Member Groups

Business and Securities Law Forum
The newsletter of the ISBA’s Section on Business and Securities Law

Browse articles by year: 2017 (5) 2016 (8) 2015 (7) 2014 (6) 2013 (17) 2012 (8) 2011 (13) 2010 (10) 2009 (8) 2008 (16) 2007 (6) 2006 (8) 2005 (3) 2004 (15) 2003 (9) 2002 (17) 2001 (29) 2000 (21) 1999 (31)

Newsletter Articles From 2015

Arbitration of customer disputes under FINRA By Scott Carfello April 2015 An overview of the Financial Industry Regulatory Authority, its arbitration rules, and a look at how it differs from other arbitration providers.
Corporate governance and deepening insolvency: Part I—Lessons from Lemington Home for the Illinois practitioner By Mark A. Carter April 2015 The Lemington Home litigation offers Illinois practitioners a veritable “case study” on the duties and obligations of directors, officers and managers of an enterprise facing deepening insolvency.
IRC §§ 721 and 83(b)—Benefits to the business seller By Brian F. Johnson November 2015 With smaller businesses now being sold to low- and mid-market private equity firms, it is important for the seller’s attorney to be aware of two code sections within the Internal Revenue Code and their potential usefulness to the seller.
Oppressive conduct and failure to follow court orders leads to punitive damages against shareholder’s estate By Charles W. Murdock and Kevin Harris June 2015 The recent Illinois Appellate Court opinion in Kovac v. Barron reflected the scope of the fiduciary duties owed by shareholder-directors in closely held corporations, and the equitable remedies Illinois courts may employ in such situations.
Ripping off the corporate veil: The Buckley court’s implications for non-shareholders and non-title holders By Daniel R. Saeedi and Richard Y. Hu April 2015 While Buckley had a particular set of facts, its detailed analysis, citation to favorable piercing statistics and disregard for corporate formalities could provide the blueprint for increased claims against non-shareholders and non-titleholders.
The Sunlitz decision: A primer on shareholder demand for corporate books and records when self-dealing is at issue By Charles W. Murdock and Katelyn Sprague November 2015 In Sunlitz Holding Co. W.L.L. v. Trading Block Holdings, Inc., the court reaffirmed the view that good-faith fears of mismanagement, in contrast to proof of actual wrongdoing, support a proper purpose for inspection of corporate books and records under the Business Corporations Act of 1983.
Third Circuit weighs in on extraterritorial application of U.S. securities laws By John R. Schleppenbach June 2015 Deciding an issue of first impression, the Third Circuit joined the growing consensus that a securities transaction can be considered domestic (and therefore subject to U.S. securities laws) if title is passed or irrevocable liability to carry out the transaction is incurred in the United States.