An in-house perspectiveBy Christopher StemlerCorporate Law Departments, March 2016Tips intended to help private attorneys understand what in-house counsel want or need from them.
Individual accountability for corporate wrongdoingHealth Care Law, December 2015In addition to summaries of recent health law cases, this issue features a reprint of the “Yates Memo.” On September 9, 2015, Deputy U.S. Attorney General Sally Quillian Yates issued a memorandum addressed to assistant U.S. attorneys that signals a change in the approach the federal government will be taking to corporate investigations and prosecutions. Health care attorneys likely should be familiar with this memo.
The Sunlitz decision: A primer on shareholder demand for corporate books and records when self-dealing is at issueBy Charles W. Murdock & Katelyn SpragueBusiness and Securities Law, November 2015In Sunlitz Holding Co. W.L.L. v. Trading Block Holdings, Inc., the court reaffirmed the view that good-faith fears of mismanagement, in contrast to proof of actual wrongdoing, support a proper purpose for inspection of corporate books and records under the Business Corporations Act of 1983.
Immigration reform and diversifying your workforceBy Edward N. Druck & Tejas ShahDiversity Leadership Council, June 2015Recent executive actions enacted by the President and the Department of Homeland Security are estimated to collectively provide work authorization to 4 million undocumented individuals across the U.S., and impact hundreds of thousands of individuals in the state of Illinois alone.
Eight common employee benefit plan failures discovered during mergers and acquisitionsBy William H. MayerCorporate Law Departments, February 2015In addition to identifying areas of concern, this article will address potential liabilities associated with the failures and provide a summary of corrective measures that may be available to alleviate the potential liabilities.
A decision, finally, after nineteen years: Case reviewBy Michael J. MaslankaHuman and Civil Rights, January 2015Although the order in this case was filed under Supreme Court Rule 23, it has a very interesting history and some good tips for employers. Unfortunately, it is also a sad commentary on the delay of justice in some cases.
Eight common employee benefit plan failures discovered during mergers and acquisitionsBy William H. MayerEmployee Benefits, December 2014In addition to identifying areas of concern, this article will address potential liabilities associated with the failures and provide a summary of corrective measures that may be available to alleviate the potential liabilities.
The new tax on insurance premiumsBy Jennifer Hammer & Connie BeardCorporate Law Departments, December 2014Public Act 98-0978 will become law on January 1, 2015, and may have a significant negative effect on businesses, not-for-profit organizations and municipalities who qualify as Industrial Insureds and utilize captive insurance companies or other non-traditional insurance arrangements.
Phoning it in: The rule that corporate directors cannot vote by proxyBy Brian O’ConnellBusiness Advice and Financial Planning, December 2014Unlike shareholders, directors of a corporation cannot act by proxy. This article provides insights and authority regarding this corporate governance rule.
Piercing the corporate veil—Should farmers care?By Jeffrey A. MolletAgricultural Law, September 2014Can the corporate veil be pierced to collect a judgment from a non-shareholder? This question was addressed by the Illinois Appellate Court for the First District in Buckley v. Abuzir.
Representing a corporation in state court—Redux 2014By Patrick M. KinnallyAdministrative Law, July 2014Stone Street Partners, LLC v. City of Chicago Department of Administrative Hearings declares why a corporation needs a lawyer as a representative in our state courts as well as in certain types of administrative hearings.
Representing a corporation in state court—Redux 2014By Patrick M. KinnallyCivil Practice and Procedure, May 2014Stone Street Partners, LLC v. City of Chicago Department of Administrative Hearings declares why a corporation needs a lawyer as a representative in our state courts as well as in certain types of administrative hearings.
The dangers corporations face with assignments of intent-to-use trademark applicationsBy Robert A. CohenIntellectual Property, February 2014The Lanham Act has strict rules for assigning intent-to-use trademark applications. A recent precedential TTAB decision confirms that these rules apply to assignments between independent companies, as well as parent-subsidiary families.
The dangers corporations face with assignments of intent-to-use trademark applicationsBy Robert A. CohenCorporate Law Departments, December 2013The Lanham Act has very strict rules concerning the assignment of intent-to-use trademark applications. A recent precedential TTAB decision confirms that these rules apply to assignments between independent companies, as well as parent-subsidiary families.
Does a corporation need a lawyer in state court?By Patrick M. KinnallyCivil Practice and Procedure, December 2012Unless you are in a small claims trial court, the Illinois maxim as to corporate representation is ambiguous.
Claims against dissolved corporationsBy Christine M. KietaCorporate Law Departments, November 2012The Illinois Supreme Court recently interpreted section 12.80 of Illinois’ Business Corporation Act in Pielet v. Pielet.
Developing an in-house CLE programBy Ryan GammelgardCorporate Law Departments, November 2012This article provides a basic overview of the requirements for developing an in-house CLE program.
Illinois General Assembly cleans up business organization statutesBy Scott M. MetzgerCorporate Law Departments, November 2012This article summarizes the changes to each statute affected by the Business Law Cleanup Bill to serve as a quick reference for businesses and their counsel.
Anti-Pretexting StatuteBy Michael R. LiedLabor and Employment Law, November 2007Hewlett-Packard’s Chairman, Patricia Dunn, was allegedly upset about leaks to the media about the company’s long term strategic plans. Hewlett-Packard retained an outside firm to gain access to its directors’ phone records, believing that one or more directors were the source of the leak.
Case updatesBy Frank M. GrenardCorporate Law Departments, October 2007There are a couple of opinions in this update list that are of particular note: The Illinois Supreme Court’s extensive review of Requests to Admit procedures....and the 8th Circuit’s decision that civil judgments related to sex discrimination are non dischargeable in bankruptcy.
Recent case updatesBy Frank M. GrenardCorporate Law Departments, September 2007The following are summaries of recent interesting cases from the 8th Circuit Court of Appeals, the Indiana Appellate Court and the Supreme Courts of Iowa and Nebraska.
Fontana v. TLD Builders, Inc.—A primer on piercing the corporate veilBy Charles W. MurdockBusiness and Securities Law, November 2006In a case of first impression in Illinois, the Second District, in Fontana v. TLD Builders, Inc., held that a non-shareholder can be held liable when the corporate veil of a for-profit corporation is pierced.
Parent corporation liability for acts of its subsidiaryBy Charles W. MurdockBusiness and Securities Law, June 2006When we think of the potential liability of a parent corporation for the acts of its subsidiary, we normally think of the situation in which the corporate veil of a subsidiary is sought to be pierced in order to hold the parent liable.
Do you know and practice the Upjohn warning?By Peter LaSorsaCorporate Law Departments, March 2006In 1981, the United States Supreme Court, in Upjohn Co. v. United States, outlined important criteria for corporate counsel to utilize when determining the applicability of attorney-client privilege in connection with interviewing an employee of the corporation.
