UK Subsidiary?
November 28, 2006
U.S. corporations with UK subsidiaries should be aware that company law in the UK is currently going through a process of significant review and change. There is compelling evidence that when the Company Law Reform Bill comes into force next year, the risks facing UK company directors will be at an all-time high. For the first time, the new legislation introduces a statutory basis for claims by shareholders against directors for negligence, default, breach of duty or breach of trust. In this article, we look at the impact of the proposed changes in the context of a global shift toward greater accountability to shareholders, and the potential consequences for businesses having a presence in the UK.
Director Independence
November 28, 2006
Director independence continues to be a focus of investors and regulators, as evidenced by the new director independence and related person transactions disclosure rules of the Securities and Director independence continues to be a focus of investors and regulators, as evidenced by the new director independence and related person transactions disclosure rules of the Securities and Exchange Commission (SEC), which accompanied the more renowned changes to the SEC's executive compensation disclosure requirements. This article discusses these new SEC disclosure rules as well as the independence criteria and disclosure rules of the New York Stock Exchange (NYSE) and Nasdaq. We review guidelines of proxy advisers, focusing on use of categorical standards to strengthen applied independence criteria, as appropriate, and to filter out certain immaterial relationships that would otherwise need to be specifically considered by a listed company's board in assessing independence. This article summarizes several of the more common types of categorical standards and variations within such standards. Finally, this article provides compliance practice tips.
Stock Option Backdating
November 28, 2006
Just as the business community began making headway with Congress to reduce Sarbanes-Oxley (SOX) obligations, a new type of corporate wrongdoing has been revealed ' backdated stock options used by the executives at many companies and some directors to convert their options at the most opportune times and at the expense of other shareholders and investors. What is troubling is how the boards of directors at so many companies could have approved the backdating or not known about it after SOX and the recent wave of high-profile corporate fraud investigations and prosecutions.
Bankruptcy Code Amendments Alter Franchise Case Strategies
November 28, 2006
The substantial amendments made by the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 (BAPCPA) to the Bankruptcy Code have had a significant impact on the dynamics of franchisee bankruptcies. The BAPCPA was generally intended to accelerate Chapter 11 'reorganizations' and provide relief to certain constituencies in the bankruptcy process (eg, landlords). This article focuses on the nuances of the BAPCPA's impact in franchisee bankruptcy cases.
Using Business Plans in Recruiting Lateral Partners
November 28, 2006
Practice group structures, marketing departments, Chief Information Officers, even off-site operations centers ' each of these now commonplace elements of big law firm life is a manifestation of the business focus these firms have adopted. We all see it, with varying degrees of approval. Global law firms now develop and follow business strategies. Slowly, these firms are bringing a similar business focus to their lateral partner recruiting. For partners who think they might switch firms at some point, and for firms doing battle for talent in the lateral market, bringing a business perspective to your analysis can save a lot of time and energy. A properly prepared business plan will prevent the loss of countless (otherwise billable) hours and, more important, help avoid making the wrong move.
Economic Considerations in Law Firm Blogging
November 28, 2006
According to studies cited by TechnoLawyer, approximately 80,000 new Web logs (blogs) launch every day, including dozens of law-related blogs (blawgs). A dedicated blogger myself (www.lawbizblog.com), I have found the experience to be a powerful form of marketing communication that continually connects me to actual and potential clients in ways I never anticipated.<br>Before members of your firm enter this technological brave new world, however, they should give due weight to the economic benefits and consequences of blogging. Here are some points worth considering.
Managing Editor's Note
November 27, 2006
Some of the law firms mentioned in this issue have provided Marketing the Law Firm with marketing materials for consideration for inclusion in the MLF 50. There is no connection to any editorial contributions from the firms and the commentary is solely that of the author, who does not receive any compensation from the firms mentioned.
<b>Op-Ed:</b> 'Progress Is Our Most Important Product'
November 27, 2006
The progress that law firm marketing has made is in large part due to the staying power of the key marketing executive, and that staying power requires a level of maturity, sophistication and a clear understanding of how to play in the same sandbox as the owners. Marketing programs are not easy to sell, but like other 'purchases' the purchaser/owner can be persuaded to approve the marketing budget if the case can be made that 'this is about progress' that will make the firm more viable and, yes, profitable. Chief Marketing Officers and Directors need to step up and stand behind their programs. Of course that means developing a plan that doesn't have an unrealistic end game. Too often, over-zealous CMOs and Directors reach for the moon and wind up 'cratering.' This does not have to happen if one recognizes that, in order to succeed, one needs to develop a plan, implement the plan using a step-by-step program, and deliver on the plan in a manner that demonstrates progress. Let's be honest; no one expects the infamous 'ROI,' but owners do expect progress and this is key to winning the hearts and minds of law firm owners.
The Second Annual MLF 50: The Top 50 Law Firms in Marketing and Communications
November 27, 2006
At the outset, let me congratulate the 50 firms that made this year's MLF 50. The fact that out of the hundreds of law firms with marketing programs, these 50 firms have attained the status of being considered the best programs in the country is a testament to the fabulous strides that law firm marketing, business development and media programs have achieved over the last year. There is good news here: Marketing is alive, well and prospering at many of the AmLaw 200 firms. This year, the MLF 50 showcases a wide range of firms and their marketing activities that can best be described by using a sports metaphor ' a full contact sport. The profession has come a long way in terms of sophistication, depth and creativity. In the following pages, you will see the power of marketing, business development and media and how can transform and strengthen a law firm ' and yes, make it more profitable. What is important to note is that many of these marketing activities were created as vehicles for pro bono and diversity initiatives. It should come as no surprise that doing good deeds for others and creating a diverse environment leads to prosperity.
