March 2010 Headnotes by Jessica Smith

Dallas Bar Association

HEADNOTES March 2010 Volume 34 Number 3

Transition to Law Practice Program

Focus Corporate Counsel

DBF Fellows Present 2010 Award to Hon. Douglas S. Lang by Elizabeth Philipp

The Transition to Law Practice Program, which pairs new lawyers with seasoned attorneys intended to “guide” the beginning lawyers to success, had its third annual program January 27. The event was met with great response, with 225 mentors and mentees attending. Laura Benitez-Geisler, chair of the program, introduced the night’s speakers—Hon. Douglas S. Lang and keynote speaker Cynthia Pladziewicz, J.D., Ph.D., Chief Development Officer with Thompson & Knight, LLP, who gave a presentation entitled, “Top Ten Tips to Being a Great Mentor.” The event concluded with break-out discussions. To find out more about the Transition to Law Practice Program, or to volunteer, contact Alicia Hernandez at ahernandez@dallasbar.org or (214) 220-7499.

National Counsel and Alternative Fee Agreements By Edward M. Slaughter and Christa D. Hykaway

braham Lincoln once famously said, “A lawyer’s time is his stock in trade.” If Honest Abe had it to do over again, I suspect he would choose his words more carefully. Attorney fee structures premised exclusively on the billable hour have been under scrutiny almost since the time they were popularized in the late 1960s. Is there a compensation system that improves the delivery of legal services, the reputation of the profession and our relationships with clients? The billable hour has not always been the prevailing model. One of my partners, a trial lawyer for over 40 years, recounted for me the 1960s billing practice. He and two partners would gather in a conference room and review the correspondence file for a recently concluded case. From the letters to the client they would discern the amount and quality of work done, and assign a value. They might add a little if the result was especially good, or subtract if it was below average. Consider the history of legal fee structures. In the 1800s, state law capped legal fees by task in many places. In the 1930s, state bars published minimum fee schedules for their members. Until the middle 1960s, many lawyers provided bills for “services rendered” in one lump sum. Due to anti-trust concerns, the desire of carriers and

clients to have more detailed information about work performed, and the profession’s need to better track our work, the billable hour has almost completely replaced these fee structures. The American Bar Association “Commission on Billable Hours Report” noted both the strengths and weaknesses of the billable hour fee structure. The billable hour is simple to apply and understand, provides detailed information about work performed, and reduces the risk of price-fixing. On the other hand, it discourages attorney-client communication, early case planning and efficient use of resources. Also important, the billable hour is based on work performed rather than value obtained. As one looks for an improved method of valuing services, one should be mindful of both the strengths and weaknesses of the existing paradigm. The use of national counsel can be one method to improve the delivery of legal services while controlling costs. When managed properly, national counsel can leverage expertise, and improve attorney-client communication, early case planning, and efficient use of resources. Appropriate alternative fee structures through national counsel may result in lowering total attorneys fees for the litigation or project and reflecting the value of the service rather than continued on page 8

n Wednesday, March 31, 2010, the Fellows of the Dallas Bar Foundation (DBF) will honor Justice Douglas S. Lang, Fifth District Court of Appeals-Dallas, as the recipient of the 2010 Fellows Award at the 19th Annual Fellows Luncheon at the Pavilion at the Belo Mansion. The Fellows Award, the most prestigious honor of the DBF, is presented to a member of the Dallas Bar Association who has adhered to the highest principles and traditions of the legal profession and who is highly respected by those in the legal Hon. Douglas S. Lang profession. The DBF Fellows Committee noted the work Justice Lang has done in promoting professionalism and the mentoring of young lawyers. His work with the Transition to Law Practice program has placed the Dallas Bar Association in the national spotlight. The Dallas Bar is leading the way with the Texas State Bar’s statewide initiative as a result of Justice Lang’s leadership. “I know of no lawyer who has done more to promote the ideals and values of the profession than Justice Lang,” said Herbert Hammond of Thompson Knight LLP. “Over the course of his career as a distinguished trial lawyer, pro bono advocate, Dallas Bar President, State Bar Director and Justice of the Fifth District Court of Appeals, he has consistently exemplified the highest values of the legal profession. As a leading author and speaker on the field of professionalism and as the founder, and driving force behind the Dallas Bar Association’s Transition to Law Practice mentoring program, he passes on to the next generation of lawyers the highest standards of integrity and honesty. This program, now in its third year, serves as an inspiration to bar associations across the country. Justice Lang’s highly regarded book Deeds, Not Words-Mentors as Guiding Lights of Integrity, is studied by law students in ethics courses across the state. But ultimately, Justice Lang’s deeds are exactly the shining light of integrity of which he so eloquently writes. “ It comes as no surprise that Justice Lang feels so strongly about the importance of mentoring. He shares his own stories of having mentors in his book, Deeds, Not Words, and writes, “During my 35 years since I graduated from law school, my life has been immersed in the legal profession. Most of my friends have been lawyers. Lawyers have been my employers and partners. Most importantly, lawyers and judges have been mentors to me. For all of their guidance and mentoring, I am indebted.” Justice Lang is a native of St. Louis, Missouri. He received his undergraduate degree in Business Administration from Drake University in 1969 and earned his juris doctorate from the University of Missouri-Columbia School of Law in 1972. Immediately after graduating from law school, his practice began as a briefing attorney at the Supreme Court of Missouri. Since October 2002, Justice Lang has served on the Fifth District Court of Appeals at Dallas. Prior to that, he concentrated in the area of complex business litigation as a trial partner at Gardere Wynne Sewell L.L.P. for 24 years. Justice Lang has been active in community and bar association activities, having served as the President of the Dallas Association of Young Lawyers and the Dallas Bar Association. During his tenure as DBA President in 1991, he held the first Goals for Professionalcontinued on page 8

Inside

Financial Assistance Needed in Haiti

3 Distressed Companies Must Manage HR and Benefit Risks

Much financial assistance is needed for the victims of the earthquake in Haiti. There are many ways to give. See www.whitehouse.gov for more information or give through the Red Cross.

6 Business Organizations Code Now Applies to All Entities 7 Revised FTC Guidelines Can Hold Advertisers Responsible

To send a $10 donation through the Red Cross, text ‘Haiti’ to 90999, log on to www.redcross.org or call 1-800-REDCROSS. Thank you for your generosity.

2 H e a d n o t e s l D a l l a s B a r A s sociation

Calendar

March Events

Visit www.dallasbar.org for updates on Friday Clinics and other CLEs.

FRIDAY CLINICS MARCH 5

Friday Clinic – Belo “The Top Ten Evidence Objections a Lawyer Must Know to Survive at Trial,” Andrew Ryan and Skip Scott. (MCLE 1.00)*

Noon

MARCH 12

Noon

MARCH 19 Noon

March 2010

Friday Clinic – North Dallas “The Intersection of Professionalism and Legal Malpractice,” Paul Koning. At Two Lincoln Centre located at 5420 Lyndon B. Johnson Frwy., Suite 240 Dallas, TX 75240. Parking is available in the Visitor’s Lot located in front of the entrance to Two and Three Lincoln Centre. There are several delis within the building. Food is allowed inside the Conference Center. Thank you to our sponsor, Griffith Nixon Davison, P.C. (Ethics 1.00)*

Friday Clinic – Belo “Rising Depression in a Sinking Econmy: How to Protect Lawyers and Their Clients.” (Ethics 1.00)*

MONDAY, MARCH 1 Noon

Tax Law Section “Common Mistakes and Oversights in Drafting Partnership and LLC Tax Provisions,” Warren P. Kean. (MCLE 1.00)*

Peer Assistance Committee

TUESDAY, MARCH 2 Noon

Corporate Counsel Section Work-Outs Today—Lessons Learned From the Last Cycle,” William Ross. (MCLE 1.00)*

Tort and Insurance Practice Section “DR Horton v. Markel: Impact on Declaratory Judgments and the Duty to Defend,” Blake Evans, Beth Bradley and Mike Huddleston. (MCLE 1.00)*

Morris Harrell Professionalism Committee “ABOTA’s Efforts to Promote Professionalism,” Jim Flegle (Ethics 1.00)*

DAYL Foundation Board of Trustees Meeting

WEDNESDAY, MARCH 3

FRIDAY, MARCH 5 Noon

Friday Clinic - Belo “The Top Ten Evidence Objections a Lawyer Must Know to Survive at Trial,” Andrew Ryan and Skip Scott. (MCLE 1.00)*

DAYL 2009 Leadership Class Steering Committee Meeting

MONDAY, MARCH 8 Noon

Alternative Dispute Resolution Section “Tips and Strategies for Mediator Self Care,” Taylor Duvall. (MCLE 1.00)*

Real Property Law Section “Texas Tax Lien Transfers: The History, Development, and Analysis of the Laws Governing the Transactions,” Mary Belan Doggett. (MCLE 1.00)*

TUESDAY, MARCH 9

Noon

Business Litigation Section “Lost Profits: An Attorney’s Guide to Dealing with Damages Experts,” Carl Weisheit. (MCLE 1.00)*

DAYL Equal Access to Justice

4 p.m.

