About SGR

    Joseph J. Devine, a Member of Spector Gadon Rosen Vinci P.C. and Chair of its Corporate Law Group, was a panelist for the BioStrategy Partners, Inc. (BioSP) seminar, “Company Formation: Avoiding Mistakes, Reducing Costs and Structuring for Growth” at University Place Associates in Philadelphia on June 21, 2019.  Devine led the three-member panel discussion, speaking on topics such as selecting the appropriate type of legal entity early in the company’s development, complying with securities and employment laws, and instituting a policy for social media, data collection and other online and mobile activities.

    BioSP is a nonprofit consortium of academic medical centers and research institutes committed to the development and transfer of academic research into the marketplace.  The seminar was held as part of the consortium’s Practical Knowledge Series.

    Devine devotes much of his practice to representing entrepreneurs and growth businesses in a variety of industries.  In his 30 years of practice, he has represented public and privately held companies, as well as investors, in a wide range of corporate and business transactional matters, including mergers and acquisitions, equity and debt offerings, securities law compliance, credit facilities, private equity and venture capital, and governance.

    Spector Gadon Rosen Vinci P.C. represents business and commercial law clients nationally and internationally, serving entities, corporate boards and highly placed individuals engaged in multifaceted industries (including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital) through a cadre of dedicated and highly skilled lawyers with a reputation for using unique strategies, and a proven success record with tough cases.  The firm’s practice groups include banking and financial services, bankruptcy and creditor rights, commercial litigation, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, estates, trust and wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, professional liability, real estate, securities and sports, and tax law.

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    When There Really Isn’t Any There There:  The Supreme Court in  North Carolina Department of Revenue v. Kimberley Rice Kaestner 1992 Family Trust

    By Morgan Maxwell

    When the Supreme Court speaks we expect some broad pronouncement, a grand statement settling an intractable problem going to the very essence of the function and application of law in an ordered society.  Particularly so in matters of taxation, not only because I am a tax lawyer, but because taxation is where Government and the citizenry interact most frequently, most universally, sometimes most grindingly, and with the most variety.  As much as we (or some of us) might want a select group of Solons to resolve every question and achieve perfect balance, sometimes the courts, even the Supreme Court, is constrained to simply decide the case in front of it, and thus there may be no greater meaning to be imparted except the resolution of the immediate dispute.  This was the case in Kaestner Family Trust, decided by the Court on June 21, 2019.¹

    This case starkly demonstrates the dichotomy between a common sense view of how the law should be interpreted and applied, and a hyper-technical legalistic approach.  This was a fairly easy case, from a common sense point of view.²  North Carolina was seeking to tax income of a trust that had almost nothing to do with North Carolina, except for the accident of a beneficiary of the trust moving to North Carolina years after the trust was created.  On the other hand, the Department of Revenue had a fairly straight-forward argument: the North Carolina courts had held that this tax could be imposed if a trust merely had a North Carolina resident as a beneficiary.

    The problem with trusts (or is it their glory?) is that one can create one’s own legal universe; the idiosyncratic provisions one might choose are limited only by the settlor’s imagination.³ In Kaestner Family Trust, an idiosyncratic trust met a fairly idiosyncratic law⁴ and produced a result of extremely narrow application.

    The original trust was formed nearly 30 years ago by a New York resident for the benefit of his three children, and its trust instrument provided that it was to be governed by New York law.  The initial trustee was a New York resident, succeeded along the way by a Connecticut

                                                   

    ¹  South Dakota v. Wayfair, Inc., 585 U.S. ___ (2018)., discussed herein, another tax case, was decided on this same date in 2018.  I cannot wait to see what happens on June 21, 2020.

    ² I’ve warned you in prior blogs not to be beguiled by common sense when it comes to taxation.

    ³  Occasionally, a trust provision will be held to violate some greater interest, such as “public policy” or even the Constitution: see The Girard Trust case, Pennsylvania v. Board of Trusts, 353 U.S. 230 (1957).

