Category Archives: Volume 12-2

A FIDUCIARY DUTY FOR ALL?

BY KRISTINA A. FAUSTI

For years, the investment adviser community has called for all financial professionals who provide investment advice to be subject to the fiduciary standard. On June 17, 2009, it seemed their calls would be answered when the Obama Administration issued its framework for financial regulatory reform, which declared that “standards of care for all broker-dealers when providing investment advice about securities to retail investors should be raised to the fiduciary standard to align the legal framework with investment advisers.”
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DO FIDUCIARY DUTIES OF MANAGERS AND MEMBERS OF LIMITED LIABILITY COMPANIES EXIST AS WITH MAJORITY SHAREHOLDERS OF CLOSELY HELD CORPORATIONS?

BY THOMAS M. MADDEN, ESQ.

Though a matter of corporate law—not limited liability company law—Smith v. Van Gorkom2 was the 1985 Delaware decision that laid the groundwork for the apparently increasing ambiguity over fiduciary duties of and among managers and members of limited liability companies. 3 The Van Gorkom court found corporate directors “grossly negligent”
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OBESITY AS A DISABILITY UNDER THE AMERICANS WITH DISABILITIES ACT AMENDMENTS ACT AND THE AMENDMENTS’ AFFECT ON OBESITY CLAIMS UNDER THE PENNSYLVANIA HUMAN RELATIONS ACT: SHOULD EMPLOYERS ANTICIPATE A BIG CHANGE?

BY AMIE A. THOMPSON

Imagine you are the owner of a factory, and you have just begun a long day of promising interviews for a new supervisor position. Your first candidate walks through the door and he is a five-foot three-inch tall man weighing more than 340 pounds. You respectfully greet him and review his impressive credentials. However, you catch yourself thinking about how his weight could possibly affect his work performance. You anticipated that his obesity might put him at a greater risk of developing serious illnesses, thus promoting absenteeism and increasing the likelihood of workers’ compensation claims.
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INJURED PLAINTIFFS IN ASBESTOS ACTIONS ARE ENJOINED FROM SUING INSURER OF ASBESTOS MANUFACTURER FOR ALLEGED WRONGDOINGS OF INSURER BASED ON LANGUAGE OF BANKRUPTCY COURT’S REORGANIZATION ORDERS: TRAVELERS INDEMNITY CO. V. BAILEY

BY LISA DOUGAN

In a narrow holding in Travelers Indemnity Co. v. Bailey, the United States Supreme Court held that direct actions asserted by plaintiffs against the insurers of asbestos manufacturers based on the alleged wrongdoing of the insurer were barred based on the reorganization plan and injunction order approved by the Bankruptcy Court.
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PRICE-SQUEEZE CLAIMS ARE NO LONGER COGNIZABLE PURSUANT TO § 2 OF THE SHERMAN ACT ABSENT AN ANTITRUST DUTY TO DEAL AT THE WHOLESALE LEVEL OR PREDATORY PRICING AT THE RETAIL LEVEL: PACIFIC BELL TELEPHONE CO. V. LINKLINE COMMUNICATIONS, INC.

BY CHRISTIAN EVANS

Since 1945, courts have struggled to develop a precise formula in which price-squeeze claims can be settled under antitrust law. This struggle has resulted in a variety of inconsistent rulings throughout the court of appeals. In 2009, the Supreme Court attempted to remedy this dilemma by separating the price-squeeze into its core components of an antitrust duty to deal at the wholesale level, and predatory pricing at the retail level. This decision has dramatically changed the course of antitrust law by redefining the manner in which courts deal with the price-squeeze claim.
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A COLLECTIVE-BARGAINING AGREEMENT, WHICH CLEARLY AND UNMISTAKABLY REQUIRES UNION MEMBERS TO ARBITRATE ADEA CLAIMS, IS ENFORCEABLE AS A MATTER OF FEDERAL LAW: 14 PENN PLAZA LLC V. PYETT.

BY BRIAN LUCOT

In 14 Penn Plaza v. Pyett, the United States Supreme Court concluded that a collective-bargaining agreement that expressly states that Age Discrimination in Employment Act (“ADEA”) claims are subject to arbitration is enforceable as a matter of federal law. This note will give a detailed summary as to the facts, procedural history, and the Supreme Court’s analysis. Secondly, this note will address two dissenting opinions and the relevant history related to labor union contracts and compulsory arbitration.
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