Business Restructuring and Bankruptcy: Defending a preference action: the Ordinary Course of Business defense

What is the “ordinary course of business” defense?

The answer is not as simple as it may seem. Creditors usually believe that nothing they have done falls outside of the ordinary course of business, and the necessary question is simply whether your business dealings with the debtor changed during the 90 days prior to the debtor’s bankruptcy filing. Not surprisingly, the U.S. Bankruptcy Code requires a more complicated analysis with respect to the applicability of the ordinary course of business defense.

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OIG’s Permissive Exclusion Criteria: Comment Before Sept. 9, 2014

The Office of the Inspector General (“OIG”) of the U.S. Department of Health and Human Services (“HHS”) is soliciting comments, recommendations, and other suggestions on the non-binding criteria used by OIG in assessing whether to impose a permissive exclusion, which were first published in 1997 (  The OIG’s permissive exclusion criteria currently are organized into four general categories, including: (1) the circumstances and seriousness of the underlying misconduct; (2) the defendant’s response to the allegations or determination of wrongdoing; (3) the likelihood of a future violation; and (4) the defendant’s financial ability to provide quality health care services.  Over the last two decades, OIG has used these criteria to evaluate whether to impose a permissive exclusion or release this authority in exchange for the execution of an Integrity Agreement with OIG.

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Medicare’s Proposed Home Health Rule for 2015: Face-to-Face Encounter Documentation Requirements

Our colleagues at Epstein Becker Green released a client alert: “Medicare’s Proposed Home Health Rule for 2015: CMS Suggests Only Limited Relief to the Face-to-Face Encounter Documentation Requirements but Continued Compliance Burdens on Home Health Agencies,” by Emily E. Bajcsi and Serra J. Schlanger.

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California Employers Must Revisit Exempt Status of Commissioned Employees In Light of Supreme Court Ruling

By:  Amy Messigian

In a major blow to California employers who utilize a monthly commission scheme but pay biweekly or semimonthly salary to their commission sales employees, the California Supreme Court ruled earlier this week in Peabody v. Time Warner Cable, Inc. that a commission payment may be applied only to the pay period in which it is paid for the purposes of determining whether an employee is exempt from overtime.  Employers may not divide the commission payment across multiple pay periods in order to satisfy the minimum compensation threshold for meeting the exemption in any earlier pay period.  California employers who classify their commission sales employees as exempt should immediately take action to ensure compliance with the law.

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‘One man, two guvnors’: appointing deputies in the Court of Protection

Since February, when the President of the Family Division and the Court of Protection issued practice guidance on the publication of Court of Protection decisions, there have been many more Court of Protection cases reported in the mainstream press. 

If publication of cases raises awareness among the general public of the benefit of planning for incapacity, that alone will make it worthwhile.  Many people are still unaware of what could happen to their assets if they become incapable of managing them or what the options are in this respect.
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Multistate Tax Update — July 17, 2014

Wine tasting (and wine drinking, in general) has experienced a renaissance in recent years in the U.S. When you think of wine, you may inevitably think of regions of France, Italy, Spain, Argentina, and Germany, as well as Napa Valley in the U.S. But what about New York? A better question might be why not New York?

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BC Court of Appeal considers validity of Conditional Donation made to Charity

In most situations, it’s clear when a charitable gift takes effect.  But in cases where the donor places a condition or restriction on a gift, it can be more difficult to determine when the gift became effective.  This was the issue before the British Columbia Court of Appeal in its recently released decision Norman Estate v. Watch Tower Bible and Tract Society of Canada. In the case, the Court had to decide whether a conditional gift made to a registered charity was an inter vivos gift (meaning it took effect during the lifetime of the donors) or whether it was testamentary in nature (meaning the gift was only effective on the death of the donors).

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Canadian Cooperative Securities Regulator Gains Ground: Saskatchewan and New Brunswick join Ontario and British Columbia

By Nafeesa Valli-Hasha

On July 9, 2014, Saskatchewan and New Brunswick signed an agreement to participate with British Columbia, Ontario and the federal government to establish the Cooperative Capital Markets Regulatory System, a common, self-funded securities regulator for participating jurisdictions in Canada. Together, the four participating provinces represent approximately 55% of the Canadian market capitalization1. This new regulator is scheduled to commence operations in Fall 2015, and draft legislation relating to this regulator is expected to be published by August 29, 20142.

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Gadens appoints leading International Trade Partner in Melbourne

Gadens is pleased to announce the appointment of Andrew Hudson as a Partner in its Corporate Advisory Group in Melbourne. Joining the firm from Hunt & Hunt, where he was involved in the Customs, Trade and Transport practice for the last 10 years, Andrew specialises in all aspects relating to international trade, as well as international relations and corporate and commercial law.

“We are thrilled with Andrew’s decision to join Gadens. He is a well-respected leader in his field, and has worked and advised on many defining cases in international trade in Australia and globally. Andrew has also been a key player in policy and law reform for customs and trade issues. His appointment further strengthens our growing Corporate Advisory practice and profile, and provides our international clients with an enhanced offering”, says Grant Scott-Hayward, Gadens’ Melbourne Chief Executive Officer. More…

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Union Budget 2014 – 15: Key Highlights in Education and Changes in Foreign Direct Investment

The Union Budget 2014-15 was presented by Finance Minister Arun Jaitley in the Parliament on July 10, 2014. Here are some of the key highlights of the Budget relating to the education sector and to foreign direct investments in India:

Education – Waiver of Service Tax Exemption:

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