carr

Rank This Week: 769

Ky Commercial Litigation Blog

Comments on procedural and substantive law affecting the planning of transactions and the litigation of business and commercial matters. By Buechel & Conley.

http://kycommerciallitigation.squarespace.com/kycommerciallitigationblog/

May 11
Arbitration Can Be Compelled by Non-Parties to Agreement

The Supreme Court has once again firmly planted itself on the side of enforceability of arbitration agreements. We have previously written about this tendency (here) -- prohibiting parties from changing the scope of review of awards, allowing arbitration of claims based on statutory rights, and allowing arbitrators to determine the scope of arbitration agreements. Now, the Supreme Court has gone one step farther, writing about the ability of non-parties to the arbitration agreement to insist on... Posted on May 11, 2009 at 05:19 pm by Joseph E. Conley, Jr.
Feb 28
Class Action Waivers Redux -- American Express Loses Again

It has been a few bad weeks for American Express. We wrote a couple of weeks ago about the Second Circuit's decision invalidating class action waivers in arbitration agreements with it merchants. Now the Third Circuit has piled on. In a decision earlier this week it held that class actions waivers in arbitration agreements between American Express and its customers are unenforceable under New Jersey Law, where individual actions would be uneconomical to pursue. The latest decision, Posted on February 28, 2009 at 10:37 am by Joseph E. Conley, Jr.
Feb 21
COBRA ARRA TARP YIKES

In the lagniappe within the in the Stimulus Package passed last week in the American Recovery and Reinvestment Act (with the pork, the special causes, the non-stimulating stimuli), was something employment and benefit lawyers will have some fun with. It provides that qualifying employees who are involuntarily terminated have the right to have their ex-employer subsidize 65 percent of the cost of their health care continuation coverage under COBRA for nine months (actually, the employer will get... Posted on February 21, 2009 at 01:25 pm by Joseph E. Conley, Jr.

Rank This Week: 770

Rush On Business

Covers business litigation, employment law, franchise law, incorporation and starting a business. By Rush Nigut.

http://www.rushonbusiness.com/

May 6
San Diego Small Business Law Blog is a Gem

From time to time I enjoy featuring a business law blog worth reading. The San Diego Small Business Law Blog from Joseph Dang is definitely one to check out. Although the blog is centered on California law, Joseph has a number of general posts that are helpful to any small business owner. In particular, I encourage you to read his posts on business formation and incorporation. Real good stuff! Posted on May 6, 2009 at 09:44 am
May 6
San Diego Small Business Law Blog is a Gem

From time to time I enjoy featuring a business law blog worth reading. The San Diego Small Business Law Blog from Joseph Dang is definitely one to check out. Although the blog is centered on California law, Joseph has a number of general posts that are helpful to any small business owner. In particular, I encourage you to read his posts on business formation and incorporation. Real good stuff! Posted on May 6, 2009 at 05:00 am
Dec 31
Blawg Review of the Year Nominations

Blawg Review is the blog carnival for everyone interested in law. A peer-reviewed blog carnival, the host of each Blawg Review decides which of the submissions and recommendations are suitable for inclusion in the presentation. For an example, please read my Blawg Review #147 during which Charlie Longbrief got so tired riding across Iowa that he apparently couldn't post the rest of the year. It's time for the Blawg Review of the Year Nominations. Those who have ever hosted blawg review or are... Posted on December 31, 2008 at 07:20 am

Rank This Week: 771

Tax & Business Law Commentary

Comments on tax and business law developments. By Stuart Levine.

http://taxbiz.blogspot.com

Jan 19
Whips and Chains?

The following question was posed on the Maryland State Bar Association's Small and Solo Practice listserv discussion group: Hello List, First let me start by saying I hope my question doesn't offend anyone but I wanted to hopefully find someone who could point me in the right direction. I had a potential client call today and ask me to draft a "Domination Contract." I had no idea what that was until the client explained that she has been requested to be a Dominatrix by someone else and she... Posted on January 19, 2007 at 03:48 am by Stuart Levine
Jan 13
Original Intent on Representing the Unpopular

In 1770, a prominent Boston lawyer represented the Capt. Thomas Preston and the British soldiers after the Boston Massacre. They were immensely unpopular. This account of that lawyer's recollection of his retention for the defense was posted on October 20, 2006, on the blog, Boston 1775: The next Morning I think it was [i.e., 6 March 1770], sitting in my Office, near the Steps of the Town house Stairs, Mr. [James] Forrest came in, who was then called the Irish Infant. I had some Acquaintance... Posted on January 13, 2007 at 03:16 am by Stuart Levine
Jan 11
Housekeeping

This post is just to clear a problem between Blogger and Bloglines. Posted on January 11, 2007 at 12:42 pm by Stuart Levine

Rank This Week: 791

Lightbulb Blog by Dilanchian

Covers intellectual property law and business law from an Australian perspective. Published by Dilanchian Lawyers and Consultants.

http://www.dilanchian.com.au

Nov 10
Financial planners and professional services marketing

I answered a Linkedin question today about the lack of marketing use of social media by financial planners. The question and the answer are relevant to other professionals. Our insights emerge from dealings with public relations firms, financial planners, and from establishing this Lightbulb lawyers blog and maintaining it since mid-2006. We've also learned from Michael Perkins, a lawyer and author who works closely with financial planners. Here's the question as posed by Des Walsh, a... Posted on November 10, 2009 at 08:26 pm by Noric Dilanchian
Nov 10
Murdoch on internet advertising, pay walls and competition

Mr Rupert Murdoch was interviewed over 37 minutes this week by David Spears of SkyNews on his views on a broad range of subjects. We'll focus here on his perception of the challenge from Google and other search engines for the traditional core of News Corp's power, its newspapers and their advertising-supported business model. You can watch the video here, and go on to read our take on it. {youtube}M7GkJqRv3BI&feature{/youtube} Posted on November 10, 2009 at 06:00 am by Noric Dilanchian
Nov 2
Entertainment law contract cancer

Just as concrete cancer plays havoc with structures, so does what I'll call "contract cancer". In the early hours of last night I finalised email advice for an entertainment industry client. My advice was on a licence agreement for my client's sound recordings. The contract was prepared by a multinational company seeking to distribute my client's content. The contract was littered with little signs of weaknesses. These were gaps or errors in - grammar, clause numbering, and the choice of words.... Posted on November 2, 2009 at 04:41 pm by Noric Dilanchian

Rank This Week: 808

The University of Chicago Law...

The University of Chicago Law School Faculty Podcast

Listen to lectures by and discussions with the faculty of the University of Chicago Law School.

http://www.law.uchicago.edu

Nov 19
Bernard Harcourt, "Neoliberal Penality: A Genealogy of Excess"

What work do the categories "the free market" and "regulation" do for us? Why do we incarcerate one out of every one hundred adults? These seemingly unrelated questions, it turns out, are deeply interconnected. The categories of free and regulated markets emerged as an effort to make sense of irreducibly individual phenomena-unique forms of social organization. In the process, the categories helped shape the dominant belief that the economic realm is characterized by natural order, and that the... Posted on November 19, 2009 at 09:38 am by arester
Nov 5
Shakespeare and the Law: Keynote Discussion featuring Justice Stephen Breyer, Richard Posner, Martha Nussbaum, & Richard Strier

The University of Chicago Law School's "Shakespeare and the Law" conference brought together thinkers from law, literature, and philosophy to investigate the legal dimensions of Shakespeare's plays. Participants explored the ways in which the plays show awareness of law and legal regimes and comment on a variety of legal topics, ranging from general themes, such as mercy and the rule of law, to highly concrete legal issues of his time. Other papers investigated the subsequent influence of his... Posted on November 5, 2009 at 08:52 am by arester
Oct 29
Panel Discussion on Gay Marriage with Professors Mary Ann Case, Martha Nussbaum, David Strauss and Lecturer James Madigan

This panel discussion was recorded on October 20, 2009 and was sponsored by Outlaw, the Law School Democrats, and the Law School Republicans. Mary Anne Case is Arnold I. Shure Professor of Law at the University of Chicago Law School; Martha Nussbaum is Ernst Freund Distinguished Service Professor of Law and Ethics at the University of Chicago Law School; David Strauss is Gerald Ratner Distinguished Service Professor of Law at the University of Chicago Law School; and James Madigan is Class of... Posted on October 29, 2009 at 09:49 am by arester

Rank This Week: 839

BizzBangBuzz

Covers small business, venture capital, entrepreneurship and technology. By Anthony Cerminaro.

http://bizzbangbuzz.blogspot.com

Oct 6
10 Steps to Buy a Business

This is the first of three articles in which I describe the processes involved in buying and selling a business. This post is from the Buyer's perspective. The second post and the third post focus on the Seller. 1. ASSEMBLE A TEAM. Buying a business can be a confusing and time-consuming process, particularly for the uninitiated. Before proceeding, a wise buyer assembles a team of experienced advisers familiar with the process. Team members ordinarily would include an accountant, tax adviser and... Posted on October 6, 2009 at 03:36 am by Anthony Cerminaro
Sep 29
Startup Legal Docs

The Fort Worth Startup Blog provides the entrepreneurial community with access to a set of founder-friendly startup documents from theFunded.com. Please note that these documents are most useful as a starting point and will likely require modification and negotiation to fit particular circumstances. Posted on September 29, 2009 at 09:17 am by Anthony Cerminaro
Sep 27
Characteristics of Great Companies

Great companies: 1) are constantly innovating and delighting their customers/users with new products and services. 2) are built to last and be independent and sustainable. Great companies don't sell out. 3) make lots of money but leave even more money on the table for their users and partners. 4) don't look elsewhere for ideas. They develop their ideas internally and are copied by others. 5) infect their users/customers with their brand. They turn their users and customers into... Posted on September 27, 2009 at 04:27 am by Anthony Cerminaro

Rank This Week: 851

LLC and Corporation Small Talk

By Nolo.

http://blogs.nolo.com/llc-corporation

Jun 4
Corporate Compliance Scams and Flimflams

/**/ Even Nolo, my corporate-law publisher -- a company loaded with lawyers and staff personnel who can easily separate legal wheat from chaff -- gets bogus corporate correspondence selling ersatz compliance services. One official-looking legal letter came into the controller's office recently. It was from an "agency" calling itself the Corporate Minutes Compliance Counsel, or somesuch, and it strongly advised (warned, really) that Nolo send the Board a payment of $125 to prepare its... Posted on June 4, 2008 at 06:32 pm
Jun 4
Corporate Compliance Scams and Flimflams

Even Nolo, my corporate-law publisher - a company loaded with lawyers and staff personnel who can easily separate legal wheat from chaff - gets bogus corporate correspondence selling ersatz compliance services. One official-looking legal letter came into the controller's office recently. It was from an "agency" calling itself the Corporate Minutes Compliance Counsel, or somesuch, and it strongly advised (warned, really) that Nolo send the Board a payment of $125 to prepare its state-mandated... Posted on June 4, 2008 at 05:32 pm by Tony Mancuso
May 10
Converting an LLC to a Corporation - It's Not as Simple as It Seems

/**/ State entity-filing offices -- typically a division or department of the office of the Secretary of your state -- have made it simple to convert one type of entity to another. Many provide a simple entity conversion form for this purpose. Just check the appropriate boxes on the conversion form, add some simple boilerplate as explained in the instructions to the form, file the form, and you're done. The new business is formed, the assets of the old business are transferred to the new... Posted on May 10, 2008 at 05:15 pm

Rank This Week: 866

Antitrust Review

Covers antitrust law, policy and economics. By Dan Crane, David Fischer, Hanno Kaiser and Manfred Gabriel.

http://www.antitrustreview.com

Nov 19
Google and Legal Search

Google now has a legal search engine. You first have to go to Google Scholar and then selected the "legal opinions and journals" option. I have only taken a quick look but a couple of quick thoughts: this is will be useful if you know the case name (or part of it). However, the inability to search for cases within a particular federal district court or circuit is an odd limitation (especially given the the ability to search for state cases by state). Other limitations: there is no indication if... Posted on November 19, 2009 at 08:44 am by David Fischer
Nov 17
Slides for Talk about Antitrust and Standard Setting

Here are the slides for an upcoming talk on standard setting after Rambus, Broadcom (3rd. Cir.), Qualcomm (Fed. Cir.), and N-Data at the Advanced Patent Law Institute Conference in Palo Alto. Drop me a note if you are attending and would like me to address any other topics (offline, probably, the slot is only for 30 minutes). Share on Facebook Posted on November 17, 2009 at 09:31 am by Hanno Kaiser
Nov 17
Obama Nominates Julie Brill and Edith Ramirez to the FTC

Reuters reports: U.S. President Barack Obama has chosen Julie Brill, North Carolina's top consumer watchdog, and attorney Edith Ramirez to fill two vacant spots on the Federal Trade Commission, the White House said on Monday. &#xe2€&#xa6Brill became the senior deputy attorney general and chief of consumer protection and antitrust for the North Carolina Department of Justice in February 2009. Ramirez has represented corporations like Mattel Inc and Northrop Grumman Corp. &#xe2€&#xa6They would replace Republican... Posted on November 17, 2009 at 04:20 am by David Fischer

Rank This Week: 875

AS-IS: Ecommerce, Internet,...

