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JANUARY 2018
 
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IN THIS ISSUE
 
Free Ethics Webinar: Proposed Changes to the Professional Conduct Rules for Transactional Attorneys – Register Now
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Save the Date: Cannabis Law Webinar
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Save the Date: Networking Events
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Save the Date: Corporate Law Departments Section Upcoming Roundtable Dinners
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Save the Date: CLA Business Law Section Webinar - Business Regulation
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Enhance Your Practice
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Law Firm Memos
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The Business and Corporations Law Section eNews
is published by the Business and Corporations Law Section

Editors:
Theresa Leets
Department of Business Oversight
Theresa.Leets@dbo.ca.gov

Peter M. Menard
Sheppard Mullin PMenard@sheppardmullin.com


Business and Corporations Executive Committee Officers:

Katherine Blair, Co-Chair
Peter M. Menard, Co-Chair
Harumi Hata, Vice Chair, Membership
Roger Loomis, Vice Chair, Membership
Barry Burten, Vice Chair, Programs
Theresa Leets, Vice Chair, Programs
James Coupe, Treasurer and Council of Sections Liaison
Mark Hiraide, Secretary

 

Members:
Candice S. Choh
Arash Khalili
Scott Lochner
Alex Voxman

Corporate Law Departments Section Representative
Lois M. Jacobs

Barristers Liaison
Sarah Kelly-Kilgore

 

 
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Free Webinar
 
Free Ethics Webinar: Proposed Changes to the Professional Conduct Rules for Transactional Attorneys - Register Now
Co-sponsored by LACBA

Register now for this free 2018 Hot Topics webinar to be held Monday, January 29, 2018. This program will discuss what transactional attorneys should know about the proposed changes to the California Rules of Professional Conduct.

READ MORE
 
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Save the Date

 

Save the Date: Cannabis Law:  Free Webinar

On March 21, 2018, the Business and Corporations Law Section will host a one hour webinar on the fundamentals of California cannabis law featuring attorneys from Snell & Wilmer, L.L.P. and CPAs from PDM, LLP. This program will provide an overview of the regulatory environment governing commercial cannabis operations in California, the implications of the conflict between federal and state law on the cannabis industry and the legal challenges that arise from that conflict, and unique tax issues that require careful structuring of cannabis businesses.


Save the Date: Networking Events

Business and Corporations Law Section Mixer – Feb. 8

Please join fellow business and corporate attorneys for an informal get acquainted mixer on the Westside at the Butcher’s Dog, on Thursday, February 8, 2018, at 6:00 pm. This mixer is co-sponsored by the Corporate Law Departments. Welcome the new year by getting to know local private lawyers, government lawyers and LLM and JD law students. A no-host bar and light hors d’oeuvres will be provided.

Date: Thursday, February 8, 2018
Time: 6:00 pm – 8:00 pm
Location: Butcher’s Dog,
The Olympic Collection, 11301 W. Olympic Blvd., Los Angeles, CA 90064

CLA International Law Section and JABA Joint Mixer - Jan. 24

In collaboration with the California Lawyers Association International Law Section (formerly, The State Bar of California International Law Section) and the Japanese American Bar Association (JABA), we are holding a joint mixer – a forum at which our members and the other bar organizations’ members can meet and network.

The joint mixer will be attended by lawyers in different practice areas, and the attendees will include government lawyers, non-profit lawyers, in-house lawyers, private law firm lawyers, and LLM and JD law students. All are welcome!

Please join us for this fun gathering.

Date: Wednesday, January 24, 2018
Time: 6:00 pm – 8:00 pm
Location: Pez Cantina, 401 South Grand Avenue, downtown Los Angeles
Note: Non-hosted event; Pez Cantina will offer happy hour pricing to all attendees


Save the Date: Corporate Law Departments Section Upcoming Roundtable Dinners

Save the dates for the 2018 Corporate Law Roundtable Dinners.

The General Counsel Roundtable provides an opportunity for senior corporate counsel to discuss topics of importance to business lawyers. READ MORE


Save the Date: CLA Business Law Section Webinar – Dancing Through the Mine Field of Business Regulation

On Tuesday, January 30, 2018 from noon to 1:00 pm, the California Lawyers Association Business Law Section will be hosting a webinar discussing the impact of business regulation upon a variety of everyday transactions that may carry various disclosure, registration and licensing requirements and that may entail significant liability for noncompliance. The discussion will address scenarios such as when does a crowdfunding deal become a “Security," when does a license agreement become a “Franchise," when does a finder become a “Broker-Dealer,” when does a business consultant become an "Investment Adviser," when does a marketing consultant become a “Seller Assisted Marketing Plan” promoter, and what is the nature and scope of liability to a client or advisor for noncompliance. 

