BLT: August 2016

 

Articles

Business & Corporate

The Valuable Perspectives of LGBT Lawyers in Business Law Practice

It has become something of a cliché these days to say “diversity is good for business.” While empirical evidence can be obtained to support this view, concrete examples are sometimes more difficult to find. This is particularly true in the field of business law, where our work does not often intersect with issues of race, gender, gender identity, or sexual orientation. The authors offer a few examples from their practices where being an LGBT business lawyer has had a concrete impact on the practice of law.

Business & Corporate

Dollars and Cents: The Business Value of Diversity and Inclusion

Diversity and inclusion discussions have traditionally focused on creating equal opportunities for everyone, especially those in the minority based on gender, race, sexual orientation, and/or disability. In recent years, it has become quite clear that diversity also matters in business. The historic changing demographics of the United States should be forcing corporations and their law firms to consider diversity and inclusion of individuals from different backgrounds as imperative to growth and relevance.

Business & Corporate

What Every In-House Counsel Needs to Know about Immigration Law Compliance - Part One in a Two-Part Series

This first article in a two-part series provides an overview of issues relating to immigration law compliance, which are important for in-house counsel to know. Topics covered include party politics and rhetoric driving an environment of enforcement, B-1 business visitor abuse and wage obligation circumvention, H-1B wage compliance, displacement of U.S. workers, rise of private party complains and lawsuits.

Business & Corporate

Iran Sanctions: What’s Old Is New Again

Sanctions relief under the Iran nuclear deal has returned international economic sanctions against Iran to a state where the U.S. and EU sanctions are no longer aligned. Multinational companies face substantial challenges in doing business in Iran, which include the practical difficulties for foreign subsidiaries of U.S. companies to do business in Iran, continued U.S. dollar clearing restrictions on Iran-related transactions, and differences between reduced EU sanctions and U.S. state law sanctions. These gray areas translate into high compliance costs and risk of potential fines in light of a history of aggressive U.S enforcement of its Iran sanctions.

Business & Corporate

For the Defense: State Courts Reject the Ponzi-Scheme Presumptions in Fraudulent Transfer Actions

Many federal courts apply evidentiary presumptions in fraudulent transfer cases arising out of Ponzi schemes, but two recent state court cases reject the Ponzi scheme presumptions in cases under the Uniform Fraudulent Transfer Act. As a practice tip, defendants in federal court fraudulent transfer cases brought under UFTA are advised to seek certification to the state’s highest court.

Business & Corporate

The Spring Meeting Confronts the Yates Memo: Execs in the Front Lines of Corporate Criminal Responsibility; Presentation of the Business Law Section’s Director and Officer Liability Committee

The Business Law Section’s Director and Officer Liability Committee conducted a program at the Section’s Spring Meeting in Montréal. The program focused on the recent Yates memorandum of the U.S. Department of Justice, and its implications for practitioners and executives. The Yates memo, of course, further intensifies the DOJ’s emphasis on director and officer personal criminal liability as an enforcement priority. Practicing lawyers and a representative from the insurance industry were panelists.

Departments

Business & Corporate

KEEPING CURRENT: Record Setting Fine for Violation of HSR Reporting Requirements

On July 12, 2016, the U.S. Department of Justice Antitrust Division announced that it reached a settlement with ValueAct, and its related companies, of alleged violations of the Hart-Scott-Rodino Act with a payment of an $11 million fine and an agreed-upon injunction prohibiting Value Act from relying upon the “investment-only” exemption to HSR reporting when it intends to influence business decisions of companies in which ValueAct is investing. The $11 million fine is the largest fine to date for a failure to report HSR violation (as opposed to gun jumping), with the prior high water mark being $1.4 million.

Business & Corporate

DELAWARE INSIDER: Singh v. Attenborough: Delaware Supreme Court Slams Door Shut on Aiding and Abetting Claims against Board Advisors

Since March 2014, when Vice Chancellor Laster issued a post-trial decision in In re Rural Metro Corp. finding an investment bank liable for having aided and abetted the breaches of fiduciary duty committed by the board of directors of Rural/Metro Corporation in connection with the company’s sale, financial and other board advisors (including outside counsel) have been squarely in the cross hairs of entrepreneurial plaintiffs’ lawyers litigating corporate governance claims. Following the vice chancellor’s later decision finding the bank liable for more than $75 million in damages, and the Supreme Court’s affirmance of those decisions, plaintiffs’ lawyers were emboldened to pursue aiding and abetting claims against what they perceived as potentially deep-pocketed (and non-exculpated) defendants.