Senior Lawyers Committee

Noon

Employee Benefits/Executive Compensation Section “5500 Update: Reporting,” Erik Pienkos. (MCLE 1.00)*

Solo and Small Firm Section “Writing: Lessons from the Bestseller List,” Chad Baruch. (MCLE 1.00)*

5:30 p.m.

Government Law Section “Texas [and Federal] Hold ‘Em: The Litigation Hold,” Pete Haskel. (MCLE 1.00, including .25 Ethics)*

Legal Ethics Committee

6 p.m.

Home Project Committee

Public Forum Committee

WEDNESDAY, MARCH 10

DAYL Environmental Awareness Committee

7:45 a.m.

Dallas Area Real Estate Lawyers Discussion Group

Noon

Family Law Section Topic Not Yet Available

CLE Committee

THURSDAY, MARCH 4

House Committee Walk Through

Noon

Family Law Section Board

Publications Committee

St. Thomas More Society

Christian Lawyers Fellowship

DAYL CLE Committee

DAYL Judiciary Committee

5 p.m.

Bankruptcy & Commercial Law Section “Chapter 13 Confirmation Issues,” Carla Vida (MCLE 1.00)*

6 p.m.

DAYL Board of Directors

Top: The Tort and Insurance Practice Section presented the Texas Trial Legends CLE on Tuesday, February 2, at the Belo Mansion. The panel of legends included (left to right) Mark S. Werbner, Windle Turley, John H. Martin, Jim E. Cowles, Moderator Hon. Patrick Higginbotham, Kleber C. Miller, Darrell Keith, Frank L. Branson and Robert H. Mow, Jr. Bottom: The program, which had standing room only, featured topics such as: what to focus on during the case preparation process and presenting merits of the case effectively.

DAYL Lunch and Learn—What Every Young Lawyer Should Know about Legal Writing

5:15 p.m.

LegalLine

THURSDAY, MARCH 11

FRIDAY, MARCH 19

Noon

Friday Clinic – Belo “Rising Depression in a Sinking Econmy: How to Protect Lawyers and Their Clients.” (Ethics 1.00)*

MONDAY, MARCH 22

11:30 a.m.

DAYL Barristers for Babies

Noon

MABDI “Estate Planning in Uncertain Times,” Michael Sweet, Mathew Jacob (MCLE 1.00)*

Noon

Computer Law Section “Analyzing Open Source Software in the Real World,” Van Lindberg. (MCLE 1.00)*

Noon

Collaborative Law Section “In-House Perspectives on Collaborative Law,” Richard Parr, Celeste Flippen, Gregory Sachnik, Donald Broadfile, and Anne Shuttee. (MCLE 1.00, including .5 Ethics)*

Securities Section “SEC Enforcement Issues and Initiatives,” Rose Romero, Stephen Korotash, David Peavler, Kevin Edmondson and Stephen Webster. (MCLE 1.00)*

Criminal Justice Committee

Admissions & Membership Committee

DAYL Freedom Run Committee

TUESDAY, MARCH 23

Dallas Asian American Bar Association

6 p.m.

J.L. Turner Legal Association

FRIDAY, MARCH 12 Noon

Trial Skills Section “Jury Selection and Demonstrative Aids,” Ellen A. Presby. (Ethics 1.00)*

Minority Participation Committee

MONDAY, MARCH 15

Noon

Labor and Employment Law Section “The Complete Professional: Effective Interaction with Courts, Clients, Counsel & Colleagues,” Mike Maslanka (Ethics 1.00)*

TUESDAY, MARCH 16

Noon

International Law Section “Choice of Law Clause in ICC Arbitration: Can “Procedural” Law Become “Substantive” Law?” S. George Alfonso. (MCLE 1.00)*

Community Involvement Committee

Entertainment Committee

Law in the Schools and Community Committee

DAYL Elder Law Committee

WEDNESDAY, MARCH 17

Noon

Energy Law Section “Safety Rules and Investigations of Oil Field Operations and Accidents,” Richard Hunt. (MCLE 1.00)

Health Law Section Topic Not Yet Available

Law Day Committee

Pro Bono Activities Committee

5:15 p.m.

Non-Profit Law Study Group

Municipal Justice Bar Association

LegalLine

THURSDAY, MARCH 18 Noon

Appellate Law Section “The Appellate Judges Poll,” Robert Gilbreath. (MCLE 1.00)*

Minority Participation Committee

Christian Legal Society

Dallas Criminal Defense Lawyers Association

Dallas Gay & Lesbian Bar Association

3:30 p.m.

DBA Board of Directors

UPL Subcommittee

Noon

Antitrust & Trade Regulation Section “Antitrust Economics of Aftermarkets: More than Ten Years after Kodak,” Dr. E. Allen Jacobs. (MCLE 1.00)*

Probate, Trusts & Estates Section “Texas Case Law Update,” Prof. Gerry Beyer. (MCLE 1.00)*

Courthouse Committee

American Immigration Lawyers Association

6 p.m.

Dallas Hispanic Bar Association Board

WEDNESDAY, MARCH 24 7:45 a.m.

Dallas Area Real Estate Lawyers Discussion Group

Noon

Sports & Entertainment Law Section “Nuts and Bolts of Advertising Review and Social Media Considerations,” Gene Major. (Ethics 1.00)

Juvenile Justice Committee

DVAP New Lawyer Luncheon

THURSDAY, MARCH 25 Noon

Criminal Law Section Topic Not Yet Available

Environmental Law Section “Update on Activity in the Barnett Shale,” Ed Ireland. (MCLE 1.00)*

Dallas Women Lawyers Association

Community Service Fund Board

FRIDAY, MARCH 26 Noon

Intellectual Property Law Section “Value-Added Patent Prosecution: Bigger, Stronger, Faster & Cheaper,” Marc Hubbard. (MCLE 1.00)*

Media Relations Committee

Transition to Law Practice Luncheon

MONDAY, MARCH 29 No DBA meetings scheduled.

TUESDAY, MARCH 30 No DBA meetings scheduled.

WEDNESDAY, MARCH 31

11:30 a.m. Dallas Bar Foundation Fellows Luncheon 5 p.m. Dallas Volunteer Attorney Program

THURSDAY, APRIL 1 Noon

Construction Law Section “Case Law Update,” Joseph F. Canterbury, Jr. (MCLE 1.00)

Family Law Section Board

Judiciary Committee

St. Thomas More Society

DAYL CLE Committee

FRIDAY APRIL 2

DBA Office Closed for Good Friday

MONDAY, APRIL 5 Noon

Tax Section “Bankruptcy Tax Issues,” Manuel Lena. (MCLE 1.00)*

If special arrangements are required for a person with disabilities to attend a particular seminar, please contact Cathy Maher at 214/220-7401 as soon as possible and no later than two business days before the seminar. All Continuing Legal Education Programs Co-Sponsored by the DALLAS BAR FOUNDATION. *For confirmation of State Bar of Texas MCLE approval, please call Teddi Rivas at the DBA office at 214/220-7447. **For information on the location of this month’s North Dallas Friday Clinic, contact KTarangioli@dallasbar.org.

