Business Law News
The Business Law News is the official publication of the State Bar of California's Business Law Section, and is sent automatically to all members of the Business Law Section. To subscribe, simply join the Section.
Recent issues are now posted in the Members Only Area of the Business Law Section website. For more information about the Business Law News, including how to submit articles and otherwise become involved, see Editorial Board for Business Law News and the Annual Repot.
Contents of Issues
Issue Number 4, 2011
Anthony Pierno Receives Business Law Section's Lifetime Achievement Award
Steven O. Weise
Page 1
The career of Anthony Pierno, this year’s recipient of the Business Law Section’s Lifetime Achievement Award, has included both private practice and government service, including serving as California’s Commissioner of Corporations and Insurance Commissioner of California, where he was key in the creation of legislation such as the Corporate Securities Law of 1968, the Franchise Investment Law (1971) and the Retirement Systems Disclosure Law. Along with numerous other public service activities, Tony served as chairman of the Committee on Corporations of the State Bar of California, where he worked to modernize the Corporations Code.
The Section presents its Lifetime Achievement Award each year to a lawyer who has made significant contributions to the Section or business law generally, or both, over an extended period and who is held in high regard in the profession.
This article profiles Anthony Pierno and his substantial contributions to the development of business law, both as a government official and during private practice.
Executive Committee: Message from the Chair
By Donna Parkinson
Page 4
Message from the Editor
By April E. Frisby
Page 5
A Century of Conflict Over Water: Is There a Solution?
By Edgar B. Washburn
Page 6
It is unquestioned that California does not have enough water to accommodate the critical needs of the environment, agriculture and urban users. The resulting water wars—which date back to the successful efforts of Los Angeles to seize water from the Owens River—have persisted for the better part of the century. Initially, the shortage was primarily one of location—the water sources exist in the northern portion of the state and the demand was in the urban south and agricultural central valley. The solution was to spend billions of dollars constructing an intricate system that could capture the water in the north and from the Colorado River and deliver it to where it is needed. That approach has proven to be a temporary solution which is no longer adequate. It has been overtaken by an increasing demand coupled with a diminishing supply of water. All of this has been exacerbated by a 19th Century legal system of existing water rights that is not up to the task of fairly and effectively allocating existing supplies between the competing interests. The California political system has proven incapable of finding a solution and federal environmental legislation has added an inflexible straight jacket to the existing gridlock.
No one seriously doubts that if solutions cannot be found soon the economic and societal costs will be huge. In the absence of effective legislation, the conflicts over the allocation of water are being resolved in the courts which must apply the laws as they find them. This is proving to be contentious, expensive and uncertain.
This article explores the problem, non-judicial solutions, and the judicial challenges that will lead to conflicts between the public trust doctrine, established water rights, and constitutional takings protections.
Edgar B. Washburn is a senior counsel in Morrison & Foerster LLP's Environment and Energy Group where he specializes in natural resource, energy, environmental, water, and real property law. His e-mail address is ewashburn@mofo.com.
10 Social Media Must Haves For Your Corporate Compliance and Ethics Program
By Michelle Sherman
Page 11
Companies would be legally remiss not to add a social media component to their corporate compliance and ethics program. Agencies such as FINRA, the FTC, and the NLRB are bringing complaints against companies arising from their social media activity or employee related activity. This article lists som...e of the key areas where companies need to be updating their compliance program, guidance on how to implement these policy changes, and the legal rationale for making changes such as: adopting a social media policy; updating your e-discovery approach and document retention policy; and training your employees so they are not using the Internet in ways that may result in the company being sued by a regulatory agency or a private plaintiff in a civil action.
Michelle Sherman is a special counsel in the Los Angeles office of Sheppard, Mullin, Richter & Hampton LLP where she specializes in complex litigation matters, and advising companies on social media and Internet legal issues. Her e-mail address is msherman@sheppardmullin.com.
The Business Law News is the official publication of the Business Law Section of the State Bar of California. It is sent automatically to all members of the Business Law Section. To subscribe, simply join the Section.To see more contents from the current BLN, see http://businesslaw.calbar.ca.gov/Publications/BusinessLawNews.aspx#issue42011
BAPCPA’s Impact On Application Of The Absolute Priority Rule In Individual Chapter 11 Cases
By Robert G. Harris (rob@bindermalter.com), Daniel H. Gill (dgill@ebglaw.com) and Martin A. Eliopulos (elio@higgslaw.com)
Page 17
On April 28, 2005, the Pub. L. No. 109-8, 119 Stat. 23, the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 ("BAPCPA) became law. In enacting BAPCPA, Congress added Section 1115 to the U.S. Bankruptcy Code and thereby expanded the definition of property of the estate in an individual Chapter 11 case so that the estate now includes, in addition to property specified in Section 541," post-petition acquired property and earnings. At the same time, Congress modified section 1129(b)(2)(B)(ii) of the Code to except from the Absolute Priority Rule the "property included in the estate under section 1115." There is a growing split of authority among bankruptcy courts as to what the amendments mean. Certain "broad view" cases hold that the amendments abrogated the Absolute Priority Rule in individual Chapter 11 cases because the amendments now allow an individual Chapter 11 debtor, whose plan does not pay unsecured creditors in full, to nevertheless retain both post-petition acquired property and earnings and non-exempt pre-petition property of the estate under Section 541. An emerging majority of "narrow view" cases, however, hold that the amendments authorize the individual Chapter 11 debtor whose plan does not pay unsecured creditors in full to only retain post-petition property and earnings and exempt pre-petition estate property, not only leaving the Absolute Priority Rule intact but expanding it. With a first case finally set to be argued in February, 2012 before the Ninth Circuit Bankruptcy Appellate Panel and another on direct appeal to the Fourth Circuit, this article provides structured analysis of each of the two views taken, discusses the likely outcomes on appeal, and identifies questions that will remain if one view is adopted over the other.
Mr. Harris is a partner in Binder & Malter LLP in the Silicon Valley; Mr. Gill is of counsel at Ezra Brutzkus Gubner LLP in Woodland Hills; and Mr. Eliopulos is a partner at Higgs Fletcher & Mack LLP in San Diego.
Guide to Business Law Section Publications
Page 22
Business Law Section Standing Committees Updates
Health Law Committee Annual Report
By Julie Simer
Page 24
Insurance Law Committee Annual Report
By Kimberley Dellinger-Dunn
Page 24
Insolvency Law Committee Annual Report
By Robert G. Harris
Page 25
Business Law Section Standing Committees Updates
Online Content Sharing: Don’t Get Caught in the Copyright Act
By Joseph Donnini
Page 27
Imagine that your business is either creating a new website or revamping an existing one. It can be exciting to think about the various images, text, blogs, streaming video, and other types of content that can help identify your brand, as well as share information about your products or services. As you begin to assemble the content for your website, you draft some original narratives, coupled with internet searches to find the exact music, photo, or images that will reflect the message you want to convey to your customers. You see a great article giving background on consumer spending patterns in your industry. You want to share that information on your site too, or perhaps you just want to create links that refer back to the full text of that article on the site in which you found it.
