Law Firm Leadership and Communications
May 31, 2006
Confronted by increased competition and changes in the way expense conscious corporate clients procure legal services, law firms are responding by building capacity ' increasing their size through aggressive lateral hiring and acquisition. It is an appropriate response; driven by the market perception that in order to compete today for global corporate business, it is imperative that the modern law firm be large enough to handle both commoditized work as well as provide high end counsel, deep enough to handle any and all matters that a company may face, and streamlined enough to take advantage of technological and other economies of scale. But the myriad of market-based arguments that enable the creation of these large partnerships with hundreds of partners beg the question: 'Now that we've built the infrastructure, how do we truly distinguish ourselves in a manner that actually confirms these assumptions and secures the business?'
Retaliation: What is an Adverse Action?
May 31, 2006
It has become an increasingly common fact pattern: An employer discriminates against an employee, for example, because of her gender. She files a claim of discrimination against the employer with the Equal Employment Opportunity Commission (EEOC). In a matter of days, the employer finds out about her charges and decides to make her work life miserable. This might create a straightforward claim for unlawful retaliation, that is if the employer's actions made her life 'miserable enough.' The question of what is 'miserable enough' has divided the courts, and thus there may not be a clear answer to questions on adverse employment actions for employers or employees.
Synthetic Securitization in China
May 31, 2006
China recently launched two offerings of asset backed securities ('ABS') in its interbank market after several years of preparation and planning. On Dec. 9, 2005, China Construction Bank ('CCB') issued 2.9 billion yuan ($360 million) of debt securities in China's first residential mortgage-backed securitization, and on Dec. 12, 2005, China Development Bank ('CDB') issued 4.2 billion yuan ($500 million) of debt securities backed by unsecured loans from the telecommunications, energy, utility, and transportation industries. To facilitate ABS offerings, China's regulatory agencies have promulgated rules to govern ABS issuances, including the Administrative Rules for Pilot Securitization of Credit Assets, promulgated by the People's Bank of China ('PBOC') and China Banking Regulatory Commission ('CBRC') on April 20, 2005, the Rules for the Information Disclosure of Asset-Backed Securities, promulgated by the PBOC on June 13, 2005, and Rules for Regulating Financial Institution's Securitization, promulgated by the CBRC on Dec. 1, 2005.
Leasing Equipment in Latin American Countries
May 31, 2006
American lessors continue to look for ways to expand their business, often turning to new products or structures. Savvy lenders also look to take their products to new markets, which are increasingly global. However, leasing equipment outside of the United States can present a number of issues for the U.S. lessor and its counsel. Preparation and an understanding of the foreign country's laws relating to equipment leasing are keys to success.
<b><i>Commentary: </b></i>Inequity Is Seen In Film-Rights Reversion Process
May 31, 2006
I have a lot of trouble accepting something that makes no sense simply because an attorney trying to make a point in a deal says: 'It's always done that way,' or 'Everyone does it like this.' Attorneys preparing a film contract often use this 'irrational' rationale. I am referring to the reversion clause in a contract to acquire rights in a basic work, such as a novel for a film.
Derivative Suits: Recent Developments
May 30, 2006
Numerous studies and articles document the alarming increase during the last few years in the size of settlements in securities class action lawsuits. As a result, directors, officers, insurers, brokers, and others focus almost exclusively on securities class actions when evaluating risks and structuring D&O insurance programs. Although largely ignored in that analysis, shareholder derivative lawsuits are also very important liability exposures particularly for directors since directors are named as defendants in derivative suits far more frequently than in securities class actions and since settlements and judgments in derivative suits are usually not indemnifiable by the company.
Ad Hoc Affirmative Action
May 30, 2006
Unfortunately, attempting to achieve the worthy goal of increasing workplace diversity through ad hoc decisions that advance women or minorities, often made in the absence of, or without strict adherence to, a formal affirmative action plan, can spawn claims of illegal reverse discrimination. Such claims appear to be on the rise.
The Tarnished Parachute
May 30, 2006
As American companies struggle to compete in a global market, they are increasingly considering the merits of eliminating or reducing costly retiree benefits. For many companies, the costs of these benefits have become staggering. For example, before recently announcing plans to freeze health benefits for tens of thousands of its white-collar retirees, Ford Motor Co. was facing health-care expenses of more than $3.5 billion. Its rival, General Motors, which according to recent reports owes a projected $89 billion in welfare and pension benefits to its current and future retirees, just announced that it will offer workers with 10 years' experience a payment of $140,000 and a pension, if in return these workers will leave their employment and forgo health care benefits.
The 10 Bits Of Legal Advice Every Tech Client Should Get ' On Day One
May 30, 2006
You've seen it so many times: New tech clients have great dreams. They're always sure that their invention will make millions, as soon as you, their attorney, introduce them to people who can provide the funding that will develop, market and advertise the invention.<br>Counsel, unfortunately, must play their role, and discharge their responsibilities, and end these dreams with a splash of reality. This is the way of the world: While some startup firms will taste success, most, for a host of reasons that fit each company according to the company's situation, will not. <br>So as a new client sits across your desk, what advice must you give? Below is my take on the e-commerce advice that counsel must dispense, whether or not the client wants to hear it ' including how to work best with counsel to get results at a reasonable cost.
