As companies expand their operation into foreign states, it is essential to determine the potential tax liability for conducting business in those jurisdictions.  Although states differ as to their treatment of out-of-state taxpayers, all states are bound by the U.S. Constitution and federal law and jurisprudence, which require a nexus between a taxpayer and a foreign state before a tax may be imposed.

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Kean Miller is pleased to announce the relocation of its downtown Baton Rouge headquarters from One American Place to 80,000+ square feet of re-imagined law office space in II City Plaza effective today, Monday, January 10, 2011. II City Plaza is the only Class A office space constructed in Baton Rouge in the last 25 years.

“Our firm’s explosive growth, and the opportunity to rethink how we deliver legal services to our clients, was clearly the driver of this relocation. Our old space was built for the law practice of the 1980s,” said Gary A. Bezet, managing partner of the 130-attorney law firm. “Our negotiations began almost two years ago after an exhaustive study of options for a sophisticated law firm of our size and scope in the Capitol region. II City Plaza was clearly the most appropriate place to design and launch the law office of tomorrow,” added Bezet.

Kean Miller was founded in 1983 with 11 attorneys. The firm’s original offices were located in the Baton Rouge Savings and Loan building on the corner of North Boulevard and St. Ferdinand Street. In 1986, Kean Miller moved to the One American Place building with 25 attorneys. Kean Miller’s new offices in II City Plaza will be home to over 240 attorneys and staff occupying 80,000+ square feet of contiguous office space on four floors. The first floor lobby of II City Plaza will also feature a state-of-the-art Client Reception Center. “This has been a unique opportunity to re-imagine our entire Baton Rouge office at one time. Our new home offers efficiencies of space, design, and technology that did not exist in our current space,” added Bezet.

The new Kean Miller space features more efficient office space, effective workflow design, improved internal processes, a state-of-the-art client conference center and advanced technological assets.

About Kean Miller

With 130 lawyers, Kean Miller serves the legal needs of Louisiana businesses and Fortune 500 companies. The firm maintains offices in Baton Rouge, New Orleans, and Lake Charles, Louisiana and is the largest law firm in the Greater Baton Rouge region. The firm serves clients in numerous industries including energy, petrochemical and chemical, technology and telecommunications, transportation, media and advertising, financial services, insurance, gaming, government and education, healthcare, manufacturing, real estate, retail, construction and leasing. The firm combines the talent and expertise of its lawyers into multi-disciplinary client and industry teams. These teams are comprised of seasoned legal professionals from a variety of disciplines who are equipped to re-think each client’s legal and business needs and re-engineer superior service strategies that provide unmatched support to the client.

For more information, contact Steve Boutwell at 225.389.3736, or steve.boutwell@keanmiller.com
 

When drafting a settlement agreement, the parties almost always have competing interests. The Plaintiff will push for a vaguely-worded settlement in an attempt to take another “bite-at-the-apple” down the road; the Defendant will push for a broad, all-encompassing release of liability (i.e., “any and all claims”) in an attempt to “close-the-books” on the Plaintiff’s claims. Sometimes, the parties will compromise by executing a settlement agreement which falls somewhere in the middle. However, both parties should be aware that compromises made during the settlement negotiations can lead to unintended consequences down the road.

In Cooper v. Intern. Offshore Services, LLC, 2009 WL 5175216 (E.D. La. Dec. 17, 2009), aff’d, 2010 WL 3034497 (5th Cir. Aug. 3, 2010), the Plaintiff sustained injuries while working on a ramp connected to a vessel owned by his employer, International Marine. International Marine thereafter paid the Plaintiff benefits pursuant to the Longshore and Harbor Workers’ Compensation (“LHWCA”). After the Plaintiff recovered from his injuries, he agreed to settle his claim for “compensation” against International Marine. The text of the settlement agreement stated that the Plaintiff released International Marine from “any and all obligations […] for any benefits under the LHWCA” as a result of his accident. Id. at *2. Under § 908(i), all settlements of compensation benefits must be submitted to the District Director for approval.
Continue Reading A Recent U.S. Fifth Circuit Decision Shows the Importance of Including a Release of “Any and All Claims” in a Settlement Agreement

The recent tragedy involving the Mobile Offshore Drilling Unit Deepwater Horizon has shed a very bright and very public light on a much and often litigated 159-year old law previously known to very few outside of the maritime industry—the Shipowner’s Limitation of Liability Act, (“the Limitation Act”), 46 U.S.C. § 30505 (formerly 46 U.S.C. § 183). What the Limitation Act does is entitle a vessel owner to limit its liability after a maritime incident or casualty to the post casualty value of the vessel and its pending freight, which may be zero if the vessel is a total loss, except when the loss occurred due to the vessel owner’s “privity or knowledge.” Privity or knowledge is found to exist where the acts of negligence or unseaworthiness that caused the casualty were known or should have been known to the vessel owner.

In addition to limiting a vessel owner’s liability, the Limitation Act also has several procedural benefits in that it allows the vessel owner in some instances to force all claims involving a vessel casualty to be litigated in a single Federal forum, often of the vessel owner’s choosing. Additionally, claimants in a vessel casualty can also benefit to some extent in that they have some security for their claims in a limitation proceeding because the vessel owner must either deposit the claimed value of the post-casualty vessel at issue in the registry of the Court or post a bond for such amount with the Court.
Continue Reading Is the Limitation of Liability Act Going to Sink with the Deepwater Horizon?

Does a tenant’s failure to expressly assume a commercial lease within 120 days of filing bankruptcy give its landlord the right to immediate possession of the leased premises? Yes, according to several recent court decisions. The bankrupt tenant’s landlord is entitled to immediate possession of the leased premises, without going through the time and expense of moving to lift the automatic stay and pursuing an eviction in state court, or commencing an adversary proceeding in the bankruptcy court.

