In House - The FindLaw Corporate Counsel Blog

November 2016 Archives

The president-elect announced last Friday that Donald F. McGahn would be joining his new administration as White House counsel. McGahn is a long-time D.C. insider, a partner at Jones Day, who spent five years on the Federal Election Commission and was once chief counsel for the National Republican Congressional Committee.

During the election, McGahn led Jones Day's work for the Trump campaign, making his transition into a White House role natural. Indeed, McGahn had been connected to the new president for quite some time. His uncle, Patrick McGahn, represented Donald Trump when he first began investing in real estate in Atlantic City.

On December 1st, the Department of Labor was set to implement the largest expansion of overtime pay in decades. The DOL's new "white collar overtime" rule would more than double the income threshold for overtime pay, raising the exemption line from $23,660 a year to $47,892, with automatic increases every three years. The expansion would entitle millions of new workers to overtime.

But, it might not be happening. Last week, a federal district court in Texas enjoined the implementation of the rules nationwide, following a challenge from Nevada and 20 other states, along with a host of business interests. What does that mean for you?

NFL In-House: How to Get Paid by Pro Football Without Wearing a Helmet

Getting paid to watch NFL football? No helmet? No microphone? What kinda job is this anyway?

Cassie Sadowitz, any football fan would say, has a dream job. She is general counsel for the Jacksonville Jaguars. She spends most of her time on the legal department's document retention and management systems. She also works on sponsorships and HIPAA compliance for the team.

As a Trump administration gets ready to take over the federal government, there are plenty of questions about what existing laws and regulations will remain intact and which will be jettisoned. For example, Dodd-Frank and the Affordable Care Act are likely to be trimmed back, if not fully eliminated. The future of the Paris climate agreement is in doubt. Even Broadway musicals are facing a more contentious future.

President-elect Trump has vowed to repeal many of President Obama's signature laws and has committed his administration to a regulatory reform agenda based on "canceling overarching executive orders and a thorough review to identify and eliminate unnecessary regulations." Which ones are most likely to go? Corporate Counsel's Rebekah Mintzer recently rounded up the five labor and employment laws that are likely to be repealed under a Trump administration. Here's a quick roundup.

Tesla Merger Is a Green Light for Lawyers

Now that Tesla has acquired Solar City, it will be a go for lawyers also.

Tesla, the largest electric car-maker in the United States, merged with Solar City, the largest solar panel company in the country, in a $2 billion deal. Shareholders of the companies approved the merger, with stock prices rising about 1.1 percent to almost $187 a share. Elon Musk, who now effectively runs both companies, said the acquisition was all about sustainable energy. The merger will sustain lawyers for some time as well.

Microsoft's Lawyer Diversity Program Is a Success

As the first black president, who is also a lawyer, exits the White House, another leader is working to ensure that minorities continue to move up the ranks in law firms across the nation.

Microsoft, which created a program to increase diversity in the law firms it retains, has announced measurable success at the end of the program's inaugural year. According to the company, its law firms have increased diversity representation in management committees by more than three percent and partnership composition by more than one percent.

Do In-House Lawyers Still Get Bonuses?

In-house counsel have seen their fortunes rise and fall with American business, almost as predictably as the stock market. Right. Right?

Obviously, it is hard to predict or even monitor the ups-and-downs of the economy, especially in terms of the pay of in-house counsel. They are bound by ethics and law not to reveal certain aspects of their clients' businesses, and they are often unwilling to share information about their compensation. Yet they are inherently curious about how much others are making, and so anonymous surveys can give some insights into trends in their compensation.

Over the past few weeks, we've been looking at questions about the federal climate post-January 20th, the day when President-elect Donald Trump becomes just President Trump. What will happen to the Affordable Care Act? Will Dodd-Frank be dismantled? How will the Supreme Court change under a Trump appointee?

