Subsidiaries

Infobytes - A Weekly In-depth review of news & developments in the financial services industry - May 17, 2013

by BuckleySandler LLP on 5/20/2013

In This Issue: - FEDERAL ISSUES - STATE ISSUES - COURTS - FIRM NEWS - FIRM PUBLICATIONS - MORTGAGES - BANKING - CONSUMER FINANCE - SECURITIES - PRIVACY/DATA SECURITY - Excerpt from...more

Capital Infusion - May 2013: Policy Spotlight: Affordable Care Act

by Adam Connatser, Jon Finger, Rani Hauth Guerra, J. Atwood Jeter, David McLean | Patton Boggs LLP on 5/10/2013

EMPLOYER RESPONSIBILITIES UNDER THE AFFORDABLE CARE ACT AND THE IMPACT on PRIVATE INVESTMENT FUNDS - Implementation of the Affordable Care Act (“ACA”) continues at an accelerated pace. Some of its most important...more

Who is a Large Employer Under Obamacare?

by Steven Saraisky | Cole Schotz on 5/10/2013

Among other things, the Patient Protection and Affordable Care Act (the “Act”), commonly referred to as Obamacare, requires “large employers” to provide qualified health coverage for all of their full-time employees, or pay...more

"New York’s Highest Court Refuses to Allow Judgment Enforcement Against International Bank Subsidiaries"

by Lea Haber Kuck, Gregory Litt, Scott Musoff, Timothy Nelson | Skadden, Arps, Slate, Meagher & Flom LLP on 5/3/2013

This week, the New York Court of Appeals, New York’s highest state court, issued a unanimous opinion in Commonwealth of the Northern Mariana Islands v. Canadian Imperial Bank of Commerce, 2013 N.Y. Slip Op. 03018 (N.Y. Apr....more

The Supreme Court Again Revisits (And May Rein In) Personal Jurisdiction: Two Cases Now Up Next Term

by Grant Esposito, Brian Matsui | Morrison & Foerster LLP on 4/30/2013

On April 22, 2013, the Supreme Court granted review in another personal jurisdiction case: DaimlerChrysler AG v. Bauman, No. 11-965 (cert. granted Apr. 22, 2013). The question presented in DaimlerChrysler is “whether it...more

Supreme Court to Consider General Jurisdiction Over Foreign Parent Based on U.S. Subsidiary

by Jason Britt | Foley & Lardner LLP on 4/26/2013

On Monday, April 22, the United States Supreme Court agreed to hear DaimlerChrysler AG v. Bauman, which asks whether a foreign parent corporation can be subject to suit in the United States for wrongs allegedly committed by a...more

Another Steelmaker Subsidiary Raided in International Antitrust Investigation

by Brandi Walkowiak | Foley & Lardner LLP on 4/17/2013

On March 29, 2013, South Korea’s antitrust watchdog, the Supreme Prosecutors’ Office raided the office of POSCO ICT, a subsidiary of POSCO that manages the parent company’s IT network, as part of an ongoing investigation of...more

"CFTC Issues No-Action Relief From Certain Inter-Affiliate Swap Reporting Requirements"

by Maureen A. Donley, Ryan Elsey, Theodore M. Kneller, Daniel S. Konar II, Mark D. Young | Skadden, Arps, Slate, Meagher & Flom LLP on 4/10/2013

On April 5, 2013, the Commodity Futures Trading Commission’s (CFTC) Division of Market Oversight and Division of Clearing and Risk provided no-action relief (the No-Action Letter) from certain reporting requirements relating...more

Can't You Hear Me Knocking? The Dreaded Preference Demand

by David Conaway | Shumaker, Loop & Kendrick, LLP on 4/9/2013

You are in your office finishing your morning espresso when you receive an email from the CFO of your companies' U.S. subsidiary. Attached to the email is a letter from a U.S. law firm. Instinctively, you know this can't be...more

Cobasys Absorbed Into New Subsidiary

by Bruce Goodman | Varnum LLP on 4/5/2013

Cobasys LLC of Orion, Michigan has been combined with SB LiMotive Germany GmbH of Stuttgart to form Robert Bosch Battery Systems. This is a wholly owned subsidiary of Robert Bosch GmbH. Cobasys has been focused on nickel...more

Seventh Circuit Affirms Imposition of Successor Liability for FLSA Claims

by Morgan Lewis on 4/4/2013

Purchasing company is found to be subject to successor liability for federal employment-related claims, even where it explicitly disclaimed such liability in the transfer of assets....more

Personal Jurisdiction by Way of Agency: What Is Required?

by Alison Beanum | Sedgwick LLP on 4/2/2013

For jurisdictional purposes, when should a foreign parent company be “held for the acts” of a resident subsidiary acting on its behalf? On March 4, 2013, Los Angeles Superior Court Judge Lee S. Edmon analyzed this issue...more

