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Litigation may be simply one of the costs of doing business, but it's no secret that the difficulty in predicting those costs adds to the frustration in corporate legal departments. Concerns about costs and how to control or predict them weave their way throughout a survey of corporate litigation trends commissioned for the second consecutive year by Fulbright & Jaworski L.L.P., and conducted by an independent research firm. This article discusses one of the most effective, yet surprisingly underutilized tools for managing litigation costs: the litigation budget from outside counsel.

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By now, corporate counselors are well acquainted with the fact that the Sarbanes-Oxley Act (SOX) and its whistleblower protections apply to publicly traded companies. What is less well known is that the Sarbanes-Oxley whistleblower protections can also apply to non-public subsidiaries of publicly traded companies. Although the Department of Labor Administrative Review Board noted that it has not addressed the issue at the appellate level, a number of OSHA Administrative Law Judges (who hear SOX whistleblower cases at the trial level) have done so, and their decisions uniformly hold that SOX <i>can</i> protect the employees of <i>non-public subsidiaries</i> of publicly traded companies under certain circumstances. Those decisions also provide practical guidance for corporate counselors who want to limit SOX coverage strictly to the publicly-traded parent.

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The federal government is no friend to the attorney-client privilege. That's just simply a fact. Perhaps no other factor lately has applied greater pressure on the privilege than the government's practice of insisting on waiver of the privilege as an indication of cooperation. Certainly other agencies have gotten into the act, but the Justice Department and the Securities and Exchange Commission (SEC) lead the charge in requiring corporate investigation targets to sacrifice confidentiality for the benefits of cooperation. <br>But for the corporate target, the immediate and practical implications of a government-demanded waiver are serious. A party's decision to waive the privilege can have significant consequences, not the least of which may be the inability to assert the privilege in downstream or parallel litigation that so often accompanies a government investigation.

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Recently, the term metadata has become an electronic buzzword for litigators, their clients, IT personnel, courts and lawmakers. From the English dictionary to the proposed amendments to the Federal Rules of Civil Procedure, many information sources are attempting to define and clarify metadata, and its role in modern litigation.

In the world of corporate finance, a large segment of debt capital traditionally has been raised by issuing secured debt. In structured finance transactions, by contrast, money is raised by selling financial assets, such as mortgage loans, leases, auto loans or student loans, to a separate special purpose entity (an "SPE"), that often is a subsidiary of the seller, and causing that entity to issue securities backed by those financial assets.

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Highlights of the latest equipment leasing news from around the country.

We know what an equipment lease is. The Uniform Commercial Code defines it for us: "'Lease' means a transfer of the right to possession and use of goods for a period in return for consideration ... " UCC '2A-103(p). "Goods" include equipment. <i>Id.</i> '2A-103(n). If an agreement qualifies as a lease, then the "lease contract is effective and enforceable according to its terms between the parties, against purchasers of the goods and against creditors of the parties." UCC '2A-301. What could be clearer?

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