General Business Mergers & Acquisitions Labor & Employment

Read need-to-know updates, commentary, and analysis on General Business issues written by leading professionals.
News & Analysis as of

Court Of Chancery Explains Effect Of Spin-Off

This is an interesting decision because it deals with what is the effect of a spin-off of corporate assets on existing contracts that apply to the parties’ “transferees, successors and assigns.” ...more

Nondisclosure Agreements: A Lesson from Daughters of Charity

On February 23, 2015, Daughters of Charity Health System filed a complaint in Santa Clara County against Service Employees International Union, the local SEIU affiliate, and Blue Wolf Capital, the SEIU’s ally in a bid for the...more

Reminders from the Goodyear FCPA Settlement

FCPA settlements carry with them a basket of compliance and enforcement lessons. The recent Goodyear settlement with the SEC for $16 million carries some important compliance and strategic reminders for ethics and compliance...more

Top 10 Topics for Directors in 2015

In this issue: - Strategic Planning Challenges - Cybersecurity - Assess the Impact of Advances in Technology and Big Data - Shareholder Activism - The Return of M&A - Risk...more

“Would You Like Joint-Employer Liability With That?” McDonald’s Serves as a Cautionary Tale for Franchisors and Other Potential...

The National Labor Relations Board Office of the General Counsel has investigated charges alleging McDonald’s franchisees and their franchisor, McDonald’s, USA, LLC, violated the rights of employees as a result of activities...more

2015 Compensation Committee Handbook

Preface - The duties imposed on compensation committees of publicly traded companies have evolved and grown over time. This first edition of the Compensation Committee Handbook from the lawyers of the Executive...more

Hidden Employment Reef Awaiting Captains Of Commerce?

When a company is acquired in a stock sale, its shareholders are routinely required to sign what is known as a Letter of Transmittal (“LOT”). Standard LOTs include a release of all claims. But, due to a quirk of California...more

"Japanese Acquirer Resolves Pension-Related Liabilities of US Subsidiary"

On November 4, 2014, Asahi Tec Corporation (Asahi), a Japanese corporation that acquired U.S.-based Metaldyne Corporation (Metaldyne) in 2007, announced a settlement of its long-running dispute with the Pension Benefit...more

NLRB Reverses Its Stance on Determining Successor Liability for Refusal to Hire

Companies who have bought or are considering buying unionized workplaces should familiarize themselves with a significant decision affecting liability issues made last month by the National Labor Relations Board (NLRB)....more

Global HR Hot Topic—November 2014: Employment Law Toolkit for Cross-Border M&A Deals

Some years ago, a leading London corporate lawyer told The New York Times that in "merging two regular companies...you just do it and sort out the people issues afterwards." (A. Sorkin, "A Lawyer's Lawyer: Bridging Borders,"...more

New Information Rights for French Employees of SMEs that May Be Sold

A new French law relating to sales of small and medium-sized companies (SMEs) and business cooperation between employees and employers was passed on July 31, 2014, and published on August 1, 2014. As of November 1, 2014,...more

Texas Court Refuses to Apply Texas Choice of Law in Non-Compete Fight Involving Texas Bank

A recurrent theme in non-compete litigation is the overriding importance of choice-of-law. The latest example comes to us from the United States District Court for the Southern District of Texas and pits a Texas choice-of-law...more

Doing Business in the United States

In This Book: - Choice Of A Business Entity - Introduction To Federal Securities Laws - From Let’s Go Shopping To Closing: M&A Process In The United States - Employment Considerations -...more

Inside M&A - Fall 2014

Managing Compliance Risks in M&A Transactions - Buyers can acquire unintended and potentially very damaging liabilities together with target business or assets. Analyzing the financial situation of a target company,...more

TSX Adopts Extension Amendments Regarding Security-Based Compensation Arrangements and Backdoor Listings

The Toronto Stock Exchange has adopted amendments to the TSX Company Manual, which: - allow listed issuers to adopt security-based compensation arrangements for employees of a target company in the context of an...more

House Passes Bill H.R. 5405 “Promoting Job Creation and Reducing Small Business Burdens Act”

On September 16, the House of Representatives passed H.R. 5405 “Promoting Job Creation and Reducing Small Business Burdens Act.” The bill addresses a number of Jumpstart Our Business Startups Act (JOBS Act)-related matters,...more

French Law on Social and Solidarity Economy: The Employees Are Empowered!

The French Parliament recently enacted the law of July 31, 2014, which empowers employees to play a role before businesses embark on certain projects – similar to a works council consultation. The law includes three...more

Another Look at U.S. Federal Income Tax Treatment of Contingent Earnout Payments

The sale of a company in an M&A transaction often involves consideration to the selling shareholders that is deferred and contingent on subsequent events in the life of the company, such as the post-acquisition performance of...more

Business Litigation Reporter -- June 2014

Goodwin Procter’s Business Litigation Reporter provides timely summaries of key cases and other developments within dedicated Business Litigation sessions and related courts throughout the country – courts within which...more

So Your Employer Is Being Acquired? Consideration for the management team in a sale to a private equity buyer

Being acquired by a private equity firm is both a stressful and exciting time for the management team of any business. In addition to your traditional duties of actually running a successful company, you will also be called...more

Key Take-Aways from the "Impact of Mergers & Acquisitions on California Employers" Presentation

As a follow up to the April 29, 2014 audiocast presented by lawyers from the California HR team on the “Impact of Mergers & Acquisitions on California Employers,” the presenters have shared their most important “take-away”...more

Leave My Employees Alone! You Promised You Wouldn’t Hire/Solicit Them

With the antitrust class action against Google, Apple, Intel and other Silicon Valley heavyweights nearly in the books ($300 million plus in settlements and millions more in defense fees later), it is time once again to ask...more

Act Now Advisory: Unions Swim Against the Tide as Pension Issues Surface for Negotiations and Organizing

Contributions to multiemployer defined benefit pension plans have been a mainstay, legacy feature of union negotiations in many industries. But the fabric of such staples may be tearing apart as employers contemplate the...more

Companies Acquiring Unionized Businesses Face Increased Scrutiny by the NLRB

Companies acquiring unionized businesses are likely to face increased scrutiny from the National Labor Relations Board (“Board”). On May 9, 2014, NLRB General Counsel Richard F. Griffin, Jr., issued a memorandum instructing...more

Failed Attempts to Enforce Employee Non-Compete and Confidentiality Agreements: On Employees of Acquired Companies in North...

Non-competition and confidentiality agreements can serve as invaluable tools to safeguard against the loss of confidential and proprietary information through current and former employees. However, recent state and federal...more

92 Results
|
View per page
Page: of 4

Follow General Business Updates on:

All the intelligence you need, in one easy email:

Great! Your first step to building an email digest of JD Supra authors and topics. Log in with LinkedIn so we can start sending your digest...

Sign up for your custom alerts now, using LinkedIn ›

* With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name.
×