Insuring Against Disaster: Coverage for Product Recalls
September 27, 2007
In recent months, it has seemed that barely a week has gone by without the announcement of a major product recall, whether it be of pet food (tainted with a wheat gluten additive), toothpaste (containing poisonous diethylene glycol, a solvent used in antifreeze that imparts a sweet taste), millions of children's toys (the subject of four major recalls, several of which involved lead paint), almost half a million light truck tires (lacking a safety feature that guards against tread separation), or 3.6 million Ford cars, trucks, and SUVs (containing a cruise control switch linked to vehicle fires). Recalls have become so common of late that satirical magazine <i>The Onion</i> 'reported' in late July that shares of Constitution Solutions, LLC ('COSO') 'fell sharply Tuesday after several Eastern bloc constitutions written by COSO were recalled due to loopholes that allowed Vladimir Putin to re-form the Soviet Union.' Stockwatch, <i>The Onion,</i> July 26-Aug. 1, 2007, at 2.
Prosecution and Defense of Stock Option Backdating Cases
September 27, 2007
Backdating is different from conduct typically alleged as stock fraud because it is not in itself illegal. So long as the backdating of options is accompanied by proper accounting treatment and public disclosure, there is no securities law violation. Backdating cases thus have come to be thought of largely as accounting cases. As a result, a potent potential defense has emerged for corporate officers who may have known backdating was occurring but, because they did not have hands-on responsibility for their company's financial or accounting practices, were unaware of the accounting or disclosure consequences of that practice.
Litigation Data Analysis Strategies For Legal Teams
September 27, 2007
The need for lawyers to leverage technical knowledge to prepare a case for the courtroom is escalating rapidly. But attorneys should take note that e-discovery requiring knowledge of ESI and access to experts to help litigation teams isn't confined to the Fortune 500.
New York Zoning, and the Variance and Rezoning Process
September 27, 2007
Evaluating the potential for a variance or a rezoning must be done on a case-by-case basis. All of the issues pertaining to the site must be considered to determine if a rezoning or a variance is appropriate for the project. Such factors as whether there is a unique condition on the site for a variance are important. For a rezoning, facts such as if there is a strong residential character around an unused manufacturing site would make for a strong case. Other factors such as the political dynamic and the details of preparing the application must be taken into account as well.
Lack of Director Independence Under Delaware Law
September 26, 2007
As readers are well-aware, Sarbanes-Oxley, the New York Stock Exchange and NASDAQ have established standards for director independence. These are not the only director independence standards that can affect a corporation and its board. Director independence is also significant under Delaware law. Although similar, the standards for director independence under Sarbanes-Oxley ('SOX'), stock exchange rules and Delaware law differ. A director who is independent under SOX may not be independent under stock exchange rules or Delaware law and vice versa.
Riding the Fulcrum Seesaw
September 26, 2007
Troubled businesses also may have turned to the distressed debt market instead of filing for bankruptcy protection due to recent changes to the Bankruptcy Code, which made bankruptcy a more complicated, expensive and uncertain alternative. As a result, when the next wave of Chapter 11 filings comes, hedge funds and other distressed debt investors will act to protect their unique interests and strategies, which will bring new dynamics to bankruptcy cases.
Firm-Client Efficiencies: One GC's Long View
August 30, 2007
'The No. 1 thing that helps us manage our outside counsel costs is longstanding relationships,' says James H. Miller III, senior vice president and general counsel for Georgia Power, the largest operating unit of Southern Co. 'Our principal law firm, Troutman Sanders, has been our law firm for a long time. They know as much or more about our company as some of our own executives do because they've been there longer. In a sense, they are our institutional memory.'
Controlling the Spiraling Costs of Online Legal Research
August 30, 2007
There was a time when electronic services were supposed to replace books and lower costs. They've done neither. Instead, fees continue to rise each year — well beyond the rate of inflation, say law firm librarians (licensing fees are typically covered by confidentiality agreements). Surveyed librarians expressed dissatisfaction on pricing issues especially with the big-two online providers, Reed Elsevier Plc's LexisNexis and Thomson Corp.'s Westlaw.
