Section Newsletters

Articles on Corporate Law

Controlling persons’ qualified privilege to influence corporate actions By R. Stephen Scott & Mark D. Thielen Corporate Law Departments, November 2004 In its recently published opinion in IOS Capital, Inc. v. Phoenix Printing, Inc., d/b/a Colortech Printing, et al.,1 ("IOS" hereafter), the Fourth District Appellate Court of Illinois reaffirmed Illinois' common law rule allowing a controlling shareholder/director the qualified privilege to influence corporate actions.
Be selective when labeling documents work product By Peter LaSorsa Corporate Law Departments, September 2004 When representing clients, attorney communications and works are subject to protection from disclosure-albeit not absolute protection.
Subject index to substantive articles in volumes 36, 37, 38, 39, 40 & 41 of The Corporate Lawyer Corporate Law Departments, June 2004 "An in-house counsel's guide to dealing with cybersquatters-part I (ICCAN's Uniform Domain Name Dispute Resolution Policy)"
New tax rates call for new strategies: Subchapter C corporations face an enigma By Bart A. Basi & Marcus S. Renwick Federal Taxation, May 2004 Traditionally, C corporations have been subject to "double taxation" and tax planning was simple.
Case comments By Michael J. Weicher Business and Securities Law, January 2004 Background facts: Zebra Technologies Corporation (Zebra) is a Delaware corporation, located in Vernon Hills, Illinois, which develops and manufactures two-dimensional bar coding equipment.
Piercing the corporate veil: Shroud or substance? General Practice, Solo, and Small Firm, December 2003 A times our clients are faced with litigation with a corporation that may seem like it acts through its individual owners, as opposed to observing the requirements for acting as a distinct corporate entity. In other words, the ownership is so unified between the persons operating the corporation and the corporate entity itself that they merge into one.
Acquiring a corporate aircraft: Ten considerations By Christopher M. Mills Corporate Law Departments, August 2003 At its core, the purchase of an aircraft is similar to the purchase of any other major equipment asset.
In-house counsel must take the lead in coordinating catastrophe By Geary W. Sikich & Valerie C. Perera Corporate Law Departments, July 2003 At a recent conference in Barcelona, Spain, Shell International's senior legal counsel, Campbell Grant, was quoted in the Law Gazette (http://www.lawgazette.co.uk):
Is there a Limited Liability Entity in your future? By Donald E. Weihl Law Office Management and Economics, Standing Committee on, June 2003 Illinois has become the 50th state to adopt rules allowing Limited Liability Entities to practice law in Illinois.
Global expansion is a matter of construction By Alexander Olsansky Corporate Law Departments, May 2003 Opportunities for global expansion are endless, as they come in all shapes, sizes and permutations.
The hedge fund: Assessing the risks (part I of II) By Alan L. Kennard Corporate Law Departments, April 2003 In determining whether to create or invest in a hedge fund, it is imperative that an investor understand the potential risks common to hedge funds.
Comments in response to the American Bar Association Task Force on Corporate Responsibility preliminary report* By Lin Hanson Business and Securities Law, December 2002 A. Your Report. We often say, or think "You can't legislate morality." You said it in your report, § I.B., p. 10, "No set of legal rules or guidelines can guarantee that such active care will be achieved in practice."
Commercial cases can trigger bodily injury coverage By Stanley C. Nardoni Corporate Law Departments, December 2002 A new Illinois decision should remind corporate policyholders to scrutinize their commercial litigation for possible bodily injury coverage.
Controlling “crisis” response will determine corporate survival By Valerie C. Perera & Geary W. Sikich Corporate Law Departments, November 2002 Corporate America is facing a time unparalleled in history. Since the events on that fateful morning of September 11th, the landscape of business has fundamentally changed.
The limited scope officer and director insurance coverage: The Bank Of Carbondale v. The Kansas Bankers Surety Company By Philip R. Viktora Business Advice and Financial Planning, November 2002 In a case of first impression in Illinois, an Illinois appellate court has affirmed the denial of coverage to a bank under the provisions of an insurance policy providing officer and director liability and indemnity insurance.
Personal injury coverage includes defamation and disparagement By Stanley C. Nardoni Corporate Law Departments, November 2002 My previous articles in this newsletter noted that defamation and disparagement are among the offenses usually covered in the advertising injury and personal injury provisions of general liability policies.
Ensuring higher business valuations: It’s time for small and mid-sized companies to plan ahead. By Martin Kupferman Corporate Law Departments, October 2002 If you own a small or mid-sized business and are considering selling your company, you may find that now is not the right time.
An in-house counsel’s guide to the Employee Polygraph Protection Act By Michael Todd Scott Corporate Law Departments, October 2002 You are General Counsel of a company and you receive a call from your Auditing Department.
Letter from the co-editors Corporate Law Departments, October 2002 Welcome to the October, 2002 edition of The Corporate Lawyer. We have three articles in this edition we hope you find interesting and helpful to your practice.
Trademark and trade dress may be covered By Stanley C. Nardoni Corporate Law Departments, October 2002 A series of Illinois Appellate Court decisions place trademark and trade dress infringement among the offenses typically covered by the advertising injury provisions of general liability policies
Illinois considers petition for mandatory CLE Corporate Law Departments, September 2002 Does your company have a significant number of in-house counsel that are licensed in Illinois?
Price discrimination may be covered By Stanley C. Nardoni Corporate Law Departments, September 2002 My article in last month's issue of The Corporate Lawyer mentioned that the personal injury provisions of umbrella liability policies often cover "discrimination."
Selling your business: Ten tactics to close By Martin Kupferman Corporate Law Departments, September 2002 You knew when it was time to sell your business. And now that you are, your selling strategy is on target and you're moving forward nicely
Corporate document retention / destruction programs: just a lawyer’s problem? a document management checklist By Frank W. Blue & William R. Pakalka Corporate Law Departments, July 2002 Not so many years ago, corporate consultants maligned the existence of "quality control" departments.
Forum selection clauses: their enforceability and drafting By A. Ryan Puplis Corporate Law Departments, July 2002 Forum Selection clauses are common in Agreements. They state where suits can (or must) be filed and under what circumstances.
Letter from the co-editors Corporate Law Departments, June 2002 At the end of this issue you will find a four-year index to substantive articles that have appeared in The Corporate Lawyer. The index covers volumes 36, 37, 38 & 39. Our goal with The Corporate Lawyer is to provide you, our members, with articles and information that are helpful in your practice.
Recent trends in M&A activity—an increasingly hostile environment By Joseph H. Kye & Dana S. Aramagno Corporate Law Departments, June 2002 After a significant decline in hostile activity in 2000, attempted hostile acquisitions in 2001 increased 135 percent over 2000.
Closing the deal: streamlining processes and being an effective member of the team By Mary Jones Corporate Law Departments, May 2002 As corporate attorneys, many of you likely have had the opportunity to work with businesspeople to bring significant transactions to a close.
Electronic contracts—some of the basics By Larry M. Zanger Corporate Law Departments, May 2002 The ability to create and enforce contracts is essential to a commercial society. And as business activities move to the electronic or online medium, the contracting process must follow.
Letter from the Co-editors Corporate Law Departments, May 2002 We are looking for readers who would like to contribute articles for publication.

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