Publications
On April 15, 2014 the SEC’s Office of Compliance Inspections and Examinations (“OCIE”) issued a Risk Alert providing important additional information concerning its ongoing initiative to assess cybersecurity preparedness in the securities industry. According to the Alert, OCIE will be conducting examinations of more than 50 investment advisers and broker-dealers focusing on the following areas […]
While the Omnibus HIPAA regulations were promulgated over a year ago and are becoming more familiar, the HIPAA enforcement landscape continues to evolve. The federal government is determined to have HIPAA taken more seriously and is continuing to make strides in HIPAA enforcement. Covered entities and business associates need to be aware of these developments […]
The European Commission (“EC”) has issued a Technology Transfer Block Exemption Regulation (“TTBER”) and related Guidelines, which will become effective on May 1, 2014. The TTBER and Guidelines set forth principles for evaluating technology transfer agreements, including many IP license agreements, under European Union (“EU”) competition law. The TTBER provides a safe harbor from EC […]
The U.S. Equal Employment Opportunity Commission recently issued a question-and-answer guide and accompanying fact sheet addressing workplace rights and responsibilities with respect to religious dress and grooming under Title VII of the Civil Rights Act of 1964. As with other Title VII-protected classes, employers are prohibited from discriminating, harassing or retaliating against applicants and employees […]
Governor Cuomo recently signed into law changes to New York’s estate and income taxes. As the headlines noted, the changes provide some welcome tax relief to many middle class New Yorkers. However, wealthy clients may see little benefit under the new rules, and the additional complexity means careful estate planning to maximize the available benefits […]
The Second Circuit recently affirmed the Securities and Exchange Commission’s ability to negotiate settlements without requiring an admission of wrongdoing, thus vacating and remanding a decision to the contrary by Judge Jed S. Rakoff of the Southern District of New York in SEC v. Citigroup Global Mkts., Inc., No. 11-5227-cv(L); 11-5375-cv(con), 11-5242-cv(xap) (2d Cir. June […]
In April 2013, the SEC and the U.S. Commodity Futures Trading Commission jointly issued final rules (the “Red Flag Rules”) requiring certain investment advisers and other regulated entities to develop and implement written identity theft prevention programs (“Reg S-ID Programs”) designed to detect, prevent and mitigate identity theft in connection with new accounts and certain […]
Upcoming revisions to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) will result in numerous additional pharmaceutical licensing transactions becoming subject to filing requirements under the HSR Act. On November 6, the U.S. Federal Trade Commission (the “FTC”) released the final version of amendments to be made to the HSR Act. […]
Google has entered into a $17 million settlement with thirty-seven states and the District of Columbia in order to resolve allegations that the company had circumvented privacy settings pertaining to Safari, Apple Inc.’s Web browser. The states and the District of Columbia alleged that Google had broken state consumer protection and computer privacy laws. “By […]
On October 23, 2013, the Securities and Exchange Commission proposed new rules to implement the requirements of Title III of the Jumpstart Our Business Startups Act or “JOBS Act” which creates a “crowdfunding” private placement exemption. The JOBS Act, enacted on April 5, 2012, established a foundation for a regulatory structure for crowdfunding and directs […]
Several high-profile cybersecurity incidents in October and November of this year and the federal government’s recent proposal for a national “Cybersecurity Framework” for both the public and private sectors highlight the need for companies to develop or update their cybersecurity programs. An effective cybersecurity program should include initial and ongoing cyber risk assessments that inventory […]
With 2014 quickly approaching, there are a number of tax planning opportunities you may want to consider before year-end. Also, outlined below is a recap of some of the recent estate, gift and generation skipping transfer (“GST”) tax changes made in 2013, the inflation-adjusted 2014 federal estate, gift and GST exemption amounts and some things […]
On December 4, 2013, the staff of the SEC’s Division of Corporation Finance (the “Division”) issued new Compliance and Disclosure Interpretations (“CDIs”) concerning recently adopted Rule 506(d) of the Securities Act of 1933, the so-called “bad actor” rules. As background, Rule 506(d), which took effect on September 23, 2013, disqualifies securities offerings from reliance on […]
From the Courts Insurers Who Disclaim Duty to Defend Do So at Their Own Peril K2 Inv. Group, LLC v. Am. Guar. & Liab. Ins. Co., 21 N.Y.3d 384, 993 N.E.2d 1249 (2013) New York’s highest court has recently held that an insurer who declines to provide defense to its insured may thereby waive its […]
Contracts often include forum selection clauses, which provide that any litigation relating to the contract (or, depending on the wording, the parties’ entire relationship) may only be brought in a certain state or federal court. The potential advantages of a forum selection clause are numerous. For example, a forum selection clause can prevent having to […]