    ⁴  Several times in its opinion the Court was at pains to explain that very few if any other states had a taxing scheme anything like North Carolina’s resident.  The trust’s documents and records were maintained in New York, and the custodians of the trust’s property were located in Massachusetts.  The trust instrument granted the trustee “absolute discretion” to distribute the trust’s assets to the beneficiaries “in such amounts and proportions” as the trustee might “from time to time” decide (as quoted by the Court).  In other words, the beneficiaries had no right to receive income or principal, no power to demand any distributions, and no expectation whatsoever as to whether or when any distributions of income or principal would be made by the trustee.⁵

    One of the beneficiaries, Kimberley Rice Kaestner, moved to North Carolina with her minor children in 1997, and a few years later, the trustee divided the original trust into three separate trusts, one for each of the original settlor’s children.  One of these trusts was the taxpayer in this case.  Each of the separate trusts had the identical terms of the original trust, most importantly the absolute discretion on the part of the trustee as to amounts and timing of distributions; and the same controlling arrangements, residence of trustee, location of trust papers, location of trust property custodians, and so on.

    The relevant North Carolina statute taxes trust income that “is for the benefit of” a North Carolina resident, which the North Carolina courts had interpreted to authorize a tax on a trust on the sole basis that a trust beneficiary resides in the State.  Accordingly, the North Carolina Department of Revenue assessed a tax on the full amount of the Trust’s income for the tax years 2005 through 2008.  The trustee paid the tax under protest and sued for a refund in state court arguing that the tax as applied to the Trust violated the Due Process clause of the 14th Amendment to the U.S. Constitution.

    The trial court held in favor of the Trust, concluding that “the Kaestners’ residence in North Carolina was too tenuous a link between the State and the Trust to support the tax…,” under the standards of the Due Process clause.⁶ Both the North Carolina Court of Appeals and the North Carolina Supreme Court affirmed, and the Department of Revenue appealed to the

                                                                           

    ⁵  This might be regarded as an unusual or even an extraordinary provision until one considers that all of the beneficiary’s share of the trust’s property was to be distributed to the beneficiary when he or she turned 40.  This event was to take place after the tax years at issue, 2005 through 2008. In addition, after the tax years at issue, and before Kaestner turned 40, in accordance with Kaestner’s wishes, the trustee rolled the trust assets over into another trust rather than distribute them to Kaestner.

    ⁶  The trial court also held that the tax as applied violated the dormant Commerce Clause of the Constitution.  Neither of the North Carolina appellate courts nor the U.S. Supreme Court addressed this issue, but it is a fascinating one, and was central to the recent U.S. Supreme Court case South Dakota v. Wayfair, Inc., 585 U.S. ___ (2018).  For those interested in the topic, see my blog The Supreme Court Tackles the Internet – Remote Sellers and the Sales Tax at my website, www.attorneysfortaxpayers.com.

    U.S. Supreme Court.⁷

    The North Carolina Supreme Court decided in favor of the Trust on the principal grounds that the Trust and its beneficiaries had separate legal existences for tax purposes, and the connection between the beneficiaries and North Carolina could not by itself establish a sufficient taxable connection between the Trust and North Carolina.  The U.S. Supreme Court’s take was slightly different.  It saw the question as “whether the Due Process Clause prohibits States from taxing trusts based only on the in-state residency of trust beneficiaries.”

    Due process can be a relatively slippery concept, but its provenance is deadly serious: the Fourteenth Amendment to the Constitution provides that “[n]o State shall … deprive any person of life, liberty, or property, without due process of law.”  In the area of taxation, the Court, in a unanimous decision authored by Justice Sotomayor (with a concurring opinion by Justice Alito joined by Chief Justice Roberts and Justice Gorsuch), pointed out that the touchstones of due process are whether there is “some definite link, some minimum connection, between a state and the person, property or transaction it seeks to tax…,” and whether “the income attributed to the State for tax purposes … [is] rationally related to ‘values connected with the taxing State.’”  Quill Corp. v. North Dakota, 504 U.S. 298, 306 (1992).⁸  In other words in other words, in order for a tax to be sustained, the State must have given something for which it can ask return, Wisconsin v. J. C. Penney Co., 311 U.S. 435, 444 (1940); and the imposition of the tax must comport with “fundamental fairness.” Quill at 312.

