Member Publications
Listing of Registered Trademarks at Customs
Pursuant to the 2011 General Rules on Foreign Trade, since January 2, 2012, holders of trademarks that have been registered with the Mexican Industrial Property Institute (“IMPI”) may request the listing of their trademarks at the Mexican Customs Office (“AGA”), through a database developed by AGA... |
Hart-Scott-Rodino Act: Annual Jurisdictional Thresholds Revisions
The Federal Trade Commission (FTC) recently announced its annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) jurisdictional thresholds. The revised thresholds will become effective 30 days after publication in the Federal Register and will apply to all transactions closing on or after such date. The new thresholds will remain in effect until the next annual adjustment, expected in the first quarter of 2013... |
The New Special Regime for Tax Regularisation (RERT III)
As with the 2005 “Rectification Budget” (RERT I) and the 2010 State Budget Law (RERT II), the 2012 State Budget Law provides for a new Special Regime for Tax Regularisation (RERT III) covering assets held outside Portugal. RERT III applies a new special rate of 7... |
Voluntary Disclosure Plan for Offshore Assets―Take #3
On January 9, 2012, the IRS issued a news release announcing that the IRS is opening a third Offshore Voluntary Disclosure Program for taxpayers who come forward (including taxpayers who have come forward since the 2011 disclosure program closed last September) to report previously undisclosed foreign accounts and assets... |
2011 Year in Review and Look Ahead
2011 saw steady increases of production throughout the Marcellus Shale play, a heavy emphasis on strengthening and expanding pipeline infrastructure, and a boom in the level of activity in the Utica Shale play... |
Let's Go Shopping
You’re the general counsel of a public company and your CEO calls you to tell you that he is interested in acquiring another public company. He’s already asking you how quickly this can get done and what the company needs to do. What are the first steps you should take? Board of Directors Generally, the CEO should call each of your board members individually to gauge their initial reaction toward the acquisition and schedule a special board meeting to discuss a potential transaction... |
Florida Supreme Court Issues Opinion Broadly Interpreting Scope of Amendment 7
The Florida Supreme Court issued its opinion in West Florida Regional Medical Center, Inc. v. See. Of greatest importance is the broad reading the Court gives to Amendment 7 in finding that: 1. a blank application for medical staff privileges is a record of an adverse medical incident and therefore not protected from discovery under sections 766.101(5) and 395.0191(8) and is discoverable under Amendment 7, 2. section 381... |
New KPPU Implementing Guidelines for Anti-Monopoly Law
Over the course of a few months spanning June to September 2011, a number of regulations were issued by the Business Competition Supervisory Commission (Komisi Pengawas Persaingan Usaha – “KPPU”) as implementing guidelines to several pertinent Articles in Law No. 5 of 1999 concerning Prohibition of Monopolistic Practices and Unfair Business Competition (“Anti-Monopoly Law”). These guidelines are: Guidelines for Monopolistic Practices (Regulation No... |
New Criteria And Procedure For Drug Registration in Indonesia
In order to provide extensive protection, especially for the distribution of drugs in Indonesia, BPOM has issued a new regulation which sets out the criteria and procedure for drug registration, ie BPOM Regulation No. HK.03.1.23.10.11.08481 of 2011 regarding The Criteria and Procedure For Drug Registration... |
Indonesia: Export Earnings and Withdrawal of Offshore Loans
Bank Indonesia (BI) issued a new Bank Indonesia Regulation No. 13/2011 on 30 September 2011 on Receipt of Export Earnings in Foreign Exchange and Withdrawal of Offshore Loans in Foreign Exchange. The new regulation will be effective as of 2 January 2012... |
New Tax Holiday Facility
The Minister of Finance has issued Regulation No. 130/PMK.011/2011 of 2011 on Income Tax Exemptions and Tax Reductions for Business Entities (“MOF 130/2011”) which constitutes an implementing regulation for Article 30 of Government Regulation No. 94 of 2010 on Taxable Income Calculations and Income Tax Payments for a Fiscal Year. This regulation has been in force since 15 August 2011... |
Indonesia’s New Financial Services Authority
The Law on the Financial Services Authority (Otoritas Jasa Keuangan – “OJK”) was passed by the House of Representatives on 27 October 2011 and has been ratified by the President. The Law establishes the OJK as a new independent financial institution, which will take over several regulatory and supervisory authorities presently held by Bank Indonesia and the Capital Market and Financial Institution Supervisory Body (Bapepam-LK)... |
New gTLD Application Window Opens Tomorrow: What Do Brand Owners Need to Know to Protect Their Brands?