Continue Reading Landlord Entitled to Immediate Possession of Possession of Premises

A spar is a nautical structure designed to float with the bulk of the hull below the waves-something akin to a giant buoy. Fields v. Pool Offshore, Inc., 182 F.3d 353(5th Cir. 1999). Spars are essential to the expansion of oil production in deep water and their use has led to the legal question of their status. Are they vessels? Consistent with the Fifth Circuit Court of Appeals’s three part test, several recent decisions in Texas District Courts have found that a SPAR is a work platform and not a vessel. The finding is important since jurisdiction of a Jones Act action requires the existence of a vessel.

In Fields, the Fifth Circuit laid out the three part test to distinguish “stationary” work platforms from vessels. These factors include the function of the structure, whether it is moored or secured at the time of the accident, and that it has greater than theoretical mobility. Fields distinguished spars from drilling rigs, as rig move from site to site; spars are committed to a particular location. Spars have elaborate methods of attaching to the sea floor which would be difficult and expensive to undue; drilling rigs do not. Subsequent to Fields, the United States Supreme Court clarified that the distinction was not time dependent; that is it did not flip back and forth dependent on when the accident occurred. Following is a summary of recent cases which have applied the above test.
Continue Reading District Courts Continue To Agree That Production SPARs Are Not Vessels

The Centers for Medicare & Medicaid Services (CMS) recently issued a Proposed Rule in the September 23, 2010 Federal Register to implement certain program integrity changes mandated by the Patient Protection and Affordable Care Act (“ACA” or “Health Care Reform Legislation”). Besides addressing new provider screening and enrollment requirements under the ACA, CMS solicited public comments on the compliance program requirements included in the ACA for Medicare and Medicaid providers.

The Health Care Reform Legislation contains two separate provisions mandating compliance programs. Section 6401(a) of the ACA requires a provider of medical or other items or services or a supplier, as a condition of enrollment in Medicare, Medicaid or the Children’s Health Insurance Program (“CHIP”), to establish a compliance program that contains certain core elements. Section 6102 of the ACA specifically requires Medicare skilled nursing facilities (“SNF”) and Medicaid nursing facility (“NF”) to have an effective compliance and ethics program in preventing and detecting criminal, civil, and administrative violations. SNFs and NFs are subject to both compliance plan requirements under sections 6102 and 6401(a).
 

Continue Reading Health Care Reform Advisory: CMS Solicits Comments to Compliance Program Requirements

New major and modified existing stationary sources require air permits prior to beginning construction. Where increases of criteria pollutants  such as sulfur dioxide, nitrogen dioxide, carbon monoxide, particulate and volatile organic compounds exceed a “significance” threshold, the permittee is required to analyze available and technically feasible control technology with the goal of selecting the best available control technology (BACT) for new or modified emissions units. With agency agreement, the selection of BACT becomes an enforceable part of the permit. 

We now have a new “pollutant,” greenhouse gas (“GHG”) equivalents for the six regulated greenhouse gases (carbon dioxide, methane, nitrous oxide, sulfur hexafluoride, perfluorocabons, and hydrofluorocarbons). GHGs are measured as equivalents to carbon dioxide, the most common GHG (CO2e). Starting January 2, 2011, permits issued for facilities that otherwise trigger PSD (as above) and have a new or increased potential to emit (PTE) of CO2e of 75,000 TPY, must address GHG emissions. Following July 1, 2011, a PSD permit may be required for significant increases in GHGs alone (100,000 tpy for a new source or 75,000 tpy for` a modification), even where there is no significant increase of any other regulated criteria pollutant. 

As with other pollutants, once PSD is triggered for GHGs, the permittee must evaluate and propose that which constitutes BACT to control the CO2e. Although the general scheme for selecting BACT is familiar, a top down ranking of available and technical feasible technologies, the available options are not. There are no conventional CO2e scrubbers or waste heat boilers, or filter traps to capture CO2e.  While some technologies are emerging, the process of determining BACT for CO2 control is a new frontier, and lack of guidance can cause permitting delays. To address some of the uncertainties,  EPA issued guidance on November 10, 2010 concerning permitting GHGs explaining the process for determining the required emission control technology – BACT.


 

Continue Reading EPA Issues Greenhouse Gas (GHG) Permitting Guidance

Employers are struggling with how to respond to employee use of social media, particularly whether and/or how to respond to – or prevent – employees from posting comments about their employers on their personal social networking platforms, such as Facebook, My Space, and Twitter.  Until recently, there has been little guidance for employers in navigating this new territory.  However, on Tuesday, November 2, 2010, the National Labor Relations Board issued a press release, through which the Board announced its position on the issue.

Continue Reading Facebook and the NLRB: NLRB to Weigh In Regarding Employee’s Negative Comments About Her Supervisor

In Louisiana, an insurer’s duty to defend it’s insured typically depends on the “four corners rule,” in which the court examines the allegations contained in the plaintiff’s petition and the terms of the insurance policy.  If there is the possibility of coverage, the insurer’s duty to defend is triggered. However, in Sibley v. Deer Valley Home Builders, Inc., 32 So. 3d 1034 (La. App. 2nd Cir. 2010), the court applied the four corners rule by examining not only the plaintiff’s petition, but also the insured’s third party demand against the insurer to determine if coverage might apply for the claims alleged against the insured.  No duty to defend was found because the third party demand “did not expand upon the fact that allegations of the plaintiff’s petition so as to show that those claims raised allegations of liability falling under the coverage of the CGL policy.”  Accordingly, the decision indicates that this appellate court would consider the insured’s allegations against its insurer, and not only the plaintiff’s allegations, to determine the duty to defend.