It’s beginning to look a lot like H-1B Cap Season… One of the most commonly used visa categories for U.S. employers to employ foreign nationals is the H-1B for temporary workers. H-1B visa status is available to an individual who will perform services in a “specialty occupation” that generally requires a bachelor’s degree or its […]
Each year an increasing number of people use social media technologies and assemble or acquire “digital assets” such as writings, pictures, videos and music in digital form. In most cases these assets do not have significant monetary value, but sometimes valuable intellectual property has been created. Regardless of economic value, many people attach a very […]
Congress grappled last week with the merits and costs of several new cybersecurity proposals, each designed to protect consumers and stem the tide of recent data breaches that have engulfed U.S. businesses. Whether this activity will result in new law remains uncertain; nevertheless, the debate on federal cybersecurity governance likely will lead to changes in […]
On January 23, 2014, Secretary of Defense Chuck Hagel and General Services Administration (“GSA”) Administrator Daniel Tangherlini sent a strong message to Federal contractors and their suppliers: practice cybersecurity or the government will look elsewhere for the $500 billion in goods and services it procures annually. Hagel and Tangherlini delivered this message in a report […]
At the SEC’s recent compliance outreach program, a high-level SEC official announced that the National Examination Program (“NEP”) will be reviewing investment advisers’ policies and procedures for preventing cyber attacks. In particular, the SEC is looking at the risk created by investment advisers who give vendors access to their information technology systems. As reported by […]
On Tuesday January 28, the staff of the SEC’s Office of Compliance Inspections and Examinations (“OCIE” or “staff”) issued a Risk Alert on the due diligence practices employed by investment advisers and financial planners before recommending alternative investments (e.g., hedge funds, private equity funds) and their managers. The Risk Alert offers both industry trends noted […]
In virtually every state, the Attorney General can bring lawsuits for violations of state consumer protection or antitrust law. Often the Attorney General can seek both penalties and injunctive relief for itself and restitution for its citizens harmed by the defendant’s alleged wrongful actions. For defendants, these lawsuits often mean litigating a high stakes lawsuit […]
H-1B Visa Cap Season is just around the corner, and Wiggin and Dana would like to remind employers to plan ahead when considering recruitment of foreign workers. This is because one of the most commonly used visa categories for U.S. employers to employ foreign nationals is the H-1B visa for temporary workers. H-1B visa status […]
The National Labor Relations Board (“NLRB”) is taking aim at workplace policies that are commonly used by non-union employers and invalidating them because, in the view of the current NLRB, these policies could reasonably be construed to limit employee unionizing and other activities protected by the National Labor Relations Act (“NLRA”). Section 7 of the […]
Effective January 1, 2014, and pursuant to amendments made by the United States Environmental Protection Agency (EPA) dating back to 2012, companies are now required to report additional information on the inventory reporting forms submitted pursuant to the Emergency Planning and Community Right-to-Know Act, 42 U.S.C. § 11001, et seq. (EPCRA). These forms are due […]
We are pleased to share the inaugural issue of the Wiggin and Dana Cybersecurity and Privacy Practice Group Newsletter. We will circulate this newsletter periodically by e-mail to bring to the attention of our colleagues the latest updates in the areas of cybersecurity and privacy, with reports on recent developments, cases and legislative/regulatory actions of […]
On Friday, July 12, Connecticut Governor Malloy vetoed House Bill 6658, An Act Concerning Employer Use of Noncompete Agreements. The bill required that, where there is a merger or acquisition, an employer must provide a written copy of any noncompete agreement to the employee and give the employee a reasonable period of time, but not […]
On July 10, 2013, the Securities and Exchange Commission adopted final rules that allow the use of general solicitation to solicit investors in private placements under Rule 506 (“Rule 506”) of Regulation D (“Regulation D”) of the Securities Act of 1933 (the “Securities Act”) or Rule 144A (“Rule 144A”) of the Securities Act. In addition […]
This Advisory addresses whether a hospice is permitted to pay a nursing home more than Medicaid pays to the hospice to cover room and board for nursing home residents electing hospice services. Background The State of Connecticut has offered a Medicaid hospice benefit since 2009. When a Medicaid nursing home resident elects the Medicare or […]
In late June the U.S. Supreme Court invalidated portions of the 1996 Defense of Marriage Act (DOMA) in the Windsor case.Implementing that decision, the Internal Revenue Service (IRS) has now issued a ruling (Revenue Ruling 2013-17) confirming that any same-sex couple who marries in a jurisdiction that recognizes their marriage will be treated as married […]