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Focus

Dal l as Bar A ssoci ati on l Headnotes 3

Corporate Counsel

Distressed Companies Must Manage HR and Benefit Risks By Cynthia Marcotte Stamer

istressed businesses and their leaders often consider downsizing or restructuring staff, or making other workforce changes. While businesses in distress frequently do not have the luxury of avoiding workforce changes and other restructuring activities, proper planning and implementation can help to mitigate the potential legal risks that the business and its executives may incur in addressing these challenges. While struggling businesses often must move quickly to restructure workforce costs and performance, their success ultimately depends on the ability to produce the needed workforce changes without exposing the corporation or its leaders to unjustified operational costs or legal exposures. By mapping out the new business direction, the business justification for its actions, and the process to implement workforce and other changes, business leaders can make wellinformed choices about the needed workforce changes, uncover hidden risks and costs and minimize operational and legal risks associated with the planned changes. Careful structuring and documentation of the planning and implementation process prove invaluable if the business needs to rebut discrimination, retaliation or other employment claims by affected employees challenging employment terminations or other workforce actions taken to implement the operational plan. See, e.g., Ptomey v. Tex. Tech Univ., 277 S.W.3d 487 (Tex. App. 2009); Ball v. Duty Free Americas, Inc., 2009 WL 780915 (S.D.Tex. 2009). Business leaders should also assess and plan to deal with legal responsibilities that will arise from the change, including options to minimize these challenges. Advance contemplation of these obligations helps minimize the risk that the business will underestimate the potential costs of the planned course of action and will enhance the opportunity for the business to plan to meet or even mitigate some of these costs and obligations. Businesses contemplating a workforce reduction generally should evalu-

ate existing employee handbook, leave, compensation and employee benefit commitments for costs, obligations and obstacles to the plan of action, to identify desirable updates and arrange to provide required payments and performances. Businesses also can explore changing compensation, benefit or other policies to minimize costs, support the revised plan, or both. Management generally will prepare carefully crafted communications to script terminations and announce other changes. Numerous recent regulatory changes make it important that businesses protect themselves by confirming their termination packages, as well as employee wage and hour, benefit, compensation and other practices and documentation are compliant. When workers are unionized, special notice, bargaining and other obligations may apply under applicable collective bargaining agreement. Changes implemented by the business also may fuel union organizing or other job actions. Improper handling of resulting obligations can expose the business to liability for unfair labor practices or other risks. Businesses also should prepare to respond to possible unemployment, wrongful discharge, whistleblower and other employment claims. When significant job cuts occur, the Worker Adjustment and Retraining Notification Act (WARN) or state plant-closing laws may require plant-closing or other notices. Significant employment cutbacks may also trigger special employee benefit obligations or costs. Beyond the normally-applicable COBRA medical coverage continuation rights, recent American Recovery & Reinvestment Act of 2009 (ARRA) amendments may require certain special COBRA premium subsidies, notifications and elections to certain involuntarily terminated employees and dependents. When affected workers participate in an underfunded defined benefit pension plan, special funding, notification or other duties may arise under recently revised rules of the Internal Revenue Code and ERISA. Also, the Code and ERISA’s “partial termination” rules may accelerate vesting of some terminated participants if qualified pension plan participation drops more

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than 20 percent. Businesses and business leaders also should exercise particular attention to proper handling of employee benefit plan-related responsibilities. Companies, their owners, board members, officers and other members of management may face personal liability under ERISA’s fiduciary requirements—even if not formally named as fiduciaries—if health, 401(k) or other ERISA-regulated employee benefit plans are mishandled and they participated in or

exercised influence over employee benefit plan assets, administration or funding. In December, 2009, for instance, the court in Solis v. Struthers Industries Inc., ordered an executive personally to pay $303,084.61 to an employee benefit plan for permitting the business to use plan assets in its operations. HN Cynthia Marcotte Stamer, a Partner with Curran Tomko Tarski LLP, is Chair of the ABA RPTE Employee Benefit & Other Compensation Committee and Board Certified in Labor & Employment Law by the Texas Board of Legal Specialization. She can be reached at cstamer@Solutionslawyer.net.

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4 H e a d n o t e s l D a l l a s B a r A s sociation

March 2010

Headnotes

President's Column

Published by: DALLAS BAR ASSOCIATION

A Call to Action by ike vanden eykel

n my Inaugural address to the Dallas Bar Association, I actually, in a manner of speaking, issued a call to action. We find ourselves in a time of unprecedented hardship for many people in our community, as well as a growing number of our own profession. The Great Recession, as this period is now labeled by many in the media, presents opportunities to step forward and make a difference in the lives of real people in Dallas. Winston Churchill once said: “An optimist sees an opportunity in every calamity.” The Dallas Bar Association is filled with opportunities for service. In the months to come I will be discussing in detail many of these programs that are giving hope and assistance to many in these trying times. Today I would like to highlight the DBA efforts to provide pro bono legal services to the needy of Dallas. It is no surprise to anyone who has worked with me at the Dallas Bar that one of my passions is making sure that the disadvantaged of our community have access to our legal system. Most people would readily agree that we are blessed with having the very best legal system in this world. It is a model for anyone seeking freedom, and it has stood as a goal for everyone for over two centuries. To insure that every citizen, regardless of their position in life or economic success, can have equal access to this system is one of the highest callings presented to us as a profession. Allow me to reflect on both the opportunity available and the consequences of refusing to answer the call. Initially, one need only look to the Golden Rule for starters on this issue. Enough said on that! Another important standard for life is: “To whom much is given, much is expected.” There can be no serious disagreement that the members of our bar association have received much. Finally, in the area of starters, for those slow to hear the call of the large group of citizens who are less fortunate than our membership I suggest the following for your consideration: “It is the right and moral thing to do.” Another approach to this situation that resonates with some is to point out that since the State of Texas has granted you a license to practice law in this state you can correctly assume that a duty of service comes with that privilege. Pro bono legal services is one of those duties we cannot afford to overlook. Setting aside all of the varied reasons in favor of providing pro bono assistance to those less fortunate in our society, let us look at what happens if the response is to do nothing. I must admit that is one of the choices available to us, albeit a cold and callous one.

The first thing to consider is that if we, as a profession, turn our backs on the needy in our community and as a result prevent them from obtaining access to our legal system, our government in some form will step in and make us do what I think we have determined is the right thing to do. All of the elements and particulars of the product forced upon us would not necessarily be to our liking, but by that point in time it could be successfully argued that our right to protest would have been waived. Regardless of how unsavory this result would be for many of us, I believe a far greater danger lies ahead for us and would result if we did not respond to the need that faces us and if the opportunity presented for service is overlooked. The chasm between those considered the “Haves” in this country and those left to languish in the group called the “Have Nots” is by most accounts widening. That the legal profession is considered part of the “Haves” is seemingly uncontested. As most would agree, our legal system is one of the strengths of our country. Much of our constitutions on the state and federal level are devoted to that system. If we as a profession fail to make our system of laws available to those less fortunate in our society they can, and will, be disillusioned with our system of government. Once that would occur, the time to remedy the situation will have evaporated. The risk of having an entire segment of our society looking at the legal system of this country as being too far removed to be available to them is dangerous to the very fiber of our country. The logical extension of the disillusionment could easily become a detachment by those who see themselves as shut out of our government. The potential damage from that situation could be catastrophic. The opportunities to provide legal services are in place today at the Dallas Bar Association. The Campaign for Equal Access to Justice raises money annually to fund the Dallas Volunteer Attorney Program (DVAP) and to assist Legal Aid of Northwest Texas in providing Pro Bono Legal Services. DVAP has an ongoing program of recruitment to involve additional members of our association and encourage them to take cases as a volunteer attorney. DVAP has a training program in place to help volunteers get the necessary assistance so they can feel comfortable in providing their services through this program. The Dallas Bar also sponsors a number of Pro Bono Clinics around the city on a monthly basis that provide numerous volunteer opportunities. In addition to the Pro Bono opportunities, the Dallas Bar offers many other avenues for our members to contribute their time and talent, as well as their resources, to help our city and its citizens. These programs will be featured in future columns. The needs of our members and our city are significant at this difficult time. Our character will be molded by our response to the challenges we face. The time to answer the call is here. Don’t let the opportunity to make a difference pass you by. Support the efforts of Team DBA! HN

Board of Directors Roundup Sally Crawford, chair, called the January 20 meeting to order and welcomed new board members and guests. Scott McElhaney was elected Chair of the 2010 Board and Brad Weber was elected Vice-Chair of the Board. James Holmes, co-chair of the Law Day Committee, reported to the board that the committee plans to continue to conduct programs in the DISD. Scott Stolley, a partner at Thompson & Knight and U.S. District Judge Jane J. Boyle were appointed to at-large positions on the board. Mr. McElhaney, chair of this year’s Campaign for Equal Access to Justice, reported that $517,000 had been raised to date, plus $73,960 had been raised on the car raffle. Mr. Weber presented the year-end financial statements to the board, and they were approved. He then presented the 2010 proposed budget, and it was approved. In his president’s report, Mr. Vanden Eykel acknowledged Ms. Crain’s outstanding efforts as President in 2009. He reported that the MLK Justice Award was awarded to Kim Askew and the event was outstanding. There being no further business, the meeting was adjourned.

