IN A NUTS HELL…* Risk management is a key element in the management of an enterprise, which its management team is responsible for.* Risk management must be a part of a board’s charter in keeping with best governance practices. * Adhering to a director’s duty of care involves participating, to a certain extent, in risk management ...
IN A NUTS HELL… Risk management is a key element in the management of an enterprise, which its management team is responsible for. Risk management must be a part of a board’s charter in keeping with best governance practices. Adhering to a director’s duty of care involves participating, to a certain extent, in risk management ...
The United States and Texas Supreme Courts have declined to review the appeals of two Texas appraisal districts’ power to tax oil and natural gas in transit. In both cases, Texas courts of appeals held that oil and natural gas moving in the stream of interstate commerce are not subject to ad valorem taxation in Texas. These decisions solidify the law in Texas that property moving in transit is not taxable ...
Last week, a Decree was published in the Official Journal of the Federation that amended, supplemented, and repealed various provisions of the Federal Competition Law (Ley Federal de Competencia Económica), the Federal Penal Code (Código Penal Federal) and the Federal Tax Code (Código Fiscal de la Federación) (collectively, the “Decree”) in the area of antitrust regulation. The most significant aspects of the reforms are the following: 1 ...
Southwest Health Alliance (“Southwest”), an independent practice association with approximately 900 member-physicians, has agreed to a proposed order recently entered by the Federal Trade Commission (“FTC”) settling charges that it engaged in anticompetitive conduct in its dealings with insurers and other payors for the provision of physician services (collectively, “insurers” or “payors”) ...
Recently, the Premerger Notification Office (“PNO”) issued a statement to clarify the use of escrows in connection with transactions subject to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”). The statement supersedes all previous informal interpretations and advice from the PNO. In sum, the current PNO view is that escrows generally do not shield a buyer from obtaining beneficial ownership of the escrowed assets or voting securities ...
A former GlaxoSmithKline attorney, Lauren Stevens, was acquitted on May 10 of all criminal charges stemming from her response to an FDA investigation. The acquittal, ordered by U.S. District Judge Roger W. Titus, is a stunning defeat for the government’s anti-fraud enforcement measures. The judge also severely rebuked the government’s efforts in the matter, stating the case should never have been prosecuted. Had she been convicted, Stevens would have faced a prison term of up to 60 years ...
A Florida court has rejected the Securities and Exchange Commission’s single-factor transaction-based compensation test for broker activity, perhaps signaling a more favorable view toward “finders” in the future. The court held that an array of non-exclusive factors should be evaluated to determine whether a finder engaged in broker activity ...
Imitation is the sincerest form of flattery — so they say. Boosters in Wellington, New Zealand, call themselves “Silicon Welly.” And Texas Gov. Rick Perry said somewhere in America “Silicon Valley will be replicated. I want it to be in Austin” — even though central Texas dubbed itself “Silicon Hills” long ago. There’s also the Silicon Forest, Prairies, Alleys and other Valleys. Not to mention the No. 1 Silicon Alley — in New York City ...
The UK Department for Business Innovation and Skills (BIS) is currently consulting on a fundamental review of the UK competition regime. This includes, amongst other proposals, the introduction of a mandatory merger regime and a combination of the hitherto distinct first and second phase authorities (the Office of Fair Trading (OFT) and the Competition Commission) to form a single 'Competition and Markets Authority' (CMA) ...
Later this month, the Department of Justice’s Antitrust Division will end its oversight of the Microsoft consent decree, marking the end of the landmark antitrust case that began more than a decade ago. The lawsuit was filed in May 1998, charging Microsoft with violating Section 2 of the Sherman Act by engaging in anticompetitive and exclusionary practices designed to maintain its monopoly in personal computer operating systems and to extend that monopoly to Internet browsing software ...
All businesses possess confidential information - trade secrets, customer lists, staff records - which could mean loss of business, reputational damage, or give competitors an advantage if leaked, whether deliberately or accidentally.Depending on the type of information disclosed and the type of organisation, there are potential consequences regarding public policy and data protection ...
