As the tax-exempt environment continues to become increasingly complex and focused on compliance and governance, it becomes more important to be aware of issues significant to the IRS. We have highlighted below a few of the issues on the IRS’ radar for 2010. Employment Tax Examinations ...
Over the past decade, the Court of Appeals for the Fifth Circuit has set a high bar for securities fraud class action plaintiffs, denying class certification in a number of cases. But in light of the financial crisis and language in recent Fifth Circuit decisions, some may have thought that the tide might be turning. On February 12, 2010, the Fifth Circuit dispelled that notion in The Archdiocese of Milwaukee Supporting Fund v. Halliburton ...
On January 21, the U.S. Supreme Court struck down the restrictions on corporate expenditures encompassed in the Bi-Partisan Campaign Reform Act of 2002 (commonly known as the McCain-Feingold Act). The 5-4 opinion found the Act’s prohibition on the use of general treasury funds by corporations or unions to directly advocate the election or defeat of candidates or to broadcast electioneering communications ran afoul of the First Amendment’s established protections of free speech ...
In a decision that is not surprising, but that should be welcomed by lenders (but perhaps not by borrowers), the Appellate Division of the New York Supreme Court held in Amcan Holdings, Inc., et al. vs. Canadian Imperial Bank of Commerce, et al., Case No. 603393/07, that a detailed, executed term sheet was not a binding contract to lend. Amcan sought financing from CIBC to finance an acquisition and refinance certain existing debt ...
On 27 January 2010, the UK High Court (Technology and Construction) handed down its decision in the long running case of BSkyB v EDS. The decision by Ramsey J, although subject to potential appeal, could well become a landmark case affecting tenders, pitches and contracts for the provision of services ...
The Health Information Technology for Economic and Clinical Health Act (the “HITECH Act”) makes significant changes to the privacy and security requirements of the Health Insurance Portability and Accountability Act of 1996, as amended (“HIPAA”) ...
Dear Sirs, On December 31, 2009 the provisions of the Federal Law No ...
Dear Sirs, On November 27, 2009 the Order of the Federal Service on Financial Markets dated August 13, 2009 ¹ 09-33/pz-n “On peculiarities of the procedure of maintaining the register of registered securities’ holders by the issuers of registered securities” (hereinafter the “Order”) came into force ...
On January 19, 2010, the Department of Justice pulled back the curtain on its largest prosecutions of individuals in the history of the Foreign Corrupt Practices Act (“FCPA”). About 150 agents from the Federal Bureau of Investigation arrested 22 individuals and executed 14 search warrants in the United States and United Kingdom. Those arrested are believed to represent about 16 companies involved in the foreign bribery investigation ...
The Provision of Services Regulations 2009 (Regulations) came into force on 28 December 2009 and created new obligations for service providers. The Regulations stem from the EU Services Directive (Directive), which aims to simplify regulatory and administrative procedures in relation to establishing and carrying on services in the EU, thereby encouraging more services to be provided on a cross-border basis ...
The U.S. Department of Labor (“DOL”) issued final regulations, effective January 14, 2010, that (1) clarify that the contribution timing rules apply to plan loan repayments, and (2) provide a safe harbor for depositing participant contributions (including loan repayments) to employee benefit plans with fewer than 100 participants on the first day of the plan year ...
As described in an earlier alert, the IRS has announced a document correction program covering certain failures to comply with Section 409A of the Internal Revenue Code (“Section 409A”), which contains tax rules for nonqualified deferred compensation arrangements. This Alert focuses on a common error that can now be corrected, and the importance of finding and correcting this and other errors as quickly as possible ...
In a case arising from the Southern District of Texas, the Federal Circuit recently issued an opinion that highlights the risks associated with marking products with patent numbers. See Forest Group, Inc. v. Bon Tool Co., No. 2009-1044 (Fed. Cir. Dec. 28, 2009) (slip opinion) ...
The SEC’s Division of Enforcement is implementing a series of measures designed to enhance and encourage cooperation in its investigations and litigation and, the Division hopes, expedite the enforcement program. This project is referred to as the “Cooperation Initiative ...
