The Lesson of South Carolina — We Must Work to Improve Washington’s Business Climate

The Boeing Co.’s decision last year to locate its second 787 production line in South Carolina was disappointing news; however, it brought attention to a critically important topic: Washington’s business climate.

Washington is the most trade-dependent state in the nation. We are the home to global leaders in aerospace, software, telecommunications, retail and agriculture, but increasingly, some wonder aloud whether we are taking these companies—and the jobs they provide—for granted. After all, in most cases, it is not the weather that keeps them here.

Of Boards and Bike Races — Choosing a Board of Directors to Kick In When the Going Gets Tough

For most startups, the path to success is much like the Tour de France: a lengthy race where endurance is critical, interspersed with moments at a frenzied pace. Slow down and you lose the race. Push yourself too hard at any one stage, however, and you run the risk of injury or accident.

To better their chances, cyclists work together in teams. Every team member serves a specific purpose, usually to provide support to the team’s best rider—to increase that athlete’s chance of winning. Entrepreneurs, too, can and do benefit from this approach through using a tried and tested institution: a board of advisers

Estate Planning 2010

The United States has imposed an estate tax since 1916. Approximately 85 years later, Congress enacted the Economic Growth and Tax Relief Reconciliation Act of 2001 (“EGTRRA”). EGTRRA included a number of changes to the income, gift, estate and generation-skipping transfer tax statutes then in effect. Many of the changes included in the 2001 legislation are effective only in 2010.

Washington Supreme Court Restricts Nationwide Class Actions in Washington Courts

The Washington Supreme Court published its hotly-contested 5 to 4 decision in Schnall v. AT&T Wireless Services, Inc. on January 21. The decision will make it more difficult for plaintiffs to obtain certification of a nationwide class action in Washington state court, and its interpretation of the Washington Consumer Protection Act (“CPA”) should further hamper plaintiffs’ efforts to bring CPA claims as a class action.

Broadcom: Lessons From the Frenzy Over Stock Options Backdating

Last month, a federal judge in Santa Ana, Calif., dismissed with prejudice federal criminal fraud charges against several Broadcom Corp. executives and essentially terminated one of the last of the stock options backdating cases brought by federal prosecutors. As the dust settles on this case, there are lessons to be drawn from that one case and from the plethora of investigations the government commenced on the issue of stock options backdating.

Time to Focus on Seattle’s Future – Challenging Conditions Provide Opportunities to Plan Ahead

In 2009, Seattle welcomed Link Light Rail, approved an Alaskan Way Viaduct replacement plan and celebrated decisions of PATH, Russell Investments and Sharebuilder to relocate to downtown.

But even though recent reports show some promising indicators, many say recovery – particularly in the commercial and residential real estate markets – is still years away. This economic lull provides us with an opportunity to plan for better days ahead and ensures Seattle is well positioned when the economy recovers.

Throwing a Lifeline – How to Acquire Troubled Assets Using a Lawyer’s Toolbox

The current economic difficulties in the United States generally are associated with job losses and business failures, along with the associated increase in individual and business bankruptcy filings. However, difficult economic times also present opportunities for strong businesses to make strategic acquisitions of troubled assets and businesses at good prices to expand their market share or acquire a synergistic business line to augment their current business models. This particular economic down cycle may also provide some unique opportunities involving financial institutions that wish to shed assets quickly before the loss of the going concern value of their customers (i.e., before the bank’s foreclosure of the assets). Recent anecdotal information suggests that this type of merger and acquisition (M&A) activity in the Northwest is just beginning as buyers perceive that the bottom of the economic downturn is at hand.

Committee Tones Down Bill on Consumer Protection

On Oct. 22, the House Financial Services Committee passed the Consumer Financial Protection Act, bringing it one step closer to becoming law.

The act signifies an ambitious endeavor by the Obama Administration and federal lawmakers to retool existing regulations, consolidate and redefine federal enforcement authority, and establish greater state roles in consumer protection concerning financial products and services.

Closing the Deal

As a new lawyer, I once found myself sitting across the table from a seasoned and well-respected attorney. We were negotiating the terms of a transaction between our respective clients and had almost reached agreement. I say “almost” because I was insisting that we memorialize several meaningless concessions in favor of my client. Truth be told, my clients hadn’t thought of any of these remaining issues, and wouldn’t have insisted upon making their resolution part of our agreement. In my effort to achieve a “win,” I was quickly getting in the way of a successful outcome for my own client. Thankfully, my adversary stepped in and helped me get past myself so that our respective clients could move along.

Land Grab: Take Action When the Government Comes Calling

Consider the following: You own property in the area with a growing population, and you plan to build a new residential community. You have prepared initial design documents and have begun the process of obtaining necessary government approvals. You may have even begun the work of providing necessary infrastructure for the project.

New Law Targets Broker Deceit

The Fraud Enforcement and Recovery Act (FERA), which President Barack Obama signed into law this past May, aims to enhance, strengthen and rebuild the government’s ability to investigate and prosecute mortgage and corporate fraud. To do so, FERA provides the U.S. Department of Justice with $165 million per year for fiscal years 2010 and 2011.