Vitro Update: “Savings Clause” Fails to Save Vitro Subsidiaries From Involuntary Bankruptcy

by David E. Kronenberg, Casey Servais | Cadwalader - Financial Restructuring on 2/28/2013

Shortly after the U.S. Court of Appeals for the Fifth Circuit refused to enforce Vitro SAB’s Mexican plan of reorganization in the United States (covered here), Judge Harlin D. Hale of the U.S. Bankruptcy Court for the...more

W.L. Gore’s Impact on Pending Maryland Cases and Audits

by Stephen Blazick, Alexandra Sampson | Reed Smith on 2/15/2013

In a case decided late last month, Comptroller of the Treasury v. Gore Enterprise Holdings, Inc. and Future Value, Inc., Nos. 1696 and 1697 (January 24, 2013), the Maryland Court of Special Appeals held that patent royalties...more

New FCPA Decision: How Long is the FCPA’s Reach?

by Paul T. Friedman, Adam Hunt, Ruti Smithline | Morrison & Foerster LLP on 2/15/2013

A little more than a year after Deustche Telekom (“DT”) and Magyar Telekom entered into multi-million dollar settlements with the SEC and DOJ to resolve claims that the two companies violated the FCPA, three former Magyar...more

In re Mobilactive Media, LLC, Consol. C.A. No. 5725-VCP (Del. Ch. Jan. 25, 2013) (Parsons, V.C.)

by Potter Anderson & Corroon LLP on 2/13/2013

In this memorandum opinion, the Delaware Court of Chancery found that a member of a joint venture breached a limited liability company agreement, breached its fiduciary duties by usurping corporate opportunities, and violated...more

Failing To Act: Lessons From 2012 FCPA Enforcement

by Michael Volkov on 2/12/2013

FCPA practitioners tend to repeat themselves. Some of the points we make need to be repeated, and some do not. Businesses are not able to react as quickly as they should in response to potential risks and possible...more

Joint and Several Liability For Antitrust Fines: Parent Company Can Benefit From a Reduction in Its Subsidiary’s Fine

by Philip Bentley, Philipp Werner | McDermott Will & Emery on 2/11/2013

A judgment of the EU General Court in March 2011, upheld on appeal by the Court of Justice of the European Union (CJEU) on 22 January 2013, is potentially good news for parent companies. Where both a parent company and its...more

Trade & Manufacturing Alert - February 2013

by King & Spalding on 2/11/2013

In This Issue: - Special Feature: Book Review - Innovation Economics: The Race for Global Advantage - U.S. Focuses On IP Protection Failure In Foreign Markets, Requests Comments - U.S. Trade Officials Meet with...more

Supreme Court of Canada Upholds Priority for DIP Lenders in CCAA Proceedings

by Michael N. Atlas, Lisa Corne, David Preger, Michael Weinczok | Dickinson Wright on 2/7/2013

Overview - On February 1, 2013, the Supreme Court of Canada (the “SCC”) affirmed the priority granted to Debtor-In-Possession (“DIP”) lenders who provide capital to debtor companies undergoing the restructuring process...more

Canada Moves to Strengthen Anti-Bribery Legislation

by Bennett Jones LLP on 2/5/2013

On February 5, 2013, the government of Canada announced important amendments to the Corruption of Foreign Public Officials Act (CFPOA). It is expected that the amendments, which are being introduced in the Senate, will be...more

U.S. Federal Reserve Board Proposes Major Changes in How the U.S.Operations of Foreign Banks and Their Subsidiaries Are Supervised

by David Ansell, Gordon L. Miller | Dechert LLP on 2/1/2013

While several foreign banking organizations (“FBOs”) were restructuring their U.S. presence to reduce the impact of U.S. regulation, the Board of Governors of the Federal Reserve System (“Board”) recently countered with...more

Marketing Intangibles in International Transfer Pricing

by Claire M.C. Kennedy | Bennett Jones LLP on 1/29/2013

An Indian tax appellate tribunal has recently ruled on the issue of marketing intangibles in a transfer pricing case involving the Indian manufacturing and sales subsidiary of the Korea-based LG Electronics Inc. In that case,...more

REGULATORY: International Trade: U.S. Continues to Expand Sanctions Against Iran by Christine Savage, Jane Cohen and Shannon Doyle...

by King & Spalding on 1/25/2013

Preventing Iran from obtaining nuclear weapons capability remains one of the United States’ preeminent national security objectives,. Thus, the United States and its allies have increasingly turned to economic sanctions as a...more

SEC Reporting for Certain 2012 Iran-Related Transactions

by Margaret Gatti, Linda Griggs, Timothy Rolland, Louis Rothberg | Morgan Lewis on 1/23/2013

Mandatory requirements cover actions of issuers' foreign subsidiaries and affiliates. On August 10, 2012, section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012 (the Act), 112 P.L. 158, added new...more

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