What Are the Drastic Ramifications of the New York State Anti-Money Laundering Actions and Penalty Enforcement?
Before committing to a franchise business, consider...
The employment practices risk profile for companies that employ members of the same family may have just increased as a result of Dillon v. NED Management, Inc., a decision out of the Eastern District of New York.
In many instances, our preconceived notions and stereotypes simply don’t reflect reality. When it comes to teenage drivers, however, our perception of them as highly dangerous is unfortunately right on the money. Indeed, the...more
On January 29, 2014, the Internal Revenue Service (“IRS”) and the Treasury Department issued proposed regulations (the “Proposed Regulations”) modifying the rules under Section 752 regarding the allocation of recourse and...more
Private damages actions in competition law continue to mature across Europe, with the past few months seeing some significant developments at both a national and supra-national level. This note summarises the main...more
On January 16, 2014, temporary regulations were issued by the U.S. Department of the Treasury and the Internal Revenue Service (IRS) with respect to corporate inversions under Section 7874 (the "New Regulations"), which...more
A recent Ontario case illustrates that a shotgun offer doesn’t have to be perfect to be effective.
In the case of Western Larch Limited v. Di Poce Management Limited, the Ontario Court of Appeal considered whether an...more
An opinion issued in connection with the bankruptcy cases of Lyondell Chemical Company and its affiliates may have significant implications for shareholders who receive payments in connection with a leveraged buyout when the...more
A recent case has reaffirmed lenders’ ability to require personal guarantees from principals of borrowing entities. In California Bank & Trust v. Lawlor, a California appellate court considered the enforceability of...more
A recent decision from a Massachusetts appeals court should give some Massachusetts certain managers and directors one less thing to worry about. Simply having the title of a manager or director alone is insufficient for...more
In this first in a series of briefings on topics relevant to those involved in brownfield land, we look at the issue of directors’ and officers’ personal liability....more
Most Kentucky business owners know that owning their business through a formal entity, such as a corporation or limited liability company (LLC) has certain advantages. Many also know that to realize those advantages, they...more
As proud as you are of your company, remember that it is a separate person, and treating its achievements as purely your own and its income as your personal bank account may get you into trouble. That was the import of a...more
Directors and officers policies is the most important insurance to protect directors and officers from personal liability. Corporations often broadly indemnify their directors and officers so gaps in D&O insurance will have...more
On January 8, in a Daily Show interview, CFPB Director Richard Cordray discussed with host Jon Stewart some of the Bureau’s efforts to date, including implementation of the CFPB’s mortgage rules and the Bureau’s credit card...more
On December 31, 2013, the California Court of Appeal, Second Appellate District, issued an opinion making it easier to find business owners personally liable for a judgment entered against their limited liability entity –...more
This year had the largest number of individual Foreign Corrupt Practices Act (FCPA) enforcement actions since 2010, the year of the Gun Sting case. Here are the highlights of FCPA related enforcement actions against...more
Insider trading remains a top priority for the Securities and Exchange Commission (SEC) and Department of Justice (DoJ). In fiscal year 2012, the SEC filed 58 enforcement actions against 131 individuals and entities and the...more
The Securities and Exchange Commission is making it clear: Government leaders who issue misleading financial information are putting themselves at risk.
Several recent actions by the Securities and Exchange Commission...more
In Prest v. Petrodel Resources Ltd the Supreme Court confirmed that the separate legal personality of a company cannot be disregarded unless the company is being abused for a purpose that is in some relevant respect improper....more
Jackson Five Star Catering, Inc. v. John R. Beason and Tax Connection Worldwide, LLC, No. 10-10010, 2013 WL 5966340 (E.D. Mich. Nov. 8, 2013) -
Pending before the Court were several motions, including Defendant...more
Recently, UCLA Law School Professor Stephen Bainbridge took notice of Section 6.22(b) of the Model Business Corporation Act and asked what might lead a corporation to waive the limited liability of shareholders in its...more
The Directors' Liability Reform Amendment Act 2012 (Reform Act) was passed in the Queensland parliament on 16 October 2013, and most of its provisions commenced on 1 November 2013....more
Queensland has made some big changes in respect of directors’ liability. More than eighty pieces of legislation are affected. The Directors’ Liability Reform Amendment Act 2013 (Act) was assented to on 29 October 2013 after...more
On September 20, 2013, the Eastern District of Missouri put executive level management on notice once again that so-called C-suite managers (in this case the CEO, President and Vice President) can be "employers" under the...more
A federal district judge in Illinois recently ruled that a former employee may proceed with his interference and retaliation claims under the Family and Medical Leave Act (FMLA) against his former employer’s Human Resources...more
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