Category Archives: PLI PLUS

Treatise Update – Securities Investigations: Internal, Civil and Criminal

Securities Investigations: Internal, Civil and Criminal (Second Edition) provides the legal knowledge and practical strategies necessary to deal effectively with government and internal investigations. The new release of the treatise extensively updates it with the most recent developments governing internal, civil, and criminal investigations involving potential violation of the securities laws. It also shares nuances and practical tips from experts in such investigations.

Key developments covered in the new release include:

“Property” and “Personal Benefit” under the Securities Statutes. Due to the U.S. Supreme Court vacating and remanding United States v. Blaszczak to the Second Circuit in light of Kelly v. United States, the question remains whether confidential information constitutes “property” under the securities statutes and how that may impact the holding that there is no personal benefit requirement in Title 18 cases. See Chapter 2 and Chapter 3 for discussion.

Cross-Border Regulation of the Financial Markets. See Chapter 13 for numerous new case summaries of SEC cross-border enforcement actions on insider trading, securities fraud, market manipulation, and the Foreign Corrupt Practices Act (FCPA).

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What’s New on PLI PLUS

We add content to PLI PLUS every month to ensure our subscribers have access to the most up-to-date and relevant secondary source legal documents. Renowned legal experts regularly update our acclaimed Treatises, Course Handbooks, Answer Books, Transcripts, and Forms to reflect recent changes and developments in the law.

Click here to see what we added in October 2021!

Treatise Update – The Circular 230 Deskbook: Related Penalties, Reportable Transactions, Working Forms

The Circular 230 Deskbook is an essential compliance resource for every tax professional who practices before the IRS. It helps practitioners comply with complex Circular 230 amendments more easily — and avoid costly penalties and sanctions. In addition to demonstrating prescribed duties when advising clients in the preparation of tax returns, it offers quick-reference compliance tools.

This thirty-first release of The Circular 230 Deskbook updates the treatise with the latest developments in tax and estate law relating to IRS Circular 230. Highlights from the new release include:

Chapter 1, Deference: When the Court Must Yield to the Government’s Interpretation and Chapter 4, Circular 230 now include discussions on topics such as how there is no need for Administrative Procedure Act notice and comment in connection with listed-transaction notice and the “reasonable cause” defense under section 6676.
A new section 3:7.7, Injunctive Relief discusses the Supreme Court holding that, despite the Anti-Injunction Act, advisors can seek an injunction on the ground that a notice designating a transaction a Reportable Transaction is invalid.
An updated Table of Authorities and Index are included.

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Are You Using Search Alerts on PLI PLUS?

Search Alerts make it easy for lawyers, librarians, and legal professionals to stay up-to-date on legal developments. Set an alert on any search you run on PLI PLUS to receive an email notification when new content is added.

Learn more about this feature: Search Alerts PDF.

Treatise Update – Sinclair on Federal Civil Practice (Fifth Edition)

Sinclair on Federal Civil Practice gives quick and authoritative answers for issues arising in federal civil litigation and serves as a guide to the principal rules and tactical considerations guiding lawsuits in the federal courts. This two-volume treatise explains the layout of the court system and the nature of its key personnel, jurisdiction and venue principles, and the sequence of litigation. It also provides insight into the rationale of the rules by citing the key interpretive cases and offering court-tested practice tips.

Highlights of the new release include:

Updates to the Additional Resources and Compendium of Recent Cases (Vol. 1 & Vol. 2): Numerous recent law review articles are added to the Additional Resources section at the end of each chapter, and the chronological circuit-by-circuit Compendium of Recent Cases is updated for each volume.

Section 2:8.1[D] Personal jurisdiction / minimum contacts: Discusses a 2021 Supreme Court decision on the issue of whether personal jurisdiction was appropriately exercised over a vehicle manufacturer incorporated in Delaware and headquartered in Michigan for claims that arose from severe injuries and death suffered as a result of accidents in Montana and Minnesota. The vehicles were previously owned, purchased by the plaintiffs at subsequent resales, and brought into Montana and Minnesota from other states.

New section 8:2.4 Standard of review for Rule 12 motions: A new section discusses the standards of review for a motion to dismiss under Rule 12(b)(6) and a motion for judgment on the pleadings under Rule 12(c). Federal appellate courts disagree as to whether a different standard of review applies to a motion to dismiss brought under Rule 12(b)(1), which challenges the subject matter jurisdiction to hear the claims at issue.

New section 8:2.8 Trial motions: A new section analyzes the motion for judgment on partial findings pursuant to Rule 52(c) and the motion for judgment as a matter of law pursuant to Rule 50(a) or 50(b). While both motions are aimed at expediting trials, they have distinct differences that litigators need to consider, including the type of proceeding (jury or non-jury) in which the motion is available and the applicable standard of review.