    As suggested above, there are a lot of ways in which basically the same idea can be expressed, and in the ensuing pages of the Opinion, the Court employed many of them.  At the end of the day, the Court held in favor of the Trust.  Two extensive quotes from Justice Sotomayor’s opinion clearly explain the Court’s rationale:

    “We hold that the presence of in-state beneficiaries alone does not  empower a State to tax trust income that has not been distributed to the beneficiaries where the beneficiaries have no right to demand that  income and are uncertain ever to receive it.  In limiting our holding to the specific facts presented, we do not imply approval or disapproval of trust taxes that are premised on the residence of beneficiaries whose relationship to trust assets differs from that of the beneficiaries here.”

                                                                              

    ⁷  One might wonder why, after being repeatedly rebuffed by the North Carolina courts, the Department of Revenue continued to pursue the matter.  Surely a matter of principle?  Well, the tax involved for the four taxable years amounted to $1.3 million, which at the then-prevailing tax rate means that the Trust was earning nearly $4 million a year.  Certainly dollars worth trying a Hail Mary for.

     ⁸  As noted by the Court, Quill was overruled by Wayfair, the case cited in note 4, but on different grounds.  The Court here noted the second thing it was not addressing: since the North Carolina tax did not meet the “minimum connection” test the tax would fail, and thus the Court saw no need to address the “rational relationship” test.

    “When a tax is premised on the in-state residence of a beneficiary, the  Constitution requires that the resident have some degree of possession, control, or enjoyment of the trust property or a right to receive that property before the State can tax the asset.  Safe Deposit & Trust Co. of Baltimore v. Virginia, 280 U.S. 83, 91-92 (1929).  Otherwise, the State’s relationship to the object of the tax is too attenuated to create the ‘minimum connection’ that the Constitution requires.  See Quill, 504 U.S.,  at 306.”

    To say that the Court intends this to be a narrowly-construed, fact-specific decision would be putting it mildly indeed.  The Court’s litany of those matters, issues or questions that it was specifically not passing on is almost comical: while the Kaestner beneficiaries did not have the requisite relationship with the Trust property to justify the tax, “[w]e do not decide what degree of possession, control, or enjoyment would be sufficient” to support taxation; after pointing out that the Kaestner beneficiaries had no right to assign their interest in the Trust, the Court declined to address whether the right to assign would afford the beneficiary the requisite control, possession or enjoyment to justify taxation; after pointing out, repeatedly, that the Kaestner beneficiaries received no income, could demand no distributions, and were uncertain of ever receiving any distributions, the Court demurred: ”We have no occasion to address, and thus reserve for another day, whether a different result would follow if the beneficiaries were certain to receive funds in the future;” after noting the Trust’s broader argument that only the trustee’s contacts with the taxing State should determine the State’s power over a trust, including its power to tax the trust’s property or income, the Court said: “Because the reasoning above resolves the case in the Trust’s favor, it is unnecessary to reach the Trust’s broader argumemt….”⁹

    It seems that, having been hoisted on the petard of stare decisis in Wayfair¹º, the Court was going to be sure that there would be no reason to accord any stare decisis effect to Kaestner Family Trust.  There will be absolutely no reason to cite the case in any future decision for any substantive point of law except as a reminder of what the Kaestner Family Trust Court told us it was not deciding.  Also, I think, as a reaction to the mess the Court made of stare decisis in Wayfair, Justice Alito in his concurring opinion (joined in by Justice Gorsuch and Chief Justice Roberts), hoped to squelch any supposition that there would be a reason to question the continued vitality of any case relied on:

    “I write separately to make clear that the opinion of the Court merely applies our existing precedent and that its decision not to answer questions not presented by the facts of this  case¹¹  does not open for reconsideration any points resolved by our prior decisions.”

