Legal Updates

Simple Limited Companies and Limited Stock Partnerships

Simple Limited Company

The Simple Limited Companies are those that exist under a trade name and are composed of one or several joint partners that respond in a subsidiary, limitless and shared manner for the social obligations, and one or several joint partners that only are obligated up to the payment of their contributions.
Particular Characteristics
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Bloomberg Law Video of Allen Roberts Interview on Whistleblower Rights and Protections in Wall Street Financial Reform Bill

We continue to follow developments on Wall Street financial reform legislation and the whistleblower rights and protections that will come with its enactment. Now recast as the Dodd-Frank Wall Street Reform and Consumer Protection Act, the bill will be considered with its Conference Report (pdf).

A preview of the legislation is addressed in the interview of Allen Roberts by Bloomberg legal analyst Spencer Mazyck, now available in video, below:


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BC Hydro’s Bioenergy Phase 2 Call

From my new colleague, Jenny Kirkpatrick:

On May 31, 2010, BC Hydro issued a Request for Proposals in relation to the long term supply of clean or renewable biomass energy generated by new projects in British Columbia (the “Bioenergy Phase 2 Call”).  Those intending to submit a Proposal must first register with BC Hydro and the registration deadline is fast approaching – July 15, 2010 at 4pm.

With the recent announcement of the Clean Energy Act coming into force, it is worth noting that there is a direct effect on the Bioenergy Phase 2 Call insofar as the Utilities Commission Act (“UCA”) is concerned. It is anticipated that BC Hydro will post an Addendum and/or Notice(s) to the RFP website to address modifications to the RFP process required to accommodate all impacts of the Clean Energy Act, including exemptions from certain procedural requirements to which energy supply contracts in British Columbia are normally subject.

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Collecttive Name Societies and the New Company Law

Collective Name Societies

The Collective Name Society is that which exists under a trade name and in which all the partners have the quality of retailers and respond, in a subsidiary, limitless and shared way, for the social obligations.
Particular Characteristics
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Whistleblowing Takes New Turn with Mandated Reporting Imposed by PPACA’s Elder Justice Act

By: Allen B. Roberts, Victoria M. Sloan

The typical set of protections or awards featured in a familiar array of whistleblower statutes has a new entrant with the imposition of mandated reporting in the Elder Justice Act section of the recently enacted Patient Protection and Affordable Care Act (“PPACA”). In a notable departure from other laws, the Elder Justice Act provides that every individual employed by or associated with a long-term care facility as an owner, operator, agent or contractor has an independent obligation to report a “reasonable suspicion” of a crime affecting residents or recipients of care. Reports must be made directly to both the Secretary of Health and Human Services (“HHS”) and one or more law enforcement entities in as little as two hours following the formation of the reasonable suspicion.

Although limited to reports of crimes against residents and recipients of services of long-term care facilities, the mandate of the Elder Justice Act sets a new standard of conduct – and backs it up with stiff penalties affecting long-term care facilities and those associated with them.

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CMS Issues Proposed Regulations Concerning Disclosure Requirements for Certain Imaging Services Under the Stark Law’s In-Office Ancillary Services Exception

On June 25, 2010, the Centers for Medicare & Medicaid Services (“CMS”) issued theProposed Policies Under the Physician Fee Schedule and Other Revisions to Part B for CY 2011 (the “Proposed Rule”).[1] Significantly, among its revisions are the proposed regulations implementing Section 6003 of the Patient Protection and Affordable Care Act (“PPACA”)[2] concerning the physician self-referral provisions of Section 1877 of the Social Security Act, commonly known as the “Stark Law.”[3] Specifically, the Proposed Rule outlines a proposed disclosure requirement for certain imaging services (the “Disclosure Requirement”) provided under the umbrella of the In-Office Ancillary Services Exception to the Stark Law.[4] Suppliers and providers of imaging services should consider submitting comments on the Proposed Rule to CMS in either the specified areas requested by CMS or the other areas of concern related to this topic. The deadline to submit such comments is August 24, 2010. Also, as indicated in the Proposed Rule, the Disclosure Requirement will take effect on January 1, 2011—one year later than the potentially retroactive effective date of January 1, 2010, specified in PPACA. 

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Bloomberg Law Interviews Allen B. Roberts

A new wave of whistleblower monetary awards and protections will come to the financial services industry once the Restoring American Financial Stability Act of 2010 (RAFSA) is enacted. With final resolution of differences between House and Senate versions accomplished, both houses of Congress now will consider the conference committee bill.

Bloomberg legal analyst Spencer Mazyck has been following whistleblowing changes we are likely to see with the anticipated enactment of RAFSA. Spencer explored with me some contours and ramifications of the pending legislation during 20-minute Bloomberg podcast.

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Joint-Stock Societies and the New Company Law

Joint-Stock Societies.

The article 154 of the law defines the Joint-Stock Society as the one existing between two or more people under a social denomination and is composed exclusively of partners whose responsibilities for the losses are limited by their contributions. Its capital will be represented by essentially negotiable titles denominated Stocks, which will have to be completely subscribed and paid before the issuance.
In accordance with the Law, the Joint-Stock Societies could be:
of Public Subscription: the ones that resort to the public savings for the formation and increase of the authorized social capital, or quote their stocks in the stock market, or contract loans by the public emission of negotiable obligations, or use mass media or advertising to position and negotiate any type of instrument in the stock market; or
Private Subscription: those Joint-Stock Societies not included in the enunciations of the article 156.
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Who Is a “Son or Daughter” Under the FMLA?

Employees can use FMLA protected leave for the placement of a child or to care for a child for whom they have no legal and/or biological relationship and for whom they provide no financial support. Think stepparents, grandparents, aunts and uncles, or any adult who has assumed the responsibilities of a parent for a child.

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Public Employees, Pagers and Privacy

The Court’s opinion, written by Justice Kennedy, decided not to decide “the whole concept of privacy expectations in communications made on electronic equipment owwned by a government employer.” Instead the Court decided the case applying basic Fourth Amendment principles, and decided that regardless of the employee’s privacy expectations, the search here was reasonable on settled Fourth Amendment grounds.

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