Free With Registration: Corporate Securities

'Honest Services' Fraud: What Will the Court Do?

Thursday, November 19, 2009

By John C. Coffee Jr.

John C. Coffee Jr., the Adolf A. Berle professor of law at Columbia University Law School and director of its center on corporate governance, writes: "The Supreme Court has granted certiorari in, and will soon resolve, three related cases, all involving the scope of 'honest services' fraud under 18 U.S.C. §1346. By itself, this is unusual, because the Court usually takes only a single case and remands related cases for reconsideration in light of its decision. Also unusual is the fact that the Court is reconsidering the scope of mail and wire fraud, as §1346 was passed by Congress as a direct rebuff to the Supreme Court following the Court's last attempt (two decades ago) to trim the ineffably broad scope of the mail and wire fraud statutes."

Changes to Settlement Do Not End Debate Over 'Orphan Works'

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Thursday, November 19, 2009

By Zusha Elinson

Google Inc. revised its controversial books settlement late last week and revived the debate over who should decide the fate of orphan works: Google or the government. Changes to the settlement were aimed at addressing concerns that Google had grabbed unfair control of orphan works?books whose rights holders cannot be found?by including them in a class action settlement with authors and publishers over its book scanning project. But critics say that Google is still playing God?a task better left to Congress. "Nobody should get a license to orphans without congressional action," said Pamela Samuelson, a professor at UC-Berkeley School of Law. "This is a legislative matter. You shouldn't use a class action for that."

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Lawyers on Major Transactions

Thursday, November 19, 2009

By Jessica Lauredan

Hewlett-Packard Co. has reached an agreement to buy Massachusetts-based 3Com. HP will pay about $2.7 billion for 3Com's stock, a 39 percent premium above 3Com's closing share price on the day the deal was announced. Also, United Technologies, a Hartford, Conn.-based manufacturing conglomerate that owns brands ranging from Carrier heating and air conditioning systems to Sikorsky helicopters, will buy General Electric's security business, GE Security, for $1.82 billion.