Friday Clinic Rescheduled The North Dallas Friday Clinic scheduled for February 12 has been rescheduled to Friday, April 9 at noon. “If You’re Going to the Courthouse, Please File This for Me: Ten Documents Which Must be Filed in the Trial Court to Preserve Error for Appeal” Chad Ruback. Two Lincoln Centre is located at 5420 Lyndon B. Johnson Frwy., Suite 240 Dallas, Texas 75240. Parking is available in the Visitor’s Lot located in front of the entrance to Two and Three Lincoln Centre. There are several delis within the building. Thank you to our sponsor, Griffith Nixon Davison, P. C. (MCLE 1.00)*

2101 Ross Avenue Dallas, Texas 75201 Phone: (214) 220-7400 Fax: (214) 220-7465 Website: www.dallasbar.org Established 1873 The DBA’s purpose is to serve and support the legal profession in Dallas and to promote good relations among lawyers, the judiciary, and the community. OFFICERS President: Ike Vanden Eykel President-Elect: Barry Sorrels First Vice President: Paul K. Stafford Second Vice President: Sally Crawford Secretary-Treasurer: Wesley Young Immediate Past President: Christina Melton Crain Directors: Scott M. McElhaney (Chair), Brad C. Weber (Vice Chair), Jerry C. Alexander, Hon. Jane J. Boyle (At Large), Wm. Frank Carroll, E. Leon Carter, Rob Crain, Jennifer Edgeworth (President, Dallas Association of Young Lawyers), Laura Benitez Geisler, Michael K. Hurst, Hon. Marty Lowy, Michele Wong Krause, Karen McCloud (President, J.L. Turner Legal Association), Jose Ortiz (President, Dallas Hispanic Bar Association), Mary L. Scott, Hope Shimabuku (President, Dallas Asian American Bar Association), Scott P. Stolley (At Large), Diane M. Sumoski, Debra K. Thomas and Michelle Wong Krause. Advisory Directors: Penny Brobst Blackwell (PresidentElect, Dallas Association of Young Lawyers), Eric Blue (President-Elect, J.L. Turner Legal Association), Eunice Kim Nakamura (President-Elect, Dallas Asian American Bar Association) and Hon. Teresa Guerra Snelson (President-Elect, Dallas Hispanic Bar Association). Delegates, American Bar Association: Kim J. Askew, Hon. Douglas S. Lang Directors, State Bar of Texas: Talmage Boston, Beverly B. Godbey, Timothy W. Mountz, Robert R. Roby, Mark K. Sales HEADNOTES Executive Director/Executive Editor: Catharine M. Maher Communications / Media Director & Headnotes Editor: Jessica D. Smith Calendar: Kathryn Zack In the News: Judi Smalling Art Director: Laura E. Heymann Advertising: Karla Howes PUBLICATIONS COMMITTEE Co-Chairs: Vincent J. Allen, Timothy G. Ackermann and Suzanne Raggio Westerheim Vice-Chairs: Lea N. Clinton, Paul R. Clevenger Members: H. Joseph Acosta, Natalie L. Arbaugh, Wesley J. Bailey, Heather J. Barbieri, Vance L. Beagles, Eric Blue, Barbara Boudreaux, Quentin Brogdon, Lance E. Caughfield, Pat Driscoll, Dawn E. Fowler, Floyd R. Hartley Jr., John Thomas Hayes, Paul W. Herring, Arshil A. Kabani, Mike Keliher, Jamie McKey, Elizabeth Jo McShan, Thomas L. Mighell, Mitchell S. Milby, Clay Miller, Jennifer Mitchell, Hon. Jim Moseley, Sonia Navia, Heather Bailey New, Jenna Page, Kirk Pittard, Irina B. Plumlee, Laura Anne Pohli, Robert D. Ramage, Andrew Baxter Ryan, Gregory W. Sampson, Steven D. Sanfelippo, Barry Sorrels, Paul K. Stafford, Scott B. Stahl, Amy E. Stewart, Sherry L. Talton, Debra K. Thomas, Ike Vanden Eykel, Peter S. Vogel, Thomas Williams, Courtney Willis, Elizabeth A. Wilson, Sarah Q. Wirskye. DBA & DBF STAFF Executive Director: Catharine M. Maher Accounting Assistant: Shawna Bush Communications / Media Director: Jessica D. Smith Controller: Sherri Evans Director of Community Services: Alicia Hernandez Events Coordinator: Rhonda Thornton Executive Assistant: Michelle Dilda Executive Director, DBF: Elizabeth Philipp LRS Program Assistant: Biridiana Avina LRS Interviewer: Marcela Mejia Law-Related Education & Programs Coordinator: Amy E. Smith Membership Coordinator: Kimberly Watson Projects & Communications Assistant: Kathryn Zack Publications Assistant: Judi Smalling Receptionist/Staff Assistant: Teddi Rivas DALLAS VOLUNTEER ATTORNEY PROGRAM Director: Alicia Hernandez Managing Attorney: Michelle Alden Volunteer Recruiter: Chris Reed-Brown Paralegals: Whitney Breheny, Lakeshia McMillan, Andrew Musquiz, Jigna Gosal, Tina Douglas. Data Entry/Office Support: Patsy Quinn Copyright Dallas Bar Association 2010. All rights reserved. No reproduction of any portion of this publication is allowed without written permission from publisher. Headnotes serves the membership of the DBA and, as such, editorial submissions from members are welcome. The Executive Editor, Editor, and Publications Committee reserve the right to select editorial content to be published. Please submit article text via e-mail to jsmith@dallasbar.org (Communications Director) at least 45 days in advance of publication. Feature articles should be no longer than 750 words. DISCLAIMER: All legal content appearing in Headnotes is for informational and educational purposes and is not intended as legal advice. Opinions expressed in articles are not necessarily those of the Dallas Bar Association. All advertising shall be placed in Dallas Bar Association Headnotes at the Dallas Bar Associationís sole discretion. Headnotes (ISSN 1057-0144) is published monthly by the Dallas Bar Association, 2101 Ross Ave., Dallas, TX 75201. Non-member subscription rate is $30 per year. Single copy price is $2.50, including handling. Periodicals postage paid at Dallas, Texas 75260. POSTMASTER: Send address changes to Headnotes, 2101 Ross Ave., Dallas, TX 75201.

