Features

Highlights of the latest franchising cases from around the country.

On Jan. 29, Dale E. Cantone, Deputy Securities Commissioner of the State of Maryland and Chair of the Franchise and Business Opportunity Committee/ Project Group of the North American Securities Administrators Association, Inc. ('NASAA') since 1996, provided his unique perspective on developments in the regulation of franchise sales to the Franchise & Distribution Law Committee of the Maryland State Bar Association. Cantone said the FTC has signaled that it expects to issue its long-awaited Compliance Guides during March 2008.

The Equal Employment Opportunity Commission (EEOC) has a statutory obligation to conciliate in good faith with employers prior to initiating litigation. This is a well-known obligation, but it is not always carried out in a manner that is fair to employers. In recent years, employers have become increasingly frustrated with the EEOC's approach to conciliation, particularly where it seems that the EEOC is more concerned with pursuing litigation than with attempting to eliminate alleged discriminatory practices voluntarily through conciliation.

Over the past four years, 38 states have enacted laws mandating consumer notifications if there is a theft of personal data from a company's computers. The Federal Trade Commission ('FTC') has brought enforcement actions against companies for not properly protecting sensitive personal data. These state and federal laws are in addition to general privacy laws and policies that require advanced disclosures to those giving personal information. How can a franchisor or multi-state franchisee comply with 38 state laws and with the FTC determinations? This article provides an overview of how to reduce potential liability.

The use of mandatory arbitration provisions in employment contracts has grown in recent years as employers seek to avoid what is perceived as 'time-consuming' and 'costly' litigation in state or federal courts. Of course, whether or not arbitration actually saves time or money is an issue open for debate. One only has to receive the pre-hearing invoice from three panelists at $500 per hour to question the latter benefit.

Features

Part One of this article described the background, key provisions and legal challenges to the 'No-Match' regulations. The conclusion herein offers strategies for employers.

Most standard employment agreements and personnel policies include provisions that condition the receipt of certain benefits or trigger certain disciplinary actions on the basis of 'good cause' or 'cause.' Many employers believe that since they make the first call as to whether cause exists, that is the final call. However, as demonstrated by the jury verdict in a recent Maryland trial, it is the jury, not the employer, that gets to make the final call as to whether cause exists.

While Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173,184 (Del. 1986) places paramount importance on directors' duty to seek the highest sale price once the board of directors determines their corporation is for sale, the fact that plaintiffs simply point to a less-than-ideal purchase price is not sufficient under Delaware law to trigger heightened scrutiny of the directors' actions during the sale process.