Did the Delaware Supreme Court Break the 'Directors' Shield'?
July 30, 2007
<i>Credit Lyonnais Bank Nederland, N.V. v. Pathe Communications Corp.</i> stands for the proposition that directors and officers of a Delaware corporation that is either insolvent or in the 'zone of insolvency' owe fiduciary duties to creditors as well as stockholders. In essence, <i>Credit Lyonnais</i> provided a 'shield' to directors against shareholder suits alleging that directors breached their duties to shareholders by acting to protect creditors. Courts around the country have adopted this view, and attorneys have become accustomed to advising boards of directors based on the assumption that this is indeed the law. The Delaware Supreme Court, in <i>North American Catholic Educational Programming Foundation Inc. v. Gheewalla</i> might have 'broken the shield.'
Procurement Fraud Enforcement
July 30, 2007
In Part One of this article, we discussed the fact that each year, the federal government spends several hundred billion dollars to obtain goods and services from corporations and other non-governmental agencies. And we warned that, via new national legislation and investigative initiatives, the attention of Capitol Hill and federal law enforcement offices nationwide is keenly focused on the prevention, detection and punishment of procurement fraud. We discussed recent scandals and prosecutions, the increase in Civil False Claims Act Qui Tam cases, and other things that can take an unwary governmental contractor unawares. We conclude herein with other areas of concern.
Compliance Lessons from the Chiquita Case
July 30, 2007
In March of this year, Chiquita Brands agreed to pay a $25 million criminal fine for payments it made to a paramilitary group in Colombia. The payments were made by the Colombian subsidiary of Chiquita in order to protect the company's employees from threatened violence. Unfavorable press coverage emphasized payments by Chiquita to a 'terrorist group' and downplayed the threats made to Chiquita, which prompted it to make the payments in the first place.
Internet Service Provider Liability
July 30, 2007
The liability of an Internet service provider is one of the topics that has been vigorously disputed and discussed in Germany. And given the lack of borders in cyberspace, the outcome could impact e-commerce vendors in the United States and elsewhere.
Net News
July 30, 2007
Mover Fails to Prove Jurisdiction in Suit over Internet Site<br>Filesharing Ruling Against ISP Hailed As Precedent
NJ Federal Court Rules Fantasy Sports Is Not Gambling
July 30, 2007
Peyton Manning or LaDanian Tomlison? Fantasy sports league enthusiasts can argue over who the top pick will be in this year's draft ' without worrying whether they are participating in illegal gambling after a ruling by a federal judge in New Jersey.
New Standards for Brady and Giglio Disclosures
July 30, 2007
For the past five years, the white-collar criminal-defense bar has been working to enhance the obligations of federal prosecutors to disclose exculpatory and impeaching information under <i>Brady v. Maryland</i>, 373 U.S. 83 (1963), <i>Giglio v. United States</i>, 405 U.S. 150 (1972), and their progeny. In the past few months, those efforts have begun to bear significant fruit.
Federal Judge Gives Clues in YouTube Infringement Case
July 30, 2007
A cross-coastal ruling in the little-known predecessor of the epic suit filed in March by Viacom International, Inc. against YouTube, Inc. and its new parent, Google, Inc., elucidates key issues arising under the Digital Milleneum Copyright Act that the a New York federal district judge will likely focus on in the much anticipated and ballyhooed litigation.
Whole Foods' CEO Mackey: Poster Child for Sock Puppeting's Pitfalls
July 30, 2007
Creativity is king, and on the Internet you can be anything imaginable: a man posing as a woman, an undercover agent impersonating a curious boy, or the chief executive of a Fortune 500 company pretending to be an adoring fan of ' himself? So goes the strange tale of John Mackey, the chief executive officer of Whole Foods Market, who used a pseudonymous identity on the Yahoo! message boards for nearly eight years to lambaste competition and promote his supermarket chain's stock, according to documents released by the Federal Trade Commission last month.
