BLT: October 2011

Business & Corporate

The Importance of Having and Following a Strong Public Company Insider Trading Policy

A well-designed and properly implemented insider trading policy creates an effective prophylactic against inadvertent insider trading, and provides a mechanism for a company to demonstrate that appropriate steps have been taken to prevent insider trading violations, and to assert a defense against "controlling person" liability for trades made by its insiders under the Exchange Act.

Business & Corporate

NLRB Postpones Effective Date for New Union-Posting Rule

The NLRB announced that is has postponed the effective date of its new rule requiring employers to post a notice regarding employees’ union rights from November 14, 2011, to January 31, 2012. This article will focus on the requirements of the new rule, how it fits in with the Obama NLRB's current agenda, as well as challenges to the new rule.

Business & Corporate

Do Web-based Terms of Sale Work? Only through Incorporation by Reference

This article explains the intricacies of posting terms of sale online. The article also provides an overview of relevant case law and gives suggestions on how to make terms of sale online enforceable.

Business & Corporate

KEEPING CURRENT: Fiduciary Duties: Renouncing the Corporate Opportunity Doctrine

Stuart L. Pachman

Delaware and New Jersey have amended their corporate laws to allow corporations to renounce the corporate opportunity doctrine. Renunciation may be accomplished either by a provision in the certificate of incorporation or simply by action of the corporation's board. Why has this power been afforded? Should it be available to all corporations, or only to some or not at all? And what issues might be inherent in its exercise?

Business & Corporate

FOCUSING ON PRO BONO: Transactional Attorneys and Pro Bono Asylum Work--A Better Match Than You Might Think

Chad R. Doobay

Every year thousands of people flee persecution in their home countries and seek protection in the United States in the form of asylum. To be successful these people often need pro bono representation. While conventional wisdom holds that the work of representing asylum-seekers is best suited for litigators, the author explains the benefits of representation by a transactional attorney.

Business & Corporate

SPEAKING VOLUMES: A Review of A Practical Guide to Software Licensing for Licensees and Licensors, 4th Edition

Julian S. Millstein

This article provides a book review of Ware Classen’s new edition of the ABA’s A Practical Guide to Software Licensing for Licensees and Licensors. This book does an excellent job of capturing and explaining the practical concerns facing counsel supporting organizations that create, license, and use software.

Business & Corporate

Inside Business Law

This month’s IBL highlights and provides links to recent materials from the Mergers and Acquisitions, Taxation, and Corporate Litigation committees on business combinations. This month’s column also provides links to program materials and newsletters from the State Regulation of Securities Committee, the LLC’s, Partnerships and and Unincorporated Entities Committee, the Government Affairs Practice Committee, the Commercial Finance Committee, the UCC Committee, and the Pro Bono Committee.