                                                               

    ⁹  There are at least two additional questions that the Court surely would not have addressed.  First, is affirmatively abjuring a future right to possess, control or enjoy property, as was done when the Trust property was rolled over to another trust, tantamount to possessing, controlling or enjoyment for purposes of taxation and the Due Process clause?  Second, does the kind of enjoyment no doubt experienced by the Kaestner beneficiaries and the trustee at keeping the Trust property out of the clutches of the North Carolina Department of Revenue sufficient to satisfy the Due Process clause?

    ¹º  See my blog cited in note 6.

    It is said that hard cases make bad law, and Kaestner Family Trust seems to prove that an idiosyncratic set of facts piled upon an idiosyncratic trust instrument to which an idiosyncratic taxing scheme is applied, makes … no law.  So why did the Supreme Court feel it had to issue a decision in this case?  It was a unanimous decision, a mere affirmance of the North Carolina Supreme Court would have reached the correct result, take the afternoon off.  The Court must have been sufficiently uncomfortable with the North Carolina Supreme Court’s stated grounds – that “the Trust and its beneficiaries had separate legal existences for tax purposes, and the connection between the beneficiaries and North Carolina could not by itself establish a sufficient taxable connection between the Trust and North Carolina.” (quoting from above)  To the extent that “substance” should be preferred to mere “form” in matters of taxation,¹² the North Carolina Supreme Court’s approach might have felt a little too “form-y” when compared to the more “substance-y” failure to achieve minimum contacts and “rational relation” of the Due Process clause jurisprudence.  Or maybe they just wanted to prove, in these contentious times, that they could reach unanimity on something.

                                                               

    ¹¹ There are those who consider that this is what the Supreme Court is always supposed to do.

    ¹²  A high-sounding doctrine that is often, alas, honored in the breach.  Take as only one example from what may be hundreds, a decision upholding a tax the subject of which was the privilege of doing business in the state and the measure of which was net income, on the basis that the tax was not, after all, a tax on net income.  Complete Auto Transit, Inc. v. Brady, 430 U.S. 274 (1977).  The English language can be a dangerous thing in the wrong hands, like a draftsman of a taxing statute or a Department of Revenue.

     

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    Spector Gadon Rosen Vinci LLP (SGRV) has announced that effective July 1, 2019, Cory Chandler, Amy L. Christiansen and Karen E. McManus Rich are now Members of the firm.  All have been with SGRV for many years of dedicated service, previously serving as Associates in the firm.

    Chandler focuses his practice on civil litigation and federal criminal defense.  He represents nursing homes and healthcare providers in complex abuse allegations, represents insurance companies and businesses in labor and employment issues and defends individuals against allegations of white collar crime.  His recent accomplishments include obtaining acquittals of a client on a federal indictment.  Chandler has extensive trial experience having served as lead attorney in more than 60 civil and criminal jury trials.  In addition, he serves as general counsel to the Florida Seaports Counsel, Inc., providing advice on legal matters relating to the success and development of Florida seaports.  He has represented some of the nation’s largest insurance companies in automobile, products liability and premises liability cases.

    Christiansen focuses her civil litigation practice on the defense of nursing home claims, legal malpractice, employment discrimination claims and general commercial litigation.  She also has experience in products liability and toxic tort litigation. Christiansen won an appeal of a summary judgment granted in an employment discrimination case in the U.S. District Court for the Middle District of Florida.  She tried a nursing home negligence case and obtained a zero damages verdict in Lake County, Fla.  She also assisted with and successfully won jurisdictional defense of a large construction company in the U.S. Court of Appeals for the 11th Circuit, and won several appeals of motions to compel arbitration in nursing home litigation in various Florida District Courts of Appeal.