Starting tomorrow, organizations may start submitting applications for new gTLDs (generic Top Level Domains). The application window will close on April 12, 2012. The new gTLDs move well beyond the core group of generic top level domains of .com, .net, .org, .biz, .info, and .edu. Specifically, they can consist of any combination of three or more letters that an applicant chooses... |
SEC Reporting Requirements for Advisers to Private Funds
The Dodd-Frank Wall Street Reform and Consumer Protection Act ("Dodd-Frank Act") establishes the Financial Stability Oversight Council ("FSOC") for the purpose of monitoring risks to the stability of the U.S. financial system. Section 404 of the Dodd-Frank Act directed the Securities and Exchange Commission ("SEC") to collect information from advisers to private funds to assist the FSOC with its monitoring responsibilities... |
The Pursuit of International Tax Compliance; IRS Reopens Offshore Voluntary Disclosure Program
On January 9, 2012, the IRS announced IR-2012-5 that it has "reopened" the Offshore Voluntary Disclosure Program ("OVDP"). The IRS opened a new OVDP due to the continued and vast interest by U.S. citizens, other persons, residents and their representatives to have a vehicle in place to disclose the inadvertent or intentional concealment of offshore financial accounts or assets... |
Can Participation by a Nonprofit Hospital in an ACO Trigger Unexpected Bond Consequences?
Can participation in an Accountable Care Organization (ACO) cause a nonprofit hospital’s bonds to become taxable? A quick inquiry to bond counsel would probably yield an answer of “it shouldn’t” in many cases... |
Physician Payment Sunshine Act Reports Delayed by CMS; Proposed Rule Includes Physician Owned Distributorships
The Centers for Medicare and Medicaid Services (CMS) has delayed the start date for data collection of payments made to physicians and teaching hospitals by drug and device manufacturers and group purchasing organizations (GPOs). Under the Physician Payment Sunshine Act (the “Sunshine Act”), such payments were to have been recorded beginning on January 1, 2012... |
Update: NLRB Delays Notice Posting Rule’s Effective Date
On December 23, 2011, the National Labor Relations Board (NLRB) announced that it would postpone its requirement that employers post a notice informing employees of their federal labor law rights until April 30, 2012. As discussed in our NLRB Roundup Part 2, this rule requires physical posting of an 11x17 notice, as well as publication on the employer’s intranet or internet site if the employer customarily uses these sites to communicate with employees... |
Summary of W.Va. Natural Gas Horizontal Well Control Act
On December 10, 2011, West Virginia Governor Earl Ray Tomblin issued a proclamation calling for a special session of the Legislature for the purpose of considering and acting upon legislation regarding horizontal natural gas well operations. The bill presented by the governor (SB 4001; HB 401) drew heavily from the draft legislation developed by the Joint Select Committee on Marcellus Shale... |
NLRB Delays Notice Posting...Again
The National Labor Relations Board (the "Board") announced today that it has agreed to further postpone the effective date of its employee rights notice-posting rule. The Board stated that its decision was made at the request of the United States District Court for the District of Columbia, which is considering legal challenges to the constitutionality of the rule... |
SEC Adopts Final Rule Modifying Net Worth Definition for "Accredited Investors"
On December 21, 2011, the U.S. Securities and Exchange Commission ("SEC") adopted a final rule modifying the net worth standard for "accredited investors... |
Florida Minimum Wage Increase to Take Effect on January 1, 2012
Effective January 1, 2012, the Florida minimum wage will be increased to $7.67 per hour and will continue to surpass the federal minimum wage, which is $7.25 per hour. Pursuant to the Minimum Wage Amendment to the Florida Constitution, which took effect in 2005, every September the Florida Department of Economic Opportunity is required to calculate and adjust the minimum wage rate by increasing the current minimum wage by the rate of inflation during the preceding twelve month period... |
Florida Legislature Pre-Session Report on Economic Development, Insurance, and Energy