On April 27, 2011, the United States Supreme Court issued a decision in AT&T Mobility LLC v. Concepcion that ensures that companies will be able to enforce well-drafted class action waiver clauses in consumer contracts containing arbitration agreements – rejecting lower court decisions finding such waiver clauses to be unconscionable ...
A California federal judge issued an opinion on April 20, 2011, providing guidance on an important aspect of the anti-bribery provisions of the Foreign Corrupt Practices Act (“FCPA”) - who is considered a foreign official under the statute. In United States v. Noriega, District Judge A ...
On April 18, 2011, the Centers for Medicare and Medicaid Services (CMS) began the attestation phase under its $27 billion Medicare EHR Incentive Program. Incentive payments for the meaningful use of electronic health records (EHR) will begin in May 2011 and will continue over the next several years. Eligible professionals (i.e ...
st1/:*{behavior:url(#ieooui) } Antitrust law1 What are the legal sources that set out the antitrust law applicableto vertical restraints? The main sources of law applicable to vertical restraints in Belgium are two acts of 10 June 2006 on the protection of economic competition and on the establishment of a Competition Council, as coordinated by the Royal Decreeof 15 September 2006 (‘the Competition Act’) ...
The UK Department for Business Innovation and Skills (BIS) is currently consulting on a fundamental review of the UK competition regime. This includes, amongst other proposals, the introduction of a mandatory merger regime and a combination of the hitherto distinct first and second phase authorities (the Office of Fair Trading (OFT) and the Competition Commission) to form a single 'Competition and Markets Authority' (CMA) ...
Vendors who sell goods to customers are probably familiar with the issues that arise when the customer later files bankruptcy. For instance, Section 546(c) of the Bankruptcy Code (and applicable state law) provides a vendor the right to reclaim goods it sold to the customer within 45 days of the bankruptcy petition date ...
THIS EDITION OF LAVERY BUSINESS SUMMARIZES SEVERAL ASPECTS OF THE NEW BUSINESS CORPORATIONS ACT THAT CAME INTO FORCE ON FEBRUARY 14, 2011.QUEBEC IN THE CORPORATIONS ERAThe Business Corporations Act (Quebec) (the “QBCA” or the “Act”) came into force on February 14, 2011. Described as innovative by many, the Act provides a new regime for legal persons that were governed by Parts I and IA of the Companies Act (the “QCA”) ...
As we stated in our bulletin last week, on March 31st, the federal government outlined proposed actions relating to Accountable Care Organizations (ACOs), a key component of the healthcare reform legislation (the Affordable Care Act, or ACA) enacted in March 2010. In this bulletin, we provide some additional information regarding each of the March 31st releases ...
As of 6 April 2011 the property sector will be subject to the full application of competition law.Until now, restrictions on competition contained in land agreements have benefited from a specific exemption. This exemption has been withdrawn so that from 6 April 2011 the rules on restrictive agreements apply in full to existing and new agreements ...
Accountable Care Organizations (ACOs) will face large start-up costs under proposed rules issued on March 31, 2011 by the Centers for Medicare and Medicaid Services (CMS), with an uncertain outlook for savings and even possible losses. An ACO is an organization of health care providers that agrees to be accountable for cost, quality and the overall care of Medicare beneficiaries who are assigned to it ...
On 30 March 2011 the Government confirmed that the Bribery Act 2010 will come into force on 1 July 2011, the announcement being accompanied by the Government's finalised guidance on adequate procedures (see Government Guidance Report) along with non-statutory "quick start" guidance (see Quick Start Guide) ...
The Court of Appeals for the Third Circuit issued an opinion this week, In re DVI, Inc. Securities Litigation, that deepens the circuit split on issues related to the operation of the fraud-on-the-market theory at the class certification stage of a securities fraud case. The Supreme Court granted certiorari in the Halliburton case to address that circuit split, and is scheduled to hear oral argument on April 25 ...
In the latest in a series of legal challenges around internet keywords and particularly the Google AdWords system, the special adviser to the Court of Justice of the European Union, Advocate General Jaaskinen, has issued his opinion ...