Here's another question for the list: Will we all die in a desert hellscape, having given up our last best chance at an international fight against climate change? Hopefully not. Though Donald Trump has called global warming a hoax and pledged to withdraw the United States from the Paris climate accords, the business community is currently lobbying to change his mind -- and he might be open to hearing them out.

Mary Jo White announced last week that she would resign her post as chair of the Securities and Exchange Commission when President Barack Obama leaves the White House in January, despite having three years left on her term. White has been one of the longest serving SEC chairs, overseeing the agency as it implemented the Dodd-Frank Wall Street Reform and Consumer Protection Act and took a more aggressive stance to enforcement.

The changing of the guard at the SEC could mark a new period of deregulation under the Trump administration and an unwinding of the restrictions imposed under Dodd-Frank.

Last month, AT&T announced plans to acquire Time Warner for over $85 billion. The merger, if allowed, would give birth to a massive new telecom and media Goliath, combining one of the nation’s biggest content creators with one of its biggest content distributors.

But, like all mergers, AT&T and Time Warner will have to survive the scrutiny of antitrust authorities at the Department of Justice and the Federal Trade Commission first. And, because Time Warner is a media company, the deal could come under scrutiny from the Federal Communications Commission, an agency Bloomberg describes as “a graveyard for mergers.”

KFC's advertisements aren't just famous for the goateed Colonel Sanders. They're also known for their overflowing buckets of chicken, the iconic red and white stripped takeout containers transformed into a veritable cornucopia of finger-licking, deep-fried chicken parts rising above the brim.

But if you've stopped in for an eight-piece meal recently, you've faced a different reality: just a regular tub of greasy fast food, sans Madison Ave. magic, the chicken pieces sitting sadly below the rim. That caused one New York woman to sue the chicken chain for misleading images of buckets "overflowing with chicken" -- for $20 million in damages.

Things keep going from bad to worse for Theranos, the disgraced medical technology startup. The company raised millions of dollars and earned a $9 billion valuation based on promises that its technology could detect a host of ailments through a simple, low-cost blood test that required no more than a prick of the finger. Three years ago, Walgreens entered in to an agreement with Theranos, to bring Theranos' blood tests to the chain's pharmacies throughout the country.

Now, Theranos' technology has been questioned, two years of test results have been voided, its founder has been barred from operating a medical lab, and the company has been reduced to only a fraction of its previous value. Things haven't gone too well with the Walgreens partnership, either. The drugstore chain ended its relationship with Theranos this summer and filed a $140 million breach of contract claim against the startup last week.

During his campaign, Trump promised to repeal, relax, or replace much of the modern regulatory state. He would be a bull in a china shop, and now that he's been elected, many are wondering just what is going to break, and when.

Will he be able to repeal and replace the Affordable Care Act? Will Dodd-Frank be scrapped? And what might happen to international trade deals and domestic civil rights regulations?

A Trump presidency won't be the only major change to emerge from last Tuesday's election. In California, Massachusetts, Nevada, and possibly Maine, a majority of voters pulled the lever for legalized, recreational marijuana. Now, more than 20 percent of the country lives in a state that allows, or will soon allow, recreational marijuana. (This probably isn't what Michelle Obama meant when she declared "When they go low, we go high.")

What do these new laws mean for your company's drug policy?

A former in-house attorney at Apple sued the tech company this spring, alleging age discrimination, gender discrimination, and wrongful termination. The attorney, who worked at Apple for two years, says her male coworkers were regularly given preferential treatment and that she was fired after complaining about an environment of "fear and intimidation."

But she sued under the name of "Jane Doe." If she wants to pursue her claims against Apple, she'll have refile her suit under her real name, a Los Angeles judge ruled this week, the Recorder reports.

Cybersecurity is becoming a significant concern for companies pursuing mergers and acquisitions. And it's not just with M&As in consumer-face industries, where lost credit card numbers, passwords, or medical information can lead to significant liability. Almost all businesses have some data security risks. Thus, looking into a company's cybersecurity practices is an increasingly important aspect of risk management and M&A due diligence.

Here's what that means for in-house attorneys.