DRAM Class Proceeding May Impact U.S. Companies Doing Business in Canada

In Pro-Sys Consultants v. Infineon Technologies AG, the British Columbia Court of Appeal recently issued a decision that may have significant implications for U.S. companies doing business in Canada. Though Canada has competition laws similar to those in the U.S., there have been few class actions following in the wake of Canadian government investigations of cartel activity. The common supposition has been that Canadian courts were less hospitable to such class actions than the U.S. courts.

Rules of the Road for Advertising and Marketing on the Internet

The Internet is connecting workers, markets, advertisers and contractors from all around the world. People are on Skype, Twitter, LinkedIn or Facebook nearly every day visiting with clients and friends worldwide. As you might imagine, a fresh set of legal issues comes with this electronic globalization. With respect to advertising and marketing on the Internet, keep in mind that many of the same rules that apply to non-Internet advertising apply also to Internet marketing. So, the Federal Trade Commission (“FTC”) Act’s prohibition on “unfair or deceptive acts or practices” encompasses Internet advertising, marketing and sales.

The SEC and CFTC Recommend Significant Changes to the Regulatory Landscape Governing Securities Derivatives and Futures Products

The Securities and Exchange Commission (“SEC”) and Commodity Futures Trading Commission (“CFTC”) issued a joint report on Friday, October 16, 2009, recommending a series of proposals to strengthen the agencies’ oversight and enforcement capabilities of new securities and futures products. The “Joint Report of the SEC and the CFTC on Harmonization of Regulations” provides 20 recommendations to both Congress and the agencies themselves that, if implemented, would significantly align SEC and CFTC rules regarding markets, financial intermediaries, enforcement operations and operational coordination between the two agencies.

Preparing for and Responding to Issues Relating to Flu Season and Specific Considerations Regarding the H1N1 Influenza Virus

On October 9, 2009, the Equal Employment Opportunity Commission (“EEOC”) updated its pandemic preparedness technical assistance document. This update is just another reminder that flu season is here. The EEOC update follows on the heels of the Secretary of Homeland Security’s issuance of a preparedness guide for businesses, specifically regarding the H1N1 influenza, and similar information provided by the World Health Organization (“WHO”). The Centers for Disease Control and Prevention (“CDC”) has also issued interim guidance on infection control measures. As the sheer volume of information about the coming flu season can be daunting, the following highlights particular concerns of these agencies as applies to businesses and provides practical tips for employers in preparing for and responding to the influenza virus.

Lawyers Witness Upswing in Sustainable Law Trends

As former advisor to Oregon Governor Ted Kulongoski on sustainability-related public policy, a position I held for the past seven years, I’ve helped the governor push forward some of the nation’s most cutting-edge energy and climate change policies.

As I transition into providing private legal services to clients in the sustainability arena in the Pacific Northwest, I am now helping companies tackle a variety of legal issues arising from increased investment in renewable energy and greenhouse gas (GHG) reduction activities, among other things. Following are some trends I predict many lawyers practicing in the sustainability arena will be faced with in coming years.

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This article appeared in the October 2009 issue of Sustainable Industries magazine.

Making Green Easy for Your Tenants

New state and federal laws, policies and executive orders have the building industry crying for mercy. While the politics of Green can be overwhelming at times, let’s face it: Green is the new black, and it’s here to stay. Even if you don’t believe the world is warming, there are plenty of good reasons to embrace Green building principles. It’s been shown, for example, that Green building practices provide a safer and healthier interior environment, which translates into increased productivity. What’s more, it’s not hard being Green. Here are a few easy steps any business or property owner can take.

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This article appeared in BUILDERnews magazine.

Employers Awarded Federal Contracts Must Now Verify Employees’ Work Authorization

Effective September 8, 2009, employers with federal contracts must begin checking work authorization for employees through the government E-Verify system. The rule applies to federal contractors and subcontractors, including those who receive American Recovery and Reinvestment Act Funds. E-Verify is an Internet-based program operated by the Department of Homeland Security agency, U.S. Citizenship and Immigration Services (“USCIS”), for employers to cross-check a worker’s birth date, name, Social Security information, and visa and immigration status against records contained in Homeland Security and Social Security Administration (“SSA”) databases. Employers who enroll in the program must use it uniformly for employees, regardless of citizenship.

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Rules for Internet Advertising, Marketing

The Internet is connecting workers, markets, advertisers and contractors from all around the world. Personally, I am on Skype, Twitter, LinkedIn and Facebook nearly every day visiting with clients and friends worldwide. What I find most interesting is the increase in microtargeted electronic advertising by both domestic and international organizations. As you can imagine, a fresh set of legal issues comes with this electronic globalization.

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This article appeared in the September 2009 issue of Oregon Business magazine.

IRS Sharpens Tools in Pursuit of Alleged Tax Violations

Two recent court cases – one that received much press and another less-publicized case – both demonstrate the IRS’s aggressive stance on investigating alleged tax violations and the degree to which the courts will bless such conduct over the protests of corporate and individual taxpayers.

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