AS-IS: Ecommerce, Internet, Software & Technology Law and Contracts

Comments on technology deals and companies. By Harry Boadwee.

http://boadweelaw.com/blog/

Apr 3
Strategy at the Edge of Intellectual Property

Imagine working in an industry with no intellectual property protection at all. Unlike the book, music, and high tech industries, you couldn't use the law to shut down an infringer who was ripping off your products. How would you stay in business? Ask the fashion design business. That's what BusinessWeek did. According to BW, garment designs are not copyrightable (but "counterfeit garments ... right down to the label ... are illegal"). BW found these strategies: 1. Protect what you can under... Posted on April 3, 2008 at 02:03 pm
Jan 7
Data Scraping from Web Services

This month's Wired magazine has a perceptive article about so-called "data scraping" or "screen scraping" practices. It discusses the practical aspects of data scraping (such as IP address banning or blocking as a practical remedy to prevent scraping), use of cease and desist letters, and use of properly-licensed web services application programming interfaces (API's) as a way to control such practices. The article does not provide any detail about underlying legal theories or court cases to... Posted on January 7, 2008 at 03:55 pm
Dec 21
Silicon Valley Micro-Cultures and Industry Clusters

A New York Times article describes where the "niche neighborhoods" and industry clusters are located in Silicon Valley, with web design and online advertising centered in San Francisco, software in the Palo Alto area, and semiconductors, disk drives and and network equipment located in the south Bay near San Jose. No mention of Cupertino, where my office is located, which has an eclectic mix of hardware, software and great design: Apple Computer, Symantec, and the U.S. office of open source... Posted on December 21, 2007 at 09:47 am

Rank This Week: 890

IN THE (RED) - The Business...

IN THE (RED) - The Business Bankruptcy Blog

Covers business bankruptcy issues and developments. From Cooley Godward Kronish LLP's Bob Eisenbach.

http://bankruptcy.cooley.com/

Nov 10
Second Circuit Decides Whether Unsecured Creditors Can Recover Post-Petition Attorney's Fees

On November 5, 2009, the U.S. Court of Appeals for the Second Circuit became the second court of appeals to answer the question left open in the U.S. Supreme Court's March 2007 decision in Travelers Casualty & Surety Co. of America v. Pacific Gas & Electric Co., 549 U.S. 443 (2007): Can unsecured creditors recover post-petition attorney's fees as part of their unsecured claims? For more on the Travelers decision, follow the link to this earlier post. The Ninth Circuit's Earlier SNTL... Posted on November 10, 2009 at 08:57 am
Nov 2
A Matter Of Time: Important Amendments To The Bankruptcy Rules Are Coming December 1st

Nearly every year, changes are made to the set of rules that govern how bankruptcy cases are managed -- the Federal Rules of Bankruptcy Procedure. Normally, the changes address issues identified by an Advisory Committee made up of federal judges, bankruptcy attorneys, and others. This year, the amendments to the national bankruptcy rules are mainly the result of statutory changes enacted by Congress. The new amendments will take effect on December 1, 2009. Timing Changes Across The Board. For... Posted on November 2, 2009 at 08:45 am
Sep 21
Major Amendments To The CCAA, Canada's Reorganization Law, Are Now In Force

In a post last year entitled "North Of The Border: Reorganization Under Canada's Companies' Creditors Arrangement Act," I discussed the various types of bankruptcy and insolvency proceedings available under Canadian law. Included in the discussion was the Companies' Creditors Arrangement Act, known as the CCAA, used by many Canadian companies to reorganize. At that time, although significant amendments had been enacted to the CCAA and other Canadian bankruptcy laws, those amendments had not... Posted on September 21, 2009 at 11:46 pm

Rank This Week: 913

Michigan Small Business Blog

Focuses on starting a small business in Michigan. By Nicole Wipp.

http://www.wipplaw.com/michigan-attorney-blog.html

Feb 27
Nicole's Social Networking Seminar, What People Had To Say

Social media for business is a hot topic, and over 50 people attended our seminar on using social networks such as Facebook, Twitter and Linkedin for business. Read what they had to say! Posted on February 27, 2009 at 08:40 am
Feb 27
Social Networking for Business | A Hands-On Seminar

A hands-on seminar for those interested in setting up and using social networking sites such as Facebook, Twitter and LinkedIn to promote their Business. Join us in a small-class learning environment, where Nicole Wipp will help you get started! Posted on February 27, 2009 at 08:22 am
Feb 20
Child Custody in Michigan: An Overview

An overview and helpful information about child custody in Michigan, including best interest factors, joint and sole custody, and more. Posted on February 20, 2009 at 06:22 pm

Rank This Week: 935

Private Equity Law Review

Covers legal issues in recent private equity deals and acquisitions, as well as current topics related to private equity, acquisitions and financing.

http://www.privateequitylawreview.com/

Oct 27
Going Private: Rule 13e-3 and Private Equity Buyouts - Part 2

/**/ In acquisitions of public companies, private equity sponsors often seek to retain members of the target's management to run the day-to-day operations of the portfolio company after closing. Almost invariably, the sponsors will offer management shares in the surviving company in order to align the managers' interests in improving the company's profitability with those of the private equity fund. Sponsors may offer managers an equity interest in the surviving company in proportion to their... Posted on October 27, 2009 at 05:22 pm
Oct 23
House Hearing on Private Equity and Venture Capital Regulation - Part 2: Leveraged Buyouts

/**/ In debates over public policy, the first battle often involves a contest over narrative. If others adopt your story, you can gain an early advantage by having lawmakers solve the problems you define for them. In this month's hearings on "Enhancing Oversight of Private Pools of Capital" before the House Financial Services Committee, Douglas Lowenstein, President of the Private Equity Council (PEC), told a familiar tale: Twin brothers, both productive and contributive to the common good,... Posted on October 23, 2009 at 11:39 am
Oct 21
House Hearing on Private Equity and Venture Capital Regulation- Part 1: The Private Equity Council

/**/ Everybody likes a fight. So it came as no surprise that the media dredged up some hackneyed headlines to describe the House Financial Services Committee's hearings on regulating hedge funds, venture capital, and private equity earlier this month. Whether they dodged bullets at a "Showdown at the VC Corral" or witnessed bloodlust as "PE lobbyists throw VCs under the bus," journalists let us know that - surprise! - the private equity community trashed the venture capital exemption in... Posted on October 21, 2009 at 03:10 pm

Rank This Week: 1047

Corporate Finance Law Blog

Covers corporate governance, securities, and tax issues. By Davis Wright Tremaine LLP.

http://www.corpfinblog.com/

Oct 19
Legislative Language of the America's Healthy Future Act

The legislative language of the Senate Finance Committee's healthcare bill can be accessed here. Posted on October 19, 2009 at 04:44 pm
Sep 10
Broadband Stimulus Update and Next Steps in the Funding Process

/**/ By Maria T. Browne, Paul B. Hudson, James M. Smith and James W. Tomlinson Last week, the Commerce Department's National Telecommunications and Information Administration (NTIA) and the Department of Agriculture's Rural Utilities Service (RUS) jointly issued a press release with preliminary aggregated information about the applications submitted for the first round of broadband stimulus funding. NTIA and RUS (the "Agencies") announced that they received approximately 2,170 applications... Posted on September 10, 2009 at 04:54 pm
Sep 10
Foreign-Funded Equity Investment Allowed to Incorporate in Pudong, China

/**/ By Nicole Guo and Ron Cai Since the outbreak of the global financial crisis, the typical model of China's capital market-that both fundraising and exit of private equity (PE) funds/venture capital (VC) are effected overseas-has begun to attract skepticism. In contrast, Chinese currency PE funds have been growing in past months. Chinese authorities have released a series of policies, meanwhile, to promote the development of equity investment. At the end of 2008, the General Office of the... Posted on September 10, 2009 at 04:47 pm

Rank This Week: 1053

Contracts Blog

Blog on legal news and contracts.

http://www.onecle.com/blog

Oct 15
Ancestry.com Contracts

Added Ancestry.com Inc. contracts from their Form S-1 filings. Found a lot of offer letters. Posted on October 15, 2009 at 02:47 am by Ken Chan
Aug 6
3M Purchase Agreement

Who actually reads the Terms & Conditions prior to completing an online purchase of consumer goods? After all, we all expect nothing more than one unremarkable paragraph after another of boilerplate. At least, until it is not. The following paragraph stood out while I was glancing through the T&Cs / Purchase Agreement. BUYER may not resell, distribute or transfer as part of commercial activity the PRODUCT(S) purchased on shop3M.com to any third party. So, if you buy a pack of bandages... Posted on August 6, 2009 at 12:14 am by Ken Chan
May 19
Sun Microsystems Contracts

Just added Sun Microsystems Inc. contracts, including the Agreement and Plan of Merger between Oracle and Sun. Posted on May 19, 2009 at 10:55 am by Ken Chan

Rank This Week: 1056

InhouseBlog - News for Inhouse...

InhouseBlog - News for Inhouse Counsel

Business and legal information for inhouse counsel. From Geoffrey G. Gussis of Riker, Danzig, Scherer, Hyland & Perretti LLP

http://www.inhouseblog.com/inhouseblog/

Nov 19
The 2009 Holiday Gift Guide for Lawyers

Reid Trautz has done it again - for the fifth year in a row. Spread the word - the Holiday Gift Guide is out!! Reid My Blog!: The 2009 Holiday Gift Guide for Lawyers * Find an In-House Counsel Job @ GoInhouse.com * Posted on November 19, 2009 at 11:01 pm by Editors
Nov 19
Google Gets into Legal Research

The blawgosphere is abuzz with the news - Google has entered the legal research game. Learn more about the news by reading a recent post at Robert Ambrogi's LawSites and then head over to Google Scholar to check it out. * Find an In-House Counsel Job @ GoInhouse.com * Posted on November 19, 2009 at 04:17 am by Editors
Nov 15
Mastering Outlook to Increase Productivity

Microsoft Outlook isn't perfect, but there is more to its e-mail and calendar functions than meets the eye. By combining some of Outlook's best undiscovered features with a little ingenuity, lawyers can reduce their stress levels and perhaps add a bit of leisure time to their schedules. [via Law.com - Mastering Outlook to Increase Productivity.] * Find an In-House Counsel Job @ GoInhouse.com * Posted on November 15, 2009 at 11:58 pm by Law.com

Rank This Week: 1060

Deal Attorney

Covers domestic and international commercial and financial transactions, such as mergers and acquisitions, venture capital, intellectual property licensing, product distribution, strategic partnerships and joint ventures. By Anthony Cerminaro.

http://dealattorney.blogspot.com

Sep 22
Hard Times Business Acquistions

"Theodore B. Polk is managing Director at Citigroup Capital Strategies, and he was kind enough to share his thoughts [with PLI's In Brief] in Acquiring or Selling the Privately Held Company - 2009. The article is a great retrospective on where we were prior to the slowdown and how deals are moving forward. Though written in February, things haven't progressed so much that the value isn't still as good as then, particularly in its generalized description of how markets change when an economy... Posted on September 22, 2009 at 05:09 am by Anthony Cerminaro
Jul 24
Using ESOPs to Transfer a Business to Employees

"An employee stock ownership plan (ESOP) is a tool business owners use to achieve three common exit objectives: 1. Leave the business soon 2. Leave the business with cash adequate enough for financial security 3. Leave the business to employees "An ESOP is touted as allowing business owners to cash out at fair market value from their businesses, pay no taxes on the sale and transfer their companies to their employees in the process. To separate truth from fiction - or reality from hype -... Posted on July 24, 2009 at 04:52 am by Anthony Cerminaro
Jun 28
Lessons on Retaining Key Target Employees

"Common issues confronting acquirors involve retaining the target company's key employees and protecting against the loss of business to defecting employees. A recent Delaware Court of Chancery decision addressed issues faced by an acquiror, where a group of the target company's employees plotted to leave the target company and launch a competing business prior to the acquisition's close. The court's decision in Ivize of Milwaukee, LLC v. Compex Litigation Support, LLC will likely cause... Posted on June 28, 2009 at 04:15 am by Anthony Cerminaro

Rank This Week: 1063

Small Business and Solo Law...

