• February 2, 2018

    GC Cheat Sheet: The Hottest Corporate News Of The Week

    Amazon, Berkshire Hathaway and JPMorgan Chase announced they will join forces to start an independent health care company, a longtime employment defense attorney launched a new cellphone app that she hopes will provide workers with a safe space to report sexual harassment, and Lyft's general counsel shared with Law360 how she responds to friends who five years ago doubted her decision to join a transportation network company that was part of an unfamiliar industry. These are some of the stories in corporate legal news you may have missed in the past week.​

  • February 1, 2018

    3 Big Lessons From 4th Circ.'s DMCA Ruling

    The Fourth Circuit issued a major ruling in a closely-watched copyright case Thursday, offering up important guidance on Digital Millennium Copyright Act and online piracy. Here are the three big lessons you need to know.

  • February 1, 2018

    Dip In 2017 Corporate FCPA Actions: A Ripple Or Sea Change?

    Foreign Corrupt Practices Act enforcement actions against corporations plummeted during President Donald Trump’s first year, according to a new report by Jones Day, but it remains unclear whether the drop-off is the result of a policy shift in line with new prosecutorial guidance or an anomaly.

  • February 1, 2018

    German Watchdog To Probe Google, Facebook Online Ads

    Germany's competition regulator on Thursday became the latest enforcer to open a probe into whether Facebook, Google and other major digital platform providers are using their market power to harm competition and block access to valuable consumer data in the online advertising marketplace. 

  • February 1, 2018

    Racial Bias Persists At Morgan Stanley, Fired Exec Claims

    Nearly a decade after Morgan Stanley agreed to make programmatic changes to increase employee diversity and pay $16 million to settle racial-bias claims, the firm’s discriminatory policies and practices “continue in full force,” according to a fired executive’s federal suit filed Thursday in New York.

  • February 1, 2018

    Stock Issuance Void In Tony Roma's Board Row: Chancery

    The Delaware Chancery judge presiding over a fight about the board composition for the company that owns the Tony Roma's restaurant chain ruled Thursday that a stock issuance designed to dilute an investment fund’s holdings and prevent a takeover was void and can’t be used to calculate shareholder votes.

  • February 1, 2018

    Advocates Slam DOL For Allegedly Hiding Tip Pool Data

    Democratic politicians and worker advocates are pressuring the U.S. Department of Labor to abandon a proposal to rescind a 2011 rule blocking businesses from redistributing workers’ tips, in the wake of a Thursday report that the agency hid an analysis showing the rule could let employers pocket billions of dollars in workers’ tips.

  • February 1, 2018

    Atty Group Skewers $300K Apple Sanctions In Qualcomm Row

    A legal industry advocacy group asked a California federal judge Wednesday to lift a $300,000 sanction levied on third party Apple for missing a deadline to produce documents requested by Qualcomm in antitrust suits brought against it by the Federal Trade Commission, saying the penalty was “completely out of step” with the law.

  • February 1, 2018

    DOJ Has Sharpened Its Focus On Structural Merger Fixes

    Recent enforcement actions and policy pronouncements by the U.S. Department of Justice Antitrust Division’s new leadership have signaled an increased focus on the agency’s preference for divestitures, rather than agreements that mandate ongoing conduct, to alleviate competitive concerns raised in merger reviews. But there are questions about how far this policy will go and what it means for practitioners.

  • February 1, 2018

    MillerCoors Asks To Block Strategist's Move To Competitor

    MillerCoors asked an Illinois state judge on Wednesday to block its top strategist from joining the team at Corona and Modelo maker Constellation Brands, saying his actions both before and after his departure violate several restrictive covenants he agreed to upon starting with the company.

  • February 1, 2018

    New DOL Contractor Watchdog Charts Cooperative Path

    Business advocates who on Wednesday attended one of a series of meetings with the new head of the U.S. Department of Labor’s contractor watchdog say they came away confident the office will be transparent and willing to help contractors comply with federal discrimination laws, two things they say the Obama administration wasn’t.

  • February 1, 2018

    Simpson Thacher Hires JPMorgan Vice Chairman, Ex-GC

    Simpson Thacher & Bartlett LLP will expand its securities litigation practice with the hire of the vice chairman of JPMorgan Chase & Co., who brings to the firm his background as general counsel for the holding company as well as his experience investigating Enron and WorldCom at the U.S. Securities and Exchange Commission.

  • January 31, 2018

    FTC’s New Antitrust Tilt To Narrow Its Privacy Focus

    The Federal Trade Commission is likely to continue to dominate as the nation's top privacy and data security enforcer even after a new slate of commissioners with primarily antitrust backgrounds is confirmed, but the new leaders may be more selective in the types of consumer harms they choose to pursue, attorneys say.

  • January 31, 2018

    CFPB Constitutional Fight Faces Tough Supreme Court Path

    Although mortgage servicer PHH Corp. lost its constitutional challenge to the Consumer Financial Protection Bureau's structure on Wednesday at the D.C. Circuit, the path forward for any appeal to the U.S. Supreme Court remains extremely complicated, experts say.

  • January 31, 2018

    Oracle 401(k) Participants Win Class Cert. In ERISA Suit

    A Colorado federal judge on Tuesday granted class certification to tens of thousands of Oracle Corp. 401(k) plan participants in an Employee Retirement Income Security Act suit alleging the technology company racked up excessive record-keeping fees and retained poorly performing funds. 

  • January 31, 2018

    Deals Rumor Mill: CBS, Liberty Mutual, Avast Software

    The CBS Corp. board is reportedly discussing a potential merger with Viacom Inc. on Thursday, Liberty Mutual is shopping around its private equity and real estate stakes, and Avast Software has tapped banks for its London initial public offering.

  • January 31, 2018

    GAO Blocks Big Biz Protest On FDA Small Biz Software Deal

    The U.S. Government Accountability Office dismissed a regulatory writing business's challenge to a U.S. Food and Drug Administration software support deal, finding in a decision made public Tuesday that alleged technical risks are not a basis for granting an exception to the usual prohibition on large businesses challenging contracts that have been set aside for small businesses.

  • January 31, 2018

    Fired HSBC Veep's Retaliation Case Deep-Sixed By 2nd Circ.

    The Second Circuit on Wednesday shut down a challenge to a jury verdict in favor of HSBC Securities against former bank senior vice president Mike Picarella, who claimed his 2015 firing came in retaliation for his decision to stick up for a coworker who was harassed.

  • January 31, 2018

    Toys R Us Ch. 11 Landlord Deal Could Be Model For Retailers

    In a grand bargain covering some attorney fees for its commercial landlords, Toys R Us Inc. bought more time to decide which store leases it wants to reject in bankruptcy, creating what some experts say could be a practical template for other large retailers abruptly forced into filing for Chapter 11.

  • January 31, 2018

    EU Says Data-Protection Rights Not Negotiable In Trade Talks

    The European Commission has approved measures that would keep the European Union’s personal data-protection rights from being subject to EU trade agreement negotiations, the EC announced on Wednesday.

Expert Analysis

  • New Delaware Case Sounds Alarm On Federal-Forum Bylaws

    Kevin LaCroix

    A recently filed Delaware shareholder suit against three companies that have adopted bylaws designating federal courts as the exclusive forum for resolving securities claims makes clear that we are in for another round of controversy surrounding litigation management bylaws, says Kevin LaCroix of RT ProExec.

  • Structuring Unpaid Internships After Wang V. Hearst

    Michael Pepperman

    The Second Circuit's recent decision in Wang v. Hearst Corporation, coupled with a recent announcement from the U.S. Department of Labor, demonstrates that the flexible, multifactor “primary beneficiary” test for unpaid interns established in Glatt v. Fox Searchlight Pictures is now easier for employers to satisfy, say Michael Pepperman and Ivo Becica of Obermayer Rebmann Maxwell & Hippel LLP.

  • Ericsson Ruling Provides Guidance On FRAND Royalty Rates

    Fei Deng

    A California district court's recent decision in TCL v. Ericsson offers two practical approaches that can be used by implementers and standard-essential patent holders, as well as other courts, to assessing a fair, reasonable and nondiscriminatory royalty rate, say Fei Deng and Mario Lopez of Edgeworth Economics LLC.

  • Considerations For The 2018 Proxy Season: Part 3

    Brian Breheny

    In the concluding part of this series, attorneys with Skadden Arps Slate Meagher & Flom LLP focus on financial disclosures and related U.S. Securities and Exchange Commission enforcement trends, SEC guidance and trends in cybersecurity matters, and recent developments in insider trading laws and policies.

  • A Survey Of In-House Attorney Views On Trade Secrets

    David Almeling

    In an attempt to peek behind the corporate curtain and pick the brains of those with unrivaled access to their companies’ trade secrets, we surveyed 81 in-house attorneys who work on trade secret issues. We discovered many interesting findings — and one alarming trend, say attorneys with O’Melveny & Myers LLP.

  • NJ’s Evolving Health Care Arena: Trends To Watch In 2018

    John Fanburg

    New Jersey is one of the most competitive and heavily regulated states in terms of health care, making it a good barometer for how the industry is evolving nationally. As physicians and medical groups deal with issues like flat reimbursement from insurance providers and the rapidly rising costs of operating a medical practice, the ways in which doctors deliver health care will continue to change in 2018, says John Fanburg of Brach Eichler LLC.

  • The Latest From IRS On Section 409A Relief

    Marc Fosse

    Taxpayers required to include the value of their 457A plan benefit in income before receiving a distribution may find they have an unexpected tax hit without a plan distribution to cover the tax liability. But a notice recently issued by the IRS allows for distribution of funds from 457A plans without incurring additional penalties under Section 409A of the Internal Revenue Code, say Marc Fosse and Yatindra Pandya of Trucker Huss APC.

  • 6 E-Discovery Predictions For 2018

    Erich Potter

    Erich Potter, discovery counsel with Oles Morrison Rinker & Baker LLP, discusses six ways e-discovery will continue to excite and confound in 2018.

  • Considerations For The 2018 Proxy Season: Part 2

    Brian Breheny

    In the second article of this three-part series, attorneys with Skadden Arps Slate Meagher & Flom LLP discuss trends in shareholder proposals and virtual shareholder meetings, efforts to increase board diversity, and recent changes to auditor reports and proxy statements.

  • Considerations For The 2018 Proxy Season: Part 1

    Brian Breheny

    Each company faces important decisions in preparing for its 2018 annual meeting and reporting season. In the first installment of this three-part series, attorneys with Skadden Arps Slate Meagher & Flom LLP discuss executive compensation, guidance from Institutional Shareholder Services and Glass Lewis, and recent developments and trends in proxy access.