IRS Issues Limited Relief on Section 409A
September 26, 2007
The IRS recently issued Notice 2007-78, which provides additional guidance and limited transition relief on Section 409A of the Internal Revenue Code. There are still actions required by the end of 2007.
'Tip Pooling' and Wage and Hour Laws
September 26, 2007
There have been numerous cases involving various challenges to employer 'tip-pooling' policies, particularly in Massachusetts and California, with wait staff and other restaurant employees claiming that such policies violate state wage and hour laws. This article describes this recent line of cases, which are of particular interest to employers and employees in the restaurant or hospitality industries, but which have extended to other industries as well. The article also suggests guidelines for employers in the restaurant and hospitality industries to adopt so that their tip-pooling policies do not run afoul of state wage and hour laws.
Lack of Director Independence Under Delaware Law
September 26, 2007
As readers are well-aware, Sarbanes-Oxley, the New York Stock Exchange and NASDAQ have established standards for director independence. These are not the only director independence standards that can affect a corporation and its board. Director independence is also significant under Delaware law. Although similar, the standards for director independence under Sarbanes-Oxley ('SOX'), stock exchange rules and Delaware law differ. A director who is independent under SOX may not be independent under stock exchange rules or Delaware law and vice versa.
Worst-Case Scenarios from the Files of an Employee Benefit Plan Litigator
September 26, 2007
Your company decides to establish a new employee benefit plan. As in-house counsel, you, naturally, are asked to get involved. The regulatory, compliance and tax issues will unquestionably be daunting. Qualified or non-qualified? Safe harbor? Contributory? Top-heavy? Defined benefit or defined contribution? All of these questions, and more, must be answered before you can finalize your company's plan. But there's more ...
Don't Take a Beating on Your Hit Rate
September 26, 2007
Faced with ever-increasing litigation costs, in-house lawyers are searching for effective and legally defensible means of limiting the costs of electronic discovery. Legal teams can effectively incorporate search techniques into their best practices by considering critical issues before they review a single page. Doing so will only eliminate a major nightmare: excessive costs associated with over-collection and technical challenges that will require teams of project specialists to resolve.
Avoiding Contracts That Make You Sick
September 26, 2007
Even sophisticated companies expose themselves needlessly to contract disputes. The author says that from representing them in litigation, that might have been avoided or shortened if only they had inserted one of his "top ten prophylactics" for avoiding "contractually transmitted disease.
Current Trends in IPOs
September 26, 2007
In 2007, Mergermarket was commissioned by Nixon Peabody LLP to conduct 'IPO Executive Insights 2007,' a survey of senior corporate executives (CEOs and CFOs) of 100 companies that had undertaken an IPO in the past three years (the 'Survey'). The Survey was designed to provide insights into key IPO market trends and issues related to the process of going public in the current regulatory environment that emerged after the passage of the Sarbanes-Oxley Act of 2002 ('SOX').
Exploring the Outer Limits of ' 363(f) Clearance
September 26, 2007
Bankruptcy offers an attractive platform for the sale of assets because it is injected with a statutory prerogative allowing for the clearance of third- party interests. Specifically, ' 363(f) of the Bankruptcy Code permits the sale of bankruptcy estate property 'free and clear of any interest [of any other entity] in such property' provided that certain conditions are satisfied. Notwithstanding that grant of authority, however, the Bankruptcy Code does not specifically define the phrase 'any interest in such property' or otherwise specify the scope of interests that the phrase is intended to cover.
The Gavel Falls
September 26, 2007
The use of bankruptcy to protect an individual's home from foreclosure is sufficiently commonplace that practitioners would be well advised to understand the foreclosure process in their state and, in particular, when that process will be deemed completed for purposes of section 1322. This article explains why.
Riding the Fulcrum Seesaw
September 26, 2007
Troubled businesses also may have turned to the distressed debt market instead of filing for bankruptcy protection due to recent changes to the Bankruptcy Code, which made bankruptcy a more complicated, expensive and uncertain alternative. As a result, when the next wave of Chapter 11 filings comes, hedge funds and other distressed debt investors will act to protect their unique interests and strategies, which will bring new dynamics to bankruptcy cases.