Small Business and Solo Law Practice Blog

Offers tips for running your own small business or solo law practice. By Victor Medina.

http://victormedina.typepad.com/lpmblog/

Sep 18
Clark Grading Grading Contractor

Clark Grading is a top quality Grading Contractor. Being in the business for over 30 years there experience will speak for them selves. Clark Grading as a Grading Contractor services the Inland Empire Grading, Grading Riverside, Grading Corona, Grading San Bernardino, Grading Orange County and all surrounding areas.You will be sure to receive the highest quality Grading Contractor in the area. Also you will find Clark Grading all around Finish Grade Riverside Posted on September 18, 2009 at 03:19 pm by I love my Blog
Apr 29
MILO Chat Weekly - Ep. 11 - "Bringin' the Funny Today"

MILO Chat Weekly - Episode 11 - "Bringin' the Funny Today" Regular crew: Ben Stevens, Finis Price, Victor Medina We ran a little long on this one, but we think it's entertaining. As usual, let us know what you think by clicking email link below and sending us your comments. Comments? Send them to milochat@miloweekly.com Subscribe to this podcast using iTunes! Embedded player here: Download the podcast directly by right-clicking and saving this link Posted on April 29, 2009 at 08:11 pm by milochat@miloweekly.com (Victor Medina)
Mar 24
MILO Chat Weekly - Ep. 10 - "I'm the Mac Lawyer, lowercase 't'"

MILO Chat Weekly - Episode 10 - "I'm the Mac Lawyer, lowercase 't'" Regular crew: Ben Stevens, Finis Price, Victor Medina The show is shorter in length, easier to digest. Let us know what you think by clicking email link below and sending us your comments. Comments? Send them to milochat@miloweekly.com Subscribe to this podcast using iTunes! Embedded player here: Download the podcast directly by right-clicking and saving this link Posted on March 24, 2009 at 04:03 pm by milochat@miloweekly.com (Victor Medina)

Rank This Week: 1065

Wilmington North Carolina Business...

Wilmington North Carolina Business Law and Litigation Attorney Blog

Examines business law, contracts and unfair and deceptive business practices. By Thomas Kerner.

http://twkerner.typepad.com/wilmington_north_carolina/

Sep 9
NC Business Court Fee Raised to $1,000.00

As part of a statewide increase in court fees, as of September 1, 2009, the fee for removal of a case to the North Carolina Business Court is now $1,000.00. This is a sharp increase over the previous $200.00 that had been in effect prior to September 1. Posted on September 9, 2009 at 09:23 am by Thomas Kerner
Jul 25
Judgment Enforcement and Collection in North Carolina: My New Site

I have started a new blog devoted exclusively to North Carolina judgment enforcement and collection issues. By far, the greatest number of hits I get on this site result from Google searches about how to either enforce, or avoid the enforcement of, judgments in this state, it made sense to break that practice area out into its own separate site. In the future, I will still add judgment-related posts, but only insofar as they related specifically to either business litigation or collections... Posted on July 25, 2009 at 04:35 pm by Thomas Kerner
Jan 5
Port City Java Sues Founder

Wilmington-based coffee-house chain Port City Java has filed suit against its founder and former COO Don Reynolds. The suit, filed in New Hanover County Superior Court, alleges that Reynolds, his wife, and an LLC held by Reynolds, diverted funds from the company for personal use, including the purchase of real estate in Highland, NC. According to the Star-News, the suit was filed on December 23, and in keeping with the Rules of Civil Procedure, does not specify the dollar amount sought, but... Posted on January 5, 2009 at 10:32 am by Thomas Kerner

Rank This Week: 1067

bizblawg

Covers business and law. By Nina Yablok.

http://www.bizblawg.com/

Jul 13
Summer Blog Location

For the summer - and while we make some major changes - my blog will be at www.slipperati.com Please join us there, and look for some changes as summer falls into fall. Posted on July 13, 2009 at 04:55 pm
May 7
My blog Was Plagiarized, What Should I Do?

Linking to a post is great, copying it without attribution is not. What do you do when someone plagiarizes a blog post? Here's a short answer I posted on LinkedIn Posted on May 7, 2009 at 05:00 pm
May 5
Tax and Legal Changes for Businesses in 2009-2010

The new administration is planning plenty of new laws that will impact small businesses. Please join me for a free program about new Legal and Tax Issues for Small Businesses in 2009 and 2010. This free program will be presented by Laura Jacobs, CRP, Ying McKee, CPA and yours truely on May 30, 2009 in Campbell, CA. This flyer has details and RSVP information Posted on May 5, 2009 at 03:54 pm

Rank This Week: 1085

The Gray Blog

Covers news, laws and trends involving the parallel market. By Jorge Espinosa.

http://espinosaiplaw.com/wordpress

Jun 29
Warranty and service term differences are “material” for purposes of the First Sale rule

In the recent case of Beltronics USA, Inc. v. Midwest Inventory Distribution, LLC, No. 07-3340 (10th Cir. April 9, 2009), the 10th Circuit ruled that differences in warranty and service terms can constitute a "material" difference which prevents resale despite under the first sale doctrine. Beltronics is a manufacturer of electronics equipment which it sells under its Beltronics trademark. Beltronics maintained at least two authorized distributors who agreed to sell the products for a specified... Posted on June 29, 2009 at 04:46 am by Jed
May 21
Costco seeks to revisit Lanza decision

Costco Wholesale Corporation ("Costco") has filed a petition for writ of certiorari with the U.S. Supreme Court seeking to revisit and reconsider the proper interpretation of the first sale rule for foreign manufacturing and sales of products. The Petition arises in Costco v. Omega, S.A. a case out of the 9th circuit. This action arises out of the efforts of respondent Omega, S.A. ("Omega"), to prevent petitioner Costco from reselling watches originally sold by Omega to authorized for- eign... Posted on May 21, 2009 at 04:44 am by Jed
May 6
What a bargain! CTM prices drop 40%.

The European Commission has enacted a 40% reduction in the official fees required to obtain a Community Trade Mark by merging the application and registration fees. Previously an application fee was paid at the start of the registration process and an additional fee was paid once the registration was granted. Effective May 1, 2009, the registration fee portion has been eliminated for all pending and future applications. The current total official fees for a CTM application are &#xe2&#x82&#xac 1,050.00 for... Posted on May 6, 2009 at 04:19 am by Jed

Rank This Week: 1091

International Corporate Governance...

International Corporate Governance

Explores corporate governance in the world's major capital markets. By Allison Garrett.

http://internationalcorpgov.blogspot.com

Apr 17
Remodeling an Office the Wal-Mart Way

Last night, Mike Duke, the new CEO of Wal-Mart, spoke at the awards banquet for Oklahoma Christian University's School of Business. He also received the Christian Business Leader of the Year Award from the School of Business. During his speech, he noted that while some executives may be spending upwards of $1 million to remodel their offices, he didn't when he moved into the CEO's office at Wal-Mart. Instead, Duke and his wife put on their jeans after church on Sunday, February 1. They headed... Posted on April 17, 2009 at 02:53 pm
Jun 18
IASC Monitoring Committee Created

Earlier today, the SEC issued a press release announcing that the SEC, Japan's Financial Services Agency and the European Commission have established a roundtable to discuss creating a monitoring group as part of the International Accounting Standards Committee. The monitoring group would help to create channels of communication relating to the IFRS. Posted on June 18, 2008 at 02:58 pm
Apr 21
Convergence of GAAPs

The Committee of European Securities Regulators recently published its advice to the European Commission regarding the "equivalence of Chinese, Japanese and US GAAP." The document recommends that the Commission: 1. Find US GAAP equivalent to IFRS for European markets; 2. Generally consider Japanese GAAP equivalent, provided the Accounting Standards Board of Japan follows the timetable set forth in the Tokyo Agreement; and 3. Wait to decide on Chinese GAAP until there is more evidence on whether... Posted on April 21, 2008 at 02:01 pm

Rank This Week: 1107

Moander Law Firm Blog

Covers updates on a variety of Wisconsin business law and business litigation matters.

http://moanderlawfirm.com/blog

Feb 10
Changing horses.

Dear Readers, I recently joined a law firm, Dahlberg Przybyla Law LLC. I am very excited about this opportunity and hope that you will continue to read my blog as I expand my practice and grow into my new role. My goal is two-fold: (1) continue to blog about small business matters in Wisconsin and (2) to develop my wills, trusts, and estates practice. Both practice areas compliment each other, allowing me to help more people. Once I relocate this blog, which is my goal, I will make sure to post... Posted on February 10, 2009 at 07:09 am by Chris Moander
Jan 13
Discretionary spending and the small business.

The current business environment requires business owners to cut the fat of a business to keep it going. It's a tough job, selecting what costs you can afford to defer and which must be incurred. One disturbing trend I am seeing (and hearing), not just from my own experiences, but from those of other attorneys and accountants, is clients deciding to reduce or completely eliminate the professional services budget. Obviously, I have an interest in never losing a client, but this post is not... Posted on January 13, 2009 at 06:22 am by Chris Moander
Nov 13
Sick leave referendum and the growing business in Milwaukee.

Last week, Milwaukee County passed a binding referendum requiring employers to provide sick leave to all workers; eleven or more employees requires one hour of sick time per thirty hours worked (nine days a year), whereas ten or fewer employees requires only five days of sick leave. For clarification, a referendum is "the process of referring a state legislative act or important public issue to the people for final approval by popular vote" - the voting public decides whether to apply a law as... Posted on November 13, 2008 at 09:02 pm by Chris Moander

Rank This Week: 1122

The Antitrust Monitor

Monitors antitrust developments affecting California businesses. By Denise L. Diaz

http://www.diaz-law.com/diazlaw/

Jun 21
Ninth Circuit Affirms Dismissal of Antitrust Claim Against Amazon, Borders

In Gerlinger v. Amazon.com, the Ninth Circuit affirmed the district court's dismissal of an antitrust complaint challenging an agreement between Amazon and Borders. According to the court, the plaintiff lacked standing because he failed to prove that he paid more for his books than he would've paid absent the agreement. Who knew that you actually had to be injured to prevail on an antitrust claim? [HT: Courthouse News.] Posted on June 21, 2008 at 01:05 am by Denise L. Díaz
Jun 29
Resale Price Maintenance No Longer Per Se Illegal

Resale price maintenance claims will now be subject to a rule of reason analysis, held the Supreme Court in Leegin Creative Leather Products, Inc. v. PSKS, Inc. Plaintiffs who bring these claims therefore will have to prove that the defendant's resale pricing practices actually had an anti-competitive effect in a relevant product market. As plaintiffs only rarely meet this high burden of proof, resale price maintenance effectively becomes per se legal -- at least under the Sherman Act. Whether... Posted on June 29, 2007 at 06:19 am by Denise L. Díaz
Jun 10
Microsoft's Biggest Fan?

According to this New York Times article, Microsoft has found itself quite a champion -- none other than the U.S. Department of Justice. It's heartwarming to see our tax dollars being used for such a worthy cause. After all, who else could defend poor, downtrodden Microsoft? Posted on June 10, 2007 at 03:05 pm by Denise L. D??az

Rank This Week: 1145

The E-Legal Lawyer

Covers small business, cyber law and employment law issues. By Michael Goldstein.

http://www.goldsteinandclegglaw.com/blog

May 8
Teen Girls the subject of Sexual Harassment

On our employment law blog, Attorney Michael Goldstein has posted a very interesting article regarding sexual harassment in the workplace and how the practice of such has shifted from adults to part-time teenage employees. It demonstrates how retail stores, restaurants and other outlets found in the malls throughout the country need to be more proactive [...] Posted on May 8, 2008 at 04:34 pm by info
Apr 18
Bankruptcy relief from student loans

Although this blog primarily deals with cyber law and small business issues, many of our readers and subjects of blog articles come from a place where they have amassed immense student loans. As such, one of our attorney's, Michael Goldstein has drafted a very poignant article on our Massachusetts Bankruptcy Blog detailing, bankruptcy relief [...] Posted on April 18, 2008 at 05:34 pm by info
Mar 20
How business owners can obtain a prejudgement attachement

An attachment is a prejudgment security device available to a creditor seeking to recover money damages and is used to encumber the debtor's property during the pendency of the lawsuit. Mass. R. Civ. P. 4.1. Among the types of property subject to attachments are real property, personal property (including liquor licenses), and property of the [...] Posted on March 20, 2008 at 04:49 pm by info

Rank This Week: 1153

Massachusetts Law Notes

Covers developments in corporate law. By Stephen A. Evans, Esq. a Massachusetts business attorney

http://www.corporatelawnotes.com

Apr 17
Tortious interference with advantageous customer relations

The Massachusetts Court of Appeals recently reversed a jury finding of tortious interference with advantageous customer relations on the grounds that it was not supported by the evidence. A distributor (Brewster) of wallpaper products brought a breach of contract suit against its supplier (Blue Mountain) after the supplier failed to deliver its products in a timely manner. Although the distributor was awarded substantial damages on the breach of contract claim, the Appeals court reversed on the... Posted on April 17, 2007 at 12:44 pm by Administrator
Feb 13
What is the cost to form a Massachusetts corporation?