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Dal l as Bar A ssoci ati on l Headnotes 5

Team Spirit! On January 26, the chairs of DBA sections and committees met at the Belo Mansion to show their team spirit. The meeting was a chance to become acquainted with one another, the DBA board of directors and the DBA staff, as they outlined their plans for 2010. Dozens of Dallas lawyers and judges spend countless hours organizing CLE programs and community service projects—and we appreciate the work they do. The 38 Committees and 29 Sections of the DBA sponsor more than 400 CLE programs annually (most of which are free with your DBA membership), mentor to thousands of school children and hundreds of young lawyers and promote goodwill throughout the Dallas community by assisting residents with legal needs, raising funds for minority law school scholarships and constructing a Habitat for Humanity house, just to name a few. The chairs, vice-chairs and members of the DBA Committees and Sections prove that their work not only benefits the community, but the legal profession, as well. We offer kudos to these leaders and recognize and appreciate their hard work, resourcefulness and creativity. HN

Christina McCracken, Co-Chair, Pro Bono Activities Committee and Greg Sampson, Co-Chair, Legal Ethics Committee

Eric Blue, President-Elect, J.L. Turner Legal Association; Lia Hayes, Co-Vice Chair, Community Involvement Committee; Hon. Melodee Armstrong-Mota, Chair, Alternative Dispute Resolution Section; Karen McCloud, President, J.L. Turner Association

Barry Sorrels, DBA President-Elect, Timothy Ackermann, Co-Chair, Publications Committee; Kenya Scott Woodruff, Chair, Health Law Section; Sally Crawford, DBA Second Vice President

John Polk, Chair, Golf Tournament Committee; Barbara Van Duyne, Chair, Family Law Section; Ike Vanden Eykel, DBA President; Aubrey Connatser, Co-Chair, Mentoring Committee; Jeffrey Coen, Co-Chair, Judiciary Committee

Erin Woodward Peirce, Co-Chair, Summer Law Intern Program Committee; Nicole LeBoeuf,Chair, Collaborative Law Section ; Mary Scott, DBA Director

Register Now for the State Bar of Texas Annual Meeting June 10-11 in Fort Worth The Omni Hotel For more information, visit http://www.texasbar.com/annualmeeting.

Rising Depression in a Sinking Economy: How to Protect Lawyers and their Clients Friday, March 19 ~ Noon ~ Friday Clinic at Belo Hall 1 hour of ethics credit (pending) Sponsored by the Peer Assistance Committee For more information, contact Sherri Evans at sevans@dallasbar.org or (214) 220-7440.

6 H e a d n o t e s l D a l l a s B a r A s sociation

Focus

March 2010

Corporate Counsel

Business Organizations Code Now Applies to All Entities By W. Bruce Newsome

n January 1, 2010, the Texas Business Organizations Code (TBOC) became applicable to all Texas and foreign entities required to register to do business in Texas. The TBOC originally went into effect on January 1, 2006; however, it only applied to Texas entities formed after that date, to foreign entities initially registered to do business in Texas after that date and to non-filing foreign entities. On January 1, 2010, the TBOC became applicable to all entities doing business in Texas. The TBOC replaced the following statutes: Texas Business Corporation Act, Non-Profit Corporation Act, Limited Liability Company Act, Revised Partnership Act, Revised Limited Partnership Act, Professional Corporation Act, Professional Association Act, Miscellaneous Corporation Act, Real Estate Investment Trust Act, Cooperative Association Act and Uniform Unincorporated Non-Profit Association Act. The goals of reorganizing the statutes into the TBOC were to: rearrange the statutes into a more logical order; have a flexible format and numbering system to permit easier citation of the law and future expansion of the law; eliminate duplicative and other inef-

fective provisions; and use American English to the extent possible. The TBOC is organized into eight Titles, with Title 1 – “General Provisions” applying to key common areas for each type of entity and then Titles 2-8 applying to corporations (for profit and non-profit), limited liability companies, partnerships, real estate investment trusts, associations, professional entities and miscellaneous and transition provisions. For entities formed before January 1, 2006, no immediate action is necessary. However, any older entities filing an amendment to their formation documents or registration documents will have to include any additional amendments required to bring the old documents into compliance with the TBOC. To ensure that any amendments contain all the necessary changes, attorneys should review the TBOC changes in Title 1 – “General Provisions” and in the applicable other Titles to determine if any additional amendments are required. Although there is a summary of some of the key changes for corporations, limited liability companies and partnerships below, the “Committees” section of the www. texasbusinesslaw.org Web site describes all of the changes from the old statutes when the TBOC was enacted and has

Play Golf and Support Pro Bono Register for the 18th Annual Pro Bono Golf Classic, benefitting the Dallas Volunteer Attorney Program. Registration fee of $255 includes lunch, dinner and refreshments on the course. The tournament is a 4-person scramble format -- limited to the first 128 golfers. Lots of prizes, plus great goody bags, raffle and other fun games! Check-in and use of the practice range begins at 11 a.m. and shotgun start is at 1 p.m. A reception and awards dinner will follow the tournament at 5:30 p.m. Thursday, May 6, 2010 at The Golf Club of Dallas Entertain clients with a golf game, while helping a family in need. For registration information, visit www.dallasbar.org. For more information on sponsorships, contact Rhonda Thornton at rthornton@dallasbar.org.

x Distinguished Credentialed Mediator, TMCA

x National Arbitration Forum

FREDERICK D. LEWIS ARBITRATOR & MEDIATOR

reviser’s notes explaining the rationale for the changes. The TBOC does provide some relief regarding amendments by providing a list of synonymous terms that may continue to be used in current formation documents and do not have to be amended if the formation documents are otherwise being amended. The synonymous terms section prevents unnecessary amendments to replace terms such as articles of incorporation, articles of organization, certificate of registration, certificate of authority, etc. Many of the key changes in Title 1 – “General Provisions” deal with new terms or modified definitions of other terms. Some of these key changes include the following: “Certificate of Formation,” which applies to the formation documents for corporations, limited partnerships, limited liability companies, professional associations, cooperatives and real estate investment trusts; “Fundamental Business Transaction,” which refers to mergers, interest exchanges, conversion or sale of all or substantially all of an entity’s assets; and “Governing Authority,” which generally refers to both the persons who manage and direct the affairs of an entity, such as the board of directors, general partners and managers or members of a limited liability company and the governing documents of the

entity. A few of the key changes applicable to corporations include the following: no longer is a corporation required to have $1,000 before commencing business; the term “event of liquidation” is replaced by the term “winding up and termination”; the subscription process has been modernized; and electronic proxies are now permitted. A few key changes for limited liability companies include the following: the term “company agreement” replaces the term “regulations;” it is now clear that except for certain enumerated subjects, any provisions of the TBOC applicable to limited liability companies can be waived or modified by the company agreement; the default is that all existing members of a limited liability company must approve additional issuances of membership interests; there is no longer a default that a limited liability company is operated by managers; and the default is that members can remove managers. A few key changes for partnerships include the following: as with limited liability companies, except for certain enumerated subjects, any provisions of the TBOC applicable to limited partnerships can be waived or modified by the partnership agreement; and a limited partnership may stop a winding up that is triggered by certain events if certain actions are taken to stop the winding up within one year after the event causing the winding up, rather than just 90 days. HN

BELO LEGAL CLINIC

Bruce Newsome is a partner in the Corporate/Securities Practice Group of Haynes and Boone, LLP. He can be reached at Bruce.Newsome@haynesboone.com.

Wednesday, March 31 From 5 to 9 p.m. At the Belo Mansion VOLUNTEERS NEEDED!

Attorneys are needed (at 6:30 p.m.) to provide legal advice to those who cannot afford an attorney. Support volunteers are also needed (at 5:30 p.m.) to help coordinate the legal clinic. Mentor-attorneys will be available to assist.

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Sponsored by the Dallas Volunteer Attorney Program, a joint project of the Dallas Bar Association and Legal Aid of NorthWest Texas. To volunteer, contact Chris Reed-Brown, DVAP recruiter, at (214) 243-2243 or reed-brownc@lanwt.org.

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Focus

Dal l as Bar A ssoci ati on l Headnotes 7

Corporate Counsel

Revised FTC Guidelines Can Hold Advertisers Responsible By Debra Witter

s part of its general authority to regulate unfair or deceptive practices, the Federal Trade Commission (FTC) has interpretive guidelines regarding the use of paid endorsements and testimonials in advertising. While compliance is voluntary, the guidelines represent the FTC’s opinion about what is necessary for an advertisement not to be false or misleading. Thus, failure to comply can result in FTC corrective action. The FTC recently made significant additions and changes to the guidelines, which were effective December 1, 2009, and can be found at 16 C.F.R. §255 (the Guidelines). The FTC has now made clear that the Guidelines apply to so-called viral marketing and blogging. Any company that advertises its products using social media should be aware of these changes to avoid potential FTC or state regulatory actions for false or misleading advertising. Any advertising message that consumers are likely to believe reflects the opinion of a party other than the sponsoring advertiser is considered an endorsement if the endorser is acting on behalf of the advertiser or its agent.

