Printable PDF On July 21, 2010, President Obama signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Act," available here), the most far-reaching financial regulatory reform legislation in decades.
Client Alert | July 21, 2010
Historic liabilities arising from defined benefit pension schemes continue be a significant feature of the corporate landscape in the UK. The Pensions Regulator has sweeping powers to make orders to ensure that historic liabilities are adequately provided for. Under the Pensions Act 2004 the Pensions Regulator has the power to make orders that could have extra-territorial application and effect. The Pensions Regulator has, for the first time, exercised its enforcement powers to require a Dutch parent company to make a sizable lump sum contribution to make good the deficit in the pension scheme of its UK subsidiary. The Pensions ProblemDuring the last 10-20 years a large number of employers in the UK have scaled back their employee pension arrangements.
Client Alert | July 20, 2010
This alert covers the Dodd-Frank Wall Street Reform and Consumer Protection Act and its "Volcker Rule" provisions, prior to its passage in 2010.
Client Alert | July 12, 2010
Printable PDFOn June 30, 2010, the U.S.
Client Alert | June 30, 2010
On May 20, 2010, the U.S.
Client Alert | May 24, 2010
On March 23, 2010, President Obama signed into law the Patient Protection and Affordable Care Act (the "Act"). The Act fundamentally alters the U.S.
Client Alert | April 2, 2010
Gibson Dunn is closely tracking government responses to the recent turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | March 17, 2010
On December 21, 2009, President Obama signed the 2010 Defense Appropriations Act. Among other things, the Act extends the eligibility period for the COBRA premium subsidy from December 31, 2009 to February 28, 2010 and expands the maximum duration of the subsidy from 9 to 15 months. The longer subsidy period applies retroactively and will require plan administrators to provide a supplemental notice to affected individuals.BackgroundThe COBRA subsidy initially was included in The American Recovery and Reinvestment Act of 2009 (commonly known as the stimulus bill) and provided a temporary COBRA premium subsidy for employees who lost health plan coverage between September 1, 2008 and December 31, 2009 due to involuntary terminations of employment. Our February 24, 2009
Client Alert | December 22, 2009
At an open meeting held on December 16, 2009, the Securities and Exchange Commission ("SEC") approved a set of proposed rules to enhance the information provided to shareholders in company proxy statements regarding a number of risk oversight, compensation, board leadership and composition and other corporate governance matters. The SEC approved the final rules by a 4-to-1 vote, with Commissioner Kathleen Casey dissenting. The SEC released the text of the final rules on the same date they were adopted, with the 129 page adopting release available here. The new rules have an effective date of February 28, 2010, except that a rule change on how equity awards are reported in the Summary Compensation Table applies to all companies with fiscal years ending after Dece
Client Alert | December 16, 2009
In his presentation of Pre-Budget Report -- Securing the Recovery: Growth & Opportunity (PBR), released on Wednesday, the UK's Chancellor of the Exchequer, Alistair Darling, unveiled a one-off "bank payroll tax" of 50 per cent on bank bonus payments which takes effect immediately and runs (unless extended!) until 5 April 2010.In the 216 page report, HM Treasury proudly notes that the UK has been at the forefront of international financial regulatory reform through its Presidency of the G20.
Client Alert | December 11, 2009
On November 19, 2009, RiskMetrics Group (RiskMetrics), a leading proxy advisory firm, released its U.S. and international corporate governance policy updates for the 2010 proxy season. Please see the U.S.
Client Alert | December 7, 2009
On November 6, President Obama signed into law the Worker, Homeownership, and Business Assistance Act of 2009 (the "Act"). Among other things, the Act extends the net operating loss ("NOL") carryback period from two years to as much as five years for tax years beginning in or ending in 2008 or 2009. To pay for the extension of the NOL carryback period, the Act delays until 2018 the implementation of changes in interest expense allocations that were expected to increase the foreign tax credits that could be claimed by U.S.
Client Alert | November 10, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | October 22, 2009
On October 15, 2009, the IRS released the inflation-adjusted limitations applicable to tax-qualified retirement plans for 2010. Due to low inflation, the limitations have not changed from 2009. In addition to the impact of these limitations on tax-qualified retirement plans, the compensation limit under section 401(a)(17) of the Code also affects the amount of severance pay that may be excludable from coverage under section 409A of the Code in certain circumstances.
