6th Annual Symposium on Employee Non-Compete Agreements, Confidential Information, and the Uniform Trade Secrets Act

09/16/2014
It has been argued that employee non-compete agreements (NCA’s), in addition to being unfair, have hurt innovation and enterprise creation in Massachusetts. Advocates for the status quo insist that the NCA’s are strictly scrutinized and necessary for the protection of confidential information of employers. The 188th General Court Senate overwhelmingly approved an economic development bill that included both a BBA-tweaked version of the 48-states-adopted Uniform Trade Secrets Act and a compromise mechanism to discourage overreaching employee NCA’s. These provisions were “held in conference.” In the BBA’s sixth summer symposium on these issues, legislators, administrators and lawyers advocating or advising on reform will provide an overview of recent developments and issues going forward. Arguments will be made for the status quo. There will be opportunity for attendee questions and presentation of views. ...
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What’s in Your Bitcoin Wallet? The Real World Risks of Virtual Currency

06/19/2014 - 12:30PM to 2:00PM
Panelists from the bar, the FBI, and accounting and finance professions will review how Bitcoin was created, the technology that supports Bitcoin, how it functions, and potential problems with the use of virtual currencies. They will review practical considerations for valuing Bitcoin transactions and assets, identifying fraud and other malfeasance, and the impact on capital markets. Attendees will be encouraged to participate in a discussion of the potential legal issues surrounding Bitcoin and other virtual currencies....
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EPA’s Proposal to Regulate Carbon Dioxide Emissions from Existing Power Plants: What Does it Mean & What Could Come Next

06/19/2014 - 12:30PM to 2:00PM
EPA’s much anticipated proposal for regulating carbon dioxide emissions from existing power plants involves a state-driven system in which the desire for flexibility contributes to complexity. Join us as Kate Konschnik, Director of Harvard’s Environmental Policy Initiative, discusses the structure and unique attributes of the proposed regulations and prognosticates as to how recent and upcoming court decisions could impact challenges to the rule....
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CLE - The Dash to Court: Seeking and Opposing Preliminary Relief in the Business Litigation Session

06/18/2014
Join us for a session on the developments of the BLS, recent changes, judge-specific preferences, and practice pointers. The program will be of benefit to lawyers of all level of experience who litigate in the BLS....
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Highlights of the Environmental and Energy Legislation Proposed During the 2013-2014 Session

06/17/2014 - 12:30 PM to 01:30 PM
The 2013-2014 legislative session has been a busy one in terms of energy and environmental policy. Our speakers will provide an overview of key legislation, from the state budget, to water infrastructure legislation, to a host of energy-related bills. Come get up to speed!...
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CLE - Whistleblowers: A Practical Discussion of How to Respond to Claims and Address Risks

06/16/2014
In this CLE, we will provide an overview of whistleblower programs, key developments in applicable laws, how to develop an appropriate response to whistleblower claims, and steps that employers can take to address whistleblower risks....
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The Tax Treatment of Earnouts

05/29/2014 - 12:00 PM to 01:00 PM
Join us for a discussion of the tax treatment of contingent price adjustments (known as “earnouts”) in M&A transactions. The speakers will highlight key tax issues involving earnouts, including the application of the installment method, reporting requirements and the use of earnouts in asset sales. The program will also feature a discussion of the potential treatment of an earnout as a payment for services, rather than payment for the sale of assets or ownership interests, and the collateral consequences of such treatment, including under Code Section 409A. ...
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Becoming a Public Company: Overview and Selected Legal Issues

05/27/2014 - 12:30 PM to 01:30 PM
Going public is a seminal event for any growing company that requires close coordination among company executives, bankers, and legal counsel. Whether representing the company or the bankers, lawyers in an initial public offering must have a nuanced understanding of the myriad of legal and business issues that may arise. This presentation will cover the key elements of the IPO process and a discussion of select legal issues, including the IPO timeline, “hot button” SEC issues, board composition matters, selecting bankers and diligence preparations....
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What's New in International Trade: Balancing Opportunities & Challenges