I often get asked by people, how much does it cost to incorporate? Here is a quick overview of the various filing fees that you can expect to pay to get your business up and running: Posted on February 13, 2007 at 09:51 am by Administrator
Jan 24
Parties to an illegal contract should not expect much help from the courts

The Massachusetts Supreme Judicial Court recently considered a case involving the attempt by one party to recover amounts paid under a contract that was later determined to be illegal. The facts of the case involved a one page contract that the National Association of Government Employees, Inc. (NAGE) entered into with a consultant to win a government award of a contract to develop real estate. The contract called for the payment of $250,000 if and when the development was "approved and built."... Posted on January 24, 2007 at 07:30 am by Administrator

Rank This Week: 1188

Pension Risk Matters SM

Focuses on pension financial risk issues from a governance and fiduciary perspective. Published by Susan M. Mangiero.

http://www.bvallc.com/pensionblog/index.html

Mar 18
New RSS Feed for Pension Risk Matters

We're delighted to have a new blog home with Lex Blog. We hope you enjoy the improved functionality. If you currently have us included as part of your RSS (Really Simple Syndication) feed (and we hope you do), please don't forget to change the URL. Otherwise, you will no longer receive new feeds and it will look like we've stopped adding items to our blog. Nothing is further from the truth. We have lots more to say! Let me share some history with you. When we started the blog last year, we used... Posted on March 18, 2007 at 01:03 pm by Susan Mangiero
Mar 13
Pension Governance, LLC Sponsors Research Sites

Pension Governance, LLC (our sister company) is pleased to announce the sponsorship of two sections of the Social Science Research Network. Check them out and see for yourself. You'll find interesting research papers and announcements about forthcoming events in the areas of employee benefits law and corporate governance, respectively. At a time when so much is happening in these two areas, we're delighted to encourage cutting edge analysis by top scholars. Click here to learn more. Section... Posted on March 13, 2007 at 05:25 pm by Susan Mangiero
Mar 10
New Look for Pension Risk Matters

We are going offline for a few days and will be back in business late next week. With users in mind, a newly designed www.pensionriskmatters.com will feature archived posts by both topic and date. If a reader wants only posts written about hedge funds let's say, he or she clicks on the hedge fund folder instead of having to comb through hundreds of archived items. Commenting on blog posts will likewise be much easier. As always, we welcome your feedback. We continue to make the blog available... Posted on March 10, 2007 at 09:24 pm by Susan Mangiero

Rank This Week: 1192

OverReg'd - Corporate Securities...

OverReg'd - Corporate Securities Regulation and Litigation Blog

Covers criminal prosecution, hedge funds, insurance regulation and regulatory enforcement. By Lindquist & Vennum.

http://overregd.lindquist.com/

Nov 18
Ponzi Schemes Going Green?

According to its website, the SEC has "charged four individuals and two companies involved in perpetrating a $30 million Ponzi scheme in which they persuaded more than 300 investors nationwide to participate in purported environmentally-friendly investment opportunities." At last, the politically correct Ponzi-scheme. Returns over 100% to good to be true? According to the SEC press release, investors were allegedly promised abnormally high returns "ranging from 17 percent to hundreds of percent... Posted on November 18, 2009 at 11:28 am
Nov 13
SEC To Determine Mortality Of Life Settlement Securitization?

In case you didn't know, we are in a recession. Of course, whether we are at the beginning, middle or end depends on where you get your news, your political bent, and how well your investments have weathered the storm. One thing is certain though - desperate times call for desperate measures, and this can lead to unusual albeit creative ideas...enter securitization of life settlements. A life settlement is a fairly simple concept. You own an insurance policy and, prior to your death, you sell... Posted on November 13, 2009 at 10:05 am
Aug 19
Am I a Ponzi scheme victim?

The numerous national and even local Ponzi-schemes that have come to light in recent months share a common thread - victims are always left wondering how they could have better protected themselves. In the wake of a turbulent global economy with no immediate end in sight, it is almost certain more schemes will be revealed in the coming months, begging the question "am I Ponzi-scheme victim?" Unfortunately, there is no sure fire answer to this question. However, a comparison of recent and past... Posted on August 19, 2009 at 09:46 am

Rank This Week: 1213

You and Yours Blawg

Covers business law, elder law, estate planning and tax law. By Deirdre R. Wheatley-Liss.

http://youandyoursblawg.blogspot.com

Feb 18
Tax Law Changes in Stimulus Bill

Category: Tax Law and Planning Well, the bohemoth stimulus package has passed - what now? and how will it efftect you? A summary of the tax law changes in the bill curtesy of JH Cohn. Economic Stimulus Bill Contains Numerous Tax Changes On February 17, 2009 President Obama signed The American Recovery and Reinstatement Act of 2009 into law. The legislation commonly referred to as the economic stimulus bill is a close to $800 billion stimulus package that includes nearly $300 billion in tax... Posted on February 18, 2009 at 10:59 pm by Deirdre R. Wheatley-Liss, Esq.
May 5
Survey Says! Majority of Americans don't have Wills

Category: Estate Planning In looking for some statistical evidence of the extent to which Americans don't have an estate plan, I came across this Lexis-Nexis Press Release: Majority of American Adults Remain Without Wills, New lawyers.comSM Survey Finds. Of note: "[O]ver half (55 percent) of all adult Americans do not have a will, a new survey shows, a percent that has remained virtually unchanged over the past three years." "Among non-white adults, the lack of wills is even more pronounced.... Posted on May 5, 2008 at 10:03 am by Deirdre R. Wheatley-Liss, Esq.
Oct 8
When do I need to look at my Wills again?

Category: Estate Planning Congratulations! Unlike the vast majority of Americans, you have a Last Will and Testament. You have created an appropriate distribution scheme to take into account your family, assets, and goals. Now what? To continue to fit your needs, a Last Will and Testament, and indeed your entire Estate Plan, need to evolve over time. Not only does the law change, but you change - your family situation, your financial situation, your goals. Courtesy of Florida Estate Planning... Posted on October 8, 2007 at 02:22 am by Deirdre R. Wheatley-Liss, Esq.

Rank This Week: 1221

Nancy Rapoport's Blogspot

Covers governance in higher education and in law firms, bankruptcy ethics, popular culture and the law, Enron and other corporate fiascos, and professional responsibility generally. By Nancy Rapoport, a law professor at UNLV's Boyd School of Law.

http://nancyrapoport.blogspot.com/

Nov 19
Continental Airlines sees box, refuses to think in or out of it.

I am sitting on a "weather-delayed" (or could it be the delay caused by the massive computer glitch, here?) flight from Austin to Houston IAH, hoping to get there in time to board my flight from Houston to New Orleans. I need to be in New Orleans TONIGHT, because I'm testifying in a court case tomorrow morning. When I called Continental to see what it could do if I missed my connection, the customer agent (yes, I've omitted the word "service"--intentionally) told me that all other flights were... Posted on November 19, 2009 at 08:38 am by Nancy Rapoport
Nov 18
Law students, grammar, and the practice of law

I'm hearing through the grapevine that some of my law students were unhappy with the grades that they received on their group papers this semester. I told them to find a movie with legal ethics issues and write about those issues. (Sneaky way to reinforce what they're learning, eh?) The good news: for the most part, they did good work analyzing the ethics issues in the movies. The bad news: most of them made proofreading and grammatical mistakes. The statistics: because virtually every group... Posted on November 18, 2009 at 10:27 pm by Nancy Rapoport
Nov 17
Well, duh....

The SuperLawyers law school rankings are out (see here for a leak of the results). As I predicted (here), older and bigger schools did well; younger and smaller schools (except for Yale, which counts as "older") did poorly. I had emailed SuperLawyers to find out if its methodology was going to factor age and size of school into account. The folks there were very nice, but noncommittal--and you can see for yourself that the results show what I'd predicted. Speaking of nice, I had occasion to... Posted on November 17, 2009 at 01:21 am by Nancy Rapoport

Rank This Week: 1273

Jonathan B. Wilson

By the Senior Vice President, Legal and Corporate Development for Web.com, Inc.

http://www.jonathanbwilson.com/index.html

Nov 17
Obama has "Failed the World" and "Lied"

Posted on November 17, 2009 at 06:29 am
Nov 17
Innocents Abroad (and at Home)

Posted on November 17, 2009 at 05:08 am
Nov 9
Is ObamaCare Dead on Arrival?

Posted on November 9, 2009 at 06:18 am

Rank This Week: 1281

Asia Business Intelligence

Discusses vital business, legal and cultural issues that affect businesses in Asia, with a special focus on China. By Richard Kuslan.

http://www.asiabizblog.com/

Nov 12
Video: Taiwan

Some lovely pictures of Taipei and a top level overview, narrated in a drab voiceover -- why don't they ask me to narrate these? By the way, if you've any video you'd like a China-focused audience to see, please let me know. Video attracts a substantial number of unique viewers and I'd like to carry more of it. I've always found it fascinating that the last bastion of traditional Chinese ideas -- as opposed to the militaristic and authoritarian "model" -- has become the most receptive to... Posted on November 12, 2009 at 07:01 am
Nov 4
More on the "Overseas Client Scams Law Firm" Scam: Suits Filed

Two American law firms, unable to reach the scammer, now basking in sunny climes foreign to this great land, have taken to suing the banks which -- allegedly, I must say in self-protection -- processed the checks. What I find particularly fascinating is this: The client's instructions, two days later, to wire $128,600 to Nassco Korea Co., raised a red flag because a new client in a foreign country was asking the firm to pay money to a third-party foreign entity. So before depositing the check... Posted on November 4, 2009 at 11:25 am
Nov 2
ANNOUNCEMENT: Publication of China Labor and Employment Law Resource

Ron Brown, friend of this blog, has authored UNDERSTANDING LABOR AND EMPLOYMENT LAW IN CHINA, published by Cambridge U.P. Continued economic prosperity in China and its international competitive advantage have been due in large part to the labor of workers in China, who for many years toiled in under-regulated workplaces. Now, there are new labor law reforms raising the rights and standards of workers throughout China. These new laws have been praised for their progressive measures and at the... Posted on November 2, 2009 at 12:28 pm

Rank This Week: 1285

International Counsel

Covers cross-border legal issues impacting the internationalizing company and the in-house international legal function. Published by attorney David Laverty.

http://internationalcounsel.blogspot.com

Nov 9
"De-Globalization" vs. "The Wal-Mart Effect" in India and Beyond

A few weeks ago, Jim Valderrama from Grant Thornton and I presented at an international roundtable event at the University of Chicago Booth School of Business - our theme was whether we have been seeing a "de-globalization" of US mid-market companies that will extend beyond the recession. (Thus, the tie-in to the photo caption - "Robinson (American) falling into sea near Nice") We looked at data on US direct foreign investment and cross-border acquisitions into many parts of the world, and... Posted on November 9, 2009 at 02:44 am by David Laverty
Aug 10
Largest Indian Outbound Deal Ever - Will it Happen?

Bharti Airtel had bid US$23 billion to take over MTN of South Africa, a major telecommunications company. If completed, the deal would become India's largest outbound deal to date, double the size of Tata Steel's $13 billion acquisition of Corus, the UK steel company, in 2006. However, the deal talks have been extended until the end of August and there is a cloud of uncertainty over the price and terms of the deal. The talks come at a time of a substantial decrease in India's cross border... Posted on August 10, 2009 at 04:55 am by David Laverty
May 26
Korean M&A Deals: Shedding Core Assets + Weak Won = Value

A May 20th Financial Times Article on Korean M&A is reasonably upbeat on the potential for further Korean deals and quotes a friend, Paul Kang, an investment banker who focuses on Korean M&A deals. Among the article's observations (click the blog title above for the article and broader Korea report) are the following: Korean Companies Shed Non-Core Assets. As is true in the US and elsewhere, until a recovery gathers strength, some Korean companies are exploring the potential sale of... Posted on May 26, 2009 at 03:13 am by David Laverty

Rank This Week: 1289

Small Business IP Protection and...

Small Business IP Protection and Management

Covers the intellectual property needs of individuals and small- to medium-sized companies. By J. Douglas Miller.

http://jdmesq.typepad.com/small_business_intellectu/

Aug 20
New USPTO Beta Web Site

The USPTO has revealed a new streamlined web site. For a look at the beta vesion of the USPTO web site click here. Posted on August 20, 2009 at 06:18 am by J. Douglas Miller
Feb 7
How do I get a patent?

One of the most asked questions we hear is "How do I get a patent?". Although we have posted this before, below is an overview of the important steps in beginning the patent process. The first step: One of the most important first steps when something is invented is to make a record of the invention. The record can consist of a simple a written description accompanied by any sketches, drawings, and/or diagrams. The written description does not necessarily have to be long, but should include... Posted on February 7, 2009 at 07:13 am by J. Douglas Miller
Feb 5
IP Audit Information

Here is an article of interest on IP Audits. Posted on February 5, 2009 at 11:54 am by J. Douglas Miller

Rank This Week: 1306

Swedish Law Blog

Covers Swedish law, with an emphasis on Swedish business law. By Krister Bruzelius.

http://swedishlaw.blogspot.com

Jun 3
Silence is the Enemy

Although this blog is intended to cover Swedish law issues I have to tell you about "Silence is the Enemy" Silence is the Enemy is a campaign initiative against the rape and abuse of women and girls in Liberia and around the world started by Sheril Kirshenbaum in her blog The Intersection. The initiative has also a Facebook Group to join. In her original blog post Sheril Kirshenbaum wrote i a: "Today begins a very important initiative called Silence Is The Enemy to help a generation of young... Posted on June 3, 2009 at 04:25 am by SwedishLawyer
May 29
Swedish Bankruptcy Law – US Domiciled Swedish Debtor

I received the following comment/question to one of my posts on "Swedish Law - Company Reorganisation": I'm not sure this is the right place to post this....I came across your blog doing some internet research on Swedish bankruptcy laws... My husband is a Swedish citizen who took out a loan to start a photography business (I think it is actually a personal loan though). He met me in the US and we have been married here for a year now, struggling to make payments on just the interest alone as... Posted on May 29, 2009 at 05:57 am by SwedishLawyer
May 29
Swedish Law – SAAB Reorganisation - New Prolongation

The V&#xc3&#xa4nersborg City Court announced this morning its decision that the SAAB reorganisation shall continue until August 20, 2009. Posted on May 29, 2009 at 02:05 am by SwedishLawyer

Rank This Week: 1311

the legal thing...

