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ABA Section of Business Law


Business Law Today

Snap Judgments
By Heather Brewer
It's a performance thing at Coca-Cola
Performance anxiety is creeping into the boardroom as directors on Coca-Cola's board fall under a new pay policy that ties all their compensation to the company's performance in coming years, according to the Wall Street Journal.

Coca-Cola's new policy takes more-common performance-based pay systems a step further by leaving directors with no guaranteed income. Board members will now receive "equity-share units" worth $175,000, which in 2009 they can cash in only if the company sees "compounded annual growth of 8 percent in earnings per share in 2006, 2007 and 2008."

While billionaire investor Warren Buffet had plans to take leave of his seat on the Coke board, he believes the policy makes sense.

"This aligns the interests of shareholders and directors on both the upside and the downside," Buffett says. "I've never seen a system as good as Coke has now."

Some, though, are finding the soft-drink maker's plan hard to swallow, saying it will preclude diversity on corporate boards by making it difficult to recruit academics, heads of nonprofits and former government officials whose limited financial resources may make them averse to the concept of performance-based pay.
Overtime, but under paid
Lawyers for big businesses around the country are working overtime to protect corporate giants facing lawsuits for failing to pay overtime to their rank-and-file employees, according to the Washington Post.

From Wal-Mart to IBM, U.S. companies are getting slapped with lawsuits that could — as in the case of Allstate — lead to payouts of around $100 million.

"A lot of companies tried to drive up their short-term results by misclassifying employees, giving them fancy titles but no managerial responsibilities and not paying them overtime," says one D.C. lawyer. "As people wake up to the fact that they are supposed to be paid overtime... there is tons and tons of litigation."

The U.S. Department of Labor has also jumped into the action, upping its enforcement of federal overtime standards. Last year the department saw a 26 percent increase in back wages won for workers and an 11 percent increase in the number of workers it was able to help.
Women find it tough to start a business
Sometimes it is hard to be a woman. Only the challenge doesn't come from standing by your man but rather from trying to buck The Man and go into business on your own.

Women entrepreneurs, the Chicago Tribune reported, have a hard time finding the financial backing they need to start a business, with only one-third of such businesses securing bank loans or lines of credit.

"Women have a very hard time getting money out of banks," says one successful woman business owner in Chicago. "Bank committees are usually run by men. They'll take fliers on some wild ideas that men have, but they don't do it for women."

Venture capital — which is largely held by men — is even harder for businesswomen to secure.

As a result, most women use credit cards, savings and family support to get their businesses up and running.

Marsha Serlin, who started her now $100-million scrap metal business with $200 and a Budget rent-a-truck, says that the first three years are the hardest, but that if women can make it through that time their business is likely to succeed.
Think we need wigs?
To wig or not to wig? That is the question for British lawyers who've had enough of the mountain of horsehair on their heads, but still want to retain the air of authority the traditional headgear has granted those in their profession for centuries.

According to the Washington Post, new legal reforms may signal the disappearance of the wig in British courtrooms.

"Some people think it gives them more authority," says British lawyer John Baldwin, "but most of us just think they're itchy."

While Baldwin may think he can rest his case on such claims of discomfort, others are willing to make arguments in the wigs' defense.

"Jurors may form an impression that a nonwigged lawyer is less credible," says another lawyer. And the chairman of the Young Barristers Committee of the Bar Council says the wigs are a "leveler" that help young lawyers hold their own against those with more experience.

Outside observers, however, may think that these lawyers are really just splitting hairs.
How much is he getting paid?
Stockholders may soon be able to find out if the price is truly right for the compensation packages that are helping CEOs win big even as workers see their own wages holding steady, the Baltimore Sun reports.

A proposed Securities and Exchange Commission regulation would require companies to be more upfront in revealing exec pay deals by providing a total dollar amount that includes the value of all the bennies the big guy is bringing home.

Corporations would also have to divulge more perks — such as country club memberships and security details — and pay policies would have to be written in "plain English" for easy stockholder access.

Opponents of the policy, however, worry that such openness could lead to unhealthy competition among American corporate execs — who apparently otherwise live in a very healthy competition-free zone.

"The pendulum swings too far sometimes," says T. Rowe Price consultant James Riepe. "What's next? Eventually they'll probably want to find out how much your wife makes or whether you eat at fancy restaurants."

Indeed, keeping up with the Joneses in corporate America is hard work.
First impressions may really count
Business types not wanting to be upstaged in the glitzy-glam world of corporate presentations are heading to the theater to learn to play to their audience and win standing ovations in cubicles and conference rooms, according to the Chicago Tribune.

"Modern acting techniques help business people really get at the core of their authenticity, which helps them present a strong impression," says actress Kirsten D'Aurelio, who founded Voicescape, a business that teaches acting techniques to business people.

Voicescape is not the sole player, however. Chicago's Second City has seen its corporate business triple since 2003 and Pinnacle Performance is also training suits to work a room.

"The skills required to be a great improviser are also skills you wished you had learned in business school," says Tom Yorton, who clearly picked up an entrepreneurial skill or two in his theater training and now runs Second City's creative and corporate service division.
Trust is declining
Trust is so 1996. Today's investors — jaded by corporate corruption — are growing more distrustful of the very companies in which they're putting their money, according to a recent TIAA-CREF survey.

"Continuing headlines about corporate scandals... have driven investor trust from low to lower in the past year," says TIAA-CREF's Glen Weiner.

TIAA-CREF uses a "Trust Index" that measures feelings toward government, corporations and the media. This year, the index number was 10.8 percent compared to last year's 13.2 percent.

What's more, the growing mistrust is changing investor behavior, with 62 percent of those surveyed saying they've become more cautious in their investments and 14 percent saying they've switched to a new financial adviser.

Women investors, though, seem to be the most affected by waning trust. The survey found that 43 percent of women don't feel the economy is growing, while only 32 percent of men agreed.

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