Commercial Law

Life insurance is a common issue addressed in a substantial proportion of divorces. For many clients, especially those of greater economic means, existing insurance coverage is owned by irrevocable life insurance trusts ('ILIT'). Existing ILIT arrangements too often receive inadequate attention during the course of a divorce as a result of the focus on other more significant issues, or the presumption that since the ILIT is 'irrevocable,' it cannot be tailored to address the post-divorce insurance needs. This can be a considerable mistake. In many cases, because it is assumed that an existing ILIT cannot be changed, the insurance requirements resulting from the divorce are separately addressed in a property settlement agreement ('PSA').

On June 26, 2007, the long-awaited New Brunswick Franchises Act (Bill 32) received Royal Assent in the legislature. This law is now on the books, but it is not yet in force. That will happen when the Act is 'proclaimed.' Proclamation is expected following the promulgation and finalization of disclosure regulations, and is commonly done in stages: An example is Ontario's law, proclaimed in force on July 1, 2000, with the exception of the disclosure provisions, which came into force on Jan. 1, 2001.

The wealth-building strategy for the executive team and investors in a franchisor traditionally focused on setting the stage for one of three scenarios: a private sale to a strategic buyer; going public through an initial public offering, with a secondary offering to partially liquidate the group's investment; or establishing an enterprise with significant cash flow available for salaries, bonuses, dividends, and other emoluments of financial success. An attractive option now available is the private equity option, which involves a sale of all or the controlling share of the equity of the business to a financial buyer. This approach reorients financial exit strategy to harvest simultaneously the gain in enterprise value while positioning existing management and possibly investors to participate in future value accretion. This approach usually allows, or even compels, existing management to participate in the equity of the business going forward.

Keep it Simple. It sounds basic and obvious, but it is easy to complicate even the most important things. And how many things are more important than growing your practice? You certainly can be a good lawyer and provide technical excellence, but how will that help you achieve your goals for financial success and job security? Will it enable you to achieve the professional status you desire? Will you command sufficient respect within your firm and among your peers?

I have always enjoyed trying to understand why some people are very successful and why others are not. Interestingly, I have found many of the most successful people also have greater fulfillment in their personal and family lives. How can this be so? Put simply, they understand both their career and life priorities, they develop a plan based on these priorities, and they use their time wisely. Most of us start our law careers with great enthusiasm and then, to borrow a phrase from a new Seth Godin book, 'we hit the dip'. This clarity of career and life priorities helps successful lawyers get through the dips.

Once again, it is time for law firm marketing and communications departments to start thinking about their submissions for consideration to earn a spot on the coveted MLF 50 ' The Top 50 Law Firms in Marketing and Communications.

If a music file is downloaded to a computer and no one is there to play it, does it constitute a performance? This is not some question from a digital-age freshman philosophy seminar ' it was the legal issue recently facing Judge William C. Connor in the U.S. District Court for the Southern District of New York in United States v. American Society of Composers, Authors and Publishers (ASCAP), 485 F.Supp.2d 438 (S.D.N.Y. 2007).

Hardly a day goes by without major media attention to global warming and the need to develop and invest in sources of alternative energy. Legislation to encourage investment in renewable energy has bipartisan support. Tax legislation passed in 2005 and 2006 extended the renewable energy production tax credit and the energy investment tax credit to facilities placed in service before Jan. 1, 2009. Further extension and expansion of these credits is expected from the current Congress. The extension of the tax credits, the adoption of minimum alternative energy requirements by many states, and greater public and political support for alternative energy resources have increased interest in the development and financing of wind, biomass, geothermal, and solar facilities. An active financing market has developed.