Client Alert | October 21, 2009
The current economic and regulatory landscape poses unprecedented challenges for public companies and their boards of directors. They are facing scrutiny from shareholders, Congress, regulators and the public, and new proposals to address the causes of the financial crisis have been emerging on almost a daily basis for over a year now. Many of these proposals remain under consideration at a time when calendar-year companies are beginning preparations for the 2010 proxy season, complicating the planning process. The uncertainty of the current environment means that, with respect to many issues--such as the SEC's proxy access proposals--companies and their boards find themselves in a "wait and see" mode. Directors should remain informed during this time as n
Client Alert | October 15, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | October 15, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | September 17, 2009
Welcome to our Executive Summary, in which we highlight key developments in UK Employment and Labour Law. A headline summary of cases and developments is provided below.
Client Alert | September 8, 2009
Washington, D.C. partner John F. Olson is the author of "The Need for a Principled Approach to Compensation Reform" [PDF] published in the August 7, 2009 issue of BNA's Corporate Accountability Report.Reproduced with permissions from Corporate Accountability Report, 7_CARE_32 (Aug.
Client Alert | August 7, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | July 15, 2009
At an open meeting held on July 1, 2009, the Securities and Exchange Commission ("SEC") approved two sets of rule proposals and one final rule amendment. These include: Proposed amendments to the SEC's proxy rules to implement legislation requiring companies that have received financial assistance under the Troubled Asset Relief Program ("TARP") to hold an advisory shareholder vote on executive compensation (also known as "Say on Pay");Proposed amendments to the SEC's proxy rules enhancing compensation and corporate governance disclosures and addressing certain rules governing proxy solicitations; andApproval of changes to New York Stock Exchange ("NYSE") Rule 452 that eliminate broker discretionary voting in director elections.The SEC un
Client Alert | July 2, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | June 17, 2009
Common issues confronting acquirors involve retaining the target company’s key employees and protecting against the loss of business to defecting employees. A recent Delaware Court of Chancery decision addressed issues faced by an acquiror, where a group of the target company’s employees plotted to leave the target company and launch a competing business prior to the acquisition’s close. The court’s decision in Ivize of Milwaukee, LLC v. Compex Litigation Support, LLC will likely cause acquirors to more aggressively seek and obtain employment and/or non-competition agreements from key target employees, particularly where the success of the acquisition depends upon a relatively small number of key employees. The Case In early 2007, Compex Legal Services (&qu
Client Alert | June 15, 2009
Long-Awaited Treasury Guidance Issued on Executive Compensation Standards Applicable to TARP Recipients The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | June 10, 2009
Two important deadlines for amending tax-qualified retirement plans (such as "401(k)" plans) and executive bonus arrangements are rapidly approaching. All employers need to review their plans and bonus arrangements and ensure that appropriate amendments are adopted in a timely manner.Tax-Qualified Retirement PlansPursuant to IRS procedures that were issued in 2005, employers generally are required to adopt "good faith" amendments to their tax-qualified retirement plans no later than the end of the "remedial amendment period" for the year in which law changes become effective. For calendar year taxpayers, the remedial amendment period generally is September 15 of the next year. The key changes that became effective for most plans in 2008 were t
Client Alert | May 27, 2009
This May 2009 alert focuses on Congress' expected creation of an independent commission to examine the domestic and global causes of the U.S. financial and economic crisis.
Client Alert | May 13, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | May 4, 2009
Congressman Sander Levin (D-Mich.) recently reintroduced legislation in the House that would tax income and gains associated with "carried interests" as ordinary income.
Client Alert | April 7, 2009
As described in our February 24, 2009 client alert, the American Recovery and Reinvestment Act of 2009 (commonly knows as the stimulus bill) implemented a COBRA premium subsidy for employees who are involuntarily terminated between September 1, 2008 and December 31, 2009. The Labor Department and the Internal Revenue Service have issued important guidance to assist employers and plan administrators in satisfying their subsidy-related obligations.
Client Alert | April 3, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | March 23, 2009
Today, the full Ninth Circuit Court of Appeals declined to reconsider an earlier, 3-judge panel decision that upheld a San Francisco ordinance requiring employers to make health care expenditures on behalf of employees. The Ninth Circuit's ruling in Golden Gate Restaurant Ass'n v. City and County of San Francisco, No.