Notes from Sun's General Counsel Michael Dillon.

http://blogs.sun.com/dillon/

Jun 18
Change

I shake my head whenever I read articles like this that suggest that the legal services profession will continue unchanged. It feels like so much "whistling past the graveyard." The reality is that we are in the early stages of a seismic shift in the traditional cost and delivery model for legal services. I see it every day in my interactions with the law firms that support us and in my discussions with peers at other companies. This change is the result of three major factors: the current... Posted on June 18, 2009 at 03:53 pm by legalthing
May 27
On two wheels

Earlier this month, the Bay Area recognized "Bike to Work Day". Many companies participated, including Sun which has a fanatical base of employees who incorporate bicycling into their lives. Each year we have individual employees and teams participating in the AIDS ride and riding in fund raisers to fight MS. In the past, I used to commute by bike to our Santa Clara campus. It was a refreshing way to start the work day and an even better way to shed the stress before returning home.... Posted on May 27, 2009 at 08:37 am by legalthing
May 18
Coming up for air

I've had a number of people inquire when I will write about this. At this point, all I can say is that it has been a fascinating experience (and an exhausting number of months). For those of you who want to know more, here's where you can find the preliminary proxy. I will write more as we get further along in the process, but for now.... Lost in all the excitement about the Oracle announcement was some wonderful news relating to a litigation against Sun. Almost three years ago, a company named... Posted on May 18, 2009 at 02:36 pm by legalthing

Rank This Week: 1362

ESOP Law Blog

Covers employee stock option plans. By Sheppard Mullin.

http://www.esoplawblog.com/

Apr 7
Pitfalls In Selling Stock To Fund ESOP Repurchase Obligations - Part II

In the first article on this subject that we recently posted, we considered the administrative and fiduciary issues that arise when an ESOP sells company stock to the company to fund its benefit distributions. The fiduciary issues under the Employee Retirement Income Security Act of 1974, as amended ("ERISA") include the need to obtain a new valuation opinion letter from the ESOP's appraiser updated to the date of the sale. This updated opinion letter is required for the sale to be exempt from... Posted on April 7, 2008 at 01:44 pm
Mar 27
Pitfalls In Selling Stock To Fund ESOP Repurchase Obligations - Part I

ESOPs often choose to make benefit distributions in the form of cash, rather than in company stock. Some of these ESOPs obtain the necessary cash by selling company stock to the company. This sale transaction raises two fiduciary issues under the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). First, the sale is a prohibited transaction under Section 4975(c)(1)(A) of the Internal Revenue Code of 1986, as amended ("Code"), and Section 406(a)(1)(A) of ERISA, unless the sale... Posted on March 27, 2008 at 01:28 pm
Feb 26
ESOPs Impacted by Landmark U.S. Supreme Court Case

The pension plan world is abuzz with last week's U.S. Supreme Court (the "Court") decision in a pension plan case, LaRue v. DeWolff, 552 U.S. ____ (2008). We don't get many decisions by the Supremes in the pension area, so it's worth some focus. We will give just a brief summary of the case (more detailed reviews available all over the Internet) and then focus on the ways the decision might impact ESOPs. Case Summary The company sponsored a 401(k) plan and investment decisions were controlled... Posted on February 26, 2008 at 12:09 pm

Rank This Week: 1384

Weiss Berzowski Brady LLP

Weiss Berzowski Brady has produced legal podcasts on a variety of topics.

http://www.wbb-law.com/podcast/

Mar 13
501(c)(3)s: Obtaining and Maintaining Your Organization's Tax Exempt Status - Robert B. Teuber

Conservation easements, a private land use restriction voluntarily placed on a piece of land in order to protect it from further development, and tax relief opportunities are discussed in this podcast. Susan Marguet addresses the significant tax benefits family farmers, ranchers and other moderate-income landowners can obtain by making a charitable donation of a conservation easement. Posted on March 13, 2007 at 03:07 am

Rank This Week: 1405

The Antitrust Hotch Potch

Offers critical comments on EC competition law and policy. By Professor Damien Geradin and Nicholas Petit.

http://professorgeradin.blogs.com/professor_geradins_weblog/

Nov 20
Commission confirms sending of Statement of Objections to Standard & Poor's

Interestingly, the Commission seems to go after another company for "excessive pricing". I have never been convinced that competition authorities should regulate prices for a number of serious reasons. moreover, exploitative cases can lead to serious mistakes. The Commission seems to be of a different opinion. See its press release: The European Commission can confirm that on 16 November 2009 it sent a Statement of Objections (SO) to Standard & Poor's (S&P), a division of McGraw-Hill... Posted on November 20, 2009 at 12:48 am by Damien Geradin
Nov 18
Decision of the European Ombudsman closing his inquiry into the Intel against the European Commission

The very important decision of the EU Ombudsman on the Intel's complaint against the European Commission for procedural irregularities has now been published. The decision does not look good for the Commission. Whether or not this will have an impact on Intel's appeal to CFI against the Commission's decision of 13 May 2009 finding Intel in breach of Article 82 EC for exclusionary rebates is an open question. Here is a short summary of the findings of the EU Ombudsman: On 10 July 2008, the... Posted on November 18, 2009 at 11:55 pm by Damien Geradin
Nov 18
42nd Lunch Talk of the GCLC – 26 November 2009

The 42nd Lunch Talk on Recent trends in the Commission's Review of Airline Mergers will take place on 26 November 2009. The speakers: Daniel Boeshertz from DG COMP and Sven Voelcker from WilmerHale. The registration form can be downloaded here. Posted on November 18, 2009 at 02:14 pm by Damien Geradin

Rank This Week: 1432

North Carolina Business Litigation...

North Carolina Business Litigation Report

Reports on judicial decisions of significance to business and shareholders. By Mack Sperling of Brooks Pierce LLP.

http://www.ncbusinesslitigationreport.com/

Nov 19
A Problem With The Soon To Be Effective Time Computation Changes To The Federal Rules Of Civil Procedure?

It looks like there is a small problem with the impending amendments to the Federal Rules of Civil Procedure. The drafters seem to have overlooked an important point: exactly how will the Rule changes apply to deadlines which have started running before December 1st, the date on which the changes become effective? If you aren't aware of the amendments about to take effect, the way in which you count the days to respond to a federal court filing will change on December 1, 2009. Time periods will... Posted on November 19, 2009 at 07:29 am
Nov 16
The Business Judgment Rule Applies To Actions By Managers Of North Carolina Limited Liability Companies

It might seem self-evident that the Business Judgment Rule applies to decisions made by the managers of a limited liability company, but if you were looking for a North Carolina case to cite on that point before last week, you wouldn't have found one. But now, we have Mooring Capital Fund, LLC v. Comstock North Carolina, LLC, a November 13, 2009 decision from the North Carolina Business Court. The case addresses not only the business judgment rule, but also two other significant aspects of... Posted on November 16, 2009 at 03:40 am
Nov 13
Parent Company Not Liable For The Actions Of Its Subsidiary

It is "an important and longstanding characteristic of corporate law" that a shareholder is not liable for corporate obligations. That principle led yesterday to the Business Court's grant of summary judgment for a parent corporation, its subsidiary's sole shareholder, in Griffin Management Corp. v. Carolina Power and Light Co., Inc. Plaintiff had a meter reading contract with CP&L. CP&L terminated the Plaintiff, who then sued not only CP&L, but also its parent company and sole... Posted on November 13, 2009 at 06:04 am

Rank This Week: 1437

Business Litigation Blog

Covers current developments in business litigation and identifies best management practices. By Rogers & Tartaro.

http://www.rtlitigation.com/

Nov 12
Ridgefield Chamber Event: Economist Seminar

As I've said before, I am not an economist but occasionally play one on this blog (though I'm always conscious of my amateur status in the field). Imagine my pleasure, therefore, of attending the informal "seminar" conducted by a REAL economist, Nicholas Perna, at the Ridgefield Chamber's "Rise & Shine" breakfast earlier this week. Dr. Perna was able to side-step ideology and talk "real" economics, not only in an understandable fashion, but also with humor. Our law practice, like any small... Posted on November 12, 2009 at 12:20 pm
Nov 10
Keeping Current: Law Practice and Business Management

A healthy business requires appropriate and effective attention to the process of staying in business. A law practice is no exception. Keeping up with developments in the law is a "given," but with respect to our business processes, we share many of the concerns, issues and shortcomings of any business, including the current pressures of the economy. (For me, interest in business processes comes naturally. I became a lawyer in mid-career; my pre-law credentials include an MBA and project... Posted on November 10, 2009 at 06:23 pm
Nov 4
Ridgefield Playhouse Concert: Keb' Mo'

Our blog's mission statement permits us to go off-topic occasionally for various and sundry purposes, including recognition of the cultural assets of the communities in which we practice and live. There was a great concert last night by blues artist Keb' Mo' at the Ridgefield Playhouse. The show included an opening performance by special guest, Kristina Train. Keb' Mo's music is, in the words of the program notes, "a contemporary link to the seminal Delta blues tradition that traveled the... Posted on November 4, 2009 at 06:14 pm

Rank This Week: 1472

Small Business Lawyer Blog

Covers business transactions and international small business law. By Daniel H. Erskine.

http://smallbusinesslawyer.blogspot.com/

Nov 4
Looking for Information on the SBA ARC Loan Program?

The Small Business Association's ARC Loan Program may help your small business that faces immediate financial hardship. Explore the Small Business Administration's website to learn about eligibility and additional information on these loans by clicking here. www.ctsmallbusinessattorney.com Daniel H. Erskine, Esq., an international attorney, practices in New York and Connecticut focusing on international law, civil litigation, appeals, and small business transactions.... Posted on November 4, 2009 at 06:25 am by Daniel H. Erskine, Esq.
Oct 1
Looking for Federal Government Contracting Opportunities?

If you are interested in searching for federal government contracting opportunities, then check out the government's database of business contract projects. The site includes Recovery and Reinvestment Act opportunities. Try a search of the site by clicking here. www.ctsmallbusinessattorney.com Daniel H. Erskine, Esq., an international attorney, practices in New York and Connecticut focusing on international law, civil litigation, appeals, and small business transactions.... Posted on October 1, 2009 at 01:16 pm by Daniel H. Erskine, Esq.
Sep 4
EU OSH Complaince

Looking for information on good practices to comply with EU regulations? Check out the European Agency for Safety and Health at Work's website focusing specifically at these issues. The contains links to databases, topic, sectors, and more, which cover various areas relating to occupational health and safety. www.ctsmallbusinessattorney.com Daniel H. Erskine, Esq., an international attorney, practices in New York and Connecticut focusing on international law, civil litigation, appeals, and... Posted on September 4, 2009 at 03:33 am by Daniel H. Erskine, Esq.