The Guidelines have long required that endorsements represent the honest belief of the endorser and that “material connections” be disclosed. A “material connection” is a connection that might materially affect the weight or credibility of the endorsement because it is not reasonably expected by the audience. So, a consumer blogger who is not generally known to the public and who is paid to endorse a product or provide a testimonial, must disclose that fact because such a payment would not ordinarily be expected. In contrast, the Guidelines give an example of a wellknown film star who is paid to endorse a food product in a television commercial. In that instance, the payment would not have to be disclosed, because the viewers would generally expect that the film star was being paid. The revised Guidelines also make clear that bloggers who are provided with free sample products by or on behalf of advertisers to write reviews about the products may also be considered paid endorsers, and must disclose the material connection. This is the case even if the advertiser’s product

Law Day 2010 LAW DAY LUNCHEON

Honoring our State & Local Judiciary Keynote Speaker: Honorable Barbara M. G. Lynn

is only one of many that the blogger might be receiving through participation in a so-called “network marketing program” where multiple products are regularly made available for bloggers to review. Both the advertiser and the endorser can be liable for any false or misleading advertisement covered by the Guidelines, whether based on the endorser’s failure to disclose the material connection, or based on a false or misleading statement made by the endorser about the product. The same requirements regarding substantiation of product claims apply to an endorser blogger as to the company that manufactures the product. The Guidelines give the example of a blogger endorser who makes unsubstantiated claims about a body lotion curing eczema, even though the manufacturer made no such claims to the blogger when it provided the product and the blogger has no basis for the claim. The FTC’s position is that the advertiser could be liable for the blogger’s misrepresentation. The FTC has also made clear that its primary enforcement target will be advertisers, not individual bloggers. While acknowledging that advertisers cannot control every blogger communication, the FTC expects advertisers who choose to participate in social media or viral marketing programs to use an “educate/monitor/enforce” approach: clearly communicate the Guidelines’ requirements to potential

endorsers; monitor what these endorsers are saying about the advertiser’s product; and stop providing the person with sample products or other compensation if the endorser makes a false or misleading statement. Because the advertiser can be liable for the blogger’s actions even if the advertiser is providing the product through an intermediary, such as a network marketing program, companies must also ensure that any third party services through which it provides products have similar policies in place. A company may also be held responsible if its employees blog about the company’s products or services, but do not disclose their connection to the company, or make false or misleading statements. Again, the FTC expects a company to establish policies and guidelines concerning its employees’ use of social media regarding the company’s products or services, and to monitor compliance with those policies and take appropriate action if the policies are violated. While these revised Guidelines should not deter an advertiser from providing incentives to consumer bloggers to write about its products, or from allowing its employees to use social media to promote its products, companies that do so should consult counsel to ensure that appropriate policies are in place. HN

Debra Witter is the principal of The Witter Law Firm, with a focus on business transactions and agreements and mediation of business disputes. She can be reached at witterlaw@me.com.

Friday, May 7 at noon (doors open at 11:45 a.m.)

Dallas Minority Attorney Program

Tickets: $35. Tables of 10 are $350. Must be purchased in advance.

Friday, April 9 ~ 8:45 a.m. to 5 p.m. (7.0 CLE pending) At the Belo Mansion ~ Reception immediately following program

For more information, visit www.dallasbar.org or contact Michelle Dilda at mdilda@dallasbar.org.

Business Development n Marketing n Office Management n Technology Guardian Ad Litem & Other Court Appointments n Two Judges Panels

DVAP’s Finest

In its 13th year, this FREE program is focused on business development for solo and small firm and minority lawyers. DMAP has been recognized by the ABA as an exceptional partnership program. (The only charge is for parking and lunch.)

RSVP to AHernandez@dallasbar.org.

Kevin Ross

Kevin Ross is a criminal defense attorney with the law firm of Sorrels, Udashen and Anton. He serves as a DVAP mentoring attorney in the area of expunctions and petitions for nondisclosure. Since 2008, Kevin has volunteered his time in serving the needs of those seeking to have their eligible criminal cases expunged or sealed from public disclosure. He has presented CLE training to other DVAP attorneys desiring to handle expunctions and nondisclosures for those in need of cleaning up their criminal history. This service has proved beneficial to clients in helping them find employment. Kevin has also volunteered his time speaking at the Children’s Justice Project classes for children at risk or on probation. Thanks, Kevin!

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To volunteer or make a donation, call 214/748-1234, x2243.

A joint legal aid program of the Dallas Bar Association and Legal Aid of NorthWest Texas (formerly Legal Services of North Texas).

One Horizon Ridge • 1010 W. Ralph Hall Parkway, 2nd Floor Rockwall, TX 75032 Telephone (469) 698-4200 • Facsimile (469) 698-4201 www.steedﬂagg.com

8 H e a d n o t e s l D a l l a s B a r A s sociation

DBF Fellows Present Award continued from page 1

ism Conference. He currently serves as a member of the Board of Trustees of Drake University, the Board of Trustees of the American Inns of Court Foundation and the Dallas Bar Foundation. In 1981, Justice Lang was named Outstanding Young Lawyer in Dallas. He was recognized by Legal Services of North Texas, Inc. (now Legal Aid of Northwest Texas, Inc.) in 1991 as the recipient of their Outstanding Service Award, and in 1999 the State Bar of Texas conferred upon him the President’s Citation for his service to the Bar. In 2007, Justice Lang was honored by the DBA with the Morris Harrell Professionalism Award. That same year,

the Texas Bar Foundation selected Justice Lang as the recipient of the 2007 Lola Wright Foundation Award in recognition for outstanding public service in advancing and enhancing legal ethics in Texas. The Dallas Association of Young Lawyers recently honored Justice Lang as the recipient of their “Outstanding Mentor Award” for 2008. Justice Lang and his wife of over 36 years, Martha, have three sons. For information on the Annual Fellows Luncheon on March 31, please call the Dallas Bar Foundation at (214) 220-7487. The reception will be held at 11:30 a.m. with lunch to be served at noon. HN Elizabeth Philipp is the Dallas Bar Foundation’s Executive Director. She can be reached at ephilipp@dallasbar.org.

Broaden Your Network’s Horizons with the NetIP Business Card Exchange! Sponsored by the Dallas Asian American Bar Association Thursday, March 18, 6:30 to 9:30 p.m. Social House in Uptown (3699 McKinney Ave.) DAABA is proud to partner with NetIP (Network of Indian Professionals) and APIS for the highly anticipated NetIP Business Card Exchange! You will have the opportunity to meet over 100 Asian professionals from throughout the DFW area Free for 2010 DAABA/NetIP/APIS members; $5 for non-members RSVP by March 15 to Bill Richmond at bill.richmond@sdma.com.

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March 2010

Focus

Corporate Counsel

National Counsel continued from page 1

just the time spent. Most important, it can ensure a consistent approach and predictable results. When the national counsel relationship is mismanaged, however, it can simply create a layer of second-guessing and bureaucracy that bloats legal bills and prevents meaningful communication between local counsel and the client. Appropriate alternative fee agreements can be used to align the interests of the client and national counsel to ensure the benefits of this arrangement and avoid potential pitfalls. Alternative fee agreements must consider the specific needs of each assignment. There is no “one size fits all” form agreement that will magically slash bills 20 percent and make perfect the delivery of legal services. Ultimately, the creation of an alternative fee agreement that meets the needs of both client and national counsel is a collaborative process that requires significant planning and exchange of ideas. With that caveat, the following are just a few ideas to consider: • Flat fees or waived fees for scheduled attorney-client communica-

tion and reporting; • Flat fees with a reducing curve for repeated expert preparation and depositions; • Flat fees with a reducing curve for repeated dispositive and other substantive motions; • Paying bonuses to national counsel for reduction of total costs; • Penalizing national counsel for excess total costs; • Bonuses or penalties to national counsel based on results. Alternative fee agreements can be designed to improve the quality and cost of legal services in almost any circumstance. Where appropriate, the retention of one national counsel to coordinate litigation nationally can provide a significant benefit by leveraging expertise, improving communication and aligning the interests of the lawyer and the client. HN Edward M. Slaughter is the managing partner of Hawkins, Parnell & Thackston, LLP in Dallas, Texas. He can be contacted at eslaughter@hplegal.com or (214) 780-5100. Christa Hykaway is an associate with the firm’s Environmental Law & Toxic Torts Section, and can be reached at chykaway@HpLegal.com or (214) 780-5100.

