Coblentz Partner Tim Crudo and Associate David Mehretu co-authored the article, “Santa’s Early for the White Collar Bar,” published in the San Francisco Daily Journal on December 22, 2014.
Coblentz Partner Tim Crudo and Associate David Mehretu co-authored the article, “Santa’s Early for the White Collar Bar,” published in the San Francisco Daily Journal on December 22, 2014.
By Timothy Crudo and Sean Kiley, Originally published in Bloomberg BNA: Securities Regulation & Law Report
Recent whistleblower developments have practitioners asking some interesting questions. Are whistleblowers protected even if they don’t work at public companies? Should companies be worried about their employees’ babysitters? What about their overseas employees? And just how does George Clooney figure into all of this anyway?
Some of these questions spring from the recent Supreme Court decision in Lawson v. FMR LLC, 134 S.Ct. 1158 (2014), which examined whether Sarbanes- Oxley’s whistleblower protections extend to employees of private contractors working with public companies and, if so, how far. While this decision has attracted much of the public attention, the issue of protection for overseas whistleblowers, which has the potential for significantly greater impact, and a less definitive resolution, than that decided in Lawson, has quietly been making its way through the lower courts.
Supervisor Jane Kim recently introduced legislation that would create a Special Use District (SUD) to encourage maintenance of the existing ratio of affordable housing units (roughly 30%) to market rate units (70%) within the SUD. The boundaries of the proposed SUD correspond, more or less, with Supervisor Kim’s voting district, which includes the Tenderloin, a large portion of SOMA and Treasure Island. See the map by clicking here.
The legislation would require the Planning Department to maintain an ongoing inventory of affordable and market rate units in the SUD in order ascertain the “cumulative housing balance ratio.” Projects that propose to construct at least ten market rate housing units would be required to obtain Conditional Use (CU) authorization from the Planning Commission (appealable to the Board of Supervisors) whenever the ratio of affordable housing units in the SUD falls below 30% or the Planning Department is not able to ascertain the current ratio.
On January 1, 2014, the limited liability company act in California was repealed and superseded by the California Revised Uniform Limited Liability Company Act, commonly known as RULLCA. This alert answers some common questions about RULLCA.
Employer Reporting Requirements: Incentive Stock Options & Employee Stock Purchase Plans
Time is running out for corporate employers to provide employees and the Internal Revenue Service (“IRS”) certain statements regarding the exercise of incentive stock options (“ISOs”) and the transfer of shares at a discount under employee stock purchase plans (“ESPPs”). This alert summarizes the filing requirements, deadlines and penalties.
After months of negotiations, the City and County of San Francisco (“City”) Board of Supervisors recently approved an ordinance amending local CEQA procedures, which are codified in Chapter 31 of the City Administrative Code. The ordinance is expected to be operative this month. This alert summarizes the main changes.
On July 10, 2013, the Securities and Exchange Commission (the “SEC”) adopted final rules that will allow advertising and other methods of general solicitation in connection with certain private offerings of securities under Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933 (the “Securities Act”). The new rules also prohibit issuers from relying on Rule 506 for any offering in which “bad actors” affiliated with the issuer are involved. The disqualifying events include certain criminal convictions, SEC orders, and other administrative or regulatory actions.
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In an attempt to promote hiring in San Francisco, in November 2012 San Francisco voters elected to implement a new gross receipts tax (“GRT”). Beginning January 1, 2014, San Francisco will phase in the GRT on all business activities attributable to San Francisco, and will phase out, over a five-year period, San Francisco’s current 1.5% tax on payroll expense. This means that for the next four years, businesses with gross receipts attributable to San Francisco must calculate their liability under both the gross receipts tax and the payroll tax and report and pay a percentage of each tax. “Gross Receipts” is broadly defined to include total amounts received or accrued from any source, such as sales, services, dealings in property, interest, rent, fees, and commissions. Thus, the GRT will be applicable to receipts from rentals of San Francisco real estate and payments for services that are part of a lease, as well as sales of San Francisco real estate, but only if transfer tax is not paid on the sale.
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In November 2012 San Francisco voters elected to implement a new gross receipts tax (“GRT”). This tax is intended to encourage hiring in San Francisco by shifting from a payroll-based tax to a gross receipts-based tax. The San Francisco Controller estimates that the GRT will increase revenue by $28.5 million per year and broaden the number of businesses subject to the tax from 7,500 to 33,000 businesses. Industries with relatively low payroll and high gross receipts allocable to San Francisco will be affected most by the GRT.
Click here to read the full alert.
There is an important new requirement for every television, radio and digital commercial using SAG-AFTRA members. In April 2013, commercials negotiations between the Screen Actors Guild-American Federation of Television and Radio Artists (“SAG-AFTRA”) and the Joint Policy Committee (“JPC”) of the American Association of Advertising Agencies (“4A’s”) and the Association of National Advertisers (“ANA”), representing the advertising industry, mandated universal adoption of Ad-ID. Click here to read the full alert.