Do you need permission to use any of these items? These are the types of questions increasingly asked by business owners trying to navigate the online world of sharing content. These questions relate to businesses using content, but what also happens when your business’s employees are sharing content? And if in building or revising your website, your staff do any of the foregoing without your permission, are you liable as their employer if any of the actions constitute infringement? Additionally, are you liable as an employer for any digital content sharing that is done personally by your employees if it constitutes infringement?
This article explores answers to these questions by analyzing statutory and copyright case law, ultimately recommending some practical considerations.
Joe Donnini is a Manhattan Beach based attorney whose practice focuses upon business issues, especially in intellectual property, franchise and real estate. He also is a Visiting Assistant Professor of Law at Whittier Law School. His email is joe@joedonnini.com.
Are Settlement Proceeds of An Individual Debtor Exempt From Prejudgment Attachment? A Preliminary Analysis
By Lubna K Jahangiri
Page 31
Review Of Recent FLSA Class Actions: Businesses Avoid Paying More For Overtime During Tough Economic Times
By Audra Ibarra
Page 36
Issue Number 3, 2011
In Memoriam: Bradbury Clark
By John B. Power
Page 1
R. Bradbury Clark, a co-founder of the California Business Law Section, died in July 2011. He was a leading expert on California corporation laws, a major contributor to the work of the broader legal and charitable communities, a distinguished figure in his law firm, and a wonderful human being. He received the Section’s lifetime achievement award in 1998. This memorial testifies to the life of one of California’s greatest corporate lawyers.
Executive Committee: Message from the Chair
By Mark E. Porter
Page 4
BLN Editorial Board: Message from the Editor
By Efrat M. Cogan
Page 5
Looking Back: Reflections of a California Securities Lawyer
By Neal H. Brockmeyer
Page 6
This article provides an overview of the evolution of the securities practice since the 1960s, particularly as it pertains to registered public offerings. It first describes changes in the process for registering securities under the Securities Act of 1933 and for qualifying or registering these securities under the state securities laws. Some of the major regulatory developments are then discussed. This includes the SEC’s implementation of the integrated disclosure system and scaled disclosure for smaller issuers. Also discussed are changes in the look and content of prospectuses, including management’s discussion and analysis of financial condition and results of operations, risk factors, executive compensation and corporate governance.
Neal H. Brockmeyer is Of Counsel to Locke Lord LLP, resident in its Los Angeles office. He specializes in corporate governance, securities law compliance and corporate transactions. His e-mail address is nbrockmeyer@lockelord.com.
Use, Confusion, Mistake, or Deception: When Does the Bidding of Trademarks Key Words From a Search Engine Company or Inclusion of Trademarked Key Words in Online Ad Texts Constitute Trademark Infringement?
By Marianne H. Mann
Page 13
Imagine that you have a website, and you would like to generate more traffic for it. One way to accomplish this objective is through auction-style bidding on “key words” from popular internet search engines for first page, high priority advertisement space on users’ search results screens. This article addresses when the bidding and use of trademarked key words from a search engine for online advertising purposes triggers trademark infringement for purposes of the Lanham Act. It also discusses a precedent-setting 2009 court case and its implications for trademark infringement law, and explores general landmines to consider when using trademarked key words in the online advertising context.
Marianne Man is an attorney at The Tax Counsel, a law firm located in Irvine, CA. Marianne focuses her legal practice on corporate governance, business and personal tax planning, and tax controversy, as well as mergers and acquisitions. Marianne is a member of the California State Bar Partnerships and Limited Liabilities Companies Committee. She was named ‘Southern California SuperLawyers - Rising Star’ By Los Angeles Magazine in 2010. Her e-mail address is Marianne@TheTaxCounsel.com.
California Transparency in Supply Chains Act
By Peter M. Menard
Page 17
On January 1, 2012, the California Transparency in Supply Chains Act will become effective. The Act requires every large retailer and manufacturer doing business in California to publicly disclose whether it has taken specified actions to eliminate slavery and human trafficking from its product supply chain. The Act does not require a company to make any effort to eliminate slavery or human trafficking, but only to disclose the extent, if any, to which it has taken the actions listed in the Act. The impact of the Act ultimately will depend on the extent to which consumers, investors and activists use the required disclosure to pressure companies to monitor and eliminate abuses in their supply chains. This article contains a comprehensive analysis of the Act, including the companies to which it applies, the disclosure obligations it imposes, penalties for noncompliance, how companies can and should respond to the statute, and the public relations implications of a minimalist approach to compliance.
Peter M. Menard is a partner in the Los Angeles office of Sheppard, Mullin, Richter & Hampton LLP where he specializes in corporate governance, securities law compliance, and corporate transactions. He has taught securities regulation at the University of Southern California Gould School of Law. His e-mail address is pmenard@sheppardmullin.com.
Change at the Top: Are Recent Legal Reforms Aimed at Improving Board Accountability to Shareholders on Target?
By Lance A. McKinlay and Christine B. Wessel
Page 25
On the heels of the Great Recession, shareholders, regulators and corporations alike have looked more closely at a fundamental governance issue: the accountability of corporate boards to shareholders. This article considers the relative strengths and weaknesses of recent legal reforms at the state and federal levels aimed at improving accountability to shareholders. At the federal level, reforms include an attempt to empower shareholders of public companies with the right to nominate directors in limited circumstances, and giving them a say (albeit non-binding) on the compensation of directors and executive officers. With regard to director elections, state law amendments have accommodated a significant shift away from a plurality voting standard toward a majority voting standard. The article finds that some reforms intended to improve accountability to shareholders may prove to be less effective than intended, or worse, may backfire on shareholders.
Lance McKinlay is a founding partner at Manderson, Schafer & McKinlay LLP in Newport Beach, where he specializes in securities law compliance and corporate transactions. His email address is lmckinlay@mandersonllp.com.
Christine Wessel is an attorney at Manderson, Schafer & McKinlay LLP who specializes in compliance and regulatory affairs, financial services and corporate transactions. Her email address is cwessel@mandersonllp.com.