‘Experience Exchange’ Mentoring Dinner ~ 20 Years In 2 Hours Tuesday, April 13 n 6 p.m. n The Belo Mansion Sponsored by the DBA Minority Participation Committee. Registration deadline: Commercial Properties Ad_finalHR.pdfFriday, 5/22/09 April 9:02:52 9. AM Contact ahernandez@dallasbar.org.

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Dal l as Bar A ssoci ati on l Headnotes 9

DBA State Bar President’s Update By Roland Johnson

hese are eventful times for our profession, with several important issues facing the bar. Foremost, of course, is the professional liability insurance disclosure (PLID) issue. The question of whether lawyers should disclose to a client whether they have professional liability insurance, and, if so, how that information should be disclosed generated tremendous response from lawyers all over the state voicing their opinions. I want to thank those of you who sent your letters and emails, posted comments on the State Bar Blog, or attended the public hearing held in Dallas in October. Your input was invaluable in aiding the State Bar Board of Directors in preparing to vote on the issue. At its January meeting, the State Bar Board, by a vote of 39 to 1, recommended to the Supreme Court of Texas that lawyers not be required to disclose whether or not they carry professional liability insurance unless a client or prospective client asks for that information. The Board also unanimously recommended that if disclosure were to be required, that it be done so through an administrative rule rather than a disciplinary rule. The State Bar will be forwarding to

the Court the hundreds of pages of comments, letters, reports, surveys and other feedback that have been received during the past few months. Along with that information, the State Bar Board will respectfully ask the Court to seek the Board’s recommendation regarding the details of implementing any future disclosure requirement. If you wish to read more about the professional liability insurance disclosure issue, including an executive summary and the results of public hearings, surveys, and focus groups, please visit the State Bar Web site at www.texasbar. com/pliflashdrive.

AfterTheBarExam.com

In late February, a new crop of law students took the Texas Bar Exam, and now that they’ve had a chance to recover from that intensive process, they are starting to think about what path they want to take as lawyers and how to get there. That’s where AfterTheBarExam. com comes in. This mentoring program

provides online resources to those waiting on their bar exam results to help them improve their practical skills and knowledge, find ways to get ahead in job interviews, or build their network with attorneys in their community. We owe it to our future colleagues to help them become the best lawyers they can be. I hope you will encourage any soon-to-be lawyers you know to take full advantage of all this program has to offer.

YouTube Contest and Law Day

We are currently accepting entries for the 2010 State Bar YouTube contest. This year’s theme is “The Importance of the Legal System,” and we are asking those who enter to create a 30-second PSA-style video that answers one of these two questions: 1) Why are lawyers

important to our society? 2) How is the court system important to our society? This contest is the perfect way to get your children and their friends thinking about and discussing our legal system and what it means to our society. The deadline for entries is April 1, so there’s still plenty of time to enter. The contest rules and entry form are available at www.texasbar.com/texansonjustice. The YouTube contest winners will be announced as part of the 2010 Law Day Celebration at the Texas Law Center in Austin on April 30. The theme is “Law in the 21st Century: Enduring Traditions, Emerging Challenges.” For more information, you can contact Catherine Dilworth with the State Bar Local Bar Services at cdilworth@texasbar.com or (800) 204-2222, ext. 1517. The Dallas Bar Association had a great showing last year, so I look forward to seeing some great submissions from your area students again this year!

Annual Meeting

I hope you’ll join me in Fort Worth for the 2010 State Bar Annual Meeting June 10–11. It’s just a short drive away, so save the date! You can register online at www.texasbar.com/annualmeeting. HN

‘Bar None’ Auditions Tuesday, April 6 ~ 5:30 to 7 p.m. ~ The Belo Mansion

Available NOW!

Bar None XXV is looking for actors, singers and dancers! All who audition will be cast, per historical “policy.” The annual Bar None show consists of skits and songs poking fun at lawyers, the law and current events -- and benefits the Sarah T. Hughes Diversity Scholarship at SMU Dedman School of Law. To be considered for solo or small group musical numbers, bring sheet music for the furnished pianist. Those wishing to dance should be prepared to discuss their dance background with the show’s choreographer, and those wishing to act should be prepared to read “cold” or perform a 2- to 3-minute acting piece of their choice. The show will take place June 16-19; rehearsals will begin May 1. For more information, contact Martha Hardwick Hofmeister, the show’s director, at mhardwick@shacklaw.net.

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10 H e a d n o t e s l D a l l a s B a r A ss ociation

In the News

March 2010

March

ON THE DAIS

Melinda G. Jayson of Melinda G. Jayson, P.C. spoke at the State Bar of Texas ADR Section’s “Arbitrator’s Roundtable” in Austin. Katherine Staton, with Jackson Walker L.L.P. recently spoke at the EmbryRiddle 21st Annual Aviation Law and Insurance Symposium.

KUDOS

Kay L. Van Wey with Van Wey Law, PLLC has been elected to membership in the Fellows of the Texas Bar Foundation. J. Christopher “Chris” Luna with MetroPC Communications, Inc. has been appointed to Parkland Health & Hospital System’s Board of Managers.

ON THE MOVE

John D. Milks has joined the firm of Jim Bearden & Associates, PLLC. Rosalyn Tippett has opened an office for the practice of law, focusing on civil appellate law. Tippett Law Office, 106 N. Denton Tap Rd., Suite 210-242, Coppell, Texas 75019. (972) 906-9598. Kevin A. Jones has joined Jackson Walker L.L.P. as senior counsel. Matthew Acosta and Beverly Oliver have joined the firm as associates. Marlow J. Muldoon has joined Gordon & Rees, LLP as Senior Counsel. Natalie Butler and Barrett C. Lesher have joined Hermes Sargent Bates LLP as associates.

Jim Burnham has been inducted as a member into the American College of Trial Lawyers.

Robert S. Daniel, Michael P. Gavin and C. Joe Theriot have joined Munsch Hardt Kopf & Harr, P.C. as associates.

Maral M. Kilejian with Mullin Law PC has been appointed director of franchise regulatory practice and Grant A. Walsh with the firm has been named shareholder.

Dana M. Lim has opened The Law Office of Dana M. Lim, P.C., P.O. Box 702593, Dallas, TX

Adam S. Connatser and Eric M. Pfeifle of Patton Boggs LLP have been elected to partner. Ben Mesches and Eric Williams of Haynes and Boone, LLP have been elevated to partner and Albert C. Tan of the firm has been elected to serve on the Dallas Asian American Bar Association’s board of directors. Trey DeLoach of Bell Nunnally & Martin LLP has been named partner.

Debra L. Witter has opened The Witter Law Firm located at 1700 Pacific Avenue, Suite 2640, Dallas, Texas 75201. She has also become Of Counsel to Farrow-Gillespie & Heath LLP at the same address. Blake L. Beckham and Roger L. Mandel have partnered to form Beckham & Mandel, located at 3400 Carlisle Suite 550, Dallas, TX 75204 phone: (214) 965-9300. Hunter & Kramer, P.C. has moved to 5601 Granite Parkway, Suite 290, Plano, Texas 75024. Phone: (214) 387-4591

Jeffrey R. Erler and Stephanie K. Gause have joined Bell Nunnally & Martin LLP as partner and associate, respectively. Martha H. James and Lori A. Leu have formed the law firm of James & Leu, LLP located at 1255 West 15th Street, Suite 400, Plano, Texas 75075, 214-427-8400 Angela Buchanan has joined Greenberg Traurig LLP as an associate. Alexandra Geczi of the Law Office of Alexandra M. Geczi PLLC, has relocated to 2201 N. Central Expressway, Suite 225, Richardson, Texas 75080. Bradley N. Cope has joined the firm of McGlinchey Stafford PLLC. Taber Estes Thorne & Carr PLLC has re-located to 3500 Maple Ave., Suite

1100, Dallas, Texas 75219. The firm’s new phone number is (214) 599-4000. Ellis & Tierney LLP has re-located their offices to 6440 N. Central Expressway, Suite 500, Dallas, Texas 75206, phone (214) 217-0775. Jeffrey Goldfarb has formed a new partnership of Goldfarb Branham LLP, with offices at Saint Ann Court, 2501 N. Harwood St., Ste.1801, Dallas, TX 75201. Phone: (214) 583-2233. Tom M. Dees, III and Stewart Thomas have joined Hallett & Perrin, P.C as Of Counsel and Shareholder respectively. Lindsay Daye Barbee has joined the firm of McCurley Orsinger McCurley Nelson & Downing, L.L.P. as an associate.