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Treatise Update – Mergers, Acquisitions and Tender Offers: Law and Strategies — Corporate, Securities, Taxation, Antitrust, Cross Border

Mergers, Acquisitions and Tender Offers provides battle-tested, real-world advice on the entire M&A process. Packed with best practices, planning tips, checklists, and sample documents/agreements, this treatise offers comprehensive coverage of all aspects of the deal for domestic and cross-border mergers.

Highlights of the new release include:

Section 1:7, “The Current M&A Scene,” presents recent data and information on the state of the M&A marketplace.
Section 2:1.2, “The Impact of COVID-19 on Drafting and Interpreting M&A Agreements,” provides a discussion of issues arising from the pandemic in the drafting of corporate acquisition agreements.
Section 4:5.12[D][4], “Recent Approaches to Determine Fair Value—AXA, Hanover, Golden, Ancestry, Dell, Ramtron, Merion, PetSmart, SWS, Sprint, DFC, Aruba, AOL, Solera, Stillwater, SourceHOV, Panera, Jarden, and Synapse,” briefly discusses several recent appraisal cases.
Section 5:5.2[B][16], “The Pill During COVID,” discusses the Williams Companies case in which the court enjoined a poison pill adopted by the company during the COVID-19 crisis.
Section 6:9, “Introduction to Special Purpose Acquisition Companies (SPACs),” introduces the fundamentals of SPACs and analyzes deal documents.
Section 9:1.4, “President Biden’s Business Tax Proposals,” looks at positions President Biden took on various tax issues during the campaign for the presidency in 2020.
Section 10:7, “Introduction to the SEC’s M&A Accounting Rules When the Consideration Is Stock and Cash; Followed by a Policy Prescription,” briefly explains the SEC rules governing financial disclosures in M&A transactions.
New summary updates to Volume 3 discuss some of the changes that will be made to chapters 14 through 28 in the next version of the treatise which will reflect developments after June 1, 2019.

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What’s New on PLI PLUS

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Treatise Update – Trade Secrets: A Practitioner’s Guide (Second Edition)

Trade Secrets: A Practitioner’s Guide discusses all aspects of protecting trade secrets. It provides sample forms, checklists, and trial testimony from actual cases. The treatise compares and contrasts trade-secret protection with other forms of intellectual property such as copyright, patents, and trademarks.

This release contains new discussions of the law of trade secrets and related topics. Highlights include:

Chapter 4

Secrecy ended by disclosure: Updates to § 4:9.3 include coverage of Attia v. Google LLC, where the Ninth Circuit affirmed dismissal of a claim under the DTSA, finding that disclosure of the subject matter of a trade secret in a published patent application vitiated its trade secret status.
Security measures: Updates to § 4:13 include coverage of Inteliclear, LLC v. ETC Global Holdings, Inc., where the Ninth Circuit reversed summary judgment for the defendant in a trade-secret misappropriation case, disagreeing with the district court’s conclusion that insufficient secrecy was pleaded.

Chapter 5

Ownership: New § 5:11 focuses on Advanced Fluid Systems, Inc. v. Huber, where the Third Circuit ruled that a contractor on a NASA project that possessed trade secrets but did not own them could bring a misappropriation claim. (Other issues in this case are covered in § 4:13 on security measures and § 13:3.7 on punitive damages.)

Chapter 6

Wrongful means: New § 6:12 examines Compulife Software Inc. v. Newman, a case involving a misappropriation-by-use claim in which the Eleventh Circuit ruled, among other things, that a magistrate judge had erred in reasoning that the public availability of quotes on the plaintiff’s site automatically precluded a finding that scraping those quotes constituted misappropriation.

Chapter 10

Identifying trade secrets with specificity: Updates to § 10:9.1 include discussion of TLS Management and Marketing Services, LLC v. Rodriguez-Toledo, an appellate decision addressing the plaintiff’s burden of establishing that a trade secret exists and the enforceability of nondisclosure agreements.

Chapter 13

Unjust enrichment: Updates to chapter 13 include discussion of Epic Systems Corp. v. Tata Consultancy Services Ltd., where the court of appeals affirmed an award of unjust enrichment damages (see § 13:3.5) and found that the punitive damages award was justified by the evidence but unconstitutional in amount (see § 13:3.7).

Table Authorities and Index

In addition, this release includes an updated Table of Authorities and Index.

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What’s New on PLI PLUS

Click here to see what we added in August 2021!

Hello from PLI’s Virtual Booth @ AALL2021!

For anyone attending this week’s America Association of Law Libraries Virtual Conference 2021, be sure to swing by PLI’s virtual booth to say hi! Don’t forget to enter our raffle for a chance to win a one-year pass to MasterClass.