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  • COVID-19 Relief: Understanding New Paycheck Protection Loan Opportunities Back to Site Load in Main Window
    01/13/2021

    On December 27, 2020, President Trump signed the Economic Aid to Hard-Hit Small Businesses, Nonprofits, and Venues Act (Economic Aid Act) into law. The Economic Aid Act reinitiates the Paycheck Protection Program (PPP), appropriating $284 billion for both First and Second Draw PPP Loans. The Economic Aid Act reopens the Paycheck Protection Program, amends borrower eligibility criteria, adds permissible uses of the loan proceeds and establishes new eligibility requirements for borrowers seeking Second Draw PPP Loans. Community financial institutions were able to begin making First Draw PPP Loans on January 11 and will begin Second Draw PPP Loans on January 13, with wider availability from other lending institutions to follow. The application form for a First Draw PPP Loan can be found here, and the application for a Second Draw PPP Loan can be found here.

  • Bankruptcy Court Rules Bankruptcy Code Does Not Permit Extended Rent Holiday for Retail Debtors Back to Site Load in Main Window
    01/11/2021

    This is the eighth in a series of alerts on insolvency topics affecting real estate. In this alert, we discuss the portion of the recent Chuck E. Cheese decision denying the debtor’s/tenant’s request to defer paying rent after the 60-day “rent holiday” period prescribed in section 365(d)(3) of the Bankruptcy Code.

  • Legal and Practical Considerations for COVID-19 Vaccine Mandates in the Workplace Back to Site Load in Main Window
    01/12/2021

    The good news that COVID-19 vaccinations have begun to be deployed has led to new decision points for employers: once their employees become eligible for the vaccine, should employers mandate that their workers receive the vaccine? Similar questions arise with opening premises and events to customers, conference attendees and other visitors. While requiring proof of vaccination may at first blush seem like a responsible measure, legal and practical considerations militate against an across-the-board vaccination mandate for most organizations.

  • Latest COVID-19 Relief and Government Funding Package Includes Key Communications Provisions Back to Site Load in Main Window
    01/08/2021

    The Continuing Appropriations Act, 2021 and Other Extensions Act, a $2.3 trillion COVID-19 relief and omnibus government funding package, contains several noteworthy communications-related measures, including $7 billion in funding for broadband initiatives and expanded television and radio station eligibility for the Paycheck Protection Program administered by the Small Business Administration (SBA).

  • COVID-19 Relief Act Provides Grants for Shuttered Venue Operators Hard-Hit by the Pandemic Back to Site Load in Main Window
    01/04/2021

    COVID-19 Relief Act

    On December 27, 2020, President Trump after initially balking, signed into law as part of the Consolidated Appropriations Act of 2021, H.R. 133, which, among its 5,600 pages, $900 billion, and other COVID-19 relief, appropriates $15 billion for Grants for Shuttered Venue Operators (Grants) to be made by the Small Business Administration (SBA). We recently provided a client alert (here) on the changes made by the new law, to a key SBA program, the Paycheck Protection Program (PPP). The PPP changes include making second draw loans available for the hardest-hit businesses and clarifying that forgiven PPP loans are tax deductible. The Act also provides certain tax benefits for Grants.

  • Bipartisan Breakthrough: Congress Passes and President Trump Signs $900 Billion Stimulus Back to Site Load in Main Window
    12/30/2020

    Nine months after enacting the $2.2 trillion CARES Act, on December 21 lawmakers voted on and passed an additional $900 billion relief package. The compromise bill resulted from a series of intense negotiations that also produced a $1.4 trillion bill to fund the government through September 30, 2021, thereby avoiding a government shutdown. President Trump signed both bills on December 27.

  • Paycheck Protection Program Update: COVID-19 Relief Bill to Make New Loans Available, Reverse IRS Position on PPP-Forgiven Tax Deductions Back to Site Load in Main Window
    12/24/2020

    The Coronavirus Aid, Relief, and Economic Security Act (CARES Act), passed on March 27, 2020, provided forgivable loans of up to $10 million to qualifying small businesses under the PPP. We have provided client alerts over the last several months on numerous aspects of the program, including loan eligibility and “affiliation” concerns; the certification of loan “necessity,” including the SBA’s controversial new questionnaire targeting borrowers that received loans in excess of $2 million; changes to the program brought about by the PPP Flexibility Act; the mechanics of loan forgiveness (here and here); and SBA guidance affecting M&A activity among PPP borrowers.

  • Preparing for 2021: How President-Elect Biden Can Govern by Executive Power Back to Site Load in Main Window
    12/22/2020

    Swift action, a frequent promise of the incoming Biden/Harris administration, is expected to result in extensive use of executive power by the President-elect to implement his agenda beginning on Day 1. Regardless of which party controls Congress, the President-elect is empowered to issue executive orders and policy directives to reverse many of the Trump Administration’s initiatives and take policy leadership on key aspects of his campaign platform. Immediate action on immigration, climate change, public health and environmental regulation, among other issues, should be expected in his first weeks in office. Further, the Executive Branch will likely issue directives to swiftly implement a nationwide strategy to combat COVID-19 (discussed here).

  • The Pillsbury Industry Insights Podcast Back to Site Load in Main Window
    07/30/2020

    Join host Joel Simon and guests as they discuss important and emerging topics impacting various industries in 15 minutes or less. 

  • Legal Considerations When an Employee Dies Back to Site Load in Main Window
    12/10/2020

    The death of an employee can be devastating and confusing to an employer and its workforce. The grim statistics on deaths from the COVID-19 pandemic—well over a quarter million in the U.S. as of the date of this alert, with infection rates rising—mean that many employers have already had to address this situation or begin planning for the sad eventuality. When an employee dies—regardless of the cause—employers often want to immediately help the employee’s family financially in their time of grief, but a number of administrative, legal, and tax-related issues must be considered before an employer pays final compensation and benefits to the beneficiaries or estate of the deceased employee.

