Business Organization

Florida Revised Limited Liability Company Act

by Jason Brady, Jeffrey Decker, Brandon Kepple | BakerHostetler on 5/23/2013

On May 3, 2013, the Florida House of Representatives unanimously passed the Florida Revised Limited Liability Act (the "New Florida Act") in the form of amended House Bill 1079. The companion bill, Senate Bill 1300, was...more

BVI Trusts: VISTA Trusts

by Harney Westwood & Riegels on 5/23/2013

INTRODUCTION The Virgin Islands Special Trusts Act (“VISTA”) came into force on 1 March 2004 and was introduced in order to allow a shareholder to establish a BVI trust over a BVI company which disengages the trustee from...more

SEC Targets Another Fund Board in Recent Enforcement Case

by Catherine Botticelli, Stephanie Capistron, Christopher Harvey, Emily Shea | Dechert LLP on 5/23/2013

The U.S. Securities and Exchange Commission (“SEC”) recently issued an Order Instituting Proceedings (“Order”) against the administrator and compliance services provider, as well as current and former members of the boards of...more

The Top 5 FCPA Fallacies

by NAVEX Global on 5/23/2013

In 2010, the number of federal prosecutions for violation of the Foreign Corrupt Practices Act (FCPA) more than quadrupled. The Department of Justice (DOJ) set a new record for fines and penalties – collecting nearly $1B. The...more

Keeping Internal Investigations Independent and Conflict-Free

by David Smyth | Brooks Pierce on 5/23/2013

Internal investigations can arise in a number of different ways and can concern a number of different subjects. Allegations of financial misconduct, employment-related missteps, and breaches of fiduciary duty, among others,...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Deadline Approaching for Compensation Committee Charter Amendments"

by Michael R. Bergmann, Andrew Brady, Brian V. Breheny, Kristin M. Davis, Berit R. Freeman, Richard J. Grossman, Neil M. Leff, Alessandra K. Murata, Audrey Murga, Timothy Nelson, more +Regina Olshan, David C. Olstein, Erica Schohn, Joseph M. Yaffe | Skadden, Arps, Slate, Meagher & Flom LLP on 5/23/2013

As a reminder, by July 1, 2013, compensation committee charters must comply with the new New York Stock Exchange (NYSE) and Nasdaq Stock Market (Nasdaq) listing requirements that were approved by the Securities and Exchange...more

A Recent Development in “Wage and Hour” Insurance

by Rachel Kronowitz, Jason Rubinstein | Gilbert LLP on 5/23/2013

In our August 1, 2012 blog entry titled “Insurance Coverage for Wage and Hour Litigation Claims,” we discussed the recent surge in wage and hour litigation and the potential for insurance coverage related to wage and hour...more

Public Access Counselor Holds That Straw Poll Violates The Open Meetings Act

by Brian P. Crowley | Franczek Radelet P.C. on 5/23/2013

Recently, the Illinois Public Access Counselor rendered a binding opinion, holding that a committee violated the Open Meetings Act when it chose to recommend an individual to fill a vacancy on the committee and made that...more

Unsuccessful Lawsuit By Condo Owner - The Cost Implications

by Barbara Holmes | Heenan Blaikie LLP on 5/23/2013

In a previous blog, we reported on a case, Harvey v. Elgin Condominium Corporation No. 3, where an unhappy unit owner sued the Corporation for various alleged infractions relating to the replacement of existing wooden decks,...more

Legal Alert: Supreme Court Unanimously Rules in Favor of Taxpayer, Holds U.K. Windfall Tax Creditable

by Sutherland Asbill & Brennan LLP on 5/23/2013

The United States Supreme Court held Monday in PPL Corporation v. Commissioner (No. 12-43) that a U.S. taxpayer was entitled to claim a foreign tax credit on its share of a “windfall tax” imposed on the taxpayer’s United...more

Silicon Valley Venture Capital Survey - First Quarter 2013

by Barry J. Kramer, Michael J. Patrick | Fenwick & West LLP on 5/23/2013

Background-We analyzed the terms of venture financings for 118 companies headquartered in Silicon Valley that reported raising money in the first quarter of 2013....more

Renminbi Qualified Foreign Limited Partner: an incremental step toward RMB internationalization in the private equity industry

by Sheppard Mullin Richter & Hampton LLP on 5/23/2013

In a number of incremental steps, the PRC government has been easing restrictions on the cross-border movement of RMB. The latest step for the private equity industry is the Renminbi Qualified Foreign Limited Partner Program...more

Getting Employees To Care About A Compliance Policy

by Thomas Fox on 5/23/2013

Putting a compliance policy into practice is not something that most companies do very well. How do you get buy-in for a new or amended compliance policy? ...more

"HMRC Turns Up the Pressure on UK LLPs"

by James Anderson, Chris Hutley-Hurst | Skadden, Arps, Slate, Meagher & Flom LLP on 5/22/2013

Following the announcement in Budget 2013, HM Revenue & Customs (HMRC) issued a consultation document on May 20, 2013 that focuses on two areas of partnership taxation where HMRC perceive “unintended inconsistencies”...more

N.Y. ALJ Holds Taxpayer’s Motives for Acquiring Stock and How Stock Is Used Irrelevant in Determining Investment Capital

by Lindsay LaCava, Arthur R. Rosen | McDermott Will & Emery on 5/22/2013

A New York administrative law judge recently held in Matter of C.V. Starr & Co., Inc. that income received by a taxpayer from its ownership of common stock was investment income. In so holding, the ALJ addressed an important...more

CEO Succession Planning Often Lost in the Shuffle

by Stephen Honig | Duane Morris LLP on 5/22/2013

Over the last five years, average tenure of a CEO (based on a survey of public and private companies) shrank from 7.3 years to 4.4 years. Focus on CEO succession is becoming more important to boards. Half the members of...more

Florida Adopts New Limited Liability Company Act - The New Act Makes Florida a More Desirable Location for Business Owners

by Andrew Schwartz, Philip Schwartz | Akerman Senterfitt on 5/22/2013

During the recently completed legislative session, the Florida Legislature unanimously adopted CS/SB 1300, which is a complete re-write of Florida's limited liability company statute. The new limited liability company act...more