For further information and registration, click here.

 
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Enhance Your Practice
 
Join the Executive Committee of the Business and Corporations Law Section

The Executive Committee of the Business and Corporations Law Section is seeking new members. Membership on the Executive Committee is a terrific forum to network with your fellow corporate law practitioners across the city. Membership on the committee affords unique opportunities to participate in the creation of law in your practice area, to get to know and be known by other practitioners, to work with the recognized leaders in your field, and to stay on the cutting edge of developments and practice techniques.

For further information on the Section, click here.

If you are interested, please contact hhata@buchalter.com.

 
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Law Firm Memos
 

Is Backdating Ever Okay?
Fredrikson & Byron P.A.

A New Era for FCPA Enforcement Against Corporations?
Fredrikson & Byron P.A.

The Task Force on Climate-related Financial Disclosures (TCFD) Seeks to Revamp Climate Change Disclosures Worldwide
Vinson & Elkins LLP

Developments in Governance and Disclosure
Vinson & Elkins LLP

SEC’s New Cyber Unit Brings First Enforcement Action in Connection with an Initial Coin Offering
Blank Rome LLP

DOJ's New FCPA Enforcement Policy Continues its "Carrot-and-Stick" Approach
Jones Day

Guidance on Tax Act's Form 10-K Accounting Implications
Jones Day

10 Consensuses on CEO Pay Ratio Planning
Harvard Law School Forum on Corporate Governance and Financial Regulation

Matters to Consider for the 2018 Annual Meeting
Skadden, Arps, Slate, Meagher & Flom LLP

Section 162(m) After the Tax Cuts and Jobs Act: What to Do Now
Skadden, Arps, Slate, Meagher & Flom LLP

Looking for a Silver Lining in the 162(m) Tax Act Changes
Winston & Strawn LLP

GDPR: Why U.S. Brands and Agencies Should Pay Attention to It (but Not Freak Out)
Winston & Strawn LLP

DOJ’s FCPA Corporate Enforcement Policy
Winston & Strawn LLP

Tax Reform Act – Impact on Taxpayers with International Operations
Baker Botts L.L.P.

Tax Reform Act - Impact on Highly Leveraged Companies
Baker Botts L.L.P.

New Year Brings Flurry of Regulatory Statements and Warnings Directed at Cryptocurrencies and ICOs
GoodwinProcter LLP

Initial Tax Disclosures Regarding 162(m) in Proxy Statements
Stinson Leonard Street

A Lesson from Norms: California Retailers Must Honor Cash Redemption Requests for Gift Cards with Balances of Less Than $10
Drinker Biddle & Reath LLP

Delaware Supreme Court Imposes New Limits on Stockholder Ratification Defense In Connection With Equity Incentive Plans
Sheppard, Mullin, Richter & Hampton LLP

Knee Deep in the Big Muddy of Director Compensation and Stockholder Ratification
Holland & Knight LLP

DOJ Memo Clouds Marijuana Industry's Future
Holland & Knight LLP

A New Year’s Resolution for Deal Professionals: Make Sure Your Written Deal Documents Say (And Will Be Interpreted to Mean) What You Meant
Weil, Gotshal & Manges LLP

Heads Up for the 2018 10-K and Proxy Season: Spotlight on Corporate Sustainability
Weil, Gotshal & Manges LLP

California Implements Stricter Auto-Renewal Law for 2018
O’Melveny & Myers LLP

ISO 37001: Testing the Ability to Implement a Global Anti-Bribery Standard
Baker & Hostetler LLP

Continued Discussion on the Treatment of Companies with Multi-Class Shares by Major Index Providers
Morrison & Foerster LLP

"A to Z" of What California Employers Need to Know for 2018
Baker & Hostetler LLP

Boards Beware: Delaware Supreme Court Limits Application of Deferential Standard for Reviewing Director Equity Awards
Skadden, Arps, Slate, Meagher & Flom LLP

NACD Public Company Governance Survey examines key trends and board priorities
Cooley

The Perils of Failing to Define “Voting Power” in a Change of Control Clause
Weil, Gotshal & Manges LLP

 

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