Recent Blog Posts

  • June in Brief (Business Regulation and Regulated Industries) 2018 Banking Law Citibank and Coalition of 42 Attorneys General Settle LIBOR Action For $100 Million By Buckley Sandler LLP On June 15, 2018, the New York Attorney General, along with 41 other state Attorneys General, announced a $100 million settlement with Citibank for allegedly fraudulent conduct involving U.S. Dollar LIBOR. According to the settlement agreement, the bank “misrepresented the integrity of the LIBOR benchmark” to government and private institutional counterparties. The bank allegedly concealed, misrepresented, or failed to disclose information to “avoid negative publicity and protect... More
  • June in Brief (Mergers and Acquisitions) 2018   International M&A European Commission Unconditionally Clears Comcast’s Proposed Acquisition of Sky By David R. Venturella On June 15, 2018, the European Commission (the “Commission”) unconditionally cleared Comcast’s $31 billion bid for Sky plc (“Sky”). The proposed transaction would combine Sky, the leading pay-TV operator in certain parts of Europe, with Comcast Corporation (“Comcast”), owner of Universal Pictures and TV channels such as CNBC, Syfy and E!. The Commission found that Sky and Comcast are mainly active in different markets in Austria, Germany, Ireland,... More
  • June in Brief (Securities Law) 2018 Securities Regulation A Big “Uh-Oh” for the SEC’s ALJs and Administrative Courts By Ernest Badway, Fox Rothschild LLP Recently, the United States Supreme Court sent shock waves through the securities industry, as well as the United States Securities and Exchange Commission’s (SEC) enforcement program, when it held that SEC administrative law judges (ALJs) are “Officers of the United States” within the meaning of the Appointments Clause of the United States Constitution. Under this constitutional provision, only the President, a court, or a department... More
  • June in Brief (Legal Opinions) 2018 Professional Responsibility S.C. High Court Creates Privity Exception Allowing Insurer’s Malpractice Claim Against Policyholder’s Counsel By Keith R. Fisher Traditionally, privity of contract limits to clients those who can bring malpractice claims against lawyers. But on May 30 a divided South Carolina Supreme Court created a narrow exception for an insurer with a duty to defend where its interests are perfectly aligned with those of its policyholder. The court held 3-2 that in such circumstances an insurer may pursue a malpractice claim against... More
  • June in Brief (Internet Law and Cybersecurity) 2018 Cybersecurity 11th Circuit Vacates FTC Order Against LabMD as Unenforceable By Sara Beth A.R. Kohut, Young Conaway Stargatt & Taylor, LLP The U.S. Court of Appeals for the Eleventh Circuit has vacated an order of the Federal Trade Commission (FTC) in an enforcement action that charged now-defunct medical laboratory LabMD, Inc. with having a security program that was so inadequate it constituted an “unfair act or practice” under the Federal Trade Commission Act. LabMD, Inc. v. FTC, No. 16-16270 (11th Cir. June 6,... More
  • June in Brief (Corporations, LLCs, and Partnerships) 2018 Corporate Law Delaware Court of Chancery Addresses Damages Flowing from Breach of Duty of Loyalty By Lawrence A. Goldman, Gibbons P.C. In CertiSign Holding, Inc. v. Kulikovsky, decided June 7, 2018, the Delaware Court of Chancery affirmed its long-standing definition of the corporate duty of loyalty, found conduct constituting a breach of such duty, and, using the court’s equitable powers, fashioned a remedy for breach of the duty. The defendant had declined to sign documents required in order to rectify prior defective corporate... More
  • June in Brief (Bankruptcy and Finance) 2018 Electronic Contracting Colorado Enacts Law to Create Electronic Certificate of Title Process  By Paul Hodnefield, CSC On May 29, 2018, the Colorado governor signed House Bill 18-1299 establishing a system for electronic certificates of title, including for recording ownership of vehicles, filing liens and releases, and registering motor vehicles and special mobile machinery. This bill eliminates the notary requirements from the certificate of title process. The new law takes effect in Colorado on July 1, 2019. Bankruptcy Law Delaware Bankruptcy Court Holds That Promissory... More
  • May in Brief (Corporations, LLCs, and Partnerships) 2018 Limited Liability Companies LLC Certificate of Cancellation Nullified Where Reserve for Known Claims Was Not Established By Lawrence A. Goldman, Gibbons P.C. In Kevin Capone, et al. v. LDH Management Holdings LLC, et al, the issue was whether an LLC had been dissolved in violation of Section 18-804(b)(1) of the Delaware Limited Liability Company Act which requires that the dissolving company pay or make provision to pay all claims, “including all contingent, conditional or unmatured contractual claims known to the [LLC].”  Plaintiffs’ interests... More
  • May in Brief (Bankruptcy and Finance) 2018 Bankruptcy Law Supreme Court Holds Attorney’s Fees Incurred by Creditor in Investigating Fraud Are Not Recoverable in Criminal Restitution Proceeding By Michael Enright, Robinson & Cole LLP The U.S. Supreme Court recently held that professional fees incurred by a creditor in investigating the fraudulent scheme of a criminal defendant, including in related bankruptcy proceedings, were not properly included in a criminal restitution order targeting the defendant pursuant to the Mandatory Victims Restitution Act (the “Act”). Lagos v. U.S.A., No. 16-1519 (May 29, 2018).... More
  • May in Brief (Internet Law and Cybersecurity) 2018 Cybersecurity Failure to Disclose Data Breach Costs Yahoo $35M By Malak Doss, American University On April 24, 2018, the U.S. Securities Exchange Commission (SEC) imposed a $35 million penalty on Yahoo—now known as Altaba—for failing to timely disclose in its public filings a severe 2014 data breach that compromised the privacy of hundreds of millions of its users. When Yahoo’s information security team discovered the data breach in December 2014, the chief information security officer reported the breach to the company’s senior management... More