Starting with the most recent 2011 Legislative Session in which entire sections of Florida’s Growth Management Laws were repealed, there will continue during the 2012 Session a deliberative effort to turn upside down everything from tax incentives and job growth policy, to insurance costs and environmental impacts... |
More of Your Assets May Be Exposed Than You Think
Following the precedent set by the United States Government’s settlement with UBS in 2009, the United States Government has offered eleven (11) financial institutions in Switzerland and Israel a settlement agreement in which the United States Government’s investigations in these financial institutions for aiding tax evasion and potential prosecution would be dropped... |
A Reporting Nightmare - The IRS Finalizes Form 8938, Statement of Specified Foreign Financial Assets
The Internal Revenue Service recently posted a final version of the Form 8938, Statement of Specified Foreign Financial Assets, and its corresponding instructions... |
Florida Legislature Pre-Session Report on Healthcare and Casino Gambling
Budget Impact on Healthcare - Though there was hope that Florida would be facing a better year in regards to the state budget, it is now apparent that there will be a $1.7 billion dollar shortfall that the upcoming legislative session will have to address. With healthcare being one of the largest parts of the budget, there will once again be deep cuts. We expect the Senate to propose cutting all mental health, Medically Needy, and Meds AD funding... |
DOJ Report Emphasizes Continued Growth of False Claims Act Cases
On Monday December 19, 2011, the Department of Justice announced year-end results for False Claims Act (“FCA”) cases in fiscal year 2011. The results, summarized below, demonstrate a dramatic increase in FCA cases brought by the government and private whistleblowers. The pharmaceutical industry is the prime target at the moment, but companies with defense contracts, federal subsidies and loans, and government contracts more generally are on the enforcement radar... |
Limits of the deemed trust created under provincial tax legislation
In its judgement in the case of Banque Nationale Du Canada v. Agence Du Revenu Du Quebec, 2011 QCCA 1943, issues on October 21, 2011, the Court of Appeal of Quabec discussed two grounds of dispute that might be of interest to the hypothecary creditors of tax debtors when the tax authorities rely on provincial statutory provisions pertaining to deemed trusts, NAMELY: 1. THE LIMITS OF THE SCOPE OF THE DEEMED TRUST; AND 2. THE ESTOPPEL... |
Potential Pitfalls of Upstream Guaranties
Subsidiary guaranties, also commonly known as upstream guaranties, are instruments used for the benefit of lenders and borrowers alike. Upstream guaranties benefit borrowers and lenders because they enable borrowers to obtain more favorable terms and enable lenders to lend based upon a larger asset pool to secure debt... |
Avoiding the "Lender as Landlord" Scenario
Unfortunately, as we all know, foreclosures are necessary. But foreclosures, by their nature, involve a certain degree of unpleasantness and challenges. A particularly thorny set of challenges arises when the foreclosure involves income producing property, especially residential rental property. The Problem. Imagine this all too familiar real world scenario: as security for a loan, the borrower grants the bank a deed of trust lien against the borrower’s apartment building... |
Air Emissions Aggregation Update – Anything But Clear
There has been considerable activity at the state and federal level over the past few months regarding when companies must “aggregate” emissions from operations to determine whether they are subject to the more stringent “major source” permitting requirements under the New Source Review (“NSR”) and Title V provisions of the Clean Air Act (“CAA”)... |
OCRCVM v. Beaudoin and AMF (C.A.) – Courts of justice cannot homologate a disciplinary decision in the absence of a specific legislative provision to that effect
The Investment Industry Regulatory Organization of Canada (IIROC, formerly known as the Investment Dealers Association of Canada (IDA)) is a self-regulatory organization recognized by the Autorité des marchés financiers (AMF), which mainly deals with disciplinary complaints against its members. For this purpose, the IIROC has supervisory and investigative powers as well as the power to impose disciplinary sanctions. It can impose various penalties on its members, including fines... |
