August 2012 Client Alerts

September 4, 2012

Authored by: Bryan Cave

SEC Issues Final “Conflict Minerals” Rule

The SEC has issued its final rule to implement the “conflict minerals” disclosure requirements in Dodd-Frank.  The SEC originally issued proposed rules with a comment period that was to have ended in January 2011.  Final rules were required to be published by April of 2011.  The SEC formally extended the public comment period by 30 days and then spent nearly 17 months receiving thousands of letters, meeting with many “interested persons,” and hosting an SEC Roundtable.  Dodd Frank amended the SEC Exchange Act of 1934 by adding a requirement that the  SEC publish disclosure rules concerning the use of certain minerals that originate in the Democratic Republic of the Congo.  To learn more about the disclosures required by the rule, please click here to read the Bulletin published by the Corporate Finance and Securities Client Service Group on August 29, 2012.

The Contraceptive Mandate:  What Do Religious Employers Do Now?

In a landmark 5-4 decision announced in June, the United States Supreme Court upheld the key provisions of the Patient Protection and Affordable Care Act (ACA).  Perhaps most noteworthy for religious employers are the provisions requiring group health plans to provide preventive health services without charging a co-pay.  In August, the Department of Health and Human Resources (HHS) adopted guidelines outlining the required preventive health care for women.  That guidance requires coverage for all FDA-approved contraceptive services, including the “morning after” pill and the “week after” pill.  Coverage of these services at no cost is required for plan years beginning on or after August 1, 2012.  To learn more about the decision and exemptions for certain employers, please click here to read the Alert published by the Religious Organization Team on August 7, 2012.

New Oil and Natural Gas Production Air Rules Go Final

On August 23, 2011, EPA proposed new rules to reduce emissions of volatile organic compounds, sulfur dioxides, and hazardous air pollutants from the oil and gas production sector.  EPA did not issue those rules until April 27, 2012.  In August, the EPA published the final rules, which contained minor revisions to those issued in April, 2012.  To learn more about the rules, please click here to read the Alert published by the Environmental and Energy and Natural Resources Client Service Groups on August 17, 2012.

New Sanctions Against Iran Highlight Critical Change in U.S. Sanctions Policy

New sanctions recently have been levied against Iran by the U.S. Government that will significantly impact non-U.S. subsidiaries of U.S. companies that currently have business directly or indirectly with or involving Iran.  On August 10, the President signed The Iran Threat Reduction and Syria Human Rights Act of 2012 (the “Act”).  Notably, the Act requires the President to issue an executive order to prohibit entities owned or controlled by a U.S. person, such as a non-U.S. incorporated subsidiary of a U.S. parent company, from engaging in any dealings or transactions with Iran that if undertaken in the U.S. or by a U.S. person, would violate U.S. sanctions.  For an overview of restrictions, please click here to read International Regulatory Bulletin No. 501 published by the International Trade Group on August 17, 2012.

The Act also sets forth certain mandatory disclosure requirements regarding specified activities involving Iran and other sanctioned persons for any SEC-Reporting companies.  For a discussion of the required disclosures, please click here to read International Regulatory bulletin No. 502 published by the International Trade Group on August 24, 2012.

Association for Molecular Pathology v. USPTO and Myriad Genetics, Inc. — Federal Circuit, Again, Confirms Patent Eligibility of Isolated DNA.

In a split decision, the Federal Circuit has re-affirmed that isolated human DNA falls within the scope of patentable subject matter, notwithstanding the Supreme Court’s intervening Mayo v. Prometheus decision.  For a discussion of the Federal Circuit’s decision, please click here to read the Bulletin published by the Intellectual Property Client Service Group on August 24, 2012.

Sales Taxation of Daily Deals

Deal of the Day Companies, such as Groupon, have transformed discount shopping by bringing impulse buying to the consumer’s email inbox in the form of on-line vouchers (Daily Deals).  One estimate claims there are more than 600 Deal of the Day Companies generating billions in savings for discount-savvy consumers.  Although innovative in form, Daily Deals conjure up familiar and recurring questions regarding appropriate application of sales tax laws.  To learn more, please click here to read the Summer 2012  Bulletin published by the Tax Advice and Controversy Practice Group.

Missouri Supreme Court Addresses Enforceability of Employee Noncompetition Agreements

In August, the Missouri Supreme Court issued Wheelan Security Co. v. Kennebrew, et al., addressing the enforceability of employe noncompetition agreements under Missouri law.  Whelan Security marks the first time the Court has addressed employee noncompetition agreements since a 2006 decision in Healthcare Servs. of the Ozarks, Inc. v. Copeland.    In Whelan Security, the Court reaffirmed long-standing Missouri precedent that employee noncompetition agreements can be enforced under Missouri law to the extent they are reasonable and necessary to protect the employer’s legitimate protectable interest.  To read more about the decision, please click here for the Alert published by the Noncompetition, Trade Secret and Employee Unfair Competition Team on August 16, 2012.

California Court of Appeals Rejects NLRB Decision Barring Class Action Waivers in Arbitration Agreements

In January, the National Labor Relations Board  ruled that agreements requiring employees to arbitrate their employment disputes on an individual basis and prevent them from pursuing such claims on a classwide basis in any forum, violated Section 7 of the National Labor Relations Act (NLRA).  In July, the California Court of Appeals rejected the Board’s decision in that case.  The Court of Appeal’s ruling is favorable for employers as it allows enforcement of class action waivers in arbitration agreements.  To read more about the decision and its implications, please click here to read the Alert published by the Labor and Employment Client Service Group on July 27, 2012.

Iraq Added to U.S. Treasury’s List of Boycotting Countries

The U.S. Treasury Department has added Iraq to its list of boycotting countries for purposes of section 999 of the Internal Revenue Code.  It did so without explanation, although we have seen materials that indicate that the Iraqi patent office has begun requiring completion of a series of boycott-related questions in connection with patent applications.  U.S. taxpayers having operations in or related to Iraq will now have to include such operations in their annual reporting on Form 5713.  To learn more, please click here to read the Memorandum dated August 23, 2012 published by the International Trade Group.

Vacation and More Vacation:  the European Court of Justice Enhances Employee Entitlements

The European Court of Justice rendered a much criticized decision in June related to European employees’ rights to annual vacation.  The decision marks the culmination of a 10-year line of cases increasing employees’ rights in this area.  To read about the decision made in the context of a suit brought by Spanish labor unions, please click here to read the Bulletin published by the Labor & Employment Client Service Group (Paris) on August 13, 2012.