    Rich has extensive trial experience as a former criminal prosecutor, enabling her to achieve successful results for her clients in her civil practice in which she has focused in the areas of health care law and employment law for approximately two decades.  She passionately defends long term care facilities and assisted living facilities in complex legal matters such as professional negligence, wrongful death and violation of resident’s rights from pre-suit through arbitration and/or jury trial, and provides legal counsel to them in regulatory compliance and licensure matters.  She defends clients with personal jurisdictional defenses to prevent them from being sued in an improper venue, and also clients seeking to discharge residents from nursing homes by presenting evidence at discharge hearings thereby mitigating litigation risks to her clients.  Additionally, she defends nurses and nursing home administrators in professional license revocation matters.  In the area of employment law, Rich routinely defends claims of discrimination, retaliation, sexual harassment and unpaid overtime charges before the Florida Department of Human Relations, EEOC, Department of Labor and in various state and federal courts.  She also represents employers in union grievances through mediation and arbitration.  Through the insurance practice, she defends claims of professional negligence, legal malpractice as well as personal injury in slip and fall and negligent security/supervision matters.

    Spector Gadon Rosen Vinci LLP has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters.  The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals.  Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    Spector Gadon Rosen Vinci LLP (SGRV) has announced that Kristen Over has joined the firm as an Associate in the Health Care Law & Litigation, Insurance Coverage & Casualty Litigation, and Employment Law Groups.

    Over focuses her practice on civil litigation and criminal defense.  She represents nursing homes, assisted living facilities and healthcare providers in complex litigation, represents insurance companies and businesses in labor and employment issues, and defends individuals against allegations of criminal law violations.

    Prior to joining the firm, Over was an Assistant State Attorney in Tampa, Fla.  She prosecuted high-profile and complex criminal cases including homicide, vehicular homicide, drug trafficking, RICO, fraud, theft, robbery, burglary and firearm offenses.  In addition, she was assigned to the sex crimes unit where she handled civil Jimmy Ryce proceedings and also prosecuted cases involving child and elder abuse and neglect.

    During her 15-year career as a prosecutor, Over tried more than 100 felony jury trials to verdict.  She handled many cases involving expert witnesses in the areas of forensic pathology, forensic psychology and psychiatry, drug identification, toxicology, blood stain analysis, DNA, accident and crime scene reconstruction,  firearms, computer and digital forensics, battered spouse syndrome and sexual battery examinations.

    Over received a J.D. from Stetson University College of Law, cum laude; an M.B.A. from Stetson University; and a B.A. from the University of South Florida.  She is admitted to practice in Florida.

    Over is a member of the Herbert G. Goldburg-Ronald K. Cacciatore Criminal Law American Inn of Court and The Florida Bar.

    Spector Gadon Rosen Vinci LLP has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters.  The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals.  Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    A Philadelphia Court of Common Pleas jury has granted a unanimous defense verdict in favor of an Elkins Park, Pa. senior care facility in a claim by the family of a deceased female resident over her care and treatment.

    Spector Gadon Rosen Vinci P.C. (SGRV) attorneys Brooke C. Madonna and Stephanie V. Shreibman won the unanimous defense verdict on behalf of defendant Oak Health & Rehabilitation Center, Inc. and Oak HRC Elkins Crest, LLC d/b/a Elkins Crest Health & Rehabilitation Center.  The case was tried before the Honorable Ann M. Butchart of the Court of Common Pleas of Philadelphia County.

    The case involved an elderly woman with medical issues including dementia who was a resident at Elkins Crest for a year and three months.  The plaintiff alleged, inter alia, that the nursing home failed to follow a doctor’s order requiring that the resident be fed all meals by the nursing staff, causing her to drastically lose a large amount of weight and putting her at risk to develop pressure ulcers.

    The resident developed a Stage IV pressure wound on her sacrum while at the hospital, also a defendant, that never healed and allegedly contributed to her eventual death.  Madonna and Shreibman successfully argued a motion in limine to prevent the plaintiff from alleging death related to the care and treatment at Elkins Crest, so only the survival claim went to the jury.  The Court also allowed a charge of punitive damages to go to the jury against Elkins Crest.  Madonna and Shreibman were able to secure a unanimous defense verdict.