Rank This Week: 1487

Hotel Law Blog

Covers condo hotels, finance, land use, management agreements, and outlooks and trends. Published by Jim Butler of Jeffer Mangels Butler & Marmaro LLP.

http://hotellaw.jmbm.com/

Nov 3
Occupancy tax update on internet hotel booking: More lawsuits against Expedia and online travel companies (OTCs) over "lost" bed taxes -- Why hotels should care about the transient occupancy tax (TOT) battle

By Jim Butler and Jim Abrams | JMBM's Global Hospitality Group&#xc2&#xae Hotel Lawyers | Authors of www.HotelLawBlog.com 3 November 2009 Hotel Lawyer: The transient occupancy tax litigation by cities and local governments continues to mushroom. On November 3, Florida filed one of the first lawsuits against Expedia and Orbitz for lost bed taxes, but using the Florida Deceptive and Unfair Trade Practices Act. Although October was a big month in the OTC battles, November may be even bigger. Today, we are... Posted on November 3, 2009 at 09:04 pm
Nov 1
Hotel Occupancy Tax Alert: online travel company suits over transient occupancy taxes raise - 5 things every hotel owner and operator needs to

/**/ By Jim Butler and Jim Abrams | JMBM's Global Hospitality Group&#xc2&#xae Hotel Lawyers | Authors of www.HotelLawBlog.com 1 November 2009 How Expedia, Orbitz, Travelocity and other online travel companies (OTCs) create huge headaches for owners and operators on their suits over hotel occupancy taxes. Billions of dollars of hotel rooms have been sold through the online travel companies or OTCs. Generally speaking, no transient occupancy taxes (TOT) or bed taxes, have been paid on the portion of... Posted on November 1, 2009 at 05:00 pm
Oct 1
Hotel Lawyer: Distressed hotel investments -- Maximizing the value for Lenders, Borrowers and Investors

/**/ By Jim Butler and the Global Hospitality Group&#xc2&#xae Hotel Lawyers | Authors of www.HotelLawBlog.com 01 October 2009 This is one of many articles on the subject of "troubled hotel loans - workouts, bankruptcies & receiverships" in the rich library at www.HotelLawBlog.com. Our national hotel practice focuses on being the legal and business advisors for lenders, borrowers and investors. With the hotel industry suffering a record-breaking collapse of revenues and no immediate relief in sight,... Posted on October 1, 2009 at 06:01 pm

Rank This Week: 1490

Business Law Blog

Covers business operations and real estate. By McKee Law Office.

http://www.mckeeoffice.com/Business_Blog.html

Jul 29
Seminar: Doing Business with the Commonwealth

Event/Workshop Title: Doing Business with the Commonwealth Location: Doylestown Address: 252 W. Swamp Road Doylestown, PA 18901 Event Description: Free Contracting Workshop for Small Business! Hosted by Economic & Business Development County of Bucks. Workshop topics include: Finding opportunities with the State State contracting procedures State resources for small businesses, and Certification for minority-owned and women-owned businesses Pre-registration required. To register and to... Posted on July 29, 2009 at 09:49 pm
May 15
How a member can force a nonprofit to involuntarily dissolve

The Court of Commonwealth issued a ruling in April that should serve as a warning to nonprofit boards in Pennsylvania. Did you know that Pennsylvania law allows a member of a nonprofit to petition the court to involuntarily dissolve the nonprofit corporation? A court will dissolve a nonprofit when the the corporation abandoned its mission, misapplied its assets, when the director act fraudulently, or when the members are deadlocked about the management of the non-profit's affairs. In Loveless... Posted on May 15, 2009 at 05:48 pm
May 14
Hot Issues in Business Law: Patent Trolls

Hot Issues in Business Law Technology giants have formed a new group to protect themselves from patent trolls. Patent trolls are businesses who business model is to purchase key intellectual property then collect royalties from companies whose products depend on that intellectual property. Patent trolls seem to walk a fine line between savvy capitalist and kidnapper. So, technology groups have created a group, Allied Security Trust, that purchases patents in the future. The Trust then sells the... Posted on May 14, 2009 at 06:38 pm

Rank This Week: 1526

Business, Real Estate and Estate...

Business, Real Estate and Estate Planning Blog

Covers business management, and estate planning. By Strong & Hanni.

http://businesslaw.strongandhanni.com/

Jan 28
The Worker, Retiree, and Employer Recovery Act of 2008 suspends mandatory withdrawal rules for 2009, provides PPA technical corrections and freezes some contribution requirements.

/**/ On December 23, former President Bush signed into law the Worker, Retiree, and Employer Recovery Act of 2008 (WRERA 2008). WRERA 2008 provides a number of relief provisions for qualified plan sponsors and their beneficiaries and individual retirement arrangements. Required Minimum Distribution Relief for 2009 WRERA 2008 includes provisions that eliminate Required Minimum Distributions for distribution year 2009 for IRA's, qualified employer defined contribution plans (including 401(k)... Posted on January 28, 2009 at 09:22 am
Nov 11
CHARITABLE GIFTS BY IRAS UNDER THE EMERGENCY ECONOMIC STABILIZATION ACT OF 2008

Congress recently enacted and the President signed into law the Emergency Economic Stabilization Act of 2008. Among other things, this new legislation included the extension of provisions of the Pension Protection Act of 2006 relating to IRA distributions to qualified charities. The provisions of the 2006 law (which expired at the end of 2007) now continue to be effective for distributions made in 2008 and 2009. Qualified distributions directly from an IRA to a charity are not reportable as... Posted on November 11, 2008 at 07:54 pm
Oct 17
IMPORTANT PROTECTIONS WHEN USING A PAYROLL AGENT

We recommend that any of our clients using payroll agents protect themselves, because the IRS has taken the position that a business is on the hook for unemployment taxes if the payroll agent goes bankrupt. Among the steps the IRS has recommended are the following: 1. Make sure the agent has posted a fiduciary bond; 2. Insist that all IRS correspondence regarding your company's payroll taxes come to you, not to your payroll agent; and 3. Make sure that your payroll agent deposits your taxes... Posted on October 17, 2008 at 08:24 pm

Rank This Week: 1546

China Law & Business Podcast

China Law & Business Podcast by Lehman, Lee & Xu.

http://www.llxpod.com?cat=all

Jun 26
Doing business in China - Q & A session

Lehman, Lee & Xu associates R. Alex Clar, Aldo Settimio Boni de Nobili, Daisy Xu, Marisa Planells and David Wang and managing director Edward E. Lehman presented to students of the Center for International Business and Commercial Law&#xc2&#xa1&#xc2&#xafs China International Law School on June 23, 2008. In this segment, Edward Lehman wraps up the lecture and the entire team does a Q & A session. File Download (13:29 min / 5 MB) Posted on June 26, 2008 at 02:51 pm by Lehman, Lee & Xu
Jun 26
Doing business in China - Aldo Settimio Boni de Nobili

Lehman, Lee & Xu associates R. Alex Clar, Aldo Settimio Boni de Nobili, Daisy Xu, Marisa Planells and David Wang and managing director Edward E. Lehman presented to students of the Center for International Business and Commercial Law&#xc2&#xa1&#xc2&#xafs China International Law School on June 23, 2008. In this segment, Aldo Settimio Boni de Nobili talks about Clean Development Mechanisms in China. File Download (35:17 min / 12 MB) Posted on June 26, 2008 at 02:49 pm by Lehman, Lee & Xu
Jun 26
Doing business in China - Marisa Planells

Lehman, Lee & Xu associates R. Alex Clar, Aldo Settimio Boni de Nobili, Daisy Xu, Marisa Planells and David Wang and managing director Edward E. Lehman presented to students of the Center for International Business and Commercial Law&#xc2&#xa1&#xc2&#xafs China International Law School on June 23, 2008. In this segment, Marisa Planells presents on A Foreigner's Perspective in the Importance of Relationships. File Download (19:18 min / 7 MB) Posted on June 26, 2008 at 02:46 pm by Lehman, Lee & Xu

Rank This Week: 1572

Autolaw

Covers issues and legal challenges facing California auto dealers. By Chris Bruni.

http://autolaw.typepad.com/autolaw/

Jun 25
What If?

It seems that the $5 gallon of gas is almost here. Hey, wait a minute it is here. And with it sit huge inventories of 15 mpg SUVs on most dealership lots. While Nissan is cranking out hybrid vehicles, Detroit is trying to figure out how to move its product and get back in the game. How did they miss the boat, er, the hybrid vehicle? I came across an interesting article recently that attempts to explain Detroit's misfire. The gist of this Harvard Business Review blog is that "cognitive biases"... Posted on June 25, 2008 at 05:31 am by Chris Bruni
May 31
Green is Red (Hot)

Could "Green" get any hotter? With gas at $4 bucks a gallon (if you can find it) going green has never held wider appeal in the auto industry. Today I was driving through Berkeley and I passed an independent dealership called "Green Motors". OK, I know, it was Berkeley for crying out loud. But "going green" has gone mainstream as well. Ford has announced that in addition to marketing a sedan version of that venerable gas sipper the "Fiesta", it will now be producing a hatchback version. A... Posted on May 31, 2008 at 08:50 pm by Chris Bruni
Jan 21
Boardroom vs. Showroom

In today's Autoblog, there is Part Two of a story about General Motors' effort to shrink its dealer network. Rather than the current 14,000-plus dealerships in the United States, GM wants to establish mega-delaerships in major markets, with all the GM brands together, and service located elsewhere. Why? Well, the math doesn't work. As Autoblog put it in Part One of this story yesterday, Chevrolet has 4,000 dealerships. Toyota, to sell the same amount of cars, has just 1,244 dealers. Put another... Posted on January 21, 2008 at 02:54 pm by Chris Bruni

Rank This Week: 1573

The D & O Diary

Covers directors and officers liability. By Kevin LaCroix.

http://dandodiary.blogspot.com/index.html

Feb 13
The D & O Diary Has Moved!

Posted on February 13, 2008 at 04:31 pm
Feb 10
About Those Subprime D & O Loss Estimates

Posted on February 10, 2008 at 05:31 pm
Feb 10
Don’t Forget About Options Backdating

Posted on February 10, 2008 at 05:24 pm

Rank This Week: 1595

Commercial Law

Covers Scots, UK and EU commercial law.

http://commercial-law.blogspot.com/

Nov 7
Floating charges

The Department for Business Enterprise and Regulatory Reform announced on 7th November 2007 that the provisions relating to registration of charges in the Companies Act 2006 will not come into force until October 2009. As matters currently stand the Companies Act 2006 will provide a registration regime requiring floating charges to be registered with the registrar of companies 21 days after execution (which is treated as the date of creation for that Act), and the Bankruptcy and Diligence etc... Posted on November 7, 2007 at 04:36 am by Commercial Law
Sep 14
Bank charges

Readers will know that the topic of bank charges has generated much media coverage in recent months. Various newspapers and individuals have campaigned against "unfair" bank charges. This campaign - directly or indirectly - led to a case initiated by the Office of Fair Trading being lodged at the High Court with a hearing due in January 2008. This case focuses on whether unauthorised charges for overdrafts are unfair under the Unfair Terms in Consumer Contract Regulations (UTCCR) and the OFT... Posted on September 14, 2007 at 08:46 am by Commercial Law
Sep 10
Table A standard Articles of Association amended

1st October 2007 sees various aspects of the Companies Act 2006 come into force (the table of commencement dates is here). In conjunction with these changes Table A, the standard Articles of Association, has been amended by a new statutory instrument (laid last Monday and available from the OPSI website today) which comes into force on 1st October 2007. The amendments will mean that any limited company incorporated in the UK on or after 1st October 2007 will have the revised Table A Articles... Posted on September 10, 2007 at 07:32 am by Commercial Law

Rank This Week: 1604

Hellmuth and Johnson Law Podcasts

Information and commentary on a variety of legal and business topics. From the Minnesota law firm of Hellmuth and Johnson, PLLC and The Business Building Network.

http://www.hjlawfirm.com/newsroom/podcasts.php

Oct 19
FOIA- Freedom of Information Act

Attorney Rachel Rosen discusses the Freedom of Information Act - how it might be utilized in light of the Minnesota 35W bridge collapse, and how businesses can use requested information for competitive advantage. Posted on October 19, 2007 at 02:00 am by Hellmuth & johnbson, PLLC and The BBN
Oct 12
Home Mortgage Financing

Attorney Nancy Polomis discusses home financing with other industry professionals in this BATC/Parade of Homes Radio Hour segment. Posted on October 12, 2007 at 03:00 am by Hellmuth & johnbson, PLLC and The BBN
Oct 11
Estate Planning for Non-Tranditional Couples

Non-traditional couples face unique challenges in terms of sharing and protecting assets, especially in the event of a breakup or death of a domestic partner. Hellmuth & Johnson attorney Timothy Davis discusses key estate and tax planning strategies for the non-traditional couple. Posted on October 11, 2007 at 05:00 am by Hellmuth & johnbson, PLLC and The BBN

Rank This Week: 1608

ByteLawyer Briefings

Covers current law and technology developments affecting business and society. By Nanyang Business School Professor Harry SK Tan.

http://bytelawyer.blogspot.com

Aug 24
Odex fails action against PacNet for disclosure of identity of downloaders

In what appears to be a straightforward case of licensors of Animeware - ODEX - for illegal downloading of pirated copies by thousands, Odex filed suits against all the local commercial ISPs to obtain the identities of those who downloaded the pirated Anime. Odex was able to obtain orders against Singnet and Starhub but not against Pacific Internet. According to the Straits Times report, District Judge Ernest Lau gave a 14 page judgment explaining his grounds for his refusal to allow for the... Posted on August 24, 2007 at 10:34 pm
Aug 19
How would the Singapore regulatory framework treat Eros LLC?

Day 1 of State of Play Conference. Interestingly the latest case reported of the synthetic worlds is the case of EROS LLC suing Volkov Catteneo" who broke the sex program's copy protection and sold unauthorized copies. So naturally Alderman (owner of ErosLLC) filed a civil lawsuit in U.S. District Court (real court not Second Life court) in Tampa, Fla., last month for the alleged copyright breach. For me, the interesting question is not about copyrightability of the software but whether... Posted on August 19, 2007 at 09:04 pm
Aug 19
State of Play Conference BEGINS

Finally the long awaited conference has begun. Last night at the opening dinner for participants, meeting all the thought leaders, academics and businesses involved in the building and use of synthetic environments is exciting. There was a great presentation by IDA on the INSIGHT 2015 and how Singapore is going to adapt and capitalise the interactive digital technologies. Also there was a great prelaunch viewing of the movie "IdealWorld" that is a documentary of Second Life activities and... Posted on August 19, 2007 at 07:44 pm

Rank This Week: 1618

Corporate and Securities Law Blog

Thoughts on topical corporate and securities legal issues by New York corporate attorney Alex Simpson.

http://corpandsecuritieslawblog.typepad.com/my_weblog/

Aug 2
And Now for Something Completely Different -- Sun Tries End Run Around Paid Wire Services

Sun Microsystems is trying something different -- the company just released its quarterly earnings via 8-K, and simultaneously on Sun's website (and available by RSS feed), and only released the information to the private wire services 10 minutes later. There isn't anything wrong with this from a Regulation FD (fair disclosure) standpoint -- the SEC counts either release through the wire services or filing of an 8-K as "public disclosure" under Regulation FD. As noted in this post, Sun has been... Posted on August 2, 2007 at 03:19 pm by ALEXANDER SIMPSON
Aug 2
Will You Be a Mastodon?

