BLT: September 2016

     

    Articles

    Business & Corporate

    Explaining the Defend Trade Secrets Act

    The recently enacted Defend Trade Secrets Act is important new legislation that creates a federal, private, civil cause of action for trade-secret misappropriation. For the first time, the DTSA gives American companies the opportunity to protect against and remedy misappropriation of important propriety information in federal court. Businesses should be aware of the salient provisions of the DTSA in order to adequately prepare to employ the protections of the DTSA.

    Business & Corporate

    American Indian Tribes and Canadian First Nations: The Impact of Gaming Law and Policy on the Industry

    Federal Indian law, specifically in the area of gaming, has influenced the development of the tribal gaming industry in the United States and Canada respectively. In the United States, Indian gaming is a $29 billion industry with some 240 American Indian tribes operating more than 450 gaming operations in 28 states. In Canada, First Nations gaming consists of fewer than 20 casinos with $1 billion in gross revenue. This article posits that the key driver of industry growth is whether federal law recognizes gaming as an aspect of indigenous sovereignty.

    Business & Corporate

    NASDAQ Adopts Rule Requiring Disclosure of Golden-Leash Arrangements

    Brian R. Rosenau

    On July 1, 2016, the SEC approved a change to the NASDAQ Stock Market LLC’s Listing Rules that will now require NASDAQ-listed companies to publicly disclose so-called golden-leash arrangements. Golden-leash arrangements generally are defined as agreements or arrangements made by activist shareholders to pay a director or director nominee in connection with his or her service on, or candidacy for, a company’s board of directors, usually in connection with a proxy fight.

    Business & Corporate

    Mine the Data Buried in Your Computers

    Kenneth A. Grady

    Lawyers have used mental rules – heuristics – to answer client questions, such as, “Is that term market?” But today, lawyers have much more accurate tools they can use to answer client questions. To use them they need access to 21st-century gold – the data in documents. Locked in file cabinets and computers are documents that are more than simple text. They contain the stories of legal matters and their outcomes. While the documents themselves live on, the stories within them fade over time. Lawyers end up relying on tribal folklore – stories passed from lawyer to lawyer – instead of hard facts. To compete effectively, lawyers must create, use, and store documents so that the data within them can be accessed, allowing lawyers to rely on facts rather than heuristics.

    Business & Corporate

    Diversity Jurisdiction and Unincorporated Entities: Recent Developments

    Accessing the federal courts via diversity jurisdiction is often a more difficult task for LLCs and other unincorporated entities than it is for corporations. This article reviews recent cases, particularly Lincoln Benefit Life v. AEI Life LLC, applying those rules. The Lincoln Benefit decision examines facial and factual attacks on allegations of diversity jurisdiction and as well jurisdictional discovery. The article also reviews recent cases on assessing business/statutory trusts for purposes of diversity jurisdiction.

    Departments

    Business & Corporate

    CYBER CENTER: Fairy Tale or Nightmare: The Promise and Peril of the Internet of Things for Business

    Stephen A. Riga

    The Internet of Things has been touted for years as offering a fairy tale world of functions and services that make modern life easier and better. With this glowing vision comes a darker side, as new technology penetrates into everyday activities, new security threats raise significant new forms of exposure for what might appear at first glance as benign opportunities unrelated to data security. Attorneys must know the risks involved and be able to put their finger on the laws that apply as the promises of ubiquitous connectivity become a reality, for good and ill.