Crashworthy Contract
By David Cook
Page 33
What are the scariest words to describe a contract: “Not worth the paper it 's written on.” The expression kicks open the door to the discussion of contract terms that assure a party of accessible rights and remedies enabling the party to effectively recover the benefit of the bargain in the event of a default or escape a catastrophe. Contracts that are crashworthy enable the aggrieved party to emerge reasonably unscathed from the unfolding disaster. These remedies are commonplace, but become crucial in infusing the contract with value. Acceleration clauses permit the party to sue on the total due if the payments are spread over time. Damage limitations, such as repair or replacement, shear a claim of consequential and incidental damages and avoided at all costs, or sought By the seller selling high risk products. Attorney’s fees clauses protect parties from a calculated default, as the absent attorney’s fee clause tempts a party to default if freed of the adverse fee claim in the enforcement litigation. Mediation clause accrues enormous expense and near smothers simple collection actions. Arbitration hobbles most prejudgment remedies plus runs up a huge bill. Arbitration compels a premium payment to a premium retired judge. Forum selection clauses if relegating a party to distant or offshore forum degrades the contract given secondary enforcement in another domicile. A forum selection clause providing for offshore arbitration is “unsafe at any speed.” Choice of law clauses, while innocent of their face, upsets a party’s commercial expectations absent advice By counsel familiar with the chosen law. [Did Louisiana ever abandon the Napoleonic Code? Is Delaware warm and fuzzy to minority shareholders? How about New York law in the enforcement of a California deed of trust? Most frightening: Choice of law for a state that allows deficiency judgments in a multi-million dollar real estate deal that craters] Absent these critical terms, the contract is degraded and the ability to recover diminished. Never even pass the blinking light test.
David J. Cook is the founder and senior attorney of Cook Collection Attorneys, PLC. He practices in the area of enforcement of judgments and collection of debts. His e-mail address davidcook@cookcollectionattorneys.com.
Issue Number 2, 2011
California Legal Issues Affecting Mergers and Acquisitions
By David M. Hernand and Nicole Miller
Page 1
Executive Committee: Message from the Chair
By Mark E. Porter
Page 9
Message from the Editor
By Efrat M. Cogan
Page 10
The Expedited Jury Trials Act: An Alternative to Form Arbitration Clauses
By Michael Geibelson
Page 12
The Bank Secrecy Act: What’s so Secret?
By Cheryl Marie Lott and Robert S. Addison, Jr.
Page 16
Guide to Business Law Section Publications
Page 20
Business Law Section Standing Committees Updates
Nonprofit and Unincorporated Organizations Committee Annual Report
By Rebecca Eggeman
Page 22
Corporations Committee Annual Report
By John Oehmke
Page 22
Consumer Financial Services Committee Annual Report
By Caryn Becker
Page 23
The High Stakes of Misclassifying Employees and Independent Contractors
By Robert W. Wood
Page 24
Investment Adviser Registration Post Dodd-Frank
By Yoni Tuchman
Page 27
Failed Banks and The Controversy Over Tax Refunds
By Benedict Kwon
Page 33
Issue Number 1, 2011
MCLE Self-Study Article Mediation Confidentiality and Legal Malpractice: Cassel v. Superior Court
By Joel M. Grossman
Page 1
Executive Committee: Message from the Chair
By Mark E. Porter
Page 2
Message from the Editor
By Efrat M. Cogan
Page 2
The Dodd Frank Act: A Guide to the Corporate Governance, Executive Compensation, and Disclosure Provisions
By Peter Menard
Page 3
The Power of Writs of Attachment
By Russell Allyn
Page 5
The IRS Issues Long-Awaited Regulations on Series LLCs
By Phillip L. Jelsma
Page 7
Guide to Business Law Section Publications
Page 18
Business Law Section Standing Committees Updates
Agribusiness Law Committee Annual Report
By Chris Passarelli
Page 20
Franchise Law Committee Annual Report
By Calvin E. Davis
Page 21
Partnerships and LLCs Committee Annual Report
By Phillip L. Jelsma
Page 21
Issue Number 4, 2010
Issue Number 4, 2010
[Posted in the Members Only Area]
Special Joint Issue with the Real Property Law Section
Message from the Editors
By Randall Block and Efrat M. Cogan
Business Law Section: Message from the Editor
By Efrat M. Cogan
Real Property Section: Message from the Editor
By Randall Block
Business Law Section: Message from the Chair
By Mark E. Porter
MCLE Self-Study Article: Loan Modification 101 – Everything You Always Wanted to Know About Loan Modification but Were Afraid to Ask
By Suzan Anderson
Game Change in Business Real Estate: It’s Not Just the Economy
By Elaine Andersson
Impact of Real Estate Downturn on Private Investment Funds and Their Investors
By David A. Riley
The Acquisition of Distressed Real Estate Debt: Lifecycle of a Transaction
By Patrick Valentino
Loan Workout Negotiations and Creditor Rights Issues in Today’s Commercial Lending Environment
By Gregg D. Josephson
Lenders Beware of the True Test for Enforcing Personal Guaranties of Commercial Loans: What Would a Jury Think?
By William H. G. Norman
Lender Perils and Pitfalls: How to Use Receivers Effectively to Manage Foreclosed Upon Properties in the Current Market
By Matthew L. Seror
Law of Intended Consequences?