  • Tour de Force: Force Majeure in Civil Law Jurisdictions – A Superior Force Majeure Doctrine? Back to Site Load in Main Window
    11/10/2020

    As discussed in prior articles, the doctrine of force majeure in common law jurisdictions is largely a creature of contract and is—typically—not codified. Even when codified (see, e.g., Cal. Civ. Code § 3526), judicial precedent defines the doctrine’s contours, just as it does the sister excuse doctrines of impossibility, impracticability, and frustration of purpose (and, indeed, if parties choose to allocate risk by including a force majeure provision in their contract, those sister doctrines are even more challenging to pursue).

  • Cal/OSHA Emergency Temporary Standards for COVID-19 Back to Site Load in Main Window
    12/02/2020

    On November 20, 2020, the Department of Industrial Relations’ Occupational Safety and Health Standards Board (Board) adopted emergency temporary standards to protect workers from hazards related to COVID-19. Following approval by the Office of Administrative Law (OAL), the emergency standards went into effect on November 30, 2020.

  • PPP Loan-Funded Expenses Nondeductible If Borrower Has “Reasonable Expectation” Loan Will Be Forgiven Back to Site Load in Main Window
    11/25/2020

    The Paycheck Protection Program (PPP), created by the Coronavirus Aid, Relief, and Economic Security (CARES) Act, provides for loans to individuals and businesses with the unique feature that the loans could be forgiven, under certain circumstances, to the extent that advanced funds were used to pay payroll costs, certain mortgage interest, covered rent and covered utilities (eligible expenses). In effect, a dollar of eligible expenses could result in a dollar of forgiven PPP loan. Under federal income tax rules, forgiven debts generally give rise to taxable “discharge of indebtedness income” to the borrower, but the CARES Act provided that forgiven PPP loans would be excluded from gross income of the borrower for federal income tax purposes.

  • IRS Eases PPP Loan Stumbling Block in M&A Deals Back to Site Load in Main Window
    11/19/2020

    The IRS has provided comfort that an acquirer will not jeopardize its ERTCs if it acquires a target that has entered into a PPP loan.

  • What Will the Biden/Harris COVID-19 Plan Mean for Business? Back to Site Load in Main Window
    11/12/2020

    With the sharp rise in daily COVID-19 cases happening nationwide, President-elect Joe Biden and Vice President-elect Kamala Harris have vowed to tackle COVID-19 with a more centralized, national public health and economic response program upon taking office on day one. In addition, they will seek to re-establish the United States as a global leader on health care issues by reversing the U.S.’s withdrawal from the World Health Organization (WHO) and by rallying world leaders to lay the groundwork for sustained global health security.

  • “Job One” for Congress: What to Expect in the Next COVID-19 Relief Bill Back to Site Load in Main Window
    11/10/2020

    Despite House Democrats and Senate Republicans both putting forth proposals aimed to counteract the effects of COVID-19 on the American economy, negotiations between House Democrats, Senate GOP leadership and President Trump have stalled repeatedly since the adoption of the CARES Act this Spring, and the three major players have failed to reach an agreement for a comprehensive replacement. 

  • The Election Is Over—Now What? Understanding the Biden Administration’s Policy Priorities Back to Site Load in Main Window
    11/10/2020

    While President Trump continues to push forward legal challenges and some states will have recounts of their votes, it has become increasingly clear that Joe Biden will be the 46th President of the Unites States.

  • Paycheck Protection Program Update: New SBA Questionnaires Ask Borrowers of $2 million or More to Justify Economic Necessity of PPP Loans Back to Site Load in Main Window
    11/03/2020

    The Coronavirus Aid, Relief, and Economic Security Act (CARES Act), passed on March 27, 2020, provided forgivable loans of up to $10 million to qualifying small businesses under the PPP. We have provided client alerts over the last several months on numerous aspects of the program, including: loan eligibility and “affiliation” concerns; the certification of loan “necessity”; changes to the program brought about by the PPP Flexibility Act; and the mechanics of loan forgiveness, here and here.

  • Preparing to Survive and Thrive Amidst the Next Crisis Back to Site Load in Main Window
    10/30/2020

    In the Harvard Law School Forum on Corporate Governance, Pillsbury partners Jonathan Ocker and Amanda Halter share insight that will help boards enable their companies to anticipate, manage and survive the next crisis.

  • SEC Enforcement Priorities: COVID-19 and Beyond Back to Site Load in Main Window
    10/28/2020

    The Securities and Exchange Commission (SEC or Commission) has remained open for business throughout these unprecedented times, making clear that it will do everything within its considerable power to continue to ensure the integrity of the markets and protect investors. As we previously discussed, the SEC’s Division of Enforcement (Enforcement Division) continues to be active throughout the pandemic with an eye on the protection of “Main Street” investors, which is consistent with the agency’s overall enforcement priorities that we highlighted earlier this year. While its annual SEC Speaks conference went virtual, the SEC made clear it comfortably has embraced the “new normal” and that it continues to adapt to carrying out its enforcement priorities. The SEC continued to express, in no uncertain terms, that its Staff will continue to pursue its mission to ensure the integrity of the markets and protect investors. While the pace of certain investigations may have slowed due to logistical challenges in the early days of the pandemic, the SEC has made clear that it intends to maintain its traditional pace of investigations and expects individuals and companies to engage and cooperate with the Staff.