Nursing Home Catch-22 Case Has Implications for Release of Deceased Patient Records of All Healthcare Providers
It's a common scenario: A Florida nursing home resident dies, and his or her spouse, surrogate, proxy, or attorney requests the resident's medical records. However, if the nursing home releases the records, it might be violating federal law. If it doesn't, it violates Florida law. A federal court recently noted this "Catch-22" and declared the Florida law invalid... |
’Tis the Season for LP/LLC Year-End Planning
Following is a list of year-end administrative issues for Texas limited partnerships and limited liability companies (“LP/LLC”): Ensure that the LP/LLC’s activities, transactions, capital infusions (capital contributions or loan proceeds), and distributions are accurately reflected in the entity’s records; Avoid causing the LP/LLC to make any distributions not in compliance with the terms of its LP/LLC agreement or applicable law; for example, an LP/LLC should not make disproportiona |
Damages Recoverable Under the WVCCPA
Last quarter, we focused on the available defenses to West Virginia Consumer Credit and Protection Act, W. Va. Code § 46A-1-101 et seq. (“WVCCPA”) claims. This article, we will focus on the potential damages that a consumer can recover - actual damages, statutory penalties, and attorney’s fees. First, a consumer would be entitled to actual damages – physical and/or emotional – that a creditor’s or debt collector’s alleged violations of the WVCCPA may have caused the consumer... |
FATCA: Guidance Delayed Until "Soon After the New Year"
On December 15, Internal Revenue Service Commissioner Douglas Shulman announced that new proposed regulations under the Foreign Account Tax Compliance Act ("FATCA") will be released "soon after the new year." The Commissioner indicated that these regulations will provide guidance to address concerns that have been raised regarding the implementation of the requirements under FATCA. FATCA which was enacted in 2010, targets non-compliant U.S. taxpayers with foreign accounts... |
Your Assets Exposed! What The United States Is Doing To Make You Completely Bare
On December 14, 2011, the Internal Revenue Service ("IRS") issued temporary and proposed regulations in a Notice of Proposed Rulemaking relating to provisions that require foreign financial assets to be reported to the IRS for tax years beginning after March 18, 2010. The Foreign Account Tax Compliance Act ("FATCA"), enacted in 2010 as part of the Hiring Incentives to Restore Employment (HIRE) Act, requires certain U.S... |
IRS Summarizes Reporting Requirements and Penalties for Dual Citizens Residing Outside the United States
On December 7, 2011, the IRS released a Fact Sheet (which can be found here) summarizing the filing requirements for dual citizens of the United States and a foreign country, including federal income tax return and Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts (“FBAR”). The Fact Sheet also discusses the various penalties imposed on those who fail to meet such filing requirements... |
Deadlines Approach to File for New Extensions: New Interpretation by Florida Division of Community Planning on Tolling Period for Emergency Declaration Extension
The Florida Division of Community Planning has issued a new interpretation regarding the extension provided in Chapter 2011-142, Laws of Florida. Section 494 of this act provides an extension for permits and authorizations when the Governor declares a state of emergency, effective within the area covered by the emergency declaration... |
New Development Of PRC Social Insurance: Foreign Investors And Expatriates Beware
After being reviewed four times in three years, the Social Insurance Law of the People’s Republic of China (the “Social Insurance Law”) was finally adopted by the Standing Committee of the National People’s Congress of China on 28 October 2010. Its implementation rules (the “Implementation Rules”) were subsequently released by the Ministry of Human Resource and Social Security (“MHRSS”) on 29 June 2011. Both the Social Insurance Law and the Implementation Rules came into force on 1 July 2011... |
Tax Planning for a Happy Holiday Season
As the end of the year approaches, it is a good time to consider actions that may lower your tax bill this year and possibly next year. High-income earners should consider that top income tax and capital gains tax rates are scheduled to increase after 2012, and Congress could raise taxes during 2012, which could make acceleration of dividends and capital gains to 2011 appealing... |