By Seth Weissman
George Coombe Receives Business Law Section’s Lifetime Achievement Award
By Steven O. Weise
Issue Number 3, 2010
Issue Number 3, 2010
[Posted in the Members Only Area]
Federal Health Care Reform Measures of 2010: A Business Lawyer’s Guide to the New and Enhanced Compliance Mandates Affecting Physicians
By Christine Covert Cohn
Executive Committee: Message from the Chair
By Paul J. Pascuzzi
Message from the Editor
By Alan M. Insul
Introduction to The Form 990 Policy Series Showcase: Document Retention and Destruction Policy and Memorandum
By Lani Meanley Collins and Joel S. Corwin
The Enforceability of Covenants Not to Compete in Limited Liability Company Operating Agreements
By Richard C. Darwin
The Curious History of Full Payment Checks in California
By Janice E. Kosel
Tax And Liability Dictate Business Form
By Robert W. Wood and Christopher A. Karachale
Use of Captive Insurance in Estate and Business Planning: Part II
By Gordon A. Schaller and Scott A. Harshman
Securities Laws Governing Private Offerings in California Appendix A: Federal and California Private Offering Exemptions
By Lee R. Petillon
Issue Number 2, 2010
Issue Number 2, 2010
[Posted in the Members Only Area]
The Top Ten Things Corporate Attorneys Should Know About California Employment Law
By Nancy Yaffe
Executive Committee: Message from the Chair
By Paul J. Pascuzzi
Message from the Editor
By Alan M. Insul
The Limits of “Bankruptcy Proofing” in the Wake of General Growth Properties
By Michael du Quesnay, Jim Robertson, and Walter Oetzell
MCLE Article: Ethical Issues for the In-House Transactional Lawyer
By Neil J Wertlieb and Adam S. Bloom
Foreign Companies Doing Business in the United States: Choice of Entity Considerations
By Philip D. W. Hodgen
Use of Captive Insurance in Estate and Business Planning: Part I
By Gordon A. Schaller and Scott A. Harshman
Home Workers and the Debate Over “Who’s a Statutory Employee” Under the Internal Revenue Code
By Robert W. Wood and Christopher A. Karachale
Securities Laws Governing Private Offerings in California
By Lee R. Petillon
BLN MCLE Test Number 10: Ethical Issues for the In-House Transactional Lawyer
MCLE Test Instructions -- Test Number 10
Issue Number 1, 2010
Issue Number 1, 2010
[Posted in the Members Only Area]
Opportunity and Risk—The New California Electronic Discovery Act
By Will Hoffman
Executive Committee: Message from the Chair
By Paul J. Pascuzzi
Message from the Editor
By Alan M. Insul
Recognizing the Champions of the Business Law Section
By Paul J. Pascuzzi
Winning and Losing: The Battle Over D&O Insurance in Bankruptcy
By James P. Menton, Jr. and Julian I. Gurule
The Brave New World of Eworkplace Privacy Policies
By Robert D. Brownstone
The Business Divorce
By Michael Gold
A Primer on Mergers Involving Unincorporated Entities
By Donald M. Scotten
Understand the Economics Before You Fly Solo
By Edward Poll
All Lawyers Need to Know: Independent Contractor Basics
By Robert W. Wood
BLN MCLE Test Number 9
The New California Electronic Discovery Ac
Issue Number 4, 2009
Issue Number 4, 2009
[Posted in the Members Only Area]
Denis T. Rice Receives Business Law Section's Lifetime Achievement Award
By Steven O. Weise
Executive Committee: Message from the Chair
By Paul J. Pascuzzi
Message from the Editor
By Alan M. Insul
Corporate Risks in a Climate Change Cap and Trade Program
By Peter C. Mieras
Six Questions for Your Section 2000 Appraiser
By Gregory A. Barber
Pitfalls of Limited Liability Company Loss Allocations for Non-Tax Practitioners
By Ronald P. Wargo
Recovering Attorneys’ Fees in Bankruptcy Litigation Post Travelers
By Megan A. Lewis and Daniel L. Egan
The FCPA: Learn it (and Teach it to Your Employees) Before it Teaches You a Lesson
By Patrick O. Hunnius
Addiction: The Equal Opportunity Destroyer
By Greg Dorst
BLN MCLE Test Number 8
Addiction: The Equal Opportunity Destroyer
Issue Number 3, 2009
Issue Number 3, 2009
[Posted in the Members Only Area]
Involuntary Dissolution: The Nuclear Option
By Carol K. Lucas and Karen L. Stevenson
Executive Committee: Message from the Chair
By Peter C. Bronson
Message from the Editor
By James P. Menton, Jr.
Bridging the (Working Capital) Gap: An Annotated Convertible Promissory Note Term Sheet
By Louis R. Dienes and Ekong I. Udoekwere
In Re Tobacco Cases II: The Supreme Court’s “Last Word” on Standing in Class Actions Under Business & Professions Code Section 17200
By Efrat M. Cogan
BigLaw to C Suite—Observations from the Other Side
By Charles L. Crouch, III
In a Real Estate Downturn: Section 1111(b)(2) or Not (b)(2)? That Is the Question
By Tobias S. Keller and Michaeline M. Correa
Comedy Club, Inc. v. Improv West Associates: The Ninth Circuit Limits Franchisors’ Use Of In-Term Non-Competition Covenants To Those Situations Where The Covenant is “Narrowly Tailored”
By Robert B. Milligan and James D. McNairy
Alternative Structures for “Social Businesses”
By Jennifer Kassan
Phantom Home Mortgage Deductions on Chapter 7 Means Tests: Why Bankruptcy Courts’ Treatment of Secured Debt Payments is Contrary to Legislative Intent and Against Public Policy
By Ali Matin
BLN MCLE Test Number 7
In a Real Estate Downturn: Section 1111(b)(2) or Not (b)(2)? That Is the Question
Issue Number 2, 2009
Issue Number 2, 2009
[Posted in the Members Only Area]
Preserving Trade Secrets in California: Best Practices
By Michael A. Sands and Saundra L. M. Riley
Executive Committee: Message from the Chair
By Peter C. Bronson
Message from the Editor
By James P. Menton
The State Bar’s Former Chief Prosecutor Explains: How to Avoid Common Disciplinary Complaints
By Scott J. Drexel
BLN MCLE Test Number 6
How To Avoid Common Disciplinary Complaints
Series LLCs: An Organizational Form That Should Be Used Cautiously (For Now)
By Donald M. Scotten
Chasing Dollars: The Basic Landscape of Commercial Collection Litigation
By Joseph N. Demko and Matthew S. Kenefick
New Age Scrutiny On Employee Vs. Contractor Liabilities
By Robert W. Wood
Complex Collateral for Workouts and Deals: Security Interests in Deposit Accounts, Securities Accounts and Equity Interests
By James S. Cochran
Issue Number 1, 2009
Issue Number 1, 2009
[Posted in the Members Only Area]
A First Look at What May Be California’s New Limited Liability Company Act
By Donald M. Scotten and Phillip L. Jelsma
Executive Committee: Message from the Chair
By Peter C. Bronson
Message from the Editor
By James P. Menton
MCLE Article: Ex Parte Communications in a Transactional Practice
By Neil J. Wertlieb and Nancy T. Avedissian
BLN MCLE Test Number 5
Ex Parte Communications in a Transactional Practice
The Unfair Competition Law And Its Evolving Standing Requirements
By Efrat M. Cogan
Bankruptcy Sales: A Recent Decision Illustrates Some Risks and Opportunities
Clear Channel Outdoor, Inc. v. Knupfer (In re PW, LLC), 391 B.R. 25 (B.A.P. 9th Cir. 2008)
By Neil Bason
Lessor Update: What Commercial Landlords Should Understand About Bankruptcy
By Jeffrey L. Schaffer and Gary M. Kaplan
Launching and Managing Your Business in China—Issues to Consider Regarding Regulation of the Employment Relationship
By Alan S. Gutterman and Tiffany Lau
Issue Number 4, 2008
Issue Number 4, 2008
