| Antitrust & Trade Law: Clayton Act |
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| Section 3 of the Clayton Act, 15 U.S.C.S. § 14, makes illegal certain distribution practices. Generally, Section 3 of the Clayton Act makes it illegal to enter into tying arrangements, exclusive dealing contracts, or requirements contracts if such arrangements or contracts tend to lessen competition. More... |
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| Duty of Care |
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| A corporate director has the duty to act in good faith in pursuit of the company's best interests and to use the care that an ordinary prudent person in a like position would use under similar circumstances. The Model Business Corporation Act implies that corporate officers have an even higher duty of care because they are intimately familiar with and knowledgeable about the corporation's activities and have better access to corporate information than directors have. Most jurisdictions recognize that high-ranking corporate officers have a fiduciary relationship with the corporation.
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| Director and Officer Liability under ERISA |
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| Under ERISA, ''employers'' must make all necessary contributions to multi-employer pension plans pursuant to the plans' terms or the terms of a collective bargaining agreement. Every employee benefit plan must have a funding procedure and fully explain how and under what circumstances payments are to be made to the plan. If these responsibilities are not carried out or carried out in an untimely manner, a civil enforcement action can be brought against the plan or the employer. An "employer" is defined as "any person acting directly as an employer, or indirectly in the interest of an employer, in relation to an employee benefit plan.
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| Employees' Duty of Loyalty |
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| Generally, an employee owes the duty of undivided loyalty to his or her employer. Courts take varying approaches to the issue of an employee's duty of loyalty. Some jurisdictions do not acknowledge a separate cause of action for an employee's breach of loyalty unless there is a fiduciary relationship between the employer and the employee. The claim is usually pleaded as a breach of a fiduciary duty. Some jurisdictions recognize a separate claim for an employee's breach of the duty of loyalty but also acknowledge its relationship to a fiduciary breach. A common thread in all jurisdictions is that employees who occupy a position of trust and confidence owe their employers a higher duty of loyalty than lower-level employees. The scope of the duty of loyalty depends on the particular fact circumstances and the nature of the employment relationship.
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| The U.S. Foreign Corrupt Practices Act |
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| Corrupt payments to foreign officials to obtain or keep business are prohibited by the U.S. Foreign Corrupt Practices Act. There are five elements of a violation of the provisions of the Act prohibiting bribery of foreign government officials. More... |
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