Client Alert - Gibson Dunn

Client Alert

Rolling the Dice in Corporate Fraud Prosecutions

Washington, D.C. Partner Joseph Warin and Of Counsel Peter Jaffe are the authors of "Rolling the Dice in Corporate Fraud Prosecutions" [PDF] published in the Spring 2007 issue of Litigation Magazine.Reprinted with permission, Litigation Magazine, Volume 33 Number 3, Spring 2007, © 2007 American Bar Association.

May 30, 2007

SEC Issues Interpretive Guidance Regarding Section 404 Internal Controls and PCAOB Adopts Auditing Standard No. 5

At a meeting held on May 23, 2007, the Securities and Exchange Commission ("SEC") adopted interpretive guidance for management to use in conducting the annual evaluation of internal control over financial reporting that is required under Section 404 of the Sarbanes-Oxley Act of 2002 ("Sarbanes-Oxley").

May 25, 2007

Scrutinizing Workplace Fatalities

Washington, D.C. Partner Baruch Fellner and Associate Michael Billok are the authors of "Scrutinizing Workplace Fatalities" [PDF] published in the National Law Journal on May 21, 2007.  The article analyzes how companies familiar with OSHA procedures can assist in an investigation and reduce liability risk. Reprinted with permission, The National Law Journal, © 2007 ALM Properties, Inc

May 21, 2007

Congressional Investigation: Foreseeing Oversight

With the newly installed, Democrat-controlled Congress comes a greater focus on aggressive congressional scrutiny of private- and public-sector behavior.

May 14, 2007

UK House of Lords Confirms the Limitations of the Economic Torts of Intentionally Causing Economic Loss

Claims against a party (D) for intentionally causing economic loss to another (P), in situations where D is neither in a contractual or other legal relationship with P, have been possible under English law for several centuries.

May 11, 2007

European Energy Markets: The Next Round

European Commissioner for Competition Neelie Kroes is maintaining her push for ownership unbundling in the electricity and gas sectors. Despite the protests of the French and German governments, the Commissioner is intent on forging ahead.

May 4, 2007

U.S. Supreme Court Issues Highly Anticipated Opinion in KSR v. Teleflex

On April 30, the Supreme Court issued a unanimous opinion in KSR Int'l Co. v. Teleflex Inc., which has the potential to reshape long-standing Federal Circuit law and United States Patent and Trademark Office practice on determining whether a patent is "obvious" under 35 U.S.C.

May 3, 2007

The National Toxicology Program Releases Draft Report Linking Hexavalent Chromium in Drinking Water to Cancer in Animals

The National Toxicology Program recently released a draft report on its two-year studies of rodents exposed to hexavalent chromium in drinking water. These studies were undertaken because of concerns raised by a number of California legislators and regulatory offices, including the California Environmental Protection Agency, the California Department of Health Services, and the California Office of Environmental Health Hazard Assessment.

May 1, 2007

U.S. Supreme Court Limits the Extraterritorial Reach of U.S. Patent Law

On April 30, the Supreme Court of the United States issued a 7-1 decision in Microsoft Corp. v. AT&T Corp. that held that Microsoft is not liable under 35 U.S.C.

April 30, 2007

Nine Action Steps to Implement the Section 409A Deferred Compensation Regulations Before the Deadline of December 31, 2007

On April 10, the IRS issued final regulations interpreting the rules and standards under Section 409A of the Internal Revenue Code ("Section 409A").  Our client memorandum of April 11 summarizes key provisions of the regulations.  Section 409A provides various rules that "deferred compensation" must satisfy in order to avoid unfavorable tax treatment of employees, directors and other service providers, including immediate income tax, a 20% penalty tax, and an interest charge.  In addition, some states (including California) have implemented similar rules, and deferred compensation payments that do not comply with Section 409A can be taxed at marginal rates exceeding 75%.The sweep of Section 409A is extremely broad, and reaches far beyond traditional nonqu

April 26, 2007

2007 M&A Hot Topics Briefing

The Ritz-Carlton, McLean, VA OVERVIEW: This briefing included a comprehensive review of pressing market, diligence and tactical decisions required to complete a transaction.

April 26, 2007

Supreme Court Hears Oral Argument in United States v. Atlantic Research and Considers Whether Potentially Responsible Parties Have a Cost Recovery Cause of Action Under Section 107(a)(4)(B) of CERCLA

On Monday, April 23, 2007, the Supreme Court held oral argument in United States v. Atlantic Research Corporation, Case No. 06-562. The Court granted certiorari in Atlantic Research to answer a question that it expressly left open in Cooper Industries, Inc.

April 24, 2007

Implementation of the Transparency Directive – room for variations across the EEA

London Partner Dorothee Fischer-Appelt is the author of "Implementation of the Transparency Directive--room for variations across the EEA," published in the Capital Markets Law Journal, an Oxford University Press publication, April 23, 2007.Reprinted with permission, Capital Markets Law Journal, Oxford University Press, © 2007 Dorothee Fischer-Appelt. 

April 23, 2007

IRS Releases Final Regulations Interpreting the Code Section 415 Limits on Benefits Under Tax-Qualified Retirement Plans

On April 5, the IRS issued final regulations under Section 415 of the Internal Revenue Code (“Code”). Section 415(c) of the Code generally limits the amount of annual contributions to a tax-qualified defined contribution plan on behalf of a participant to the lesser of 100% of compensation or $40,000 (adjusted for inflation; currently $45,000).

April 16, 2007

IRS Releases Final Section 409A Regulations on Deferred Compensation

On April 10, the IRS issued long-awaited and often-delayed final regulations ("Regulations") interpreting the deferred compensation rules under Section 409A of the Internal Revenue Code ("Section 409A").

April 11, 2007

UK Labour and Employment Law — Quarterly Executive Summary (April 2007)

Welcome to the first Quarterly Executive Summary of 2007, in which we highlight key developments in UK Labour and Employment Law over the past three months.A headline summary of cases and developments is provided below.

April 4, 2007

SEC Adopts Amendments to Rules Governing Foreign Private Issuer Deregistration

On March 27, 2007, the Securities and Exchange Commission (“SEC”) adopted new rules that will make it easier for foreign private issuers to terminate the registration of securities under Section 12(g), and their reporting obligations under Section 13(a) or 15(d), of the Securities Exchange Act of 1934 (“Exchange Act”).

April 4, 2007

Getting Ahead of the E-Discovery Curve: The Junior Attorney’s Guide

New York associate Farrah Pepper is the author of "Getting Ahead of the E-Discovery Curve: The Junior Attorney's Guide," [PDF] published in the Spring 2007 issue of the Consumer and Personal Rights Litigation Newsletter (ABA Section of Litigation).

April 2, 2007

Liability Issues for Audit Firms – The Risk of Catastrophic Exposure Prompts Calls for Liability Reforms

Jonathan Dickey and Jeffrey Minnery are authors of "Liability Issues for Audit Firms - The Risk of Catastrophic Exposure Prompts Calls for Liability Reforms," published in the Securities Litigation Report, April 2007.

April 2, 2007

German Parliament Passes Public REIT Introduction Act

I. Introduction/Status of German REIT LegislationOn March 30, 2007, the German Public REIT Introduction Act ("G-REIT Act") was passed by all German legislative bodies and becomes effective retroactively as of January 1, 2007.

March 30, 2007