[Posted in the Members Only Area]
Melvin A. Eisenberg Receives Business Law Section’s Lifetime Achievement Award
By Ann Yvonne Walker
Executive Committee: Message from the Chair
By Peter C. Bronson
Message from the Editor
By James Menton
State Bar President Asks the Business Law Section for Help in Accomplishing Her Initiatives
By Holly Fujie
Facilitating Disclosure Through Company Websites: If You Blog it, They Will Come
By David Zaheer
MCLE Article: Addressing Conflicts of Interest in a Transactional Practice
By Neil J Wertlieb and Nancy T. Avedissian
BLN MCLE Test Number 4
Addressing Conflicts of Interest in a Transactional Practice
Contracting With Minors: How California Lawmakers and Courts Deal with Adults Who Enter Contracts with Minors
By Robert N. Pafundi
Municipal Chapter 9 Bankruptcy
By Barry S. Glaser
New State and Federal Laws Created to Alleviate the Current Foreclosure Crisis and Provide Relief to Homeowners
By Paul J. Pascuzzi and Holly A. Estioko
Issue Number 3, 2008
Issue Number 3, 2008
[Posted in the Members Only Area]
A Shot Not Heard—The Court of Appeal Holds that an Issuer’s Directors and Officers Must Be Licensed as Securities Broker-Dealers
By Keith Paul Bishop
Executive Committee: Message from the Chair
By Carol K. Lucas
Message from the Editor
By James Menton
Intellectual Property Issues To Consider When Conducting Due Diligence in Mergers and Acquisitions
By Stuart L. Pardau
Ninth Circuit Finds General Partner Voting on Self-Dealing Transactions “Manifestly Unreasonable”
By Phillip L. Jelsma
What Savvy Businesses Know About Disability Rights
By Paula Pearlman
BLN MCLE Test Number 3: What Savvy Businesses Know About Disability Rights
Best Practices for Keeping the “Limited” in Limited Liability Company
By Donald M. Scotten
Conjunction Junction, What’s Your Function? How a Narrow Reading of Section 362(d)(4) of the Bankruptcy Code Permits Abusive Bankruptcy Filings
By Ali Matin
Issue Number 2, 2008
Issue Number 2, 2008
[Posted in the Members Only Area]
Leveling the Playing Field When a Civil Litigant Asserts the Fifth in California State Court
By Mark W. Robertson and Ryan W. Rutledge
Executive Committee: Message from the Chair
By Carol K. Lucas
Message from the Editor
By James Menton
Letter to the Editor
By Bill Holden
A Primer on Chapter 11 for the Non-Bankruptcy Lawyer Part III
By Lawrence Peitzman
The Future of Single Asset Real Estate Cases In Bankruptcy
By Steven H. Felderstein and Joan S. Huh
MCLE ARTICLE: Law Firm Divorces: Departing Partners: Economics & Ethics
By Jan Christensen
BLN MCLE Test Number 2
Law Firm Divorces: Departing Partners: Economics & Ethics
1 Hour MCLE Ethics Credit
New Age Scrutiny of Employee vs. Contractor Liabilities
By Robert W. Wood
Proposed Online Behavioral Advertising Principles
By Françoise Gilbert, CIPP
Data Wrangling, Lassoing, and Roping at the M&A Corral
By Robert D. Brownstone and Todd R. Gregorian
Issue Number 1, 2008
Issue Number 1, 2008
[Posted in the Members Only Area]
Truth or Dare: California’s New Ethics Standards for Private Arbitrators
By Rebecca Callahan
Taking Stock in Your Client: Strengthening the Client Relationship and Avoiding Pitfalls
By Young J. Kim and Jeffrey L. Braker
Executive Committee: Message from the Chair
By Carol K. Lucas
Message from the Editor
By James Menton
A Primer on Chapter 11 for the Non-Bankruptcy Lawyer Part II
By Lawrence Peitzman
New Adventures in Fee Collection: Drafting and Enforcing Attorneys’ Fee Clauses After Travelers
By Lisa Hill Fenning, William Heuer, Gary Kaplan, and Michael St. James
A Rose By Any Other Name is Called Unperfected
By Janice E. Kosel
BLN MCLE Test Number 1
Truth or Dare: California’s New Ethics Standards for Private Arbitrators
Issue Number 4, 2007
Issue Number 4, 2007
[Posted in the Members Only Area]
Steven O. Weise Receives Business Law Section's Lifetime Achievement Award
By Ann Yvonne Walker
Executive Committee: Message from the Chair
By Carol K. Lucas
Message from the Editor
By James Menton
A Primer on Chapter 11 for the Non-Bankruptcy Lawyer Part I
By Lawrence Peitzman
Mergers And Asset Sales In California: Who Wants to Be a Majority Shareholder?
By Samuel C. Dibble
Counseling the Licensee through a Licensor’s Chapter 11 Sale
By Tobias Keller
Enforcement of a Judgment Can Include Intangible Property
By Craig McLaughlin
Issue Number 3, 2007
Issue Number 3, 2007
[Posted in the Members Only Area]
Due Diligence Review for Compliance in Transactions with Health Care Providers
By Christine Cohn
The Federal False Claims Act: When Does A Healthcare Provider Cross the Line, and What Should it Do About it?
By John P. Krave
Executive Committee: Message from the Chair
By Neil J Wertlieb
Message from the Editors
By Kazuhiko (Kazu) Sano and R. Michael (Mike) Scarano Jr.
A Lesson from the Failure of the Nation’s Longest Running Attempt to Create an Electronic System for Sharing Medical Records
By Kazuhiko (Kazu) Sano
Daniel Jacob Weiser 1959 - 2007
By Neil J Wertlieb
Physician-Assisted Suicide in California: The Legal, Ethical, and Political Issues
By Noam Glick
National Developments in Legal Opinions Practice
By Morris W. Hirsch
Underground Regulations—Can’t Live With ‘Em, Can’t Live Without ‘Em
By Robert W. Peterson
Issue Number 3, 2007
Issue Number 2, 2007
[Posted in the Members Only Area]
The State Bar of California’s Business Law Section: Celebrating The Section’s 30th Year
By Charles L. Crouch, III
Executive Committee: Message from the Chair
By Neil J Wertlieb
Message from the Editor
By Albert Maggio and James P. Menton, Jr., Co-Editors
The Business Law Section: Leading the Technology Charge into the 21st Century
By Daniel L. Appelman and Susan Orloff
Interview With R. Bradbury Clark, Pioneer of the Business Law Section
By Jim Menton
An Interview with Anthony R. Pierno, former California Commissioner of Corporations
Arbitration and Insolvency: Attacking and Defending Arbitration Provisions in Bankruptcy Proceedings
By Jaime Dodge Byrnes
Security Deposits And Insolvent Landlords: Not A Matter Of Trust
By Christopher Alliotts
Issue Number 1, 2007
Issue Number 1, 2007
[Posted in the Members Only Area]
Arbitration & Insolvency: Attacking and Defending Arbitration Provisions in Bankruptcy Proceedings
By Jaime Dodge Byrnes
Executive Committee: Message from the Chair
By Neil J Wertlieb
Is Arbitration the Cure for the Perceived Ills of Litigation? A Conversation
By Charles Berwanger
Best Practices in Stock Option Grants
By Paul David Marotta
Mediation: A Path To Expeditious Case Resolution
By John E. Nordin II
Issue Number 4, 2006
Issue Number 4, 2006
[Posted in the Members Only Area]
Roland E. Brandel Receives Business Law Section's Lifetime Achievement Award
By Ann Yvonne Walker
Executive Committee: Message from the Chair
By Neil J Wertlieb
Message from the Editor
By David M. Pike
Risks for California Businesses in Drafting and Enforcing Customer and Employee Non-Solicitation Agreements
By Russell I. Glazer and Jeffrey W. Kramer
Small Business Bankruptcies and Single Asset Real Estate: An Update and Analysis of Recent Amendments to the Bankruptcy Code
By Mary Jo Wiggins
Copyrights in Attorney Work Product - Panacea or Pandora’s Box?