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters.  The firm has offices in Philadelphia, New Jersey, Florida, New York and Atlanta.

    The firm represents businesses, corporate boards, and highly placed individuals.  Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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    The first six months of 2019 have seen the NLRB reverse its recent trend of expanding its regulation of employer conduct.  In January, the NLRB issued two decisions, the first of which narrowed the definition of “protected, concerted activity” and the second of which redefined the test for determining what individuals would be considered to be “independent contractors” who are not covered by the NLRA.  Last week the NLRB reversed its own precedent to permit employers to limit a union’s access to areas of its workplace that are open to the public.

    Prior to the first January decision, the NLRB would presume that any employee complaint made in a meeting was intended to contemplate group action and was, therefore, presumed to be protected concerted activity.  The NLRB’s decision eliminated this presumption, finding that an individual’s complaint could not be assumed to be group action just because it was made in the presence of other employees.  The Board set out five factors that must be considered to determine whether or not an employee’s complaint was group action, noting that all five factors need not be present to support an inference that the employee is engaging in group action.

    The second January decision overturned a 2014 NLRB decision that made it harder for employers to show that an individual was an independent contractor and not an employee covered by the NLRA.  Under the 2014 standard, the NLRB merely looked at whether or not the individual was “economically dependent” on a company, without considering other common law factors it had previously considered, and making it very unlikely that the Board would conclude that an individual was an independent contractor.  With this January decision, the Board returned to its pre-2014 standard, taking into account a variety of factors including the relationship the company and the individual think they are creating and how much control the company actually has over the individual’s work.

    Last week, the NLRB overturned a rule the Board created in 1981 limiting an employer’s ability to deny access to a union into areas of its workplace that are open to the public such as cafeterias or restaurants.  In 1956, the United States Supreme Court ruled in NLRB v. Babcock & Wilcox Co. that employers could deny a union access to its property to solicit employees and distribute literature unless the union could prove that it had no other reasonable way to communicate with the employees or if the employer discriminated against the union by permitting other non-employees to solicit or distribute literature on company property.  In 1981, the Board added a rule that a union could not be denied access to any area of an employer’s property that was open to the public as long as the union was not being disruptive, even if the Babcock factors were not present.

    The Board overruled this longstanding “public space” rule last week, finding that a hospital did not violate the Act when it forced two union organizers to leave its cafeteria, even though that cafeteria was open to the public.  In doing so, the Board returned to the pre-1981 standard, permitting employers to exclude a union from areas of its workplace that are open to the public unless the Babcock factors were proven.

    If you have any questions or would like additional information, please contact Nancy Abrams at nabrams@sgrvlaw.com or 215-241-8894

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    In this day of rampant hacking, coordinated cyber security is an absolute must.  Recognizing the importance of an organized effort, the Democratic National Committee (DNC) unveiled an updated cyber security checklist earlier this year designed to thwart continued attempts to hack their systems during the election cycle.  Although more of a consumer-level checklist, the list is practical guidance for any company or organization looking to promote enhanced cyber security, regardless of political affiliations or inclination.

    According to The Hill, concerns over cyberattacks have been a priority for political groups in recent years, particularly after the 2016 hack of the DNC that resulted in the release of sensitive emails ahead of that year’s presidential election. This new version of the checklist comes as political groups gear up for the 2020 presidential election amid concerns they could face cyberattacks from U.S. adversaries.

    The DNC Device and Account Security Checklist includes the following guidance on securing your devices:

    • Keep your laptops, phones and tablets, as well as the applications on them, updated. For example, most operating system updates contain numerous security updates. Adversaries frequently take advantage of devices that have not been updated recently. Always apply your updates as soon as they come out!
    • Laptop disk encryption. Encrypting your laptop can keep your data safe even when it is lost or stolen. Disk encryption is easy to enable and does not take much time.
    • Web encryption. Some websites do not properly enable encryption for all connections. Luckily, there is something you can do to make sure your internet connections are secure.  In your web browser, you should install the HTTPS Everywhere extension.  HTTPS Everywhere is a Firefox, Chrome and Opera extension that strengthens the encryption between your device and major websites.
    • Secure your mobile phones and tablets. Some phone carriers allow you to set a login PIN.  If your carrier supports this feature, you should enable the feature because having a pin makes it harder for attackers to take over your account.  Even if they guess your name and password, they will still need to obtain the PIN to access your account.

