News

Dollar General Sued for Labor Violations

The Goodlettsville-based Dollar General Corp. is being sued for allegedly violating the Fair Labor Standards Act, the Nashville Business Journal reports. The lead plaintiffs in the suit are hourly, non-exempt Dollar General employees whose pay was subject to an automatic 30-minute meal-break deduction. The suit alleges that the plaintiffs were forced to work during their meal breaks and were not allowed to leave the premises. The class-action lawsuit comes on the heels of the Equal Employment Opportunity Commission’s suit against the retailer last month, alleging its use of criminal background checks was discriminatory.

read more »

DOJ Reviewing Airline Merger Antitrust Lawsuit

An antitrust lawyer filed a lawsuit yesterday to block the proposed merger of American Airlines and US Airways on behalf of nearly 40 consumers, claiming the deal would hurt consumers by driving up airfares. The U.S. Department of Justice is reviewing the proposed merger, which would make American the biggest airline in the word. American Airlines and US Airways spokesmen have called the lawsuit “baseless” and lacking merit. WRCB has the story.

read more »

Judge Blocks Cracker Barrel’s Grocery Plans

A U.S. District Court judge granted a preliminary injunction to block Tennessee-based restaurant chain Cracker Barrel Old County Store from selling branded meat products in grocery stores. The Memphis Daily News reports that food giant Kraft Foods argued that the line would infringe on its own Cracker Barrel-trademarked cheese products, which registered the Cracker Barrel trademark more than a decade before Cracker Barrel Old Country Store used the name.

read more »

Law Firms Invited to Explore China Opportunities

As China seeks to become a center of international business and finance, its need for sophisticated multinational legal and financial services is growing. To help law firms take advantage of these opportunities, the General Counsel of the U.S. Department of Commerce will lead a Legal Services Trade Mission to China, Sept. 16-18, with the support of the American Bar Association. Attached is a mission flyer as well as an application. For more information about this trade mission, contact Frank Spector at (202) 482-2054.

read more »

Hargett Warns of Corporate Record Scam

Tennessee Secretary of State Tre Hargett is warning businesses to be vigilant about scammers that request fees that are not required by state government. Hargett reports his office has received inquiries about notices from Corporate Records Service (CRS) that are causing confusion because they resemble late notices the Secretary of State’s office sends to Tennessee corporations that do not file their annual report by April 1 each year. Hargett said that CRS is not registered with the state, and business should be wary of any company charging a fee in excess of what the state charges to file documents. CRS reportedly was requesting a $125 fee to file the report, while the state’s standard fee is $20.

read more »

Senate Passes Internet Tax Bill

The U.S. Senate passed the Marketplace Fairness Act yesterday by an easy 69-27 vote. But the bill faces an uphill battle in the House, the Memphis Business Journal reports. The measure would allow for the collection of state sales tax on most Internet purchases. Under current law, retailers have to collect taxes only in states where they have a physical presence. The bill also attempts to address concerns that the new requirement will burden small businesses by exempting retailers that sell less than $1 million worth of goods. Some online retailers say that exemption is too small. In a statement issued after the Senate vote, for example, eBay pledged to push the House to raise this exemption to $10 million in sales or 50 employees.

read more »

UCC Filings to Move Online

The Tennessee Secretary of State’s office will soon allow Uniform Commercial Code (UCC) filings to be handled online as part of an effort to make it more convenient and efficient for business to send required documents to the state. Secretary Tre Hargett said a new filing system, which will launch July 1, will make it possible for UCC filings to be handled through an automated process. “In these technology-oriented times in which we are living, it makes sense to automate as much of our department’s filing management systems as we can,” Secretary Hargett said. “Allowing our customers – who are the citizens of Tennessee - to file documents online is one way that we can provide them with better and faster service.”

read more »

Beer Companies, DOJ to Resolve Merger Suit

The Department of Justice is in talks with Anheuser- Busch InBev and Grupo Modelo about resolving a legal challenge to their $20.1 billion deal, WRCP News Channel 3 reports. In January, the DOJ filed suit to block the merger due to market monopolization. The beer makers recently revised the terms of the acquisition to give more control of Modelo’s U.S. beer brands to a wine company in a side deal. Both parties are asking the court for a stay of all litigation proceeding until March 19 while the government weighs whether the revised terms of the deal resolve its concerns about market competition.

read more »

Fiscal Cliff Averted, New Tax Laws in Place -- Are You Ready?

Now that the so-called fiscal cliff has been averted, join John Burns and Ralph Levy from Dickinson Wright as they discuss how the recently enacted American Tax Relief Act of 2012 will affect you and your clients. Among its many provisions, the act raises most income tax rates, raises capital gains and dividend rates, sets a new top estate and gift tax rate, extends a number of tax breaks and provides for permanent AMT relief. The pair will discuss these and other issues during a one-hour webcast on Monday.

read more »

Business Leaders: Gun Bill is a Negative

Business leaders are speaking out against the bill allowing permitted gun owners the right to store firearms in their cars no matter where they are parked, even on employers’ property. Businesses such as FedEx, Nissan and Volkswagen opposed similar legislation last year but the Senate Judiciary Committee voted Tuesday to approve the bill, which now advances to full Senate floor vote tomorrow. "Anything that infringes on the rights of property owners or employers clearly is viewed as a negative by companies that are already here or are looking to locate here," Bill Ozier, chairman of the Tennessee Chamber of Commerce and Industry, told the Nashville Business Journal.

read more »

Court Rules Good Faith Implied in Assignment Consent Agreements

The Tennessee Supreme Court ruled that where contracting parties have agreed to allow assignment of a contract with the consent of the non-assigning party, and the agreement is silent regarding the anticipated standard of conduct in withholding consent, an implied covenant of good faith and fair dealing requires the non-assigning party to act with good faith and in a commercially reasonable manner in deciding whether to consent to the assignment. In the case of Dick Broadcasting Company, Inc. v. Oak Ridge FM, Inc., the Court overturned the trial court’s opinion and ruled in favor of DBC that the duty of good faith and fair dealing applied to the right of first refusal agreement. A separate concurring opinion was filed by Justice William Koch.

read more »

University International Business Advisory Board Appoints Chattanooga Attorney

Shelby R. Grubbs of Chattanooga-based Miller & Martin, PLLC has been appointed to the International Business Advisory Board of the University of Alabama Culverhouse College of Commerce and Business Adinistration, the Hamilton County Herald reports. The Board is comprised of business and campus leaders bound by a commitment to assisting the College of Commerce in furthering its international initiatives.

read more »

LLCs Now Can Be Formed Online

The Secretary of State's office now offers an online limited liability company formation tool, the Nashville Business Journal reports. Users may now complete the required paperwork to file the necessary formation or registration documents and pay from their computers. Form or register a new business with the Secretary of State here

read more »

CLE Programs Underway Across State

The Tennessee Bar Association will host continuing legal education programs across the state this week. Avoid Malpractice: The Risks and Opportunities of Social Media will be held Tuesday in Knoxville, followed by sessions in Nashville on Wednesday and Memphis on Thursday. Also on Thursday, the Family Law Forum will take place at the Tennessee Bar Center in Nashville and on Friday, the TBA's Dispute Resolution Section will host Getting the Arbitration Process You Want and Need, also in Nashville. A webcast on Jumpstart Our Business Startups (JOBS) Act: More Small Business Capital in Tennessee? will also take place on Friday at noon.

read more »

Opinion: New Laws Make State More Business-Friendly

University of Tennessee Law professor Joan M. Heminway writes in a column in the Knoxville News Sentinel about how two new federal laws -- JOBS and STOCK --  and updates to the Tennessee Business Corporation Act, relate to funding and forming business associations in Tennessee. She explains what their implications are for investors and businesses.

read more »

DOJ Sues Bank of America for Alleged Fraud

The Department of Justice (DOJ) is suing Bank of America for $1 billion alleging the bank committed fraud by selling defective mortgages to government-backed mortgage finance firms Fannie Mae and Freddie Mac, resulting in over $1 billion in losses for taxpayers and countless foreclosures. CNN has the full story.

read more »

Farmland Tax Law Loophole Benefits Urban, Wealthy

A 1976 Tennessee state farmland protection law originally intended to prevent farmers from being taxed off their land has become a tax loophole exploited by wealthy, urban, estate owners, business icons, and real estate developers, the Commercial Appeal reports. According to the newspaper’s investigation, the Agricultural, Forest and Open Space Land Act, or “Greenbelt Law,” is allegedly rife with abuse as the wealthy receive tax benefits by declaring a woods a timber preserve, a mansion’s manicured lawn a pasture, a future subdivision a farm, and a privately owned country club’s golf course an “open space.”

read more »

Brentwood Ponzi Scheme Victims Share Stories at DOJ Summit

The Department of Justice Investment Fraud Summit series kicked off yesterday at Vanderbilt Law School on the heels of a major Brentwood financial scam, News Channel 5 reports. Aaron Vallett pled guilty and was sentenced on Tuesday to 10 years in federal prison and ordered to repay $5.4 million for running a multi-million dollar Ponzi scheme. Vallet’s victims shared their stories at the summit Thursday.

read more »

South Leads Nation in Law Firm Mergers

More law firm mergers have occurred in the South than anywhere else in the country, the Memphis Business Journal reports. According to Atlman Weil MergerLine, 6 of the 14 nationwide mergers or acquisitions during the most recent quarter were in the South. Among recent mergers in Memphis: Williams McDaniel PC  merged with Kentucky-based Wyatt, Tarrant & Combs LLP; and Adelman Law Firm PLLC merged with Mississippi-based Wilkins Tipton PA.

read more »

ABA President to Keynote Nashville Economic Event

American Bar Association President Laurel Bellows will keynote the Nashville 2012 Economic Summit on Women on Oct. 22 and appear at a reception the night before. The Summit is sponsored by the Tennessee Economic Council on Women, and will be held at the Nashville Airport Marriott. Bellows will join two other headliners: Lilly Ledbetter, responsible for the Lilly Ledbetter Fair Pay Act, and Deb Sofield, an executive speech and presentation coach. For information, contact Jane Powers.

read more »

DOJ: Parking Giants Must Divest Before Merging

The U.S. Justice Department today said that in order for a merger of two parking facility giants to proceed, Nashville-based Central Parking Corp. and Chicago-based Standard Parking Corp. must sell 107 of their garages and lots in the central business districts of 28 cities. The department’s complaint alleges that the proposed acquisition would lessen competition in certain areas -- and Nashville is one of them. The two companies are the largest parking management companies in the nation. The Commercial Appeal reports.

read more »

Post Shareholder Lawsuit, Fidelity Acquires J. Alexander’s

After settling a class-action lawsuit with shareholders two days ago, Fidelity National Financial has successfully acquired Nashville-based J. Alexander’s, the Tennessean reports. Nearly 74 percent of shareholders tendered their shares to Fidelity, giving the insurance holding company control of the dining chain which operates 33 restaurants located in 13 states.

read more »

J. Alexander's Class-Action Suit Settled

A class-action lawsuit filed in Tennessee State Court against Nashville-based J. Alexander’s and Fidelity National Financial has been settled, the Nashville Business Journal reports. Shareholders accused J. Alexander’s of not doing enough on their behalf after the proposed acquisition by Fidelity. They also allege Fidelity influenced the deal by offering J. Alexander CEO a job before the merger.

read more »

HCA Shareholders File Bid-Rigging Lawsuit

Former shareholders of Nashville-based HCA have filed a federal lawsuit against Bain Capital, Goldman Sachs, the Blackstone Group, and other big, private equity firms for bid-rigging, the Tennessean reports. The lawsuit alleges the firms conspired to lower prices in leveraged buyouts by blocking rival bidders. Attorneys for the private firms in question deny any wrongdoing.

read more »

Firm Reaches Out to Entrepreneurs, Emerging Companies

The Memphis office of Baker, Donelson, Bearman, Caldwell & Berkowitz PC is helping entrepreneurs in a variety of business accelerator programs in the city, the Memphis Daily News reports. A spokesperson for the firm says it is committed to developing an emerging companies practice and has developed an online video service to offer entrepreneurs tips from the firm’s lawyers. Check out the service

read more »