By Greg Victoroff
Conflict of the Security Interests: Can One Protected Purchaser Cut Off Another Protected Purchaser
By Keith Pearson
Using “Private Eyes” in Employee Investigations
By Michael Baroni
Issue Number 3, 2006
Issue Number 3, 2006
[Posted in the Members Only Area]
Mergers & Acquisitions Roundtable 2006
By Lee Weinberg, Jeri Harman, John E. Mack III, Gary Rabishaw, Steve Sebastian, Douglas B. Schreier
Executive Committee: Message from the Chair
By Mark A. Moore
Message from the Editor
By Nina Yablok
Using Early Exercise Stock Options to Attract, Motivate, and Retain Employees of Emerging Growth Companies: Pitfalls and Practical Considerations
By Troy Foster
The Ease in Merging and Reorganizing LLC’s From a Federal Income Tax Perspective
By Benedict Kwon
A Review of Fiduciary Duties in California and Delaware Corporations
By Edward Gartenberg
Telecommuting: Advising Clients – Providing an Option for Law Firms
By Nina Yablok
Was That Mediation or Arbitration? Two New California Cases Beg the Question Again
Ruth V. Glick
Issue Number 2, 2006
Issue Number 2, 2006
[Posted in the Members Only Area]
Was it Mediation or Arbitration? Be Sure Everyone is on the Same Page
By Ruth V. Glick
Family Farmer Bankruptcy and the New Bankruptcy Law: Chapter 12 will be more Useful to California Farmers
By Riley C. Walter
Executive Committee: Message from the Chair
By Mark A. Moore
Message from the Editor
By Catherine E. Bauer and David R. Haberbush
You Think you Own your Web site?…Think Again: The Work-for-Hire Doctrine, Eisenhower’s Memoirs, and the Unsettled State of Copyright Protection When a Company Hires Consultants to do Work
By Richard E. Korb
Are California LLC Management Rights Assumable or Assignable Under 11 U.S.C. §365?
By Robert Isaac Brayer
The Jurisdictional Quagmire Continues - Calpine’s Bankruptcy Proceedings
By Marc S. Cohen and Corrine J. Rebhun
What is a Non-Equity Partner?
By Phillip L. Jelsma
Subrogation for Priority Taxes: An Unfair Advantage
By Len Shulman and Philippe Melin
Issue Number 1, 2006
Issue Number 1, 2006
[Posted in the Members Only Area]
Pricing Private Company Stock Options to Avoid the Pitfalls of IRC 409A
By John Heber
California Supreme Court Issues Landmark Decision in Jury Waiver Case
By Robert S. Gillison
Executive Committee: Message from the Chair
By Mark A. Moore
Message from the Editor
By Albert B. Maggio Jr. and James P. Menton
California Courts Render Key Pro-Employer Rulings In 2005—A Year In Review
By Sharon B. Bauman
Highlights of the 2005 Bankruptcy Reform Legislation of Interest to General, Business, and Family Law Practitioners
By Colin W. Wied
The Sarbanes-Oxley Act: This is Not Your Parent’s Whistleblown Statute—Private Companies, Criminal Liability and Other “Hidden” Treasures
By Niall A. Paul, James A. Walls, and Adam L. Maynard
Directors’ And Officers’ Insurance: Don’t Leave Home Without It!
Gia Honnen Weisdorn, Melanie Stallings Williams, & Linnea Bernard McCord
Issue Number 4, 2005
Issue Number 4, 2005
[Posted in the Members Only Area]
Information Security: Litigation Risks and Developments
By Robert V. Hale II, Esq
The Business Lawyer’s Ten Commandments to Live By in a Criminal Tax Investigation
By David B. Porter
Executive Committee: Message from the Chair
By Mark A. Moore
Message from the Editor
By Nina Yablok
UCC Financing Statements—What’s In A Name?
By Neil J. Rubenstein, Esq.
Partner Guarantees
By Robert S. Gillison, Esq.
Manufacturers And Distributors Beware: If You Don’t Have A Written Contract With Your Sales Representatives, You May Be Liable For Treble Damages And Attorney’s Fees
By Richard E. Korb, Esq.
The New Servicemembers’ Civil Relief Act – Protecting Those Who Serve
By Stefan Sven Lawrence
Changes To The Bankruptcy Code Affecting Small Business Reorganizations
By Paul J. Pascuzzi
California Supreme Court Issues Landmark Decision in Jury Waiver Case
By Robert S. Gillison, Esq.
This Is No Generic Decision—Discussing the Implications of the Brand X Case on Cyberspace
By Paul E. Ambrosio, Esq.