    The DNC’s checklist is exactly that: a list of steps to complete and then check off.  At Spector Gadon Rosen Vinci P.C., we provide IT and non-IT assessment and remediation through our Cyber Exposure Analysis process.  Our advanced algorithms enable us to issue a cost-effective, attorney-client privileged report in short order and enables informed cyber risk management decision-making as to whether to fix or transfer by way of insurance specific risks.  To learn more about developing a comprehensive strategy for remediation, contact Edward M. Dunham, Jr., Chair, Cyber Security Group, at (215) 241-8802, or edunham@sgrvlaw.com.

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    Spector Gadon Rosen Vinci P.C. business lawyer Stanley P. Jaskiewicz has been selected to receive the prestigious Paul Quinn Award from The Timothy School in Berwyn, Pa.

    The Award, which will be presented to Jaskiewicz at the school’s 27th Annual Golf Classic at Penn Oaks Golf Club in West Chester, Pa. on Monday, June 24, honors an individual who embodies the qualities exemplified by the late Quinn, a parent and respected volunteer of the school known for his giving nature, eagerness to help others and deep sense of service.

    The Timothy School is the oldest nonprofit approved private school in Pennsylvania devoted exclusively to teaching students with autism.  For more than 50 years, the school has worked to develop an understanding of autism that recognizes the strengths and uniqueness of children and the specialized methods needed to expand their educational opportunities.

    Jaskiewicz, the parent of an Eagle Scout and Honors graduate of Montgomery County Community College (who also happens to have Asperger’s Syndrome), ran Horsham Challenger Little League for 12 years, for players with disabilities, for which league sponsor the Rotary Club of Horsham awarded him with its Community Service Award in 2009.  He served several years on the board of a former Timothy School affiliate, Tim Academy, which trained teachers on how to instruct persons with autism, including as its President.

    Jaskiewicz has been active in local and national advocacy groups for persons with autism for many years.  He was recognized by The Legal Clinic for the Disabled, Inc. in 2007 with its White Hat Award for 15 years of participation in its annual Stroll and Roll, which he first walked several years before his son was born.  He also served on the board of Manna on Main Street for nine years, a food pantry and social service agency in Lansdale, Pa., including as an officer, and remains active as a volunteer on its Resource Development Committee.  He is regularly quoted in news publications on both legal matters, and concerns of families with children with disabilities.

    Registration details for The Timothy School’s 27th Annual Golf Classic can be found at http://timothyschool.com/event/golf-classic or by contacting Gene Sirni, Development Director, at 610-725-0755, ext. 234, or gsirni@timothyschool.com.

    Spector Gadon Rosen Vinci P.C. has represented clients nationally and internationally for 45 years and provides counsel and expertise across the entire spectrum of legal practice, from complex litigation to sophisticated transactional and corporate matters.

    The firm represents businesses, corporate boards, and highly placed individuals. Its clients are engaged in a variety of industries including finance and banking, manufacturing, hospitality, gaming and entertainment, real estate and commercial development, insurance and venture capital, energy, financial services, health care, security and telecommunications.

    The firm’s practice areas include high stakes litigation, business disputes, commercial litigation, professional liability, products liability, securities, trust and estates, fiduciary litigation, bankruptcy and creditors rights, civil RICO, trade secrets, trademark and restrictive covenants, intellectual property, antitrust, white-collar criminal defense, banking and financial services, corporate formation and governance, cyber risk and security, employment, entertainment and amusements, environment and energy, wealth management, healthcare, hospitality, insurance coverage and insured casualty litigation, mergers, acquisitions and divestitures, real estate, sports and tax law.

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