J.L. Turner Legal Association presents “ACES HIGH” a Charity Spades Tournament Benefiting AIDS Arms, Inc. Friday, March 26 ~ 7 p.m. ~ Hilton Anatole $100/team or $50/person for spectators. To register for the tournament or for additional information, contact Mike Coles at (214) 443-7862 or mikec@colesfirm.com.

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Classifieds

Dal l as Bar A ssoci ati on l Headnotes 11

March

Commercial Property Wanted

Six-person law firm has offices for lease. Class A Building in N. Dallas near Forest & Central. Amenities available include receptionist, administration, oversized conference rooms, kitchen, copiers, Westlaw & other office support; medium to large window offices. Call Anita at (972) 489-3473 for more information.

OFFICE SPACE

Galleria Area: Law firm located at Lincoln Centre has exterior window offices and interior secretarial offices available. Offices can be rented individually or as a package. Includes use of 2 conference rooms, 2 copiers/scanners, postage meter, fax, VoIP, T1 internet phone service, 2 kitchens, reserved garage parking. On-site gym and restaurants. Email bcollette@dalpat.com for details.

Dallas Office Space. Bilingual receptionist, Conference Room, Kitchen, etc. Location is convenient to all Dallas Court and Traffic arteries. Please call (214) 696-9253 for a tour.

Walnut Glen Tower (Walnut Hill/Central) Beautiful, new, spacious offices in Class A building with views of downtown over lake with fountains. Lobby with glass elevators, 18-story atrium, waterfall, trees and true outdoors feeling indoors. Practice in a relaxed yet professional 4-lawyer environment which includes administrative stations, conference room, kitchen, copier, phone system, DSL, reserved garage parking, on-site restaurant and other amenities. Why not have quality of life while you practice? Please call (214) 750-1600 for details.

Attorney Looking for Office Space in Uptown Area. Attorney interested in subleasing office space in the Uptown Dallas area. Potential for referrals. E-mail mark@ redbrickfinancial.com. Two offices available for rent in our historic West End building with a secretarial area available as well. Each of the two offices rent at $650 each and the secretarial area would be an additional $500. The two offices can rent individually or as a package. Contact Craig Miley at 214-692-8800 or craig@mileybrown.com.

Hidden in the shadow of CityPlace. For Lease ±3,000 ft. second floor, 4225 Office Parkway, two blocks east of Central, one block north of Haskell. Recently remodeled. $12.75 full serve + 40% electric. Some covered parking, nice reception, conference and kitchen. (972) 367-6540 or (972) 3676527 or pbogner@stoneeagle.com Executive suites. All amenities bundled at one reasonable rate including conference, kitchen, high-speed Internet, T-1 phone rates, internet fax, receptionist, 24/7 HVAC, 24/7 access, etc. Beautiful garden building in Richardson directly at the DART stop near 75 Central and Spring Valley. Current tenant roster is largely attorneys. (972) 367-6540 or (972) 367-6527. pbogner@stoneeagle.com High-rise views at low-rise rates. Panoramic views from 63rd floor. Class-A downtown space close to courthouse, AVrated law firm. Access to large conference room, library, kitchen. Secretarial, clerical, reception available. Two offices available with very nice secretarial stations. Negotiable. Call Kay (214) 761-6463. Northpark/Central Expwy—Law firm has two offices for sublease in Class A building. Best views in town overlooking downtown and Park Cities. Great location with excellent finish out, elevator exposure and easy access to/from Central Expwy. Includes use of large conference room, secretarial space and kitchen. High-speed DSL, telephones, copier/scanner and on-site storage also available. Call (214) 292-4202. Office Space Available: 6060 N. Central. Seeking attorney with portable practice to sublease office (13.5’ x 14.5’). Conference room, high speed internet access, fax, copier, kitchen, free parking, possibility of referrals. Contact Rob @ (214) 528-6040. Downtown AV rated law firm has a brand new window office with carol, use of conference room and kitchen at Republic Bank Center. Call Mark or Vicki at (214) 752-0400.

4054 McKinney Ave. Real estate law firm has office available with shared kitchen, copier, DSL and conference room. Call Tom at (214) 520-0600. North Dallas Tollway (Galleria area) office space. Hardwood floors and ornate mahogany paneled walls in common areas. Two available: one approx. 14.5’ x 19’ with built-in mahogany secretarial carrel (located in outer office area), one approx. 12.5’ x 14.5’. Both have access to three conference rooms, copier, postage meter and two kitchens. Receptionist services available. Please call Kristi at (972) 934-4100. Sublease opportunity in law office in Richardson. Two window offices, one interior office and one legal assistant area available. Office environment is quiet and friendly with new furnishings and updated technology. Receptionist, telephone system, internet, three conference rooms, two kitchens, free parking with 24 hour access to building. Please email Jennifer Som at Jennifer@baalegal.com or call (214) 570-0700. SMU (Yale)/Central. Partner office and secretarial space. Beautiful 12th floor view of SMU/Park Cities. Professionally decorated, beautifully furnished. Receptionist, elegant conference room, kitchen, DSL, door signage, restaurant, bank, barber, parking, DART. Long term lease available. $1395.00/month (214) 369-9888.

Partner-Level: Patent law boutique, consisting of prep/pros lawyers with large-law firm experience, working in an “eat what you kill environment”, is seeking partnerlevel patent attorney with prosecution experience. A self-supporting book of portable business is a positive, but not imperative. Please email your resume to bcollette@ dalpat.com.

Ross Ave., Dallas, TX 75201. North Dallas Boutique Commercial Litigation Firm seeking qualified Paralegal with a Paralegal Certificate from an ABA accredited institution and a minimum of 5 – 7 years of recent TEXAS litigation experience, minimum of preparing for and attending 5 jury trials, strong computer skills (Microsoft Proficient, Summation and Trial Director), billing software experience (Time Matters preferred), strong timekeeping skills, multitask ability, large firm experience is a plus. Only candidates with these qualifications need apply to info@rineypalter.com. Please DO NOT respond if you do not have all of the qualifications.

The Dallas office of Hunton & Williams LLP seeks two attorneys to join the Business Finance/Lending Services practice group as non-partnership track staff attorneys. We currently estimate that these positions will be needed for at least one year. Attorneys in these positions generally will be expected to work in the office Monday through Friday during normal business hours. Benefits will be offered with these positions. Candidates must meet the following minimum criteria: (1) be graduates of American Bar Association accredited law schools with good academic credentials; (2) be licensed to practice law in Texas; (3) have two to five years of experience as an attorney that includes the closing of financing or other commercial transactions; (4) be self-sufficient and proficient in the creation and editing of documents in Microsoft Word; and (5) be fluent in English. Please apply online at http://www.huntoncareers.com/attorneys/ openings/jobdetail.aspx?job=387

Estate/Tax Planning Attorney or CPA. New York Life, a Fortune 100 firm, seeks a JD or CPA with minimum 3-5 years experience in estate-tax law, business succession planning, asset protection, trusts, and financial planning for Addison office. Candidates must have high-level expertise using Microsoft Excel, strong communication skills, and the ability to work with high-energy sales professionals and high-profile clientele. Compensation commensurate with experience. Excellent benefits package. Respond via email to wridloni@newyorklife.com, or fax to (972) 720-6693. Fort Worth Not-For-Profit Association is seeking an attorney who has practiced for at least five years and has significant experience in probate, real estate and administrative law. Excellent In-House opportunity with competitive salary and benefit package. Respond confidentially by email to pbishop@bishoppayne.com

SERVICES

Mexican Law Expert — Attorney, former law professor testifying since 1997 in U.S. lawsuits involving Mexican law issues forum non conveniens, Mexican claims/ defenses, personal injury, moral damages, Mexican contract law. Co-author, leading treatise in field. J.D., Harvard Law. David Lopez (210) 222-9494 / dlopez@pulmanlaw.com.

Administrator: Small Uptown