Business Law Section Web sites Index: CLE, Practice Tips, Guides, Forms, Legislation And More…
Issue Number 3, 2005
Issue Number 3, 2005
[Posted in the Members Only Area]
Mergers & Acquisitions Roundtable 2005
By Lee Weinberg
Executive Committee: Message from the Chair
By Suzanne S. Graeser
Message from the Editors
By Leslie Ravestein and Lee Weinberg, Co-Editors
Harry C. Sigman Receives Business Law Section's Lifetime Achievement Award
By Roland E. Brandel
The Challenge of Earnout Provisions In Acquisition Agreements
By Mark A. Bonenfant
The California Fairness Hearing and The Exemption from Registration under Section 3(a)(10) of the Securities Act of 1933
By Russell J. Wood
State vs. State: The Delaware Supreme Court Declares Unconstitutional a California Statute That Applies California Law to Delaware Corporations
By John A. Laco
Advising the Board of Directors in Acquiring a Business
By Stewart M. Landefeld, S. Paul Sassalos and Ryan A. Arai
Is Your M&A Checklist Obsolete? Leading Edge Data Privacy And Security Issues
By Francoise Gilbert
Business Law Section Web sites Index: CLE, Practice Tips, Guides, Forms, Legislation And More…
Issue Number 2, 2005
Issue Number 2, 2005
[Posted in the Members Only Area]
The Bankruptcy Auction Block: A Primer for Acquiring Assets
By Jeffrey S. Shinbrot
Bad Faith Filings And Solvent Tenant Bankruptcies
By Phillip K. Wang
Executive Committee: Message from the Chair
By Suzanne S. Graeser
Don’t Take for Granted the Drafting of a“Simple” Assignment Provision, Especially in a Non-Exclusive Intellectual Property License, You May End Up in a Bankruptcy Court
By Robbin L. Itkin and Katherine C. Piper
Calculation of Holdover Rent in a Claim for Commercial Lease Rejection Damages
By Christopher V. Hawkins
Insights on a Mega-case: An Interview With Judge Montali on the PG&E Case
Interview Conducted By Catherine Bauer
The Aftermath And Jurisdictional Quagmire Following California’s Energy Crisis
By Marc S. Cohen and Corrine J. Rebhun
Don’t Be An Impediment To A Mediated Settlement
By Gerald F. Phillips and Susan Keenberg
“Houston, We Have A Problem" -- A Review of Courting Failure: How Competition For Big Cases Is Corrupting The Bankruptcy Courts, By Professor Lynn M. Lopucki
By Rodger M. Landau
Business Law Section Web Sites Index: CLE, Practice Tips, Guides, Forms, Legislation and More…
Issue Number 1, 2005
Issue Number 1, 2005
[Posted in the Members Only Area]
The Remedies Opinion Re-Examined
By The Business Law Section Opinions Committee
Executive Committee: Message from the Chair
By Suzanne S. Graeser
BLN Editorial Board: Message from the Editor
By David M. Pike
California Corporate Disclosure Act
By David S. Caplan
Significant Revisions to the California Franchise Investment Law
By David E. Holmes
Calendar of Events
BLS Web site Guide
Issue Number 4, 2004
Issue Number 4, 2004
[Posted in the Members Only Area]
An Interview With William R. Hambrecht
By Tim Hoxie
The Sarbanes-Oxley Act: Implications And Recommended Best Practices For Emerging-Growth Companies Grooming Themselves As Acquisition Candidates
By Richard J. Maire, Blase P. Dillingham, And Daniel M. Friedland
Executive Committee: Message from the Chair
By Suzanne S. Graeser
Message from the Editor
By Louis R. Dienes
California Legislature Passes Law Exempting Commercial Bridge Loans Made By Venture Capital Companies to Operating Companies From California Finance Lenders Law
By Sandra L. Shippey
What Happens After “Seed” Capital? Understanding the Series A Preferred Stock Term Sheet
By Mercedes G. Salomon
John B. Power Receives Business Law Section's Lifetime Achievement Award
By Roland E. Brandel
The Knorr-Bremse Case: The Attorney-Client Privilege And Attorney Work-Product Waiver Dilemma Resulting From Producing Exculpatory Legal Opinions In Patent Litigation
By Anthony Russo And James R. Stewart
Trademark Licensing-Watch Out for the Minefields
By Scott Hervey
LLC’s For Start-Ups: Yes or No?
By David L. Keligian, J.d., Mba, Cpa
Understanding the New Form 8-K: An Overview of the New Disclosure Requirements
By Lee Kolodny And Elena Dubinsky
Immigration Solutions for New Businesses
By Matthew J. Martinez
Investing In Your Client and Other Ethical Problems in Representing Early-Stage Companies
By Jonathan T. Rubens
The 2003 Revision of Article 7, Ucc: Bringing Documents of Title into the 21st Century
By Prof. Arnold S. Rosenberg
Business Law Section: Calendar of Important Dates
Issue Number 3, 2004
Issue Number 3, 2004
[Posted in the Members Only Area]
In Memoriam: Jeff Turner
By Steven O. Weise
Secrets and Liens: What You Need To Know
By Peter C. Bronson
Executive Committee: Message from the Chair
By Charles L. Crouch, III
Message from the Editor
By Robert Stempler
An Approach to Valuing the Closely Held Company
By James H. Schilt
War Stories: Arguing Before the Supreme Court
By David Haberbush
Ronald Wilson Reagan, 1911-2004 A Business Oriented Retrospective
By Edward B. Driscoll, Jr.
Some Thoughts on Fiduciary Duties to Non-Shareholder Constituencies
By Daniel J. Weise
Issue Number 2, 2004
Issue Number 2, 2004
[Posted in the Members Only Area]
DeCSS Code on the Internet
By G. Keith Roberts
Gender Identity
By Richard D. Schramm
Executive Committee: Message from the Chair
By Charles L. Crouch, III
P&P Committee: Message from the Editor
By Albert B. Maggio, JR.
Corporate Officer’s Fiduciary Duty
By Paul J. Pascuzzi and Christa K. McKimmy
Developments in Cyberspace Law
Compiled By Daniel L. Appelman and Nina Yablok
Joint Ventures and Strategic Alliances
By Louis R. Dienes
Jury Trial Waivers
By David W. Thil
Book Review
By James H. De Meules
Calendar of Events
Executive Committe Retreat Photos
CLE Opportunities and Legal News Available Free from Your Committees
Issue Number 1, 2004
Issue Number 1, 2004
[Posted in the Members Only Area]
Online Privacy Protection Act of 2003
By Daniel Appelman
Due Diligence
By John W. Brooks
Executive Committee: Message from the Chair
By Charles L. Crouch, III
P&P Committee: Message from the Editor
By Nina Yablok
California's Privacy Revolution
By Behnam Dayanim and Patrick Togni
Can You Spam After Anti-Spam?
By Delphine Guerre-Larrouilh and Marla Hoehn
Internal Investigations
By Darryl P. Rains and Ryan G. Hassanein
Turnaround Law
By Richard H. Zahm
OPPA Annotated Form
By Daniel Appleman
Spring Meeting
Standing Committees Application
Calendar of Events
Volume XXIII, Issue 4, 2003
Volume XXIII • Issue 4 • 2003
[Posted in the Members Only Area]
Organizing a California Professional Corporation
By Carl K. Lucas and Leslie R. Ravestein
Executive Committee: Message from the Chair
By Chalres L. Crouch, III
Message from the Editor
By Robert Stempler, Co-Chair of the Programs and Publications Committee and Co-Editor
AB 1294: Debt Collection and Identity Theft
By Scott J. Hyman and Laura Greco
A Public Commentary From the Corporations Committee: "At Every Peril" New Pressures on the Attorney-Client Relationship
By Keith Paul Bishop, Steven K. Hazen, Nancy H. Wojtax and Daniel J. Weiser (Drafting Committee)
New Rules For Telemarketers: FTC "Do Not Call Regulations"
By David Lawson
New Privacy Rights for Californians
By Elizabeth A. Huber and Alicia H. Tortarolo
Making Jury Trials A Thing of the Past?
