LJN Newsletters

Recent bankruptcies in the airline industry have highlighted the liabilities associated with underfunded defined benefit pension plans. Debtors seeking to restructure and reorganize into viable entities have to make difficult business decisions related to their sponsorship of defined benefit pension plans. The future funding costs and investment risks associated with continued sponsorship of underfunded defined

In May of this year, a bankruptcy court allowed United Airlines to terminate certain of its defined benefit pension plans, clearing the way for the largest pension default in U.S. history. The default will save United an estimated $645 million a year in pension contributions, part of the $2 billion in annual savings it says it needs to emerge from Chapter 11. United's success has led to speculation that other corporations with generous and/or underfunded pension and other retiree benefit plans will also use bankruptcy to clean 'legacy costs' off their balance sheets. Modification or termination of such liabilities in Chapter 11, however, is not without difficulty.

Until recently, the subject of corporate minutes seemed about as interesting ' and received about as much attention ' as watching paint dry. However, for a number of reasons, the subject now receives considerable attention from the legal and corporate governance communities, and from boards of directors themselves.

Federal judiciary supports citing unpublished opinionsThe Judicial Conference of the United States has approved new Rule 32.1 of the Federal Rules of Appellate…

What does it take for a corporation to win a punitive damages case? A traditional defense focus on liability and compensatory damages is insufficient. To win, a focused defense to punitive damages must be prepared.
Preparing a punitive damages defense requires careful crafting, based on the unique facts of the case and a clear understanding of the corporation. While the punitive damages defense of each case is unique, there are a few steps that must be addressed in every punitive damages case in order to win.

E-mail and wireless marketers have been coping with some confusion for the last 2 years over the application of the federal CAN-SPAM Act to certain kinds of promotional e-mail campaigns. The agencies responsible for promulgating regulations under the Act recently have provided some important, practical guidance on the use of e-mail messages sent to wireless devices such as cell phones and the conduct of joint e-mail campaigns. Now, with guidance from the regulators, corporate counsel can not only know the legal requirements, they can also guide their companies in using the regulations to their own best advantage.

The answer to the question "should I join a board of directors?" has changed in recent years from "I'm deeply honored," to "you must be out of your mind."
Nonetheless, I still advise people to go on corporate boards. They should, however, recognize that it's not an honor. It's not a position of social prestige. It's a hard and risky job. People should make the decision to join a board the same way we've been told in the old proverb that porcupines make love: carefully, very carefully. It is not a snap decision. It's a decision that requires considerable thinking and research.

The Sarbanes-Oxley Act (SOX), at '301 and '406, affirmatively requires SOX-regulated companies to set up anonymous hotlines or other mechanisms that encourage employees to "whistleblow" on co-workers who commit financial, auditing, or accounting frauds. For multinationals, this seemingly-simple rule raises an international law issue that has mushroomed into a vital concern: How does SOX's hotline requirement apply to employees abroad?