05/08/2014 - 12:30 PM to 01:30 PM
Review recent updates involving trade compliance issues, e.g.: Export Compliance Reform, US-Korea Free Trade Agreement...
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Natural Gas Pipeline Safety Legislative and Regulatory Update: Safety, Environmental and Economic Impacts

05/06/2014 - 12:30 PM to 01:30 PM
Legislative and regulatory leaders will provide updates on pending initiatives to enhance natural gas pipeline safety. The panel will describe recent legislative and enforcement initiatives and expected safety, environmental and economic impacts....
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CLE - Closely Held Business Disputes: Legal Issues and Practical Considerations for Litigation and Negotiation

04/24/2014
Learn about the issues that commonly arise in disputes involving close corporations and other privately held small businesses - including privilege and conflict of interests, available remedies for breach of fiduciary duty, the differences between Massachusetts and Delaware law, indemnification of officers and directors, and key provisions in shareholder agreements....
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CLE - The FCPA, Public Corruption and Government Prosecutions: An Update

04/03/2014
The BBA will bring you insight from leading practitioners in this comprehensive overview of the FCPA and public corruption and government fraud prosecutions. The program will be followed by a reception....
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Recent Developments in Delaware Corporate and LLC Law

04/03/2014 - 12:30 PM to 01:30 PM
The presentation will focus on recent developments in Delaware corporate and LLC law and will include topics such as standards of review in controlled stockholder deals, treatment of anti-reliance clauses in Delaware contracts, ownership of attorney-client privilege relating to pre-merger negotiations, survival periods for representations and warranties in private company deals, recent changes to the Delaware General Corporation Law, including with respect to ratification and two-step mergers, and several other “hot topics” in Delaware law....
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Boston Bar Association Chess Night

04/01/2014 - 12:30 PM to 01:30 PM
Please join the Intellectual Property Law Section for a fun and social evening of chess at the BBA. Appetizers, beer, and wine will be available. This program is co-sponsored by the Boylston Chess Foundation. ...
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2013 SEC Accounting and Auditing Enforcement Releases: Regulatory and Enforcement Issues in Context

04/01/2014 - 12:30 PM to 01:30 PM
Panelists will review findings, observations, and insights on SEC Enforcement Actions in 2013, Accounting Auditing and Enforcement Releases by the Commission and comment on notable trends. Comments will feature some of the more notable accounting and auditing releases during 2013 including: • Segment reporting • 102(e) rule interpretation • Materially overstated cash balances •...
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Benefit Corporations: Massachusetts, Delaware, and Why Tax-Exempt Organizations Should Use Them

03/25/2014 - 12:30 PM to 01:30 PM
The program will provide an overview and comparison of the Massachusetts and Delaware Benefit Corporations statutes and will include a discussion of why benefit corporations are an attractive option for tax-exempt organizations....
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Microcap Stock Manipulation: How to Detect and Avoid it

03/25/2014 - 12:30PM to 1:30PM
This program will explore what microcap stock fraud really is, how to detect it, and how you can help steer your bank and broker-dealer clients through treacherous waters while still carrying legitimate transactions. The truth is, one person's microcap fraud might be another's legitimate capital formation structure. Come learn the difference, and how far things have evolved since the world portrayed in Leonardo DiCaprio's Wolf of Wall Street....
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Using Transactional Insurance to Facilitate M&A and Private Equity Deals

03/13/2014 - 12:30 PM to 01:30 PM
The program will focus on how lawyers and PE firms are increasingly using Transactional Insurance Products (including Representations & Warranties Insurance and Tax Liability Insurance) to facilitate and enhance the M&A and Private Equity deals they are working on. I will discuss the market for such insurance, the parameters and the process for obtaining the coverage and will provide case studies....
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Executive Compensation and Employee Benefits Issues in M&A Transactions: Practical Tips for Small Firms and Solo-Practitioners

03/06/2014 - 12:30PM to 01:30PM
The panel will discuss the primary benefits and executive compensation issues that arise in business transactions, including application of IRC Sections 409A and 280G, how to address 401(k) and other qualified plans and typical covenant provisions that are the subject of negotiations between buyer and seller....
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Mass. DPU Grid Modernization Initiative: Analysis and Retrospective Discussion on February 2014 Panel Hearings

03/04/2014 - 12:30 PM to 01:30 PM
The Massachusetts Department of Public Utilities has been conducting a comprehensive review of how the development of new technologies may improve electric system reliability, achieve cost savings, promote clean energy and encourage greater use of electric vehicles. The DPU will be conducting extensive and comprehensive hearings on these matters in late February 2014. This brown bag lunch will feature analysis and commentary on the DPU’s hearings from decision leaders and key industry participants. The discussion will not only describe the hearing process but will also consider likely next steps and emerging opportunities for electricity industry stakeholders and developers of new technologies to serve the industry....
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A National Overview of PSD Permitting for Greenhouse Gas Emissions & BACT Determinations

03/03/2014 - 12:30 PM to 01:30 PM
Since 2011, the Clean Air Act’s Prevention of Significant Deterioration (PSD) program has applied to greenhouse gas emissions (GHG) from new major sources and major modifications at existing sources that meet specified GHG emission thresholds. What constitutes the “Best Available Control Technology” (“BACT”) for GHG emissions in these permitting decisions is a state and project specific decision. Geoff Goode will provide an overview of PSD GHG permitting decisions across the country, both by the U.S. Environmental Protection Agency and by states, including the range of BACT determinations. The presentation will also touch on the scope of EPA comments on PSD GHG permits and the issues most commonly addressed in comments by environmental nonprofit organizations....
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SEC’s Proposed Rules for Regulation A+

02/25/2014 - 12:30 PM to 01:30 PM
The SEC’s proposed rules on Regulation A+ under the JOBS Act would enable “mini IPOs” of up to $50 million annually. These mini IPOs could be a huge boon for emerging companies, and in particular biotech and tech companies, because they would allow companies to raise significant capital from the public markets without incurring many of the costs that come with a traditional IPO. Subject to certain limitation, Reg A+ offerings would be exempt from state regulation and could result in aftermarket liquidity, while the issuer would only be subject to reduced Exchange Act reporting requirements....
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POSTPONED: Strategies in Life Sciences Collaborations

02/13/2014 - 12:30 PM to 01:30 PM
Boston, as the epicenter for pharmaceutical innovation, plays host to cutting-edge models for bringing together industry, academia, and entrepreneurs. Experts who lead efforts to sponsor research, enter joint R&D, license technology and otherwise fill pharmaceutical pipelines will discuss strategies, risks, and war stories in an informal setting....
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Living Cooler and Smarter: A How-to with John Rogers

02/03/2014 - 12:30 PM to 01:30 PM
Join us for a discussion with John Rogers, a senior energy analyst at the Union of Concerned Scientists and co-author of the new science-based guide Cooler Smarter: Practical Steps for Low-Carbon Living....
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Immigration Options and Business Formation Issues for Foreign National Entrepreneurs

01/28/2014 - 12:00 PM to 01:00 PM
This program will provide an overview of immigration visa options for foreign national entrepreneurs. It will also cover corporate formation issues of which foreign nationals should be aware, such as choice of entity and the employer-employee relationship, to maximize success during the visa application process....
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Preparing for the 2014 Proxy Season

01/28/2014 - 12:30 PM to 01:30 PM
As proxy and annual reporting season for calendar year public companies kicks into high gear, this program will cover developments and trends impacting the 2014 proxy season....
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CLE - Representing Clients in the Mediation of Business Disputes: Strategies for Success

01/27/2014
Check out this specially discounted CLE program to hear from mediation experts how best to represent your business clients as a litigator or in-house counsel. Learn the practical skills necessary to make the mediation process work for you....
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It's All About the Benjamins -- Issues and Pitfalls in Valuation

12/16/2013 - 12:00 PM to 01:00 PM
This Brown Bag discussion will cover the mechanics of valuation. Attorneys who are not economists will gain exposure to the valuation premises of a variety of approaches, including market, cost, and income approaches. Together we will discuss examples we have encountered in our practices and common issues and pitfalls associated with each valuation approach....
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SEC's Proposed Rules for Crowdfunding

12/10/2013 - 12:30 PM to 01:30 PM
On October 23rd the SEC proposed rules to implement Title III of the Jumpstart Our Business Startups (JOBS) Act which introduced a new "crowdfunding" exemption from registration of securities. In this program we will review the key provisions in the proposed rules and discuss the challenges they pose for crowdfunding....
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New England IP Transition Conference

12/03/2013 - 09:00 AM to 02:00 PM
Conference attendees will hear about developments on the Internet protocol (IP) transition in the New England region from two keynote speakers and three panels. The first panel will focus on the effects on existing infrastructure of moving to an all-IP network, and the second will explore the economic developments that are occurring during this shift to an IP marketplace. Speakers on the third panel will concentrate on consumer impacts of the IP transition....
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EPA's Proposed CO2 Performance Standards for New Power Plants

12/02/2013 - 12:30 PM to 01:30 PM
On September 20, 2013, EPA issued its long-awaited proposal for carbon dioxide pollution standards for new power plants. This draft rule replaces the regulations that EPA put forward in April 2012 and which are now being rescinded. The proposed new source performance standards would be the first uniform national limits on carbon emissions from future power plants....
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FDA Process and Due Diligence Tips For Plain Old Corporate Lawyers

11/14/2013 - 12:30 PM to 01:30 PM
If you feel mystified by FDA processes, and don't know the high-level diligence questions to ask about drug development and medical device approvals, come hear two industry pros explain the ins and outs of these processes....
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CLE - First Annual Mergers & Acquisitions Conference

11/13/2013
Join us as we bring experts in M&A and Delaware Corporations Law to you at the BBA for our first annual Mergers & Acquisitions Conference!...
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Post-closing Disputes in M&A Transactions

11/05/2013 - 12:00 PM to 01:00 PM
Please join the Mergers & Acquisitions Committee for this educational program on how to navigate working capital, earn-out and other post-closing disputes when they can't be avoided....
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How to Form a Nonprofit Organization with Tax-Exempt Status

11/04/2013 - 03:00 PM to 05:00 PM
Dick Allen and Anita Lichtblau of Casner & Edwards, LLP will lead a 2-hour training on how to incorporate a nonprofit organization, file for tax-exempt status with the IRS, and register with the MA AGO. The session will also include critical concepts in forming a nonprofit with tax-exempt status and useful tips for practitioners....
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Getting up to Speed on the SEC's Conflict Minerals Rules

10/29/2013 - 12:30 PM to 01:30 PM
Section 1502 of the Dodd-Frank Act expresses the sense of Congress that the exploitation and trade of "conflict minerals" originating from the Congo region is helping to finance human rights abuse. Join us for a discussion of the rules and tips on how to assist your clients in preparing to meet them. Our discussion will be led by James R. Burke, a partner at Hinckley, Allen & Snyder LLP, who has written and spoken widely on conflict minerals. ...
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Developing a VC and Emerging Companies Practice: Q&A with the Top Practitioners in Boston

10/21/2013 - 04:30 PM to 07:00 PM
For the inaugural session of the Venture Capital and Emerging Companies Subcommittee, two of the top VC and emerging company lawyers in the Boston market, Jay Hachigian of Gunderson Dettmer and John Chory of Latham and Watkins, will be participating in an interactive discussion about their experiences in venture capital law, changes in the local and national markets and the future of the practice area....
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Elimination of the General Solicitation Prohibition for Certain Rule 506 Offerings

10/04/2013 - 12:30 PM to 01:30 PM
Join us for a discussion of how the SEC's final and proposed rules could change the landscape for private securities offerings. Our discussion will be led by Richard Kimball, a partner at Edwards Wildman Palmer LLP, with over 20 years of experience as a securities attorney....
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CLE - Commodity Futures Regulatory Roundtable: NFA and CFTC Enforcement

10/02/2013
Join us for an in-depth analysis of the current enforcement regulatory priorities from the Commodity Futures Trading Commission (CFTC) and The National Futures Association (NFA). A reception will follow. ...
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CLE - The EB-5 Investor Visa Program: Issues that Arise in Immigration, Tax, and Business Law

10/01/2013
Issues related to job creation, foreign investment, taxation, and immigration collide under the EB-5 Investor Visa Program. Join us to learn about the current requirements to obtain a green card as well as strategies for job growth and investment stimulation....
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