BY Debra Lewis
A Refresher on Corporate Revivor
By John F. Nobbs
Volume XXIII, Issue 3, 2003
Volume XXIII • Issue 3 • 2003[
Posted in the Members-Only area]
Taking a Closer look at the “Golden State”
By Allan Zaremberg
California State Unemployment Insurance: 2004 Rate Increase and a Surcharge
By Rebecca Harshberger
Executive Committee: Message from the Chair
By Timothy Hoxie
Message from the Editor
By Wayne Johnson
Business Law Section Legislative Proposals
By Jerome A. Grossman
William M. Burke Receives Business Law Section's Lifetime Achievement Award
By Roland E. Brandel
The Ethics of Non-Equity Partners at California Law Firms
By Phillip L. Jelsma
Protecting Consumer Privacy During Credit Card Purchases
By Neil Fineman
Business Law News Interview With California Chamber of Commerce General Counsel Fred L. Main
By Steven Kaufhold
2003 Business Law News Questionnaire
Business Law Section: Calendar of Important Dates
Volume XXIII, Issue 2, 2003
California's New Corporate Disclosure Law
By David Caplan
Personal Liability for In-House Legal Opinions - Is It Worth the Risk?
By Carolyn Harris
Executive Committee: Message from the Chair
By Timothy Hoxie
Hard Times Ahead for Counterfeiters: How Tough Legislation Aims to Foil the Counterfeiting Industry
By H. Kim and Sean O'Neill
"Orphaned" Public Companies and the Going Private Alternative
By Christopher Ivey and Timothy Stickle
Reforming California's Unfair Competition Law
By Franklin D. Kang
Volume XXIII, Issue 1, 2003
Volume XXIII • Issue 1, 2003
[Posted in the Members Only Area]
Recent U.S. and International Developments in Online Liability
By Louis R. Dienes
Identity Theft: Consumers, Creditors & Criminals Civil and Criminal Enforcement
By Elizabeth Huber
Executive Committee: Message from the Chair
By Timothy Hoxie
Protecting Your Firm and Clients From Identity Theft
By Mari Frank
New Stock Plan Disclosure Rules
By Kirk Maldonado
The Bankruptcy Trustee's Standing to Pursue Alter Ego Claims
By Thomas R. Phinney
Employee Covenants Not to Compete: The Myth of Enforceability and Alternative Protective Measures Available to California Employers
By Ross E. Shanberg
BusinessLaw Section 4th Annual Spring Meeting: Corporate Governance and Ethics
Volume XXII, Issue 3, 2002
Volume XXII • Issue 3, 2002
[Posted in the Members Only Area]
Marshall L. Small Receives Business Law Section Outstanding Achievement Award
By John B. Power and Roland E. Brandel
California vs. Delaware: A Corporate Law Comparison
By Cynthia Ribas
Executive Committee: Message from the Chair
By Edith R. Warkentine
Sarbanes-Oxley Act of 2002
By Edward Gartenberg and Shirley Hayton
The First Anniversary of Revised UCC Article 9: Traps for the Unwary
By Neil J. Rubenstein
Legal Opinions Under Revised Article 9, or How Do I Write A Delaware Law Opinion?
By James D. Prendergast
Trends and Observations in Private Company M&A
By Bradley D. Schwartz and Daniel C. Burnham
Cybersquatter Problem! Litigate or Arbitrate?
By G. Keith Roberts
Legislative Update: Covenants Not to Compete
By John J Camozzi
Volume XXII, Issue 2, 2002
Volume XXII • Issue 2, 2002
[Posted in the Members Only Area]
Multijurisdictional Practice Of Law Or Unauthorized Practice Of Law – Survey Of The Issue
By Jonathan L. Block, John M. Dab & Amy Gustafson Finch
Your Business Law Section Goes Electronic: E-news And More
By Roland E. Brandel
Executive Committee: Message From The Chair
By Edith Warkentine
Developments In Tax Law 2001: The Top Ten Things Every California Business Lawyer Should Know
By Mark R. Siek
UCC Committee: Sample Forms Of Deposit Account Control Agreements
Volume XXI, Issue 4, 2001
Volume XXI • Issue 4, 2001
[Posted in the Members Only Area]
Executive Committee: Message From The Chair
By Edith Warkentine
Overcoming The Statute Of Frauds Defense To Electronic Contracts Through Application Of E-sign, Ueta, Or Other Relevant Law
By Ruth A. Strauss
Privacy Update: The Ftc Privacy Regulations Under Title V Of Gramm-leach-bliley – Part I
By Elizabeth A. Huber and Alicia H. Petrarca
Legislative Update: Partnerships And Limited Liability Companies Committee
By William F. Webster
- Special Section -
Consumer Financial Services Committee: Recent Developments In Consumer Class Action Litigation
By Julia B. Strickland and Andrew W. Moritz
Recent Developments In Consumer Financial Services Arbitration
By Julia B. Strickland, Scott M. Pearson and David W. Moon
Volume XXI, Issue 3, 2001
Volume XXI • Issue 3, 2001
[Posted in the Members Only Area]
Security Interests In Patents After Cybernetic Services
By Jeffrey S. Turner
California’s Adoption Of The Federal Fair Debt Collection Practices Act
By Scott J. Hyman
Executive Committee: Message From The Chair
By Twila L. Foster
Statement Of The Business Law Section Of The State Bar Of California
George Richter Receives Business Law Section Outstanding Achievement Award
By John B. Power
Business Law Section Members Invited To Join New Ad Hoc Committee On Adr
By Gerald F. Phillips and James A. Hayes, Jr
Special Feature - Pull Out Insert
Working Capital Financing In The New Economy: Current Legal Issues and the Need for Federal Legislative Reforms
A Report By The Uniform Commercial Code Committee
The Business Law News is distributed at no charge to members of the Business Law Section of the State Bar of California. The statements and opinions in the Business Law News are those of the editors and contributors and not necessarily those of the State Bar of California, the Business Law Section, or any government body. This publication is designed to provide accurate and authoritative information in regard to the subject matter covered and is made available with the understanding that the publisher is not engaged in rendering legal or other professional service. If legal advice or other expert assistance is required, the services of a competent professional person should be sought.