Corporate Directors in Quebec in the Wake of the Economic Crisis
The role, and especially the liability, of corporate directors have evolved considerably over the last few decades. Obviously, the financial scandals of the 1990s are largely responsible for this change that began in the United Stated with the enactment of the Sarbanes-Oxley Act of 200, prompting Canadian authorities to follow suit with the adoption of more stringent securities regulations... |
The America Invents Act Of 2011
On September 16, 2011, President Obama signed into law the America Invents Act, which includes the most comprehensive legislative patent reform in the U.S. in decades. The Act has changed the U.S. Patent System from a first-to-invent to a modified first-to-file system while pertaining the one-year grace period for early disclosure, created a preissuance prior art submission mechanism and has created numerous post-grant challenge mechanisms. I... |
Florida Legislature Pre-Session Report
The Florida Legislature will begin its 60 day annual Regular Session of passing new laws and regulations on January 10, 2012 and conclude Sine Die on March 5, 2012. Akerman’s Government Affairs & Public Policy Practice Group is comprised of a state and federal team. The state team, headquartered in Tallahassee, Florida is just steps away from the State Capitol, and specializes in advocating the legislative interests of the firm’s clients... |
Sponsorship in Sport
The legal environment for sport sponsorship in Ukraine has matured and taken shape over the last few years. However, Ukrainian legislation on sponsorship is still not sufficiently developed and it lacks clarity in many key respects... |
What if what was Published on Facebook was Admissible as Evidence?
The advent of social networks such as Myspace, Facebook, Diaspora, Photobucket, Twitter, You Tube, and others has brought significant changes to social relationships. In Quebec alone, more than 3,250,000 persons 1 have a profile on Facebook. In 2012, the use of social media intensified in Quebec; indeed, more than three quarters of netsurfers in Quebec visited at lease one social medium or contributed to its content... |
Quarterly Legal Newsletter Intended for Accounting, Management, and Finance Professionals, Number 14
Defined Benefit Pension Plans: i) The Temporary Funding Relief Measures Will Likely Be Extended! ii) A New Statutory Framework for Federal Not-For-Profit Organizations iii) Conversion of Debt Into Shares By a Corporation in Financial Difficulty; Pay Attention to the Tax Consequences! iv) Conflicting Rights of Hypothecary Creditors and Tenants DEFINED BENEFIT PENSION PLANS: THE TEMPORARY FUNDING RELIEF MEASURES WILL LIKELY BE EXTENDED! François Parent fparent@lavery... |
NLRB Roundup Part 2: Board’s Aggressive Agenda Unabated: Required Notice, Rulemaking, Social Media, and the Boeing Case
As promised, Part 2 of our NLRB Roundup 1 takes a step back from the case law summarized in Part 1 to address other issues surrounding the current Board and its effect on the labor law landscape, including: (i) proposed comprehensive rules altering election procedures; (ii) the NLRB’s final rules requiring employers to post notices informing employees of their rights under the NLRA; (iii) developments on the prosecutorial front relating to social media; (iv) reconsiderat |
Sports Contracts in Ukraine
Ukrainian sports law is in the early stages of its development and the prospects for its future growth directly depend on resolution of certain conceptual problems. One such problem is regulation of contracts in sports law. The pressing nature of this problem is evidenced by the fact that today the investment into both professional and amateur sports is on the rise in Ukraine... |
Deadlines Approach to File for New Extensions
In recognition of the difficult economic conditions of the past few years, the 2011 Florida Legislature provided several new opportunities for substantially extending development approvals. Depending on various factors, the extensions may total up to 6 years, 6 months and 126 days for DRIs, and up to 4 years, 6 months and 126 days for non-DRI projects. Each of the extensions require written notification by the permit or approval holder to the issuing agency... |
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