Monthly Archives: December 2017

ILN Today Post

2017 M&A activity for PR firms: The year of the ‘tuck-in’ transaction

My last column for 2017 is an appropriate time to look back at the consolidation, merger, and acquisition activity by and among PR firms.

According to data compiled by my law firm, there were 103 publicly announced and completed transactions worldwide in 2017 involving public relations firms. This reflects an increase of 14% in completed, publicly announced transactions from the 89 completed in 2016. This alone is significant because it demonstrates the existence of a robust M&A market for PR firms. Even more noteworthy is the nature and size of many of the transactions, as well as the factors that are causing owners to sell and buyers to buy.

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ILN-terviews: Jonas Forsman, Hellström

Welcome to ILN-terviews, a series of profiles of ILN member firm attorneys, designed to give a unique insight into the lawyers who make up our Network. For our latest interview, we chose ILN member, Jonas Forsman of our member firm Hellstrom in Stockholm, Sweden.

In one sentence, how would you describe your practice?
My practice is within company law with focus on M&A, contract/corporate law and negotiations.

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Banking, Superannuation and Financial Services Royal Commission update

On 18 December 2017 the Governor-General issued Letters Patent to the Honourable Ken Hayne AC QC formally establishing the Banking and Financial Services Royal Commission.

As anticipated, the Letters Patent generally follow the draft terms of reference released a few weeks ago, which we initially reported on here. However, in addition to clarifying the wording of the draft terms, the Letters Patent contain some key departures from the draft terms of reference.

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ASX and the Distributed Ledger Technology

ASX Limited, operator of the Australian Securities Exchange (ASX) has recently decided to use Distributed Ledger Technology (DLT), commonly associated with Blockchain, to upgrade its post-trade clearing and settlement system. The ASX currently uses the CHESS system to record shareholdings and manage the settlement of share transactions.

The replacement of the ageing CHESS system with DLT aims to reduce trading costs for users of the ASX and promote higher security and efficiency overall. This decision places Australia at the forefront of digital innovation in financial markets as the ASX is one of the first global equity exchanges to implement the new technology.

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TRUMP NLRB STRIKES BACK: NLRB Restores Balance to Labor Relations – Overturning Devisive Obama Board Micro-Unit and Unilateral Change Decisions

Last Friday – the day the Star Wars movie Episode VIII hit theaters and the last working day of National Labor Relations Board Chairman Philip A. Miscimarra’s term – the Board continued its efforts to undo some of the most controversial and problematic decisions rendered by the Obama Board before the Republicans temporarily lose their majority.  As we previously reported, recent days have seen a stream of significant decisions and other actions from the National Labor Relations Board.  Most notably, the Board discarded the much criticized indirect control test for determining joint-employer status adopted in Browning Ferris joint employer test and returned to its traditional joint employer standard; it established a new, more reasonable standard under which the legality of employer policies and handbooks will be assessed which, unlike the former test, actually gives weight to an employer’s legitimate interests in promulgating the rule; and it opened public comment on the expedited election rules and procedures, the first critical step to amending those rules.

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NLRB Reverses Key Rulings on Joint-Employer Status and Handbooks, Rules & Policies – More Changes Coming Continue Reading…

Our colleague Steven M. Swirsky at Epstein Becker Green has a post on the Management Memo blog that will be of interest to our readers: “NLRB Reverses Key Rulings: Returns to Pre-Obama Board Test for Deciding Joint-Employer Status and for Determining Whether Handbooks, Rules and Policies Violate the NLRA – Assessment of 2014 Expedited Election Rules and Future Changes Also Announced.”

Following is an excerpt:

It should come as no surprise that recent days have seen a stream of significant decisions and other actions from the National Labor Relations Board as Board Chairman Philip A. Miscimarra’s term moves towards its December 16, 2017 conclusion.  Chairman Miscimarra, while he was in a minority of Republican appointees from his confirmation during July 2013 and as a new majority has taken shape with the confirmation of Members Marvin Kaplan and William Emanuel, has clearly and consistently explained why he disagreed with the actions of the Obama Board in a range of areas, including the 2015 adoption of a much relaxed standard for determining joint-employer status in Browning-Ferris Industries, the standard adopted in Lutheran Heritage Village for determining whether a work rule or policy, whether in a handbook or elsewhere would be found to unlawfully interfere with employees’ rights under Section 7 of the National Labor Relations Act to engage concerted action with respect to their terms and conditions of employment, and his disagreement with the expedited election rules that the Board adopted through amendments to the Board’s election rules. …

In Hy-Brand Industrial Contractors Ltd. and Brandt Construction Co., decided on December 14, 2017, in a 34-2 decision, the Board has discarded the standard adopted in Browning-Ferris, and announced that it was returning to the previous standard and test for determining joint-employer status and returning to its earlier “direct and  immediate control standard.”  …

In The Boeing Company, also decided on December 14, 2017, the Board adopted new standards for determining whether “facially neutral workplace rules, policies and employee handbook standards unlawfully interfere with the exercise” of employees rights protected by the NLRA. …

Noting that the 2014 Election Rules were adopted over the dissent of Chairman Miscimarra and then Member Harry Johnson, and the fact that these rules have now been effect for more than two years, on December 14th, the Board, over the dissents of Members Mark Pearce and Lauren McFerren, both of who were appointed by President Obama, published a Request for Information, seeking comment …

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ILN Today Post


Judgment: Macquarie Bank Limited (“MBL”) v. Shilpi Cable Technologies Ltd. (“SCTL”).

Forum: The Supreme Court of India (“SC”).

Judgment delivered on: December 15, 2017

Act/Law: The Insolvency and Bankruptcy Code, 2016 (“Code”).

Ratio: Firstly, lawyers can issue notice(s) under Section 8 of the Code, on behalf of the operational creditor they represent.

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ILN Today Post

Missouri: Unusual attempt to legalize marijuana cultivation fails at state Supreme Court

The number of states in which residents have the legal right to grow marijuana, under specific circumstances, is now up to 16. These states are the following, according to Ballotpedia:

For recreational use:

  1. Alaska
  2. California
  3. Colorado
  4. Maine
  5. Massachusetts
  6. Nevada
  7. Oregon
  8. Washington D.C.

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ILN Today Post

New York: Legislation would create a state income tax credit to offset loss of state and local tax deduction

Certain high-tax states are preparing for the worst as Congress debates eliminating deductions for state and local income, sales, and property taxes from federal liability as part of its tax code overhaul. New York is one such jurisdiction. On Nov. 22, 2017, Sen. Simcha Felder, whose district covers a portion of Brooklyn, and contains about 300,000 residents, introduced legislation that would amend the state’s tax law by establishing a tax credit equal to any increase in federal tax liability, should “residents no longer being able to deduct state and local taxes from their federal income.”

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ILN Today Post

Ohio: Lawmakers pass legislation regulating daily fantasy sports contests

On Dec. 5, 2017, the Ohio House of Representatives approved a measure, House Bill 132, which legalizes daily fantasy sports (DFS), by a vote of 92 to 3. The week prior, on Nov.29, 2017, it passed the Senate, 25 to 4. reported that the legislation had support within the community, from, among others, the Cleveland Indians, which has marketing partnership with DraftKings, a fantasy sports website.

When we last addressed action on DFS regulation in Ohio , we described Sen. William Coley’s effort, by way of Senate Bill 356, to classify these kinds of games as those of chance. Most states that have legalized DFS have gone out of their way to define them instead as games of skill. Thus, the Legal Sports Report opined that SB 356 would have “shut down pretty much the entire DFS industry as currently situated…”

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