Successors

News & Analysis as of

The Affordable Care Act’s Reporting Requirements for Carriers and Employers (Part 7 of 24): Mergers and Acquisitions

When it comes to mergers and acquisitions involving at least one applicable large employer (ALE), the substantive rules governing employer shared responsibility (under Internal Revenue Code § 4980H) and the corresponding...more

NLRB Forces Buyers To Become “Successors” Against Their Will

While all eyes were on the landmark Browning-Ferris decision issued Thursday, the Board issued yet another split decision that also may have far reaching consequences. In GVS Properties, LLC, 362 NLRB No. 194 (Aug. 27, 2015),...more

Insurance Code §520 Requires Reversal of Prior Supreme Court Decision Upholding Insurance Policy Language Barring Post-Loss...

Fluor v Superior Court (Hartford) California Supreme Court (August 20, 2015) In 2003, the California Supreme Court ruled in Henkel Corp. v. Hartford Accident & Indemnity Co. (2003) 29 Ca.4th, 934, that a...more

Compliance with pre-arbitration and pre-litigation notice procedures is critical to enforcing contractual rights: English High...

When a party to a contract wishes to sue, the contract may include specific procedures for giving notice to the counterparty in a prescribed way prior to the right to litigate or arbitrate in accordance with the contract...more

Florida Case Underscores Importance Of The Prior WAMCO Decision On Admissibility Of A Predecessor Servicer’s Records

A recent decision from the Second DCA reinforces that a subsequent mortgagee or servicer must be prepared to lay a proper foundation in order to introduce a predecessor mortgagee or servicer’s payment history by testifying as...more

Eighth Circuit Weighs in on Assignment of Non-Competes

A recent case out of the United States Court of Appeals for the Eighth Circuit raises some interesting issues related to assignment of employee non-compete agreements. Let’s take a look...more

The Meaning Of "Successors," "Members," And "Designees" In A Release

The words "successors," "members," and "designees," as used in a Release were at issue in Judge Bledsoe's Opinion last week in TaiDoc Technology Corp. v. OK Biotec Co., 2015 NCBC 71. Plaintiff TaiDoc had settled a...more

Manufacturer of Asbestos-Free Product May Still Be Liable for Asbestos Related Injuries

In Sherman v. Hennessy Industries, Inc. (No. B252566, filed June 18, 2015), the Court of Appeal, Second District, reversed a trial court’s grant of summary judgment in favor of a manufacturer of a brake grinding machine. The...more

European Opposition Tactic Using Ambiguous Patent Conveyances in Employee Agreements

Opponents in Europe have been invalidating priority claims in European patent applications using a formalistic challenge. In Europe, in order to have a good priority claim the applicant listed on the priority application must...more

Spin-Offs and Successorship Clauses

In 2006, the media conglomerate News Corporation, referred to as Old News Corp, entered into a Settlement Agreement to settle stockholder litigation filed in Delaware in 2005. Subject to certain exceptions, the Settlement...more

Tenants are Left in the Cold after the Sunset of the Protecting Tenants in Foreclosure Act

For a time, the Protecting Tenants in Foreclosure Act of 2009 (“the Act”) provided some protection for tenants against foreclosures on a landlord’s property. The law gave tenants in foreclosed properties protections against...more

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

The Coming Silver Tsunami: Families May Lose 70% in Wealth Transfer

Record Wealth Transfer. Over the next 30-40 years about $12 trillion from those born in 1920s and 30s will be transferred to the baby boomers, and the boomers are expected to transfer some $30 trillion to their heirs, with...more

New York Labor Law Amendments Put LLCs and Their Members on the Front Line

The New York State Legislature passed a bill on June 19, 2013, intended to update New York’s labor law, including the Wage Theft Protection Act (WTPA). The bill (A 8106-C, S5885-B), signed into law by Governor Andrew Cuomo on...more

It’s All in the Family: Shifting Standards for Joint-Employer Liability

The concept of joint-employer liability is popping up in the news a lot again. This is because the NLRB is taking a more aggressive view on joint-employer standards under the National Labor Relations Act, particularly as to...more

Key Changes to New York's Wage Theft Prevention Act Become Law

After a delay of nearly six months, on December 29, 2014, New York Governor Andrew Cuomo signed into a law a bill (A 8106-C, S5885-B) that amends the state's Labor Law, including the Wage Theft Prevention Act (the WTPA), and...more

Don't Try To Get A Retired Business Court Judge's Orders Changed Or Overruled By A Successor Business Court Judge

When there is a change in the Business Court Judge handling your case, there is probably a natural reaction to try to get the new Judge to revisit rulings by the previous Judge which were unfavorable to your client. That...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

Novations and Contract Transfers

In this presentation: - What is novation and what is required to effectuate such a transaction? - When are novations necessary and when can they be avoided? - What impact will a novation have on your...more

High Court Finds No Duty of Care From Builder to Owners Corporation

The High Court has held that a builder of a serviced apartment complex does not owe a duty of care in negligence for financial loss arising from defects in common property to an owner's corporation (Brookfield...more

InfoBytes Special Alert: CFPB Guidance States That Successors Are Not Subject To The ATR/QM Rule

On July 8, 2014, the CFPB issued an interpretive rule stating that the addition of a successor as an obligor on a mortgage does not trigger the Ability-to-Repay/Qualified Mortgage Rule (“ATR/QM Rule”) requirements if the...more

Appellate Court Notes

SC18819 - Single Source, Inc. v. Central Regional Tourism District, Inc. - As a precursor to the July 4th holiday and the resultant influx of tourists to Connecticut's attractions, the Connecticut Supreme Court through...more

Michigan Enacts Changes To Administrative Tax Provisions Affecting Audits And Assessments

Michigan has enacted legislation that clarifies and streamlines a number of important tax administrative provisions. The changes affect the Department of Treasury’s ability to pursue and collect unpaid taxes from company...more

Shedding light on corporate successor liability

Depending on your point of view, corporate successor liability is either the bane of a company that buys assets or a strong protection for a creditor fighting fraud. Ordinarily, a business that buys the assets of...more

NLRB will focus on injunctions in successor cases: for potential buyers, 6 questions about their labor obligations

In another move to increase its relevancy and efficacy in the workplace, the National Labor Relations Board has indicated that it intends to focus on seeking injunctions in successor cases. Section 10(j) of the...more

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