IRS Announces New Section 409A Document Correction Program
Section 409A of the Internal Revenue Code of 1986, as amended (“Code Section 409A”) is spectacular in scope and notoriously difficult for even the most well-intentioned employers to satisfy. Any employer which maintains non-qualified deferred compensation plans for its employees has struggled with Code Section 409A, and may have concerns that some of its plans might not satisfy the attention to minutiae that Code Section 409A demands. On January 4, the IRS published its long-awaited program for correcting documentation failures under Code Section 409A.
For more information, please read the client alert published by Bryan Cave LLP’s Employee Benefits and Executive Compensation Practice on January 22, 2010.
Major Campaign Finance Development – Citizens United v. FEC Supreme Court Ruling
The Supreme Court yesterday handed down a landmark ruling in the Citizens United v. FEC case which could significantly transform the campaign finance system at the federal level. In Citizens United, the Supreme Court in a 5-4 ruling struck down the decades-old prohibition on corporate expenditures in connection with federal elections as unconstitutional under the First Amendment.
For more information, please read the client alert published by Bryan Cave LLP’s Election Law and Government Ethics Practice on January 22, 2010.
EPA Finalizes Mandatory Reporting Rule for Greenhouse Gas Emissions
Approximately 10,000 facilities must begin monitoring greenhouse gas (“GHG”) emissions pursuant to federal law beginning on January 1, 2010. On September 22, 2009, the U.S. EPA issued its final rule to require mandatory reporting of GHG emissions within nearly all sectors of the economy. This rule was developed in response to a Congressional mandate and provides the first comprehensive national system for reporting emissions of carbon dioxide and other GHG emission sources in the United States. EPA announced its proposed rule on March 10, 2009.
For more information, please read the client alert published by Bryan Cave LLP’s Environmental Client Service Group on September 29, 2009.
FDIC Issues Final Statement of Policy on Investor Qualifications for Failed Bank Acquisitions
On July 2, 2009, the Board of Directors of the Federal Deposit Insurance Corporation issued for public comment a proposed Statement of Policy that sets forth the qualifications for private equity investors in failed bank acquisitions.
For more information, please read the client alert published by Bryan Cave LLP’s Financial Institutions Client Service Group on September 24, 2009.
The Buying and Selling of Distressed Notes
The volume of purchase and sale of performing and non-performing real estate loans has picked up dramatically over the past year as banks seek to shrink their balance sheets as their capital base falls and other banks and investors seek to take advantage of the sale of assets from failing banks. What are the typical features of such agreements and what are the interests of buyers and sellers in such transactions?
For more information, please read the client alert published by Bryan Cave LLP’s Real Estate Banking, Business and Public Finance Financial Institutions Client Service Group on August 5, 2009.
Group Health Plans: Compliance Items
Several important changes in governing law and regulations during the past year require changes to group health plans in the upcoming enrollment period. Below is a brief description of these major changes which require implementation in 2009 or 2010.
For more information, please read the client alert published by Bryan Cave LLP’s Employee Benefits & Executive Compensation Client Service Group on August 20, 2009.
New York Restaurant Employer Briefing — Wage Payment Requirements
New York restauranteurs operate in one of the most regulated employment environments in the country. In addition to the federal, state and local laws applicable to all employers, such as those prohibiting employment discrimination, governing the payment of wages, workplace safety and leaves of absence, New York-based restaurants also must comply with regulations applicable only to the restaurant industry. This extensive maze of regulation can be exploited by plaintiffs’ lawyers who search for unwitting violations. This has led recently to many lawsuits that are costly to defend, and which seek not only damages for employees, but also fees and costs for the attorneys who bring these suits. The threat of litigation is compounded by the fact that many lawsuits are brought as collective actions on behalf of several employees, which can greatly add to potential damages and to the complexity of the defense.
For more information, please read the client alert published by Bryan Cave LLP’s Labor and Employment Client Service Group on July 31, 2009.
On July 10, 2009, the Securities and Exchange Commission (the “SEC” or the “Commission”) published the proposed new rules to enhance compensation and corporate governance disclosure in Items 401, 402 and 407 of Regulation S-K, which we reported earlier in our July 2, 2009 bulletin (available here),
For more information, please read the client alert published by Bryan Cave LLP’s Corporate Finance and Securities Client Service Group on July 17, 2009.
Yesterday the SEC approved an NYSE proposal that will eliminate broker discretionary voting in director elections. Additionally, the SEC is proposing rule changes that would eliminate (1) certain proxy statement disclosures relating to executive compensation and corporate governance and changes to certain proxy solicitation rules and (2) require recipients of Troubled Asset Relief Program (“TARP”) funds to implement “say-on-pay” practices through the proxy solicitation process.
For more information, please read the client alert published by Bryan Cave LLP’s Corporate Finance and Securities Client Service Group on July 2, 2009.
Ricci v. DeStefano Supreme Court Finds that City Discriminated Against White Employees
On June 29, 2009, the United States Supreme Court rendered its much-anticipated decision in the case of Ricci v. DeStefano, 2009 WL 1835138 (2009), and declared that the City of New Haven, Connecticut had engaged in unlawful disparate treatment discrimination when it refused to implement the results of a promotional exam that revealed a substantial disparate impact on African-American employees. Specifically, the Court held that an employer may not use statistical disparity as the sole basis for changing an employment practice unless there is strong evidence indicating that continuing the practice would violate the disparate impact provisions of Title VII. Ricci is a significant development in the area of discrimination law, and will require employers to consider carefully a wide range of employment practices and decisions.
For more information, please read the client alert published by Bryan Cave LLP’s Labor and Employment Client Service Group on July 15, 2009.
H1N1 Flu Concerns: Workplace Privacy and Employee Illnesses
In the wake of the H1N1 Flu outbreak (initially named “swine flu”), many employers will be asked to balance employee privacy rights with public and company health concerns. We have recently issued a client alert that offers a brief checklist of guidelines that may help balance the privacy interests of potentially infected workers and the health interests of co-workers and the public.
For more information, read the client alert published by Bryan Cave LLP’s Labor and Employment Client Service Group and its Pandemic Preparedness Team on May 1, 2009.
H1N1 Virus: Employees in Mexico
In light of the current H1N1 virus outbreak events around the globe, the Mexico Practice of Bryan Cave has prepared a list of issues and recommendations to be taken into consideration by our firm’s clients and friends with employees in Mexico, so as to avoid any improper or unlawful employer conduct under Mexican labor laws.
For more information, read the client alert published by Bryan Cave LLP’s Labor and Employment Client Service Group and its Pandemic Preparedness Team on May 4, 2009.
New Case Clarifies Copyright Protection for Handbooks, Manuals and Training Materials
Although the copyright term “literary works” tends to conjure images of Hemingway and Faulkner, most companies have a different — and often more valuable — set of “literary works”, including training manuals, employee handbooks, how-to booklets, customer pamphlets and the like. Some are in printed form; others are available at the company’s website. Indeed, some companies are in the business of creating such materials — and this spring, a hotly litigated dispute between two such companies has shed new light on the scope of protection for this special category of literary works.
For more information, read the client alert published by Bryan Cave LLP’s Intellectual Property Client Service Group on April 30, 2009.