More than a million business entities have made Delaware their legal home, including more than half of all US public companies and more than half of the Fortune 500. This session will survey recent amendments to the Delaware General Corporation Law (DGCL) as well as major Delaware case law from 2015, including developments related to fee-shifting bylaws and DGCL §220 actions, and what those developments mean for your organization.
The Report to the Board of Directors of General Motors Company regarding ignition switches, more commonly known as The Valukas Report, lays significant blame on GM's in-house counsel for the less-than-ideal handling of the matter. This panel will discuss and evaluate whether the report’s conclusions are sound and what critical lessons can be learned by other in-house counsel. The panel will also include MRCP 13 (Diligence) and MRCP 1.13 (Organization as Client) discussions, especially as they relate to the Valukas Report.
As in-house counsel, we are sometimes called upon to review and/or negotiate leasing agreements. However, many of us lack real estate experience. This lack of experience can lead to being locked into an agreement with unfavorable terms for a long time. This Leasing Agreements Primer will provide a basic level of knowledge for in-house counsel, including clauses that should be included, clauses that can cause trouble and pitfalls to avoid.
In-house pro bono continues to thrive, despite uncertainties in the market, a stressful business climate and a continuing push to control costs and do more with less. A panel of leading in-house counsel will give an overview of in-house pro bono, discuss the role of CLOs and other leaders in supporting such efforts and address the growth and importance of in-house pro bono within legal departments, companies and the communities where they work.
Learn how the role of Chief Compliance Officer (CCO) is similar to and different from your role as in-house counsel. How do you instill a compliance culture in your company? How do you convince senior management to allocate sufficient resources to support the program? What liability do you have as the CCO, and should you consider liability insurance? When does the attorney–client privilege cover compliance matters? What about the “quality improvement” privilege? What are the pros and cons of various reporting structures? These and many other questions will be answered in this session.
As more companies go global, in-house counsel must manage litigation where a foreign entity is sued in the United States or litigate a matter in Europe. Not only must in-house counsel educate overseas managers about the reality of litigation in the United States and learn various rules abroad, but they also face the difficult task of determining what is discoverable and how to conduct investigations to comply with the demands of US courts and stringent EU data and privacy regulations. This panel will focus on highlighting the differences between the key stages of litigation in the European Union and the United States, using real-world examples to help in-house counsel better prepare to deal with the practical implications of litigation involving multiple jurisdictions.
2015 promises to be another banner year in healthcare for the Supremes. The Court is set to hear cases on tax-credit subsidies under the Patient Protection and Affordable Care Act, breach of fiduciary duties under the Employee Retirement Income Security Act, and provider challenges to Medicaid rates, among others. A panel of in-house counsel and a current practitioner will summarize the Court’s holdings impacting the healthcare arena, including any concurring and/or dissenting opinions, and what impact the decisions may have on the in-house health lawyer, as well as looking forward to what is coming ahead for the Court.
This session will feature a discussion of the best practices and recent developments in IP licensing with a focus on software and trademark licenses. The session will review “magic grant language,” legal defaults and some key international jurisdictional differences. The discussion will review sample clauses to use, identify potential pitfalls licenses can contain and provide practical advice to avoid unintended consequences and safeguard clients from risk.
Dealing effectively with a crisis requires organizational readiness for almost any eventuality. This program will promote preparedness, enhanced decision-making and institutional integrity. Using polling devices, attendees will navigate their way through a number of crisis scenarios, focusing on the role of in-house counsel. The session will highlight best practices in crisis management planning, assembling the crisis management team, stakeholder relations, fact-finding and internal investigations, preserving evidence, communication and litigation in multiple jurisdictions. The scenarios will also address the tensions that sometimes exist between “business” and “legal.” Panelists, including a crisis management expert, will offer their perspectives as we work through each scenario. You will receive access to sample crisis management protocol documents that you can then customize. The presentation will cover MRPC 1.13, 1.1, MRCP 3 and sub-rules for ethics credit.
This presenter speaks about Medicare updates to the Affordable Care Act (ACA)