Volume 67 - Number 4

The Business Lawyer

August 2012 Issue, Vol. 67 No. 4 By ABA Business Law Section

Complete collection for August 2012

Articles

Campbell, Iridium, and the Future of Valuation Litigation

By Michael W. Schwartz and David C. Bryan

67(4): 939 - 956 (August 2012)
Five years ago, two landmark federal court valuation decisions, Campbell and Iridium, held that market evidence-rather than the testimony of paid litigation experts-should be relied on to value corporations for purposes of litigation. While a number of decisions have followed Campbell and Iridium, their full potential to make business valuation litigation less costly and less susceptible to hindsight bias has yet to be realized.

Closing Time: You Don't Have to Go Home, But You Can't Stay Here

By Richard D. Bernstein, James C. Dugan, and Lindsay M. Addison

67(4): 957 - 976 (August 2012)
In a significant trend, U.S. courts are increasingly rejecting cases involving foreign plaintiffs or foreign conduct. This trend was accelerated by the U.S. Supreme Court's decision in Morrison v. National Australia Bank Ltd., which established that U.S. securities laws cannot be applied extraterritorially. Lower courts have extended the presumption against extraterritoriality to other federal and state statutes.

Reports

Annotated Trust Indenture Act

By Trust Indentures and Indenture Trustees Committee, ABA Section of Business Law

67(4): 977 - 1192 (August 2012)
The Annotated Trust Indenture Act (the "Annotation") is the product of a project of the Committee on Trust Indentures and Indenture Trustees (the "Committee") of the American Bar Association Section of Business Law. The end result of the project is an annotation of the Trust Indenture Act of 1939 (the "TIA" or the "Act"), which is set forth in the pages that follow.

Model Consent to Assignment for Project Finance Transactions (with Commentary)

By Project Finance and Development Committee, ABA Section of Business Law

67(4): 1193 - 1224 (August 2012)
The model Consent to Assignment and accompanying commentary have been prepared by the Project Finance and Development Committee of the American Bar Association's Section of Business Law as a reference available for use by practitioners when negotiating and documenting the terms of a project finance transaction requiring such an agreement.