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.
Clearing Up Executive Compensation
May 30, 2006
In Part One, the authors summarized the SEC's proposal to revamp the rules governing the disclosure of executive and director compensation. They focused on the proposal's treatment of current compensation. Part Two picks up with a look at outstanding equity interests, covers post-employment and other types of compensation and benefits, and also discusses other effects of the proposal on corporate counsel.
Antitrust Liability For Joint Ventures
May 30, 2006
The term 'joint venture' encompasses a wide range of business combinations, some of which are simply contractual agreements between independent parties, others of which involve the creation of new entities through consolidation, and some of which involve both integration and contractual agreements. Because joint ventures comprise such a diverse array of business structures, they often defy easy characterization for antitrust purposes: Is a venture best viewed as a merger? A price-fixing agreement? Something in between? This characterization problem contributed to significant confusion in the courts over the proper scope of antitrust liability for joint ventures. <br>At one time, courts routinely declared unlawful a variety of joint ventures, many of which were plainly pro-competitive. The Supreme Court's decision in <i>Texaco, Inc. v. Dagher</i>, clarifies the application of the antitrust laws to joint ventures, and narrows the scope of potential liability for these types of business combinations.
Measuring ROI for Marketing Efforts
May 30, 2006
Management guru and author Peter Drucker said, 'If you can't measure it, you can't manage it.' So why is it that so few law firms measure their marketing efforts? Why is it that so many Chief Marketing Officers (CMOs) who are getting hammered by partners to demonstrate ROI on their efforts can't do it?
The Absolute Priority Rule
May 30, 2006
Debtors in bankruptcy cases have long sought to make distributions to old equity without running afoul of the absolute priority rule. Time and again, debtors' efforts to leave old equity with value in a reorganized entity have been challenged in the appellate courts, and often in the Supreme Court. A proposed distribution to old equity in the complex Armstrong World Industries (AWI) case was struck down recently by the U.S. Court of Appeals for the Third Circuit Court. <i>In re Armstrong World Indus., Inc.</i>, 432 F.3d 507 (3rd Cir. 2005).
Dismantling the 'Great Wall' of Risk
May 30, 2006
A growing number of lessors exhibiting cautious optimism are slowly, but successfully, knocking down the 'great wall' that separates them from turning lease financing into a mainstream financial product in China. Investing in the Chinese leasing market can be a sound decision for lessors whose customers are asking for leases there; who can effectively manage the risks; and who are equipped to deal with major differences between the United States and China, which include language, culture, and the number and nature of business regulations.
What Do You Want To Read?
May 26, 2006
We want to know how we can make this newsletter an even better resource for your professional needs. Are we covering all you want to see? Are there sections you would like to see enhanced or replaced?<br>Your views and opinions are essential in our effort to continue to provide you with the top notch News, Strategy and Analysis you have come to expect from Law Journal Newsletters.<br>Help us help you! Please click <a href="http://www.surveymonkey.com/s.asp?u=604771980045">here</a> to complete a short survey or type the following URL into your browser: http://www.surveymonkey.com/s.asp?u=604771980045.<br>Your answers will assist us in making this an even better newsletter for you! Thank you.<br>Regards,<br>Colin Graf<br>LJN Marketing Director
