Our publications and briefings provide an in-depth analysis of commercial and legal developments, as they happen.

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Push the Pause Button? Contracts and COVID-19

Apr 07 2020
COVID-19 is having a dramatic effect on everyone’s lives. Our thoughts go out to all those who have been infected and their loved ones. While health has to be the first priority for everyone, this situation also raises significant economic and business issues. Businesses are seeing interruptions in supply, and many contracts can no longer be performed. Businesses are trying to decide whether and how to “push the pause button.” Others are unable to perform their contractual obligations and are trying to determine their legal rights. This article discusses some of the legal issues that inform the decision-making process.
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Adapting: Litigation Dynamics for Businesses Addressing Strained Relationships

Apr 03 2020
Despite court closure orders and other restrictions entered across the country, commercial litigation continues to be filed, with many courts docketing new cases in 2020 on pace with 2019. For businesses considering litigation in uncertain times, there are special considerations, as well as enduring best practices. Preserving vital relationships will be key to mitigating the impact down the road and avoiding irreversible consequences. But filing a lawsuit is sometimes the right move, and businesses should consider consulting with counsel to understand the steps that can be taken to prepare and the dynamics business litigants are likely to face.
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The CARES Act: How <500 Employee Small Businesses Can Stay Afloat Via The Paycheck Protection Loan Program

Apr 01 2020
On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). Included in the CARES Act is the Paycheck Protection Loan Program (“PPP”), a new $349 billion forgivable business loan program under the Small Business Administration’s existing Section 7(a) loan framework. The PPP was established to help small businesses affected by economic conditions resulting from COVID-19.
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SEC’s Division of Corporation Finance Provides Coronavirus (COVID-19) Disclosure Guidance

Mar 27 2020
As part of its coronavirus disease 2019 (COVID-19) response, the staff of the U.S. Securities and Exchange Commission’s (“SEC”) Division of Corporation Finance (the “Division”) published CF Disclosure Guidance: Topic No. 9 (the “Guidance”), which summarizes disclosure and other securities law obligations that companies should consider with respect to COVID-19 and related business and market disruptions.
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Torturous Treatment of Transatlantic Trusts

Mar 27 2020
The popularity of lifetime trust giving in the UK has been on a downward trend since April 2006 when the Labour government introduced reforms specifically aimed at stopping trusts “being used to shelter wealth from inheritance tax”. Subsequent UK governments continued in the same vein through the blurring of legitimate tax avoidance with criminal tax evasion, the introduction of new criminal offences targeting wealth advisors and increases to the tax rates paid by trustees.
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In the Market for a Private Jet? Bonus Depreciation, a Boon to Equipment Purchasers

Mar 27 2020
The 2017 Tax Cuts and Jobs Act of 2017 (TCJA) became effective as of January 1, 2018. Among its many modifications of the Internal Revenue Code is a temporary but highly beneficial change in the eyes of high-net worth individuals in the market for luxury items such as private aircraft or yachts as well as equipment leasing and finance companies – an increase and extension of bonus depreciation provided for under Section 168(k) of the Code. As explained further below, purchasers of eligible business property are able to make a first-year deduction of 100% of the purchase price for property acquired and placed in service after September 27, 2017 and before January 1, 2023.
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Taking Control in Uncertain Times – Transfer Tax Planning in the Eye of the Hurricane

Mar 27 2020
The COVID-19 virus, or Coronavirus, has thrown the world in to a tailspin. Businesses have closed their doors, once crowded streets are deserted and people are self-isolating in their homes. During this crisis, there are certain estate planning documents that everyone should have in place. There are also more sophisticated transfer tax planning techniques that clients can take advantage of in the current economic environment.

A General Counsel’s Tips for Integrating Post-Merger

Mar 18 2020
In 2017, Mid-America Apartment Communities Executive Vice President and General Counsel Rob Del Priore was tasked with leading the post-merger integration of his company and Post Properties, Inc. The merger made Memphis-based Mid-America the largest publicly-traded apartment real estate investment trust in the US, with an ownership interest in over 100,000 apartment homes in 17 states. In addition to the various legal issues involved in the merger, Del Priore consider the integration of the two companies’ people very carefully. In order for the merger to be truly successful and the transition to go smoothly, Del Priore knew he needed buy-in from nearly everyone. To get that support and effectively integrate the two teams, he focused on three things – communication, planning and follow through.
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Why The Mansfield Rule Matters

Mar 17 2020
Earning Mansfield Rule certification forces law firms to change culturally in a positive way, perhaps in a way we haven’t had time to stop and think about before. Such a cultural shift involves requires every practice group leader and certain high-level staff members (Directors of Recruiting and Professional Development, for example) to be educated on and invested in the Mansfield Rule process.
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