June 22, 2014

Inside Business Law (June 2014)

Video Resources for Programs and Meetings in Los Angeles 

At the 2014 Spring Meeting of the Business Law Section in Los Angeles, California, the Section kicked off a pilot program to video record selected CLE programs. Those video programs are now available through the Program Materials Library or directly through links below. 

Calling All Deal Lawyers: Use Your Skills to Help Prevent and Resolve Disputes! 

The Dispute Resolution Committee presents a program to address the unique training, experience, and perspectives on negotiations needed by deal lawyers. Too often, these talents are restricted to the “front end” of a deal. 

The panelists share opportunities for deal lawyers to add value for clients, expand their practice, and derive professional satisfaction from dispute management and resolution. The panelists include F. Peter Phillips as the program chair and moderator, with panelists James C. Freund, Richard Hall, Joan Sterns Johnson, and Richard Lutringer. 

Capital Raising Opportunities and Challenges Under the JOBS Act 

The Federal Regulation of Securities Committee presents a distinguished panel that examines the opportunities and challenges presented to companies as a consequence of the JOBS Act. 

The panelists sort through the new capital-raising alternatives and suggest advice for non-SEC reporting companies with a larger shareholder base in a world in which becoming an SEC reporting and regulated company may be largely optional. The panelists include Stanley Keller as the program chair, Meredith B. Cross as the moderator, Hon. Joseph A. Grundfest, Keith Higgins, and Anna Pinedo. 

Cybersecurity and Data Breaches in Health Law Facilities: Crisis Management for GC's and Outside Counsel

The Health Law and Life Sciences Committee provide a program moderated by Konrad L. Trope with panelists James Spertus, Lillie Werner, and Ken Yood. 

The growth of the Internet has been accompanied by an explosive growth in electronic data that is stored and accessed through the Internet, especially in health-care facilities and related industries. Cybersecurity and electronic data protection are daily challenges in all businesses, but especially in the health-care field. It is estimated that data breaches cost the health-care industry, on average, $6.5 billion annually. Attorneys who advise health-care clients must be ready to provide crisis management counseling in connection with cybersecurity breaches and data breaches. This program’s panel addresses the legal and regulatory enforcement consequences of data breaches and cybersecurity lapses, as well as practical steps that can be taken by organizations to help manage this immense and growing risk. 

Financial Institution Enforcement Trends 

The Banking Law Committee presents a program moderated by John M. Geiringer with panelists A.T. Dill III, Bradford S. Fleetwood, Ori Lev, Scott Rebein, and Ellen M. Warwick. 

In this always enlightening and lively session, the panel discusses the current state of banking enforcement actions with senior officials from the Board of Governors of the Federal Reserve System, the Consumer Financial Protection Bureau, the Federal Deposit Insurance Corporation, the Office of the Comptroller of the Currency, and the Office of the Special Inspector General for the Troubled Asset Relief Program. 

Governance Regulations Under Dodd-Frank 

The Corporate Governance Committee presents a program chaired and moderated by Bruce Dravis, with panelists Catherine Dearlove, Howard Dicker, Steven M. Haas, and Arian M. June. 

Three years after Dodd-Frank was enacted, proxy access, say-on-pay, compensation committee independence, and pay equity regulations are finally being defined. The panelists review the regulatory environment and what did, and did not, change in governance. 

JARGONY – Insurance Basics for Business Lawyers 

The Business Bankruptcy Committee presents a program which allows viewers to match wits with the panelists as they explore the basic, and not so basic, insurance issues every business lawyer should be able to identify. This program allows you to root for your favorite panelist, and learn more about insurance and its impact on business. 

The panelists include Peter J. Benvenutti, Leslie A. Davis, Jeffrey A. Liesemer, and Wendy M. Simkulak. 

Mickey Mouse, Sports Stars, Celebrities, Billions of Dollars at Stake, Who Owns the Rights to an Individual’s or a Character’s Image? 

The Intellectual Property Committee presents this program which addresses, in today’s age of increased value of celebrity images, characters, online avatars, and other personalities, the question of who owns the rights to an individual’s or a character’s image. The program explores the pivotal decision of O’Bannon v. NCAA, as these important issues of ownership of an individual’s image, and the image of characters and avatars, is discussed. 

This program is chaired by Peter V. Snell and is moderated by Jeremy Smith. Panelists include Sean Hayes, Timothy J. Gorry, Robert McGibson, and Patrick Perkins. 

The Ethics of Whistleblowing Under the SEC Rules 

The Professional Responsibility Committee provides a program chaired by Giovanni P. Prezioso, moderated by Simon M. Lorne with panelists Brad D. Brian, Mark D. Cahn, Catherine T. Dixon, Thomas J. Karr, and Robert H. Mundheim. 

Lawyer whistleblowing may violate Model Rules 1.6 (unless permitted by 1.6(b)(6) or Rule 1.13) and 1.8. What’s “other law” as used in Rule 1.6(b)(6)? Do federal whistleblower provisions preempt state ethics rules? What lessons do other whistleblower regimes offer? Do rewards or protections from retaliatory discharge exacerbate the difficulties? The panelists answer these and other questions. 

The Shareholder Activism Playbook: Unlocking M&A Deal Value 

The Mergers and Acquisition Committee presents a program which discusses the activist and issuer’s playbooks in the United States and Canada and, specifically, the impact of activism in M&A. The focus of the panel is on U.S. activism: where activism plays a strong role the Dell and the Softbank/Sprint/Clearwire deals in getting the deal changed and/or the price improved. Similarly, the panel discusses the Pershing Square/CP deal in Canada, where management and board change lead to huge gains for shareholders. 

The panelists include Vanessa Grant as moderator, Joele Frank, David Katz, Chancelor Leo J. Strine, Jr., and Chris Young. 

Views from the Bench: Judicial Perspectives on Consumer Finance Litigation 

The Consumer Financial Services Committee presents a panel of federal judges which provide perspectives on class certification, discovery, offers of judgment, arbitration motion, settlement, bankruptcy, and evidentiary issues in consumer finance litigation. 

The panel is chaired by Valerie Hletko, Jonice Gray Tucker, and Katrina Christakis. Panelists include the Hon. Leslie Kobayashi, Hon. Elizabeth Magner, Hon. Richard Schmidt, Deanell Tacha, and Hon. Lee Yeakel. 

Women in Mergers and Acquisitions 

The Mergers and Acquisitions Committee also presents a program that addresses women in mergers and acquisitions. Although over 50 percent of graduating law school students are women, M&A practices are not able to capture and maintain much of this intellectual talent. The panel discusses why women are not entering and staying in M&A and present 10 ways law firms can increase participation of women in this practice. 

The panelists include Leigh Walton as chair and Jennifer Muller as co-chairs, and panelists Bobbie McMorrow and Eric Talley.