Client Alert | March 9, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | March 4, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | February 25, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.We are providing updates on key regulatory and legislative issues, as well as information on legal issues that we believe could prove useful as firms and other entities navigate these challenging times.
Client Alert | February 25, 2009
President Obama signed The American Recovery and Reinvestment Act of 2009 (commonly known as the stimulus bill) into law on February 17, 2009. Part of the nearly $800 billion of new spending in the bill is used to provide a temporary COBRA subsidy for employees whose employment is involuntarily terminated between September 1, 2008 and December 31, 2009. This change will require immediate action by employers and health plan administrators.Key Rules Regarding the COBRA SubsidyEligibility for Subsidy. The subsidy is generally available to any employee who experiences an "involuntary" termination of employment, other than due to gross misconduct, between September 1, 2008 and December 31, 2009. The legislation does not define what constitutes an involunt
Client Alert | February 24, 2009
The American Recovery and Reinvestment Act of 2009 (the "Stimulus Act") is expected to be signed into law by President Obama today. The approximately 11oo pages of the Stimulus Act include a number of tax provisions.
Client Alert | February 17, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is closely tracking government responses to the turmoil that has catalyzed a dramatic and rapid reshaping of our capital and credit markets.
Client Alert | February 17, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | February 10, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | February 4, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | January 15, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | January 13, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.We are providing updates on key regulatory and legislative issues, as well as information on legal issues that we believe could prove useful as firms and other entities navigate these challenging times.This update focuses on the Federal Reserve Board's announcement that it expects to begin purchasing mortgage-backed securities (MBS) in early January 2009.On November 25, 2008, the Federal Reserve announced three major new initiatives as follows: The Term Asset-Backed Securities Loan Facility (TALF) -- under which the Federal Reserve Bank of New York, with Treasury credit protection in
Client Alert | January 5, 2009
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | December 24, 2008
In connection with regulatory reform legislation anticipated to be introduced in the 111th Congress, consideration will be given to enacting proposals to further legislate the swaps market and, in particular, credit default swaps ("CDS") and the over-the-counter ("OTC") derivatives market.
Client Alert | December 23, 2008
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | December 16, 2008
Washington, D.C. partner Mark A. Perry and of counsel Paul Blankenstein are the authors of "The Inapplicability of Rule 23(b)(1) to ERISA Class Actions" [PDF] published in the December 5, 2008 issue of BNA Inc.'s Workplace Law Report.
Client Alert | December 5, 2008
As the 2008 calendar year comes to a close, employers must take a number of actions to address Sections 409A and 457A of the Internal Revenue Code for deferred compensation plans. Also, employers whose employer identification numbers end with "3" or "8" need to file their applications for IRS determination letters for their tax-qualified plans by January 31, 2009. In addition to this client alert, we recently prepared an alert on various recent executive compensation developments. Among other things, companies should be planning their responses to pending "say on pay" legislation.
Client Alert | December 3, 2008
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.
Client Alert | November 25, 2008
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.We are providing updates on key regulatory and legislative issues, as well as information on legal issues that we believe could prove useful as firms and other entities navigate these challenging times.This update focuses on the final rule issued today by the Federal Deposit Insurance Corporation (the "FDIC") governing its Temporary Liquidity Guarantee Program (the "TLGP").On October 13, 2008, the FDIC adopted the TLGP, which guarantees newly issued senior unsecured debt of banks, thrifts, and most holding companies of federally insured depository institutions (the &quo
Client Alert | November 21, 2008
The Gibson, Dunn & Crutcher Financial Markets Crisis Group is tracking closely government responses to the turmoil that has catalyzed dramatic and rapid reshaping of our capital and credit markets.We are providing updates on key regulatory and legislative issues, as well as information on legal issues that we believe could prove useful as firms and other entities navigate these challenging times.This update focuses on a series of hearings which are being conducted by Congressman Henry Waxman, chair of the House Committee on Oversight and Government Reform, and, in particular, the recent hearing on hedge funds' role in the financial crisis.BackgroundOn Thursday, October 2, 2008, Representative Waxman announced that the House Committee on Oversight and Government Reform would hold a seri
Client Alert | November 19, 2008