When selecting counsel to defend them against a securities class action, companies usually face the question of whether they want to hire attorneys from their regular outside corporate firm. Sometimes, companies will retain...more
On May 14, 2013, New York State Attorney General Schneiderman joined with the New York Senate and Assembly Committee Chairs to propose legislative reforms to New York’s charities and nonprofits laws. If the reforms are...more
Board Oversight of Distribution and Financial Intermediaries - One of the SEC’s stated focuses is on payments for “distribution in guise.” Mutual funds are only permitted to pay for distribution of their shares if...more
Business litigation is usually about numbers. The damages, value, financial analysis and appraisal you need to prove your case will often require the opinion of an independent financial expert such as a business valuator,...more
In Univ. of Miami v. Great Am. Assur. Co., 38 Fla. L. Weekly D392 (Fla. 3d DCA 2013), Florida’s Third District Court of Appeals announced a ruling in a case of first impression that will have a substantial impact in Florida’s...more
A host of regulatory and finance reforms have ushered in significant changes for health care entities, and likewise, for the boards that guide them. How can general counsel broach these changes with their boards and steer...more
In any change-of-control business transaction, the decision by the target company’s board of directors to approve the deal is subject to heightened scrutiny by the courts. These days, virtually every M&A deal is sure to...more
Citing a conflict of interest between class representatives and a class, the Ninth Circuit Court of Appeals recently invalidated a $45 million class action settlement that had previously been approved by the district court....more
The Fair Political Practices Commission last week amended California Code of Regulations section 18700. This amendment restructured the conflict of interest analysis by providing definitions and consolidating the analysis...more
On Friday, April 5, 2013, the Centers for Medicare & Medicaid Services (CMS) published a proposed rule (45 CFR Part 155) that clarifies and implements standards for providers of consumer-related assistance under the...more
We are investigating the proposed merger of PROLOR Biotech, Inc. (PROLOR) (NYSE: PBTH) with OPKO Health, Inc. (OPKO). As set forth in our FAQ, our investigation concerns whether approval of the transaction was improperly...more
On March 11, 2013, the Ontario Court of Appeal released its decision in Muller v. Bluewater Recycling. The decision under appeal had been successfully argued by Alfonso Campos Reales, personal injury lawyer from Lerners. The...more
A police officer claimed his due process rights were violated when a partner in a law firm advocated on behalf of a department within a city at a non-binding arbitration. Subsequently a partner from the same law firm advised...more
It is axiomatic that the class action vehicle exists for the benefit of the claimants. An inherent conflict of interest may arise between the class and plaintiffs’ counsel over the issue of attorney fees, and resolution of...more
Originally Published in The Legal Special 2013 - A Private Equity International Supplement on April 1, 2013. Interest in co-investment rights has spiked recently as institutional and other fund investors have sought to...more
In This Issue: - Whistleblower protections and in-House Counsel - Sarbanes-oxley - The Dodd-Frank Act - The False Claims Act - Common Law Wrongful Discharge Claims - The Ethical...more
Much like their counterparts on the boards of public companies, board members of many nonprofit corporations increasingly, and quite understandably, are raising questions concerning their potential personal liability and the...more
Whether you run a nonprofit or serve on the board, you have a responsibility to make sure your organization is both in compliance and in shape to weather any storm or to take advantage of growth opportunities. But with...more
In This Issue: Curbing the Bullying Epidemic with Mediation; ADR News & Case Updates; DOMESTIC FOCUS - How ADR Can Stem the “Trademarklawpocalypse”; GOOD WORKS - JAMS Foundation Extends Its International Mission — In...more
A dispute arose between Band and Libby regarding the development and construction of a luxury condominium. Band, the managing general partner of the development and an attorney, contacted Libby to invite him to become an...more
As we observed in last year's reinsurance review, 2011 was marked by a notable amount of litigation over the disqualification of counsel. At that time, it appeared that disqualification of counsel was one of the few areas of...more
In This Issue: *Financial Industry Developments - CFTC Announces the Start of Mandatory Clearing - CFTC Reminds Market Participants of Swap Data Reporting Requirements - Rating Agency Developments...more
On March 4, 2013, the SEC’s Office of Compliance Inspections and Examinations (“OCIE”) issued a Risk Alert identifying “significant deficiencies” by registered investment advisers in compliance with Rule 206(4)-2 under the...more
The Office of Compliance Inspections and Examinations (“OCIE”) of the Securities Exchange Commission (“SEC”) on February 21, 2013 announced its examination priorities for this year. These highlight market-wide issues such as...more
On February 20, 2013, in a matter of first impression in the state of Florida, the Third District Court of Appeal ruled 2-1 that an additional insured was entitled to the appointment of separate and independent defense...more
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