April 2012 Client Alerts

June 6, 2012

Authored by: Bryan Cave

IRS Releases Proposed Rules on New Comparative Effectiveness Fee for Health Plans

On April 12, 2012 the IRS released proposed regulations regarding the collection of the fee for the Patient-Centered Outcomes Research Trust Fund (the “Fund”) under the Patient Protection and Affordable Care Act.  The Fund will be used to pay for the Patient-Centered Outcomes Research Institute which has the goal of helping health care providers and consumers make informed health decisions by synthesizing research comparing the outcome effectiveness of various treatments.  To learn more about proposed  regulations, the plans that will be impacted and the fee, please click here to read the Alert published by the Employee Benefits and Executive Compensation Client Service Group on April 23, 2012.

The Absolute Priority Rule:  An Endangered Species in Individual Chapter 11 Cases?

The absolute priority rule of Section 1129(b) of the Bankruptcy Code is a fundamental creditor protection in a Chapter 11 bankruptcy case.  The rule implements the general state-law principle that creditors are entitled to payment before shareholders unless creditors agree to a different result.  Recent litigation has raised the issue of  whether the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005, which otherwise is a very creditor-friendly statute, modified the Bankruptcy Code in such a way as to eliminate the absolute priority rule if the debtor is an individual.  For a discussion of the issue, please click here to read the Alert published by the Bankruptcy, Restructuring and Creditors’ Rights Client Service Group on April 9, 2012.

Estate Planning in 2012

Generally, there are three basic goals of estate, generation skipping transfer and gift tax planning:  (1) the reduction of estate and gift taxes upon transfer; (2) the deferral of the estate, generation skipping transfer and gift tax burden; and (3) ensuring for the necessary liquidity to pay the taxes when they become due.  As a result of the present low interest rates and the drop in value of most types of assets, there may be opportunities to engage in some estate planning that may not be available to clients when interest rates rise and values are driven higher.  To learn about how to take advantage of these opportunities in 2012, while we are sure we have them, please click here to read a memorandum  published by Bryan Cave’s  Private Client Group on April 10, 2012.  

Data Breaches:  Will You Be Sued, And Can You Lower Risk?

According to a widely reported study, 90% of organizations have had at least one data breach in the last year and almost 60% had two or more breaches over the year.  In light of headlines describing multimillion-dollar data security breach settlements, it is no surprise that businesses fear the worst.   For a discussion of the litigation risks, range of liability and how businesses can lower the risks associated with security breaches, please click here to read an article written by the Data Privacy and Security Team attorneys and published in Law 360 on April 25, 2012.   

JOBS Act Reduces Securities Law Burdens on Startups and Capital-Raising

On April 5, 2012, the Jumpstart Our Business Startups Act (the JOBS Act) was signed into law.  The Act is intended to ease securities law burdens on startups and capital-raising and many of the Act’s provisions are effective immediately.  To learn about the impact of the Act on emerging growth companies, please click here to read the Bulletin published by the Corporate Finance and Securities Client Service Group on April 6, 2012.

California Supreme Court Provides Guidance on Meal and Break Requirements

On April 12, 2012, the California Supreme Court, in Brinker v. Superior Court, delivered long awaited guidance on California meal and rest break requirements for non-exempt employees.  Anyone with employees in California should consider the implications of the decision on their break policies  and make the changes necessary to comply with the court’s interpretation of the break requirements.  To learn more about the decision, please click here to read the Alert published by the Labor and Employment Client Service Group on April 13, 2012.

Enough Oil to Permit Punishment of Non-U.S. Banks Dealing with Iran

Earlier this year, the President announced “that there is a sufficient supply of petroleum and petroleum products from countries other than Iran to permit a significant reduction in the volume of petroleum purchased from Iran by or through foreign financial institutions.”  The determination is a condition precedent for the U.S. Treasury to impose sanctions pursuant to the National Defense Authorization Act for Fiscal Year 2012 on a foreign financial institution that has “knowingly conducted or facilitated any significant financial transaction with the Central Bank of Iran or designated Iranian financial institution.”  To learn more about the ratcheting up of U.S. sanctions against Iran via the Act, please click here to read the Memorandum published by the International Trade Group on April 2, 2012.

Local Authorities Implement Social Insurance for Foreigners in China

In September 2011, the Ministry of Human Resources and Social Security promulgated the Interim Measures for Contribution of Social Insurance by Foreigners Employed within China.  The Interim Measures stipulate that all foreigners legally employed within the territory of China must participate in China’s social insurance system.  To learn how this issue has developed on the national level and how it is actually being implemented on the local level, please click here to read the Alert published by the Asia Labor and Employment Client Service Group on April 26, 2012.

Additional EU Sanctions Against Syria

EU officials have agreed to prohibit the export of luxury goods to Syria from the EU or by EU nationals.  The prohibition comes after the recent media publication of emails between President Assad and his wife describing the Assad family’s lavish lifestyle.  EU officials will determine in coming weeks what items will be classified as luxury goods.  This is an indication the other designer shoe is about to drop.  – Click here to read the Memorandum dated April 25, 2012 of International Trade Group.

 UK Unfair Dismissal Qualifying Period Increases

The qualifying period for a UK employee bringing an ordinary unfair dismissal claim has increased from one to two years of continuous service.  In the past, employees in the UK who had served more than one year of “continuous service” have been able to bring an unfair dismission claim challenging the fairness of their dismissal.  Since the change in April, an employee in the UK who commenced employment after the increase will need to accrue two years of continuous service to bring an unfair dismissal claim.  To learn more, please click here to read the Briefing published by the Labour and Employment Client Service Group, London, on April 5, 2012.   

Revised Measures Require More Disclosure and Confidentiality in China Franchising

The Ministry of Commerce of the People’s Republic of China promulgated revised Measures for the Administration of Information Disclosure of Commercial Franchises which became effective in April 2012.  The Revised Measures expand the scope of information franchisors must disclose to potential franchisees, increase the confidentiality obligations of franchisees, and add criminal liability as a punishment for violating the Revised Measures.  For an explanation of the revisions and a comparison of how the Revised Measures differ from the Old Measures, please click here to read the International Regulatory Bulletin IRB No. 496 published by the International Trade Group on April 27, 2012.