The Department of Labor recently issued model notices for employers to use under the COBRA subsidy extension, and the Internal Revenue Service issued additional guidance for an employer claiming on its federal employment tax return (Form 941) the credit for 2009 retroactive coverage arising from the subsidy extension for those individuals who had otherwise exhausted the subsidy period ...
The IRS has issued a Notice that describes a document correction program covering certain failures to comply with Section 409A of the Internal Revenue Code (“409A”). 409A contains tax rules for nonqualified deferred compensation arrangements. While this IRS program offers employers welcome relief from inadvertent drafting mistakes and other failures to conform applicable documents to the requirements of 409A, it also raises some additional concerns ...
On December 30, 2009, the Securities and Exchange Commission (the “SEC”) formally published amendments to Rule 206(4)-2 of the Investment Advisers Act of 1940, as amended (the “Custody Rule”). The Custody Rule is designed to increase protections for clients and investors who turn their assets over to an investment adviser registered with the SEC, and it imposes significant new regulatory requirements on advisers with custody of client assets. Surprise Examination Requirement ...
Buyers and sellers often have different views on how much a target is worth and how its value should best be determined. Normally, the valuation of a company is based on both its past performance and its projected future performance. While the seller may be confident of the company's future growth, the buyer may be reluctant to assume the risk of the company failing to perform as expected by paying the seller the whole purchase price upfront ...
The Head of the Capital Market and Financial Institutions Supervisory Agency (Bapepam-LK) has determined that the previous regulation regarding affiliated and conflict of interest on particular transactions no longer suits its purpose and through his decision No.KEP-412/BL/2009 he has repealed and replaced the earlier regulation Decision No. Kep-521/BL/2008. The new regulation has been in effect since 25 November 2009 ...
The Head of the Capital Market and Financial Institutions Supervisory Agency (Bapepam-LK) issued Decree No.KEP-413/BL/2009 on 25 November 2009 to assist issuers and public companies to perform their business activities while simultaneously protecting their investors. The decree updates an earlier decision, No.Kep-02/PM/2002 and its Regulation No.IX.E.2. The decision repeals and replaces the previous decisions and amends Regulation No.IX.E.2 ...
The Business Competition Supervisory Commission (KPPU) has issued Decision No. 57/KPPU/Kep/III/2009, dated 12 March 2009, regarding Guidance to Implement Provisions in Article 50 (b) of Law No. 5 of 1999 regarding Prohibition of Monopoly Practice and Unfair Business Competition Relating to Franchise-Related Agreements (“KPPU Guidance”) ...
THE MEMBER FUNDED PENSION PLAN: A DEFINED BENEFIT PENSION PLAN THAT LIMITS THE EMPLOYER'S FINANCIAL RISKJosée [email protected]çois [email protected] decision by an employer to offer a pension plan to its employees is an important one. Various types of pension plans may be offered, and the financial risk of the employer depends on the type of plan chosen ...
by Oleh I. Furmanchuk, Associate with AstersAccording to the 2008 Yearly Report of the Antimonopoly Committee of Ukraine (the "AMCU"), 658 cases regarding anticompetitive actions of bodies of power were investigated by the AMCU and its bodies in 2004-2008. In 2008, the AMCU investigated 215 such cases, demonstrating a 17.5% increase compared to the previous year (there were 183 cases in 2007) ...
In our final procurement update of 2009 we report on two important administrative changes: new advertising thresholds, and new OJEU notices. New advertising thresholds published These will apply for two years from 1 January 2010. As predicted, because Sterling has been so weak against the Euro, the Sterling thresholds have actually gone up significantly (meaning slightly fewer contracts will be caught by the full Regulations) ...
Born from the free movement provisions of the EU, and reflecting UK Government efficiency objectives, the procurement rules are aimed at ensuring equal treatment and opportunity when public authorities contract for works, goods and services by requiring, in broad terms, a publicised tender process. However, disgruntled bidders have not had a happy hunting ground when seeking to challenge a suspected defective procurement exercise before the courts ...
