Client Alert - Gibson Dunn

Client Alert

German Federal Cartel Office Sets Record Fine in Abuse Case

Germany's competition authority, the "Federal Cartel Office", has imposed a fine totaling EUR 216 million in a recent case concerning the abuse of market dominance.

December 7, 2007

Deal Note: Gibson Dunn’s Media & Entertainment Group Represents Vivendi in Proposed Combination of the Businesses of Vivendi Games and Activision

Gibson, Dunn & Crutcher LLP's Media & Entertainment Group is pleased to announce its representation of Vivendi in connection with the proposed combination of the businesses of Vivendi Games and Activision which will create Activision Blizzard, which will be the largest pure-play video game publisher.

December 5, 2007

IRS Issues Voluntary Correction Program for Section 409A Operational Violations

On December 3 the Internal Revenue Service issued Notice 2007-100, which provides a limited voluntary correction program for certain operational violations of Section 409A of the Internal Revenue Code.

December 5, 2007

2007 Employee Benefits Deadlines Require Immediate Attention

As another year comes to a close, employers must take a number of actions to (i) address Section 409A of the Internal Revenue Code for deferred compensation plans, (ii) comply with the Labor Department's "qualified default investment alternative" ("QDIA") fiduciary safe harbor for defined contribution retirement plans, and (iii) begin operating their qualified retirement plans in compliance with new rules that become effective on January 1, 2008.

December 4, 2007

FCPA Investigations: Working Through A Media Crisis

Washington, D.C. Partner Joseph Warin and Associate Andrew Boutros are the authors of "FCPA Investigations:  Working Through A Media Crisis" [PDF] published in the December 2007 issue of White Collar Crime.

December 1, 2007

Cashing out company stock options in M&A transactions

Century City Partner Jonathan K. Layne and Associate Ari B. Lanin are authors of "Cashing out company stock options in M&A transactions" [PDF] in the December 2007 issue of Financier Worldwide.

December 1, 2007

UK Competition Authority Publishes Recommendations on Private Antitrust Claims

There is a growing belief that competition law in Europe should not be enforced solely by competition authorities, but also by private claimants in the civil courts.

November 30, 2007

RiskMetrics Group, ISS Governance Services (ISS) Releases Policy Updates for 2008 Proxy Season and Related Developments

On November 19, 2007, RiskMetrics Group ISS Governance Services (ISS), a leading proxy advisory firm, released its U.S. and international corporate governance policy updates for the 2008 proxy season.  The ISS U.S.

November 29, 2007

SEC Adopts Final Rules on Proxy Access and Electronic Shareholder Forums

At an open meeting held on November 28, 2007, the Securities and Exchange Commission (“SEC”) adopted an amendment to the SEC’s shareholder proposal rule (Rule 14a-8) codifying the SEC’s historical interpretation of Rule 14a-8(i)(8) pursuant to which proxy access shareholder proposals are excludable.

November 28, 2007

SEC Seeks Comments on Disclosures of Business Activities in Cuba, Iran, North Korea, Sudan and Syria

The Securities and Exchange Commission (the “Commission”) recently issued a Concept Release on Mechanisms to Access Disclosures Relating to Business Activities in or with Countries Designated as State Sponsors of Terrorism (the “Concept Release”), available at http://www.sec.gov/rules/concept/2007/33-8860.pdf.The Concept Release seeks public comment by January 22, 2008 regarding various aspects of the Commission’s Congressional mandate to monitor issuers’ disclosures regarding their business activities in or with countries designated as State Sponsors of Terrorism (i.e., Cuba, Iran, North Korea, Sudan and Syria) and its proposed methods to facilitate access to such disclosures. Pursuant to a Congressional mandate, the Commission’s Office of Gl

November 27, 2007

Treasury Issues New Bank Secrecy Act Guidance for Casinos and Card Clubs

On November 14, 2007, for the first time in several years, the Department of the Treasury, Financial Crimes Enforcement Network ("FinCEN"), issued Bank Secrecy Act ("BSA") compliance guidance for casinos and card clubs, Frequently Asked Questions:  Casino Recordkeeping, Reporting, and Compliance Program Requirements (FIN-2007-G005).  The guidance, which is in the form of twenty-three questions and answers, addresses questions about what types of gaming establishments are subject to the BSA requirements and questions about compliance with the BSA requirements by casinos and card clubs, including currency transaction reporting (31 C.F.R.

November 26, 2007

SEC Adopts Changes to Rules 144 and 145; Exempts Certain Stock Options from SEC Registration Requirements; and Allows Foreign Private Issuers to Avoid U.S. GAAP Reconciliation Requirement by Filing IFRS Financial Statements

At its open meeting held on November 15, 2007, the Securities and Exchange Commission ("SEC") adopted several rule amendments that are designed to facilitate the capital raising process and to ease the burden of certain reporting requirements, particularly for smaller companies.  In particular, the SEC adopted several important changes to Rules 144 and 145 under the Securities Act of 1933, as amended (the "Securities Act"), and adopted a rule that exempts compensatory stock options from the registration requirements under Section 12(g) of the Securities Exchange Act of 1934 (the "Exchange Act").  The SEC's press release announcing these changes is available at http://www.sec.gov/news/press/2007/2007-233.htm.At yesterday's meeting, the SEC also adopte

November 16, 2007

Offensive E-Discovery Depositions: Is There a Defense?

New York associates Farrah Pepper and Matthew Kahn are the authors of "Offensive E-Discovery Depositions: Is There a Defense?" [PDF] published in the November 1, 2007 issue of Digital Discovery & Evidence (BNA).

November 1, 2007

The Mixing of Banking and Commerce: A conference summary

Washington, D.C. partner C.F. Muckenfuss III was quoted in the article, "The Mixing of Banking and Commerce: A conference summary" [PDF] published in the November 2007 issue of The Federal Reserve Bank of Chicago's Chicago Fed Letter.

November 1, 2007

Litigation Against Accountants and Lawyers: The Year of Living Dangerously

Jonathan C. Dickey is the author of "Litigation Against Accountants and Lawyers: The Year of Living Dangerously" [PDF] prepared for the West LegalWorks 17th Annual Litigation and Resolution of Complex Class Actions Workshop, November 1-2, 2007.

November 1, 2007

National Security Implications of Foreign Investment in U.S. Government Contractors

Gibson Dunn partners Joseph West and Judith Lee and Associates Christyne K. Brennan, Dave M. Wharwood, and Patrick F. Speice, Jr. are the authors of "National Security Implications of Foreign Investment in U.S.

October 31, 2007

Studying Schneider

Brussels Partner Peter Alexiadis & Associate Vassili Moussis, are authors of "Studying Schneider," [PDF] published in the October 2007 issue of the European Lawyer.

October 31, 2007

View from here: Countering corruption

Partners F. Joseph Warin and Robert C. Blume and Associate J. Taylor McConkie are the authors of "View from here: Countering corruption" published in the October 25, 2007 issue of Legal Week.

October 25, 2007

Labor Department Issues Final Qualified Default Investment Alternative Regulations

On October 23, the Labor Department issued final regulations setting forth the standards applicable to qualified default investment alternatives ("QDIAs").

October 24, 2007

IRS Extends Most Section 409A Transition Relief to December 31, 2008

On October 22, the IRS issued Notice 2007-86, which extends to December 31, 2008 most of the transition relief under Section 409A of the Internal Revenue Code.

October 23, 2007