“Best practices” for officers and directors navigating the current economic crisisBy James A. Beldner, Richard Kanowitz, Scott L. Kaufman, & Ronald R. SussmanMay 2009In light of the current economic environment, it is vital for officers and directors of all companies to understand their fiduciary duties and, in particular, the shifting nature of these duties when their company is operating in a distressed context.
Bloggers bewareBy Adam SnukalJuly 2009The Federal Trade Commission (“FTC”) is in the process of revising its Endorsement and Testimonial Policies and Guidelines—the first set of revisions since 1980.
Case summariesBy Frank M. GrenardFebruary 2009Recent cases of interest to corporate lawyers.
The COBRA subsidy and what it means to employersBy J.J. McGrathMay 2009The American Recovery and Reinvestment Act of 2009 was signed into law February 17. It expands COBRA by offering eligible individuals a 65 percent subsidy of their required COBRA premiums and an additional enrollment period to re-elect COBRA coverage and pay only 35 percent of the COBRA premium.
Do your corporate policies consider social media?By Mark F. Hoffman & Trenton C. DykesJuly 2009From blogs to Facebook to Twitter, the use of social media is exploding. Increasingly, public companies are turning to these digital media avenues to capture and direct public attention and boost sales.
Editors’ NoteBy Lola Miranda Hale & John AmbrogiOctober 2009A message from co-editors Lola Miranda Hale and John Ambrogi.
Editor’s noteBy Michelle L. Thoma-CulverJuly 2009An introduction to the issue from Editor Michelle L. Thoma-Culver.
Editor’s noteBy Michelle L. Thoma-CulverJune 2009An introduction to the issue from Editor Michelle L. Thoma-Culver
Editor’s noteBy Michelle L. Thoma-CulverMay 2009 An introduction to the issue from Editor Michelle L. Thoma-Culver.
Editor’s noteBy Michelle L. Thoma-CulverFebruary 2009An introduction to the issue from Editor Michelle L. Thoma-Culver.
Editor’s noteBy Michelle L. Thoma-CulverJanuary 2009An introduction to the issue from Editor Michelle L. Thoma-Culver.
Extra work is extra workBy Raymond A. FylstraSeptember 2009Many formal construction contracts explicitly state that extra or additional work must be authorized by a written change order signed by the owner. Although there are some exceptions, such clauses normally will be enforced if they are clear.
Force Majeure as a risk allocation toolBy Mark A. Primack, Stanley R. Weinberger, & Michael D. KimJune 2009While the “irresistible” forces of force majeure events include acts of God, they also typically include wars and insurrections and sometimes conventional commercial events such as labor disputes, supply interruptions and equipment failures.
Loan Modification AgreementFebruary 2009The following sample Loan Modification Agreement has been prepared for educational and information purposes only.
Maintain ethical corporate governance during the economic downturnBy R. Stephen ScottJanuary 2009The current economic downturn poses many new challenges to corporations. Failure to maintain ethical corporate governance, to save costs or to avoid delayed actions, may only complicate or derail the corporate objectives, as the automakers and Bank of America have learned. Failure to meet important stakeholder expectations will surely lead to loss of the public’s support, while exceeding those expectations should lead to greater support and achievement of the corporate objectives.
Mandatory disclosure and expanded ethics requirements for government contractorsBy John E. JensenJanuary 2009Starting on December 12, 2008, new rules require all federal contractors to disclose to the government violations of many federal criminal laws and any false claims made to the government. These changes are likely to cause contractors to reassess their ethics and compliance programs. The changes will present contractors with challenging questions, such as whether a disclosable violation has occurred.
New amendment to Human Rights ActBy Peter LaSorsaOctober 2009The Illinois Human Rights Act (“IHRA”), found at 775 ILCS 5/1-101, is being amended and, starting January 1, 2010, will offer protection to individuals who have an order of protection.
Renegotiating debt? Tax traps for creditorsBy Steven W. SwibelJune 2009Tax consequences of debt modification are not only a debtor’s concern. Creditors are often surprised that debt modification can result in unanticipated adverse tax consequences.
Software acquisitions beware!By Frank M. GrenardDecember 2009What rights does a successor corporation have in a software license? According to the US Court of Appeals for the Sixth Circuit, none without approval.
Taxation by association: Amazon.com law and state taxation of Internet salesBy Scott DragoSeptember 2009Historically, Internet retailers have not collected state and local sales taxes on sales made through an associate program, provided the Internet retailer itself does not have a sales force or store in a particular state. However, the days of relying on this exemption may be numbered.