It's been a little while, but Mike Dillon, Sun's General Counsel, wrote a blog post (The Way of the Mastodon) that has caused somewhat of a stir in the legal community. Basically, Mike Dillon argues that, in the past, when he had a new legal matter, he had to turn to his large firm(s) and ask them if they could do the work, or at least refer him to somebody who could. Now, with listserves and the ease of email and forums, etc., he can easily email 15 GCs and ask them what they think. It's a... Posted on August 2, 2007 at 03:17 pm by ALEXANDER SIMPSON
Aug 2
The End of Earnings Guidance?

David Katz and Laura McIntosh of Wachtell have put out a memo noting a trend among public companies towards withholding earnings guidance, or limiting it to annual guidance. There is a little bit of a "first mover" stigma problem here -- who wants to be the first one? The memo is more of a discussion of the various issues than an argument for one particular viewpoint. Dominic Jones at IR Web Report, as usual, has a good discussion of this trend, and a link to the U.S. Chamber of... Posted on August 2, 2007 at 02:38 pm by ALEXANDER SIMPSON

Rank This Week: 1622

Tennessee Business Litigation Law...

Tennessee Business Litigation Law Blog

Covers antitrust, business entities, civil procedure, contract disputes, conversion, insurance coverage, noncompete agreemeents and more. By Branham & Day.

http://www.tnbusinesslitigation.com/

Feb 28
Ombudsman Helps Businesses With Conflicts

Creating an ombudsman position at your business can assist with effectively dealing with internal conflict short of litigation. Most employment litigation is originated because an employee feels like he or she has a legitimate dispute and no one in management either cares or listens. The feeling that "no one will listen to me" gives rise to a sense of disrespect and worthlessness. Lost in the sea of feelings is whether there is a real conflict and how it can be resolved. It seems that once an... Posted on February 28, 2007 at 07:37 am by Rachel L. Waterhouse
Feb 23
Backdating Lands Top Corporate Execs In Trouble

Corporate executives continue to be the subject of government investigations into illegal backdating of stock options. "The inquiries appear to be accelerating as prosecutors home in on cases at companies culled from the 130 or so under investigation by the Justice Department and the Securities and Exchange Commission," according to an AP story on law.com's in-house counsel's page. Other's think the pace is slowing. Read the story here. Posted on February 23, 2007 at 01:44 pm by Rachel L. Waterhouse
Feb 14
Entertaining New Employment Blog

There are several blogs I try to review on a regular basis. Today, I was reading the Wall Street Journal's law blog and it had an entry about a blog I hadn't read before. It is very funny -- something I think attorneys and business people need more of in their lives. It is written by Ford & Harrison (Atlanta) employment attorney Julie Elgar based on the popular NBC television series "The Office." Using humor, as well as her employment law knowlege, she critiques the show and most... Posted on February 14, 2007 at 10:59 am by Rachel L. Waterhouse

Rank This Week: 1642

Corporate Governance Blog

Covers corporate governance and Sarbanes-Oxley. By Michael Rhodes.

http://www.corporategovernanceblog.com/

Oct 13
Sam Antar Shares His Thoughts - How "Crazy" Is He?

Sometimes great insight comes from the most unexpected sources. Take Sam Antar, the former CFO of the long-gone Crazy Eddie's discount electronics retailer. As many know, Crazy Eddie's notoriously collapsed amid one of the largest stock frauds of its time. ... Posted on October 13, 2006 at 01:02 pm by Mike Rhodes
Sep 28
Fastow and Ebbers: Uneven Justice?

Two white collar scandals will forever be linked in the history books - Enron and WorldCom. In fact, I have done it myself in SOX introductory training classes by explaining that this business-altering legislation was partially the result of the... Posted on September 28, 2006 at 03:32 am by Mike Rhodes
Sep 12
Is An Amended AS2 On the Horizon?

A CFO.com article today reports that the PCAOB has made significant strides in drafting an amended Auditing Standard Number 2. Although the amended document has yet to be publicly released , it sounds like the PCAOB has simplified the standard... Posted on September 12, 2006 at 01:06 pm by Mike Rhodes

Rank This Week: 1655

japancorporatelawblog

Covers Japanese corporate-related law. By Kiyoshi Takahashi and Ippei Takushima.

http://www.japancorporatelawblog.com/

Jun 29
The New Tender Offer Rules

On June 14, the securities laws amendment has been announced publicly. The new tender offer rules will become effective within 6 months. Posted on June 29, 2006 at 09:33 am
Jun 21
Fair Trade Commission to Revise Merger Guidelines

Thanks to pressure from Nippon Keidanren and the Ministry of Economy, Trade and Industry, the Fair Trade Commission of Japan finally made it clear on June 14 that it will revise its guidelines to relax the thresholds for scrutinizing the conformity of mergers and other business combinations to the Antimonopoly Act. Posted on June 21, 2006 at 12:04 am
Jun 16
ISS Corporate Governance Blog on Japanese Proxy Season

A post from ISS Corporate Governance Blog about the Japanese proxy season this year tells us that investors are primarily tackling shareholder rights plans and executive pay disclosures. It also quotes WSJ on the recent securities law amendment, "requiring professional investors, brokerage houses, and banks to report to authorities within two weeks of the date at which their holdings exceed 5 percent of a company's outstanding equity. Currently, those types of investors have three months to... Posted on June 16, 2006 at 10:51 pm

Rank This Week: 1673

Nonprofit Law Prof Blog

Covers federal and state laws and cases affecting non-profits. By Professors David A. Brennan and Darryll K. Jones.

http://lawprofessors.typepad.com/nonprofit/

Nov 21
INDIA—GREATER SCRUTINY OF NPO FINANCIAL ACTIVITIES ANNOUNCED

Non-profit organizations (NPOs), whether registered as charitable trusts, temples, churches or mosques, NGOs, educational institutions or societies, etc. will not only have to disclose the sources of their funds, but also will be scrutinized for large monetary transactions. This change... Posted on November 21, 2009 at 08:26 am by Nonprofit Blogger
Nov 20
UPDATE: CRS Overiew Nonprofit Sector Report Now Available at No Charge

Thanks to a commentator for noting the report is now available for free on the Partnership for Philanthropic Planning website. No sign of a free copy of the CRS updated 501(c)(3) hospital report yet. LHM Posted on November 20, 2009 at 11:58 am by Nonprofit Blogger
Nov 20
Fishman: Stealth Preemption: The I.R.S.'s Nonprofit Corporate Governance Initiative

James Fishman (Pace) has posted Stealth Preemption: The I.R.S.'s Nonprofit Corporate Governance Initiative (Virginia Tax Review, forthcoming) on SSRN. Here is the abstract: The Internal Revenue Service, the primary federal regulator of charities, has initiated a corporate governance initiative. The... Posted on November 20, 2009 at 11:21 am by Nonprofit Blogger

Rank This Week: 1720

Reading Tea Leaves

Covers business and legal news. By Randy Wilson.

http://rlwilsonconsulting.wordpress.com

Nov 21
New employment law bans use of social media

The Genetic Information Non-Discrimination (GINA) Act takes effect today and according to experts on the law, will prohibit employers from reviewing Facebook etc. for information about a job candidate's genetic information. Posted in social media Tagged: Facebook, GINA, Linkedin, social networking Posted on November 21, 2009 at 07:59 am by Randy Wilson
Nov 21
Facebook sued by Sacramento law firm

Facebook and Zynga, a company that allows users to play games on Facebook and other social networking sites are being sued by the firm of Kershaw, Cutter & Ratinoff for misleading advertising promoted by these companies in a Federal class action filed in the Northern District of California. Last week, the Kershaw law firm signalled that likelihood of this suit. One of the plaintiff's in the case, Rebecca Swift, says she was repeatedly charged $9.99 after she divulged her cell to a Zynga... Posted on November 21, 2009 at 07:46 am by Randy Wilson
Nov 20
Outlook to soon incorporate social networking

According to this Wall Street Journal article, Microsoft says its 2010 version of Outlook will include a window allows users to review information about the email sender like: their photo on Facebook etc, what they are saying on Twitter and other social networking sites. What will this mean? This should compell more people with client-facing postions (like lawyers, for example) to more fully utilize social networking, monitor their own profile, photo and messaging. They will want to make sure... Posted on November 20, 2009 at 07:29 am by Randy Wilson

Rank This Week: 1726

The 10b-5 Daily

News, commentary and events related to securities class action litigation. By Lyle Roberts of LeBoeuf, Lamb, Greene & MacRae LLP.

http://www.the10b-5daily.com/

Nov 20
Applying The PSLRA

A mere fourteen years after the passage of the Private Securities Litigation Reform Act, litigation over the meaning of the various procedural provisions continues. Two recent cases highlight disputes over the role of the court in the selection of lead... Posted on November 20, 2009 at 06:58 pm
Nov 13
Marsh & McLennan Settles

Marsh & McLennan Companies, Inc. (NYSE: MMC), a global professional services firm, has announced the preliminary settlement of the securities class action pending against the company in the S.D.N.Y. The case was originally filed in 2004 and is based on... Posted on November 13, 2009 at 08:26 pm
Nov 6
Around The Web

A couple of interesting items from around the web. Pay To Play - In the context of securities litigation, "pay to play" is when lawyers compete to be selected as class counsel for public entities serving as lead plaintiffs in... Posted on November 6, 2009 at 08:32 pm

Rank This Week: 1762

The High-touch Legal Services Blog...

The High-touch Legal Services Blog

Provides information about the law for startup and early-stage companies. By Dana H. Shultz.

http://danashultz.com/blog

Nov 20
Can I Create my Standard-form Contract by Starting with Someone Else’s?

This question was asked a few days ago (in different form) on LinkedIn. The following, slightly edited, is the response that I provided: As is always the case with alleged copyright infringement, the outcome of the case will depend on the facts. AFLAC v. Assurant, et al. illustrates where the line between what is protected and [...] Posted on November 20, 2009 at 06:11 pm by Dana
Nov 19
You Can Have a Successful Business Even if You Don’t Have a Patent

I recently met a software developer who wants to start a business. He immediately started talking to me about obtaining a patent. Condensed a bit, our conversation went roughly as follows: Dana: Without giving away information that would jeopardize your ability to obtain a patent, what would the software do? Developer: It is enterprise customer relationship management [...] Posted on November 19, 2009 at 01:04 pm by Dana
Nov 17
Ninth Circuit Protects Consumers against Text-Message Spam

In Satterfield v. Simon & Schuster, the U.S. Court of Appeals for the Ninth Circuit held that the Telephone Consumer Protection Act (TCPA), 47 U.S.C. Section 227, protects consumers against unsolicited text messages to their mobile phones. Subject to certain exceptions, the TCPA makes it unlawful "to make a call&#xe2€&#xa6using any any automatic telephone dialing system&#xe2€&#xa6to [...] Posted on November 17, 2009 at 12:57 pm by Dana

Rank This Week: 1767

Distressed Asset Law

Covers the legal issues and opportunities relating to distressed assets. By Matthew Sanderson.

http://lrmlawblog.com/distressedassets

Nov 20
5 Simple Tips To Resolve Conflict At Work (Or Anywhere)

Let's be honest: sometimes the holidays bring out the worst in us. Whether it's that family member you only see once a year (for a reason) or the hustle and bustle of all the extra things that go into it, the holidays can make us crazy. Holiday or not, I deal with conflicts everyday as an attorney, and these conflicts can cost my clients quite a bit, even when they are right. Therefore, with Thanksgiving just around the corner, I thought I'd take a moment to share some tools that can help you... Posted on November 20, 2009 at 02:06 pm by Matthew Sanderson
Nov 9
The Biggest Contract Mistake & How To Avoid It

The ugly truth is that people make mistakes every day when they sign contracts for their companies. What's worse is that many people don't even realize that they are making a mistake. This particular mistake can cost your company thousands of dollars in legal fees. This mistake can cost you personally in legal fees and damages, and it could potentially cost you your job as well. This blog post will help you avoid this common mistake. What's The Mistake? The mistake is that people just sign... Posted on November 9, 2009 at 08:48 am by Matthew Sanderson
Oct 30
Magic Tricks to Reduce Risk In Distressed Asset Acquisitions

All of us would like to reduce unknown risks in distressed asset acquisitions. We all understand that these types of transactions have unknown risks that make valuation difficult, if not impossible. Wouldn't it be great if there was a way to eliminate these types of risks before we buy? Good news - there is! Section 363(f) There is a little known section of the bankruptcy code that allows a bankruptcy court to sell bankruptcy assets "free and clear of claims." Bankruptcy code Section 363(f) can... Posted on October 30, 2009 at 01:52 pm by Matthew Sanderson

