NRAI Compliance Updates - November, 2003

Greetings.

Please find below NRAI's monthly collection of Business Entity, SEC changes and alerts. Please follow the links to additional information where applicable.


Court Decisions

Jurisdiction based on the ability to access a defendant’s web page in a state where the defendant has no other presence has been upheld in the First Circuit of the U. S. District Court. In the case of Venture Tape Corp. v. McGills Glass Warehouse et al. the Court found that the ability of Massachusetts residents to access the interactive web site satisfied minimum contacts for obtaining personal jurisdiction. The full opinion is accessible at:

http://pacer.mad.uscourts.gov/dc/opinions/lasker/pdf/venture%20tape%20v%20mcgills.pdf.

This is worth watching as although this is a federal trademark case it does open the door to extending this type of jurisdiction under other circumstances.


New Legislation


California Legislative Update

The following laws were passed by the California Legislature and signed into law:

Statement of Information

AB 512 (Chapter 557): Common Interest Developments must include the name of the President with the information provided to the Secretary of State.
AB 1423 (Chapter 147): Common Interest Development Associations are no longer required to state whether the managing agent is certified. Effective as of August 1, 2003.

Uniform Commercial Code

SB 283 (Chapter 235): Permits use of Financing Statement that does not include a space for the debtor’s SSN

Notary Public

AB 1210 (Chapter 513): Requires 6-hour notary public course

Domestic Partnership

AB 205 (Chapter 421): California Domestic Partner Rights and Responsibilities Act of 2003


Pending Legislation


Massachusetts

House Bill No. 853. By Mr. Stanley of Waltham (by request) petition of David L. Smith that corporations be granted a tax credit for providing volunteer services to the public schools. In the joint committee on taxation as of 10/14/03 Full text may be accessed at:

http://www.state.ma.us/legis/bills/house/ht00853.htm

House Bill 3243. By Mr. Cabral of New Bedford, petition of Antonio F. D. Cabral for legislation to reduce the sales tax to four percent. Currently in joint committee on taxation as of 10/14/03. Full text may be accessed at:

http://www.state.ma.us/legis/bills/house/ht03243.htm

House Bill 3621, a bill to provide a corporate tax deduction for certain corporations relocating to Massachusetts from other states. Currently in the joint committee on taxation as of 10/14/03. Full text may be accessed at:

http://www.state.ma.us/legis/bills/house/ht03621.htm

Michigan

House Bill 5164 to amend 1975 PA 228, entitled the “Single Business Tax Act” to add a deduction for the expenses of training employees. Currently referred to the Committee on Tax Policy as of 10/14/03. Full text of bill may be accessed at:

http://www.michiganlegislature.org/documents/2003-2004/billintroduced/house/pdf/2003-HIB-5164.pdf

New Hampshire

House Bill 1251 to amend the RSA by inserting after Chapter 76 a new Chapter 76-A establishing a four percent income tax, the proceeds of which will be put into the education trust fund established by RSA 198:39. This bill is currently in the Ways and Means Committee as of September 4, 2003 and is due out of committee on January 29, 2004. If passed in it’s current format the bill will be effective July 1, 2004. Full text may be accessed at:

http://www.gencourt.state.nh.us/legislation/2003/hb1251.html

Ohio

H. B. 305 relating to the use of electronic or telephonic transmissions in certain meetings and votings of nonprofit corporations and the authority to take action on behalf of a nonprofit corporation without a meeting of incorporators, directors, or members. Full text of current version may be accessed at:

http://www.legislature.state.oh.us/bills.cfm?ID=125_HB_305


State Administrative Issues


Alabama

The Alabama Secretary of State has advised that as of November 3, 2003 that anything ordered from the corporate division will require payment by cash or credit card. Invoices will no longer be issued.


Securities & Exchange Commission Proposed Rules


The Securities and Exchange Commission has proposed rules requiring companies to include in proxy materials names of nominees for directorships. The proposed rules are intended to improve disclosure to security holders to enhance their ability to participate meaningfully in the proxy process for the nomination and election of directors. Full text may be accessed at:

http://www.sec.gov/rules/proposed/34-48626.htm


Trademark Developments


United States adopts Madrid Protocol

The United States completed the formal process for joining the Madrid Protocol on August 2nd when it deposited the accession document, signed by President Bush the previous day, with the World Intellectual Property Organization. The Madrid Protocol is a treaty that facilitates the protection of U.S. trademark rights throughout the world. The United States Patent and Trademark Office (USPTO) will begin accepting Madrid filings on November 2, 2003.

Starting in November, a U.S. trademark owner will be able to file a single on-line application with the USPTO in English, pay the fees in U.S. dollars, and potentially obtain protection for its mark in any or all of the 58 Madrid Protocol member countries. Without this treaty, the trademark owner seeking equivalent protection would have to file an individual application in each country, in the language of that country and in the currency of that country. All applications filed under the Madrid Protocol must be filed electronically. In turn, USPTO will process the applications electronically.


Previous issues of the NRAI Newsletter may be found at: http://secure.nrai.com/dynamic_frame.asp?page=research 

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