Subsidiaries

News & Analysis as of

NLRB Finds Joint Employer Status Can Exist Merely Based on Indirect or Potential Control

Overturning decades of precedent, the National Labor Relations Board (NLRB), on August 27, 2015, issued its long-awaited decision in Browning-Ferris Industries of California, Inc. d/b/a BFI Newby Island Recyclery, 362 NLRB...more

[Webinar] How Will Browning-Ferris Change the Test for Joint-Employer Status for Union and Non-Union Employers? - August 31st,...

The NLRB is expected to release its long-anticipated decision in Browning-Ferris Industries of California, Inc. shortly, possibly today. This decision will likely mark a radical departure from the currently accepted standard...more

The Consumer Financial Protection Bureau's case against Citibank for violations relating to credit card add-on products

Today we’re taking a look at the CFPB’s recent enforcement case against Citibank, N.A. (“Citibank”) and two of Citibank’s subsidiaries, Department Stores National Bank (“DSNB”) and Citicorp Credit Services, Inc. (USA) (“CCSI...more

Uber Launches Xchange Leasing Program

Uber recently announced it has developed a new pilot program called Xchange Leasing, a non-traditional three-year leasing option offered to Uber drivers through an Uber subsidiary. The program calls for an upfront deposit of...more

Former SAP Exec Pleads Guilty to FCPA Violations

On August 12, 2015, Vincente Garcia (former head of Latin American sales for SAP International, Inc.) pleaded guilty in federal court in San Francisco to violations of the Foreign Corrupt Practices Act (FCPA). In addition to...more

SEC finalizes CEO Pay Ratio Rules

As noted in this McGuireWoods alert, the SEC recently finalized the CEO pay ratio disclosure requirements under Section 953(b) of the Dodd Frank Act. The biggest piece of news in connection with the final rules is the delayed...more

Court Of Chancery Denies Standing After Spin-Off

After a spin–off of a subsidiary, there is a question as to whether the subsidiary’s stockholders have standing to bring a derivative suit on behalf of the subsidiary for past wrongs against the subsidiary committed by the...more

Improperly Plead Complaint Is Dismissed

The court declines to consider extrinsic evidence in the context of this motion to dismiss. However, the complaint is deficient in that the decision to lump two defendants together in addressing the direct infringement claim...more

Acquisitive Reorganizations Under 367(b) (Updated)

This outline discusses, in plain English, the regulatory provisions called into play under IRC § 367(b) on acquisitive mergers and other non-divisive corporate reorganizations. A Section 367(b) acquisitive reorganization...more

The World in US Courts: When Can Personal Jurisdiction Over a Non-US Company Be Based on Actions Taken By Its US Subsidiary?

Plaintiffs routinely try to impute the activities of US subsidiary companies to their non-US parents in an effort to obtain jurisdiction over the parents in American courts. While there is broad agreement as to the general...more

The Modern Slavery Act: What You Need To Know

The Modern Slavery Act was passed in March 2015. When section 54 of the Act comes into force, large businesses will be required to report annually on their efforts to ensure the business and its supply chains are free of...more

Looking Forward by Looking Back: China’s Franchise Regulations After Eight Years

On July 1 and 2, we, representing the International Franchise Association, met with China’s franchise regulators in Beijing and Shanghai. The conversation would be familiar to anyone who has been closely following the...more

Lawful advocacy: Contractor compliance with federal campaign contribution requirements

Last week, the US Court of Appeals for the District of Columbia upheld the ban in US law on contributions to federal political candidates and parties by individuals performing contracts with the federal government. Although...more

Focus on Tax Controversy - Summer 2015

The French 3 Percent Distribution Tax: Claiming a Refund - Since December 2012, French companies have been liable for a 3 percent tax on distributions to their shareholders (3 Percent Tax), but practitioners have widely...more

Antitrust Liability And Subsidiary Companies

In Tesco Stores Ltd & ors v Mastercard Inc & ors [2015] EWHC 1145, 24 April 2015, Mastercard was unsuccessful in attempting to strike out the claimants' antitrust claim in relation to the setting of multilateral interchange...more

Delaware Supreme Court Holds Tooley Direct vs. Derivative Rule Is No Bar to Parent Corporation’s Contract Claim

As previously reported, in NAF Holdings, LLC v. Li & Fung (Trading) Limited, 772 F.3d 740 (2d Cir. 2014), the Second Circuit certified to the Delaware Supreme Court an unusual question regarding whether the direct vs....more

Supreme Court Decides King v. Burwell

On June 25, 2015, the Supreme Court of the United States decided King v. Burwell, No. 14-114, holding that tax credits authorized under the Patient Protection and Affordable Care Act are available to individuals who purchase...more

CMS Issues Final ACO Rules: Key Legal Implications for Hospital & Health System ACOs

On June 4, 2015, the Centers for Medicare & Medicaid Services (CMS) released a final rule (Final Rule) containing changes to its Medicare Shared Savings Program (MSSP). Some of the changes codify informal guidance that the...more

Board Denies Petition For Failure to Identify All Real Parties-In-Interest

Many Patent Owners have attempted to divert IPR challenges by arguing that all real parties-in-interest were not identified in the Petition. Almost all of those efforts have failed. That is what makes Paramount Home...more

Delaware Chancery Approves a Books and Records Request Concerning Alleged Subsidiary Fraud in Oklahoma Firefighters Pension and...

In Oklahoma Firefighters Pension & Ret. Sys. v. Citigroup Inc., No. CV 9587-ML (VCN), 2015 WL 1884453 (Del. Ch. Apr. 24, 2015), a Delaware Chancery Court judge found that Del. Code Ann. tit. 8, § 220 (“Section 220”) permitted...more

In re Carlisle Etcetera LLC, C.A. No. 10280-VCL (Del. Ch. Apr. 30, 2015) (Laster, V.C.)

In this opinion, the Court of Chancery granted in part and denied in part respondent’s motion to dismiss a petition to dissolve Carlisle Etcetera LLC (“Carlisle”). Notably, the Court recognized a cause of action for...more

NYS Tax Appeals Tribunal Provides Guidance Respecting Unitary Business Determinations

The New York State Tax Appeals Tribunal has just provided timely guidance respecting the unitary business rule in New York State. In SunGard Capital Corp. and Subsidiaries (DTA Nos. 823631, 823632, 823680, 824167, and...more

Business Litigation Reporter - May 2015

Lawsuit Dismissed Where Defendant Hulu Did Not “Knowingly” Disclose Personal Identifying Information. In In re: Hulu Privacy Litigation, 2015 WL 1503506 (N.D. Cal. March 31, 2015), the plaintiffs alleged that Hulu had...more

Tax-Exempt Parent Companies with For-Profit Subsidiaries

Recently, tax-exempt organizations have inquired whether it was legally permissible to establish a for-profit subsidiary to perform profitable work developed by the non-profit parent. ...more

Tax Alert: IRS Untangles Section 163(L) in Cross-Border Hybrid Financing Transaction

“In terrorem” or anti-abuse provisions often receive a lack of judicial and administrative interpretation. Section 163(l) of the Code, enacted in 1997, is no exception, so that even now certain fundamental questions relating...more

213 Results
|
View per page
Page: of 9

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:

Sign up to create your digest 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. Or, sign up using your email address.
×