Rank This Week: 1793

Federal Securities Law Blog

FedSecLaw.com is devoted to highlighting current issues in securities laws, discussing the ramifications of those issues for today’s businesses, and providing bottom-line takeaways for busy owners, managers, and executives. Published by Porter, Wright,

http://www.fedseclaw.com/

Nov 20
SEC May Be More Open to Shareholder Climate Change Resolutions

Last month the SEC issued Staff Legal Bulletin No. 14E, which among other things amends the Commission's policy regarding risk-based shareholder proposals. The new policy may make it harder for a company to ignore a proposed shareholder resolution concerning climate change. Under SEC Rule 14a-8(i)(7), companies are permitted to exclude shareholder proposals from the company proxy statement dealing with a matter relating to the company's ordinary business operations. Previously, the SEC... Posted on November 20, 2009 at 02:03 pm
Nov 10
Dark Pools and the Two-Tiered Market

Last month the SEC voted to issue rules to increase transparency of "dark pools" of liquidity. Dark pools are a way of trading securities without publicly displaying quotes or orders. Dark pools exist because many securities traders do not want to publicly display their desire to sell or purchase large amounts of shares for fear of significantly moving stock prices before being able to execute the order. When an order is placed on an exchange, the exchange makes the order publicly available.... Posted on November 10, 2009 at 02:05 pm
Nov 3
Auditor Ratification Votes Expected to Increase

Following a change to New York Stock Exchange Rule 452 in July, brokers for investors who do not provide voting instructions will no longer be able to cast discretionary votes in uncontested director elections. Prior to the change, uncontested director elections were considered "routine" matters, and shares held in street name could be voted by brokers, at their discretion, if the beneficial owners failed to instruct the brokers how to vote. The new rule characterizes all director elections,... Posted on November 3, 2009 at 01:48 pm

Rank This Week: 1795

Texas Restaurant Law

Covers Texas restaurant and hospitality law. By Ralph Perry-Miller and Matthew Sanderson.

http://lrmlawblog.com/restaurantlaw

Nov 20
5 Simple Tips To Resolve Conflict At Work (Or Anywhere)

Let's be honest: sometimes the holidays bring out the worst in us. Whether it's that family member you only see once a year (for a reason) or the hustle and bustle of all the extra things that go into it, the holidays can make us crazy. Holiday or not, I deal with conflicts everyday as an attorney, and these conflicts can cost my clients quite a bit, even when they are right. Therefore, with Thanksgiving just around the corner, I thought I'd take a moment to share some tools that can help you... Posted on November 20, 2009 at 02:01 pm by Matthew Sanderson
Nov 9
The Biggest Contract Mistake & How To Avoid It

The ugly truth is that people make mistakes every day when they sign contracts for their companies. What's worse is that many people don't even realize that they are making a mistake. This particular mistake can cost your company thousands of dollars in legal fees. This mistake can cost you personally in legal fees and damages, and it could potentially cost you your job as well. This blog post will help you avoid this common mistake. What's The Mistake? The mistake is that people just sign... Posted on November 9, 2009 at 08:50 am by Matthew Sanderson
Nov 2
Who Really Owns Your Company’s Name?

Of course, your company owns its own name, right? Maybe not. The reality is that many companies think they own the rights to their corporate name, when in fact they could be infringing on the rights of other companies. There are at least two sources for this confusion. The first comes from the corporate name filing requirements of each individual state. The second source of confusion comes from the rights of other people. Each is discussed in more detail below, and some strategies to keep your... Posted on November 2, 2009 at 02:55 pm by Matthew Sanderson

Rank This Week: 1796

Iowa Law Blog

Covers business, employment, trust & estates family, real estate, regulatory compliance and utility law. By Sullivan & Ward, PC.

http://www.iowa-lawblog.com/

Nov 20
New Tenant Eviction Requirements in Iowa

The eviction process (also called a "Forcible Entry and Detainer" or "FED) in Iowa is just a little more strict. A ruling from the Iowa Supreme Court today now requires that the landlord give personal service notice of the eviction hearing. Previously, under the Iowa Uniform Residential Landlord Tenant chapter of the Iowa Code (Iowa Code 562A), if a landlord was ready to evict and had followed the necessary "notice to quit" requirements, the landlord could give the tenant notice of the eviction... Posted on November 20, 2009 at 11:42 am
Oct 28
Read the Entire Agreement - Personal Liablity May be Lurking in the Document

We've previously posted on the subject of the danger of personal guarantees when entering into contracts through a business entity. Normally, the officer/agent of the company needs to sign such an agreement in his or her capacity in the company, and not in their individual capacity in order to avoid personal liability. A recent case out of the Iowa Court of Appeals clarifies that signing in your corporate capacity isn't enough on its own to limit your personal liability. In this case, which was... Posted on October 28, 2009 at 04:39 pm
Oct 16
Steve McNair - Another Failure to Plan

Former NFL football player Steve McNair is just another too-common of an example of someone who failed to plan their estate with so much at risk. As Todd Ratner on the Estate Planning Bits blog noted in his post, there are several legal issues associated to the unfortunate demise of Steve McNair that will likely result in significant cost and struggle to his family. Fame and fortune alone won't guarantee you a structured estate plan. And you don't have to be a Steve McNair to have the same... Posted on October 16, 2009 at 04:10 pm

Rank This Week: 1824

Compliance Building

Covers compliance and business ethics. By Doug Cornelius.

http://www.compliancebuilding.com

Nov 20
Compliance Bits and Pieces for Nov. 20

Here are some interesting stories from the past week: How Presenters Can Deal With A.D.D. Audiences by Charles H. Green for Trust Matters In other words-the heads-down twittering was definitely multi-tasking, but that doesn't mean there was no dialogue going on. In fact, there was a ton of dialogue. More content per minute flowed through that room than if everyone had hung on every word a speaker said. One speaker is limited by the human ability to enunciate sounds rapidly, and-it's only one... Posted on November 20, 2009 at 09:00 am by Doug Cornelius
Nov 19
Review of SEC’s Process for Selecting Adviser Examination Targets

To continue the Madoff dogpile on the SEC, the SEC's Office of Inspector General released a report criticizing the SEC's process for selecting investment advisers and investment companies for examination. Review of the Commission's Processes for Selecting Investment Advisers and Investment Companies for Examination As a result of OCIE never having examined Madoff's investment firm, the Inspector General conducted this review to determine OCIE's rationale for not performing an examination of... Posted on November 19, 2009 at 12:31 pm by Doug Cornelius
Nov 19
Private Fund Investment Advisers Registration Act Status

OpenCongress allows you to create custom widgets for the status of bills in Congress. I decided to play around and create one for the House version of the Private Fund Investment Advisers Registration Act. oc_host_url = "http://www.opencongress.org/"; oc_bill_id = "111-h3818"; oc_frame_height = "205"; oc_bgcolor = "ffffff"; oc_textcolor = "3153e7"; oc_bordercolor = "153e7e"; I'll create one for the Senate version once they formally introduce the Restoring American Financial Stability Act of... Posted on November 19, 2009 at 09:00 am by Doug Cornelius

Rank This Week: 1850

Business Licenses Blog

By Corporation Service Company.

http://www.businesslicensesblog.com/

Nov 20
Business License Due Today for NY Pedicabs

Today is the last day for New York City's pedicab professionals to get business licenses and register their vehicles. If they miss the deadline, they will have to wait 18 months before any more licenses will be issued. Corporation Service Company (CSC) can help your business stay up to date with business license requirements. Contact a CSC customer service representative at 800.927.9800 ext. 5077 or visit www.cscglobal.com for more information. To request a quote for CSC business license... Posted on November 20, 2009 at 08:48 am by Corporation Service Company
Nov 19
Crime and Business Licenses Don’t Jive

Failure to renew licenses, pay license fees, meet zoning requirements or obtain a proper building permit are all common mistakes business owners make that could result in the suspension or the complete loss of a business license. However, some businesses take it one step further and knowingly partake in outlawed behavior. Last week, Airport Enterprises, an auto body shop in Phoenix, Arizona was part of a targeted crime suppression sweep conducted by the Maricopa County Sheriff's Office. The... Posted on November 19, 2009 at 11:22 am by Corporation Service Company
Nov 18
Wenatchee City Council Increases Business License Fees

The Wenatchee City Council voted for a 50 percent increase in business license fees for the first time in 15 years. For small businesses with two or less employees the license fee will increase from $50 to $75 while businesses with more than 50 employees will have to pay $570 instead of $380. Business license requirements are often changed at state or local levels. Corporation Service Company has a comprehensive Business License service that can help with business license and/or Audit and Gap... Posted on November 18, 2009 at 07:53 am by Corporation Service Company

Rank This Week: 1854

Andersen, Tate & Carr, P.C.

Focuses on advice for small businesses and community associations.

http://andersentatecarr.wordpress.com

Nov 20
FHA Approval Changes & Condo Associations

With the recent changes in FHA requirements regarding condominium approvals (see prior discussions from our archives), it may be in the best interests of condominium associations to consider taking the steps to ensure that their condominium is approved by FHA. Being on the approved list will assist unit owners within the condominium in their [...] Posted on November 20, 2009 at 06:25 am by Amy Bray
Nov 19
HYPE Food Drive for Lilburn Co-Op

On November 3rd, Trinity Hundredmark, an associate in our litigation department, helped hYpe (Gwinnett Young Professionals) to deliver donated food items to Lilburn Co-op. Lilburn Co-op is a local charity that helps people obtain their basic needs (food, adequate shelter, and clothing) in the Lilburn area. hYPers donated over four carts fulls of food [...] Posted on November 19, 2009 at 06:12 am by Amy Bray
Nov 11
Pat McDonough and Trinity Hundredmark defend NFL player

Pat McDonough and Trinity Hundredmark recently defended NFL Football player, Jonathan Babineaux, in a high profile case, and after seven months of work to prove their client's innocence, they were able to convince the District Attorney to dismiss the case. The story received national attention from the media, and Mr. McDonough was featured in [...] Posted on November 11, 2009 at 12:40 pm by Amy Bray

Rank This Week: 1889

Seed Law

Covers legal issues affecting the seed industry, including the IP rights to seeds. By Gillon & Associates, PLLC.

http://seedlaw.blogspot.com/

Nov 20
Canadian Inventor Sues State Research Universities

I like to toss "seed lawsuit" in the google search bar on occasion to see what's going on in the world-at-large beyond the comfortable confines of my office here in suburban Memphis, TN. I came across a story that I have posted on the reciprocal situation in the past. This time a Canadian inventor company sued three state universities from infringement. Duh-duh-duh-duuun, the plot has thickened on the agricultural patent landscape, and now no one is safe. The full story can be found here, but I... Posted on November 20, 2009 at 01:35 am by Agrilawyer
Oct 26
Comment Period extended for High-oleic acid soybean

Animal and Plant Health Inspection Service (APHIS) has sent out notice that it is extending the comment period for Pioneer Hi-Bred International's high-oleic acid soybean petition for nonregulated status. The original petition that was posted to go with the initial period was found to be the incorrect petition, so the comment period has been extended to December 28, 2009. The comment period is also extended for the Environmental Assessment (EA) and the Plant Pest Risk Assessment. The Federal... Posted on October 26, 2009 at 02:33 am by Agrilawyer
Oct 22
Mexico Issues First GM Corn Permits

According to a Reuters article from last week, The Mexican Agriculture Ministry will issue two permits to grow experimental plots of GM corn in regions where there are no native corn varieties. This will put the "birthplace" of corn in the hotbed of controversy over GM foods, but many feel it will help with productivity. The article further states that some Northern Mexico farmers were getting in the game early by illegally growing GM corn prior to any government approval of permits.... Posted on October 22, 2009 at 08:33 am by Agrilawyer

Rank This Week: 1948

BV Source

Covers business valuation and divorce litigation. By Brian C. Vertz.

http://www.bvsource.com/blog/

Nov 19
Parent Held Not Liable under “Verbal Agreement” to Pay College Expenses

In Mackay v. Mackay (2009), a parent attempted to enforce a casual conversation about college plans for their young children as a "verbal agreement" to pay college expenses. Posted on November 19, 2009 at 10:52 am by Brian Vertz
Nov 18
Effectively Waiving Retirement Benefits in a Settlement Agreement

During the statewide broadcast of PBI's Family Law Update today, my colleague David Ladov asked me to post the features that a marital settlement agreement would have to contain in order to qualify as a QDRO (qualified domestic relations order). A QDRO is one of two possible ways that someone may waive his or her right to receive a share of his or her ex-spouse's retirement benefits (the other being a beneficiary designation form). Posted on November 18, 2009 at 04:09 pm by Brian Vertz
Oct 23
Official PA Child Support Calculator

I have added a page to my site with links to the official Pennsylvania child support calculator, published by the Pennsylvania Automated Child Support Enforcement System (PACSES). Posted on October 23, 2009 at 12:36 pm by Brian Vertz

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