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Baton Rouge Business and Commercial Law Blog

Louisiana-based Iberia Bank to acquire Atlanta-based bank

Louisiana residents should be interested to know that Louisiana-based Iberia Bank has announced its plan to merge with Georgia Commerce Bank. According to the announcement, Iberia Bank's acquisition of Atlanta-based Georgia Commerce Bank will be finalized in as little as six months.

Currently Lafayette-based Iberia Bank has served Louisiana since its inception 127 years ago. In addition to Louisiana, Iberia Bank also run's operations in several other states in the U.S. with a network of 187 branches.

What employers should know about ADA litigation

The federal agency that is tasked with the enforcement of laws prohibiting discrimination in the workplace is the U.S. Equal Employment Opportunity Commission (EEOC). Since its inception, this agency has been entrusted with handling any and all litigation that is alleged to stem from employers infringing on their employees' rights under the Americans with Disabilities Act (ADA).

The agency has handled well over 200 lawsuits that were filed alleging disability discrimination charges since the beginning of the fiscal year of 2011. The charges in those lawsuits ran afoul of the ADA as well as the amendments to the act that were passed in 2008.

Can arbitration resolve complex construction disputes?

There are myths out there about alternative dispute resolution processes, such as arbitration, taking longer than and being as costly as litigation. However, according to the American Arbitration Association, in the construction industry, alternative dispute resolution (ADR) techniques have been used for a while, and, are in fact less expensive and more expeditious.

Federal court statistics indicate that the average length of time for a jury or bench trial is about two years. Data from the American Arbitration Association shows that if parties choose arbitration to resolve their dispute, the matter takes less than a year.

Contract negotiations for American Airlines pilots continue

Louisiana residents may be interested to know that airline giant American Airlines has agreed to pursue further negotiations with the company's pilots union over a combined labor agreement in lieu of arbitration. Both sides have indicated that they hope the negotiations will be concluded by the end of the year.

The negotiations seemed to have hit an impasse when American Airlines insisted that the Allied Pilots Association accept the offer it outlined as a basis for continuing the contract negotiations. If the offer had been accepted, the pilots association would have had to agree to drop its counter proposal.

What is a reverse merger?

A reverse merger is a method by which a private company that has restricted access to capital may seek better funding by gaining access to U.S. capital markets. They do this by merging with a company that is publicly traded in the U.S. This method is typically employed by wholly privately owned companies or companies that operate in foreign countries and thus are outside the United States. Another name that transactions of this type may go by is "reverse takeover."

Typically when a reverse merger transaction is executed, an existing public reporting company acquires a wholly owned private company. The public company, which is called a shell company, will have few if any operations. During the course of the transaction, the private company's shareholders will typically swap shares of the private company for shares of the publicly traded company in large enough amounts to give them a controlling majority of the publicly traded company.

Are you interested in starting a new business or merging?

Starting a new business can be an intimidating and often confusing undertaking, and navigating the minutiae of legal documents that may need to be filed can be quite an onerous task. Often times, depending on the specific business that is being started, merged or acquired, there may be specific regulatory issues that need to be addressed, and requirements and certifications that must be fulfilled before the business can take off and start operating legally.

With well over 45 years of combined experience and acumen in business law, look no further than the law firm of Dunlap Fiore to help you get your new business or start-up venture off the ground and operating legally, or help with mergers and acquisitions. Located in Baton Rouge, in the heart of Louisiana, Dunlap Fiore LLC serves the needs of Louisiana's new business owners, .

Can I give prospective employees a medical exam?

Generally speaking, under the Americans with Disabilities Act, an employer cannot require a prospective job applicant to take a medical exam or inquire about an applicant's disability, the nature of said applicant's disability or the degree or severity of their disability. They may however make any pre-employment inquiries into the capability of a prospective applicant in performing any job related functions unless the necessity of such a medical examination can be shown to be reasonably job related and is consistent with the job requirements.

An employer can require a job applicant take a medical exam after they furnish an offer for employment to the applicant. The employer can require that a medical exam be conducted prior to the job applicant starting their job responsibilities and may even condition the job offer on the results of the medical examination provided certain conditions are met.

Supreme Court to examine the issue of unfair competition

When is a business being competed against unfairly? The issue of unfair competition can be a complex and controversial topic in business law. Louisiana residents should be interested to know that the U.S. Supreme Court is getting ready to hear and adjudicate on whether the states have the right to allow professions that require regulatory boards to have said boards manned and overseen by members of those professions.

The reason this type of setup may be problematic is due to potential conflict of interest. Board members who are also actively practicing their profession have a vested interest in enacting and enforcing regulations that favor their interest to the exclusion of other businesses by unfairly limiting competition. This in turn could cause them to contravene federal antitrust laws.

The contracting firm I work for has merged, what should I do?

If the company at which one works has undergone a merger with another firm, there are certain things that one needs to do in order to ensure that one's contractor's license is updated with the Louisiana Licensing Board for Contractors. A copy of the signed plan of merger that has been executed is necessary. If the merger was registered outside of the state of Louisiana, one also will need a copy of the certificate from the domiciliary Secretary of State. This will be needed as evidence to reflect registration of the merger outside of the state. If the merger took place within the state, then one will need a copy of the amendment to the company's charter to prove registration of the merger with the Louisiana Secretary of State's office.

If the company is incorporated, then one will need a copy of the corporation's Board of Directors' meeting minutes that reference authorization of the merger. Since a license is nontransferable, if the company is going to be the non-surviving entity as a result of the merger and wishes to continue working under its current license number, then it must merge into a parent or a subsidiary in order to continue working under that same license number.

What should an employer know about employment law?

Both new and long-term business owners in Louisiana may have a number of questions regarding employer-employee relationships, as well as their obligations as an employer under current existing laws. Business owners may not realize it, but many issues that may arise during the course of their business operations may fall under the broad umbrella of employment law.

For instance, at some point during the existence of a business, a business owner may have to deal with employment law issues including but not limited to employment liability claims, employment contracts, employment regulations, claims of wrongful discharge and more. When such complex legal challenges surface it may be beneficial for that business owner to seek the legal knowledge of a law firm familiar with such employment litigation issues who can provide strong and competent employment defense.

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