Commercial Law

  • The Stoneridge Decision

    On Jan. 15, 2008, the U.S. Supreme Court handed down its decision in Stoneridge Investment Partners v. Scientific Atlanta, the case that has been called 'the most important securities law case to reach the Court this decade' and 'the securities lawyer's Roe v. Wade.' While the case had both domestic and international corporations concerned about its potential to dramatically expand the scope of 10b-5 claims in order to target third parties doing business with public companies that concern can now be laid to rest.

    February 26, 2008Sarah L. Reid and Damaris M. Diaz

  • Special Committees and Protecting Privilege

    How can a board discharge its fiduciary duties without waiving otherwise applicable privileges to the investigation and opening the door to discovery of investigation related materials by the government or by third party litigation adversaries? An analysis of recent rulings.

    February 26, 2008Thaddeus J. Malik, David M. Greenwald and Mercedes M. Davis

  • Cleaning up After Debtor/Tenants

    The Ninth Circuit has created a dubious distinction between tort-like damages and other non-rent damages that will undoubtedly spawn uncertainty and litigation. The authors explain why.

    February 26, 2008Adam J. Rosen and John C. Wright

  • 'Coudert Brothers': Court Limits Attorney's Retaining Lien

    The U.S. Bankruptcy Court for the Southern District of New York recently issued a decision in In re Coudert Brothers LLP concerning the treatment of an attorney's retaining lien in the bankruptcy of a law firm. The decision does not alter the analysis that would obtain under applicable state law, and serves as an important reminder to attorneys that their liens to secure payment of amounts owed by clients and former clients depend on state law and are not enhanced in the bankruptcy setting.

    February 26, 2008John J. Rapisardi

  • Collective Bargaining Aftermath

    A discussion of the aftermath of the recent decision, In re Northwest Airlines Corp., 483 F.3d 160 (2d Cir. 2007), in which the United States Court of Appeals for the Second Circuit held that a federal court may enjoin a strike by employees covered under the Railway Labor Act (the 'RLA') following rejection of their collective bargaining agreement.

    February 26, 2008Catherine Steege and David H. Hixson

  • CA's Flavor of Implied Warranty Leaves a Sour Taste

    A recent decision from an appellate court in California offers footing for plaintiff attorneys to argue for an expanded definition of 'merchantability.' Such a development, which the Uniform Commercial Code neither compels nor suggests, marks a departure from settled law and presents a significant risk of higher warranty costs for manufacturers and higher prices for consumers.

    February 01, 2008Nathan Marcusen

  • Who Cares About Japan?

    In the first article in this series, we established that the Japanese government has taken a keen interest in rebuilding its regulatory foundation to help strengthen the country's intellectual property rights ('IPR'). The second installment explored the evolving strategies Japanese corporations have and are beginning to employ to leverage their intellectual capital. This final installment focuses on Japan's leading role in developing and enforcing international IPR, specifically within Asia.

    January 31, 2008Andrew W. Carter, Suzue Fujimori and Mark S. Rollins

  • Climate Change: D&O Issues for Policyholders

    Directors and officers are developing strategies to address the business impact of climate change and the potential financial impact of current and future greenhouse gas regulation. Among the challenges they face are how to address disclosure obligations related to these financial risks and how to maximize potential insurance coverage under directors' and officers' liability insurance policies should climate-related claims be asserted.

    January 30, 2008Marialuisa S. Gallozzi and Maureen Mahon