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Message from the Chair, Alvin W. Thompson
"Knowledge comes, but wisdom lingers."
Alfred, Lord Tennyson
One of the Section's more recent initiatives is the Business Law Advisors'
program, which was the brainchild of our Immediate Past Chair, Barbara
Mendel Mayden.
Business Law Advisors are individuals who have distinguished themselves as
practitioners, teachers, or government officials in one or more of the
areas in which committees of the Section are active. The Section looks for
senior lawyers with national reputations who are interested in sharing the
wisdom and knowledge they have accumulated over years of practice. Each
year, three Business Law Advisors are selected by the Former Chairs of the
Section for a two-year term.
Our first two classes of Business Law Advisors have made valuable
contributions to various committees and to the Section as a whole. I am
looking forward to spending time with them during our meeting in Tampa,
getting to know them better and gaining additional insights from their
collective knowledge and wisdom. If your committee is fortunate enough to
have a Business Law Advisor, you should also take advantage of the
opportunity to profit from spending time with him or her.
Our current Business Law Advisors are:
- James C. Freund (author Anatomy of a Merger) advisor
to the Committee on Negotiated Acquisitions and the Committee on Dispute
Resolution.
- Roberta S. Karmel (first woman commissioner of the
SEC) advisor to Committee on Federal Regulation of Securities
- Harvey R. Miller (Vice Chairman Greenhill & Co., LLC)
advisor to the Committee on Business Bankruptcy.
- Robert H. Mundheim (former General Counsel to Salomon Smith
Barney and the US Treasury Department) advisor to the Committee on
Corporate Governance and the Committee on Professional Conduct.
- Paul J. Polking (former General Counsel of NationsBank and
Bank of America) advisor to Committee on Banking Law.
- Patricia M. Wald (former Chief Judge of the U.S. Court of
Appeals for the District of Columbia Circuit) advisor to the Committee on
Business and Corporate Litigation.
Unfortunately I do not have space here for a full description of the
incredible experience and qualifications of these individuals.
Although each Business Law Advisor serves for only a term of two years, the
wisdom they share with members of the Section is something that will have
an effect within the Section well beyond each Advisor's term. Please join
me in thanking our Advisors for their willingness to serve and commitment
to the Section.
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Alvin W. Thompson
Chair, Section of Business Law
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Filings Under Article 9. Article 9 of the Uniform Commercial Code
is in effect in all 50 states, the District of Columbia and the U.S. Virgin
Islands. The transition from the former version of Article 9 to the current
version is nearly complete. Filings under the former version of Article 9
are effective through June 30, 2006. An analysis of filing and searching
issues during the transition period and practical tips for addressing them
are presented.
Data Breaches. In 2005 there were 166 reported incidents of data
security breaches involving personal information on as many as 60 million
Americans. State laws governing data security vary widely, and financial
institutions have adopted stringent measures to reduce the likelihood of
security breaches and to minimize harm on consumers.
Recent Decisions. A summary of recent cases involving cyberspace
intellectual property law.
Internet Search and Copyright Law. Google's Print Library Project,
which aims to digitize most of the worlds books for online searching,
raises copyright issues.
Robinson-Patman Act. The Robinson-Patman Act makes it unlawful for
those engaged in commerce to discriminate in price between different
purchasers of goods of like grade and quality. Many small businesses are
unaware of the scope of Robinson-Patman.
Capital Formation. Finding capital to finance growth is a major
challenge for small and mid-sized businesses. An in-depth analysis of the
various sources of equity capital for small business is presented.
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The long-awaited Private Target M&A Deal Points Study,
conducted by the M&A Market Trends Subcommittee
of the Section's Committee on Negotiated Acquisitions was released on March
27, 2006 and is available, free of charge, to Committee members at
www.abanet.org/dch/committee.cfm?com=CL560003. This important study
benchmarks a broad range of key negotiated deal points from
publicly-available acquisition agreements involving public buyers of
private target companies, thus providing key data for the oft-debated issue
in M&A transactions: "what in fact is the market"? A
companion Public Target Study is scheduled to be released in early April.
Both of these studies are expected to become indispensable resources for
M&A lawyers.
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Committee Spotlight
To learn more about or join the committees that contributed to this month's issue, just click on the committee name below.
Section members are eligible to join the Section's committees at no
additional cost. Become involved or simply stay in the information
flow. It's FREE!
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Not able to make it to Tampa? All materials from CLE Programs are already
available in the Program Library. Enter "Spring Meeting" and
"2006" as the meeting type and enter any other search criteria (keywords,
committee name, etc.) to find the materials of interest to you. Also,
watch for information on the release of session recordings, available for
the first time on CD and MP3.
The goal of the Program is to increase the participation
of young lawyers in Section activities. The Section is committed to
investing dollars in young lawyers who are expected to participate actively
in the substantive work of the Section and to grow into future leadership
positions within the Section. The Program is designed not only to develop
future leaders of the Section but also to enhance the image of the Section
among members of the YLD in order to attract young lawyers into Section
membership. The Section will select five Fellows and will fund their
expenses to participate in Section activities for two years. Applications
are due June 1, 2006. For more information about the program, click here.
The goal of the Program is to increase the
participation of lawyers of color in Section activities. The Section is
committed to investing dollars in lawyers of color who are expected to
participate actively in the substantive work of the Section and to grow
into future leadership positions within the Section. The Program is
designed not only to develop future leaders of the Section but also to
enhance the image of the Section among members of the national minority bar
organizations in order to attract lawyers of color into Section membership.
The Section will select five Ambassadors and will fund their expenses to
participate in Section activities for two years. Applications are due June
1, 2006. For more information about the program, click here.
The Section is committed to encouraging the
participation of lawyers with disabilities in Section activities. To do so,
the Section's Committee on Diversity has created the Business Law Diplomat
Program designed to demonstrate that commitment and in the process, develop
future Section leaders, facilitate the full participation of lawyers with
disabilities in Section activities, and draw more lawyers with disabilities
into active membership. Applications are due June 1, 2006. For more
information about the program, click here.
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