Section Newsletters

Articles on Corporate Law

Summary of additional cases By Raymond A. Fylstra Corporate Law Departments, January 2007 Recent cases of interest to corporate lawyers.
Summary of recent Illinois, Indiana, Iowa and Missouri cases By Frank M. Grenard Corporate Law Departments, January 2007 Recent cases of interest to corporate attorneys.
Fontana v. TLD Builders, Inc.—A primer on piercing the corporate veil By Charles W. Murdock Business and Securities Law, November 2006 In 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 subsidiary By Charles W. Murdock Business and Securities Law, June 2006 When 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 LaSorsa Corporate Law Departments, March 2006 In 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.
Corporations are paying more for in-house lawyers, new survey reports Corporate Law Departments, October 2005 The 2005 Altman Weil Law Department Compensation Benchmarking Survey of U.S. corporate law departments has just been released.
Corporate assumed name basics By Jodi K. Plagenz Corporate Law Departments, September 2005 You heard it in your high school freshman literature class and hundreds of times since: Juliet speaks this line, intent on convincing Romeo that his last name means nothing to her. “What’s in a name? That which we call a rose by any other name would smell as sweet.”
Software licensing and related agreements: Top 10 business issues a licensee’s attorney needs to know By Dina Ross Corporate Law Departments, August 2005 Maybe it came via interoffice mail or maybe it came attached to an e-mail, but it came.
Survival of remedies after dissolution of an LLC By Jennifer Rojas Commercial Banking, Collections, and Bankruptcy, February 2005 It is well known that the core concept of a Limited Liability Company ("LLC") is that it is a legal entity distinct and separate from its members.
Controlling persons’ qualified privilege to influence corporate actions By R. Stephen Scott & Mark D. Thielen Corporate Law Departments, November 2004 In its recently published opinion in IOS Capital, Inc. v. Phoenix Printing, Inc., d/b/a Colortech Printing, et al.,1 ("IOS" hereafter), the Fourth District Appellate Court of Illinois reaffirmed Illinois' common law rule allowing a controlling shareholder/director the qualified privilege to influence corporate actions.
Be selective when labeling documents work product By Peter LaSorsa Corporate Law Departments, September 2004 When representing clients, attorney communications and works are subject to protection from disclosure-albeit not absolute protection.
Subject index to substantive articles in volumes 36, 37, 38, 39, 40 & 41 of The Corporate Lawyer Corporate Law Departments, June 2004 "An in-house counsel's guide to dealing with cybersquatters-part I (ICCAN's Uniform Domain Name Dispute Resolution Policy)"
New tax rates call for new strategies: Subchapter C corporations face an enigma By Bart A. Basi & Marcus S. Renwick Federal Taxation, May 2004 Traditionally, C corporations have been subject to "double taxation" and tax planning was simple.
Case comments By Michael J. Weicher Business and Securities Law, January 2004 Background facts: Zebra Technologies Corporation (Zebra) is a Delaware corporation, located in Vernon Hills, Illinois, which develops and manufactures two-dimensional bar coding equipment.
Piercing the corporate veil: Shroud or substance? General Practice, Solo, and Small Firm, December 2003 A times our clients are faced with litigation with a corporation that may seem like it acts through its individual owners, as opposed to observing the requirements for acting as a distinct corporate entity. In other words, the ownership is so unified between the persons operating the corporation and the corporate entity itself that they merge into one.
Acquiring a corporate aircraft: Ten considerations By Christopher M. Mills Corporate Law Departments, August 2003 At its core, the purchase of an aircraft is similar to the purchase of any other major equipment asset.
In-house counsel must take the lead in coordinating catastrophe By Geary W. Sikich & Valerie C. Perera Corporate Law Departments, July 2003 At a recent conference in Barcelona, Spain, Shell International's senior legal counsel, Campbell Grant, was quoted in the Law Gazette (http://www.lawgazette.co.uk):
Is there a Limited Liability Entity in your future? By Donald E. Weihl Law Office Management and Economics, Standing Committee on, June 2003 Illinois has become the 50th state to adopt rules allowing Limited Liability Entities to practice law in Illinois.
Global expansion is a matter of construction By Alexander Olsansky Corporate Law Departments, May 2003 Opportunities for global expansion are endless, as they come in all shapes, sizes and permutations.
The hedge fund: Assessing the risks (part I of II) By Alan L. Kennard Corporate Law Departments, April 2003 In determining whether to create or invest in a hedge fund, it is imperative that an investor understand the potential risks common to hedge funds.
Comments in response to the American Bar Association Task Force on Corporate Responsibility preliminary report* By Lin Hanson Business and Securities Law, December 2002 A. Your Report. We often say, or think "You can't legislate morality." You said it in your report, § I.B., p. 10, "No set of legal rules or guidelines can guarantee that such active care will be achieved in practice."
Commercial cases can trigger bodily injury coverage By Stanley C. Nardoni Corporate Law Departments, December 2002 A new Illinois decision should remind corporate policyholders to scrutinize their commercial litigation for possible bodily injury coverage.
Controlling “crisis” response will determine corporate survival By Valerie C. Perera & Geary W. Sikich Corporate Law Departments, November 2002 Corporate America is facing a time unparalleled in history. Since the events on that fateful morning of September 11th, the landscape of business has fundamentally changed.
The limited scope officer and director insurance coverage: The Bank Of Carbondale v. The Kansas Bankers Surety Company By Philip R. Viktora Business Advice and Financial Planning, November 2002 In a case of first impression in Illinois, an Illinois appellate court has affirmed the denial of coverage to a bank under the provisions of an insurance policy providing officer and director liability and indemnity insurance.
Personal injury coverage includes defamation and disparagement By Stanley C. Nardoni Corporate Law Departments, November 2002 My previous articles in this newsletter noted that defamation and disparagement are among the offenses usually covered in the advertising injury and personal injury provisions of general liability policies.
Ensuring higher business valuations: It’s time for small and mid-sized companies to plan ahead. By Martin Kupferman Corporate Law Departments, October 2002 If you own a small or mid-sized business and are considering selling your company, you may find that now is not the right time.
An in-house counsel’s guide to the Employee Polygraph Protection Act By Michael Todd Scott Corporate Law Departments, October 2002 You are General Counsel of a company and you receive a call from your Auditing Department.
Letter from the co-editors Corporate Law Departments, October 2002 Welcome to the October, 2002 edition of The Corporate Lawyer. We have three articles in this edition we hope you find interesting and helpful to your practice.
Trademark and trade dress may be covered By Stanley C. Nardoni Corporate Law Departments, October 2002 A series of Illinois Appellate Court decisions place trademark and trade dress infringement among the offenses typically covered by the advertising injury provisions of general liability policies
Illinois considers petition for mandatory CLE Corporate Law Departments, September 2002 Does your company have a significant number of in-house counsel that are licensed in Illinois?

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