News

Airlines Dealt Setback in Merger Lawsuit

A court-appointed official recommended yesterday that the judge hearing a lawsuit to block the American Airlines and US Airways merger reject the airlines’ request to gain access to the names of people the government interviewed as well as what they said. The official said that the airlines were trying to learn what facts mattered to the government, which he said could give them insight into the thinking and legal strategy of Justice Department lawyers. He said that kind of information is protected as the work product of lawyers preparing for a lawsuit or trial. The Memphis Daily News has the story.

read more »

Court Accepts 8 Cases; Likely Will Work During Shutdown

The U.S. Supreme Court today granted review of eight new cases, including one from Tennessee seeking to clarify when an individual commits a crime for having a gun after being convicted of domestic violence. Other cases involve questions about the award of attorneys' fees in patent cases; whether it is unconstitutional for a state to require home-care providers to pay a union to represent them before state agencies; whether the federal government has a right to reclaim lands abandoned by a railroad; whether shuttered businesses must pay Social Security and Medicare tax on severance checks; and whether police, after receiving an anonymous tip, must observe drunken or reckless driving before stopping a vehicle. The final case seeks to resolve a long-running copyright dispute in Hollywood over the screenplay for the 1980 movie Raging Bull. Although much of the government is closed because of the budget impasse, the Supreme Court is going ahead with its work, SCOTUSblog reports.

read more »

Law Schools Adding More Business Courses

A growing number of law schools are adding courses intended to give students a foundation in business in addition to the law, the National Law Journal reports. Law schools such as Georgetown, Elon and the University of Pennsylvania are offering programs and courses in finance and accounting, management, leadership and entrepreneurship in order to prepare graduates to practice law, whether the student ends up counseling corporate clients, goes solo or works in a small nonprofit.

read more »

Are Lawyers Health Insurance Navigators?

The Tennessee Department of Commerce and Insurance has issued emergency rules requiring registration for individuals counseling or advising the uninsured on how to sign up for health care coverage or facilitate enrollment by companies under the Affordable Care Act. The rules implement legislation adopted earlier this year. The Tennessean reports that critics say the rules are overly broad, will delay their work, and will not protect the public from fraud. Due to the broad nature of the rules, the TBA is investigating how they might affect attorneys advising individual and business clients on health care insurance matters.

read more »

Pilot Founder Opens Up about Raid

In a Question and Answer released by truck-stop chain Flying Pilot J, James A. Haslam II —- the founder of Pilot and father of current CEO Jimmy Haslam and Gov. Bill Haslam -— gives his first detailed remarks about the events surrounding the government raid of the Knoxville-based company. "It was the second worst day of my life," he said. "When Jimmy, Bill and Ann’s mother died that was obviously the worst day of my life, but this was a very difficult day for me as well." He added, "I’ve spent my life building this company with a pristine reputation of people doing the right thing, supporting our community, being a good corporate citizen, taking care of our customers and our team members, and I’m going to spend the rest of my life rebuilding that reputation." Knoxnews has more.

read more »

Airline Merger Trial to Start Nov. 25

A federal judge ruled today that the Department of Justice’s lawsuit to block the proposed merger of American Airlines and US Airways will start Nov. 25, WKRN News 2 reports. The timetable is favored by the airlines, which said a long delay would threaten their merger. The Justice Department had wanted the trial to start in March, saying it needed more time to prepare for the complex case.

read more »

DOJ Amends E-Book Injunction Proposal

Apple may face a reduced punishment for conspiring with publishers to raise e-book prices under a new proposal from the federal government. The U.S. Department of Justice suggested in a court filing Friday that it would cut from 10 to five years the length of a proposed injunction prohibiting Apple from entering into deals with publishers that would limit price competition. The proposal also includes a provision staggering renegotiations of contracts with publishers and would allow the government to seek a number of one-year extensions if warranted. The department said it made the modification based on concerns that its original proposal would outlive its usefulness and unnecessarily harm Apple in a fast-changing industry. WATN-TV has more from the Associated Press.

read more »

DOJ Challenges Airline Merger, Tennessee Joins Suit

The U.S. Justice Department and attorneys general from Tennessee and five other states have sued to stop the proposed merger between US Airways and Americans Airlines, WRCB-TV reports. The suit, filed in federal court today, alleges that the merger would result in "higher airfares, higher fees and fewer choices." Washington, D.C., also joined the suit, the Nashville Business Journal reports. In announcing the move, Attorney General Robert Cooper said, "Studies show that Tennessee's four major airports … will experience fewer flights to certain destinations and travelers will pay more for remaining flights” if the merger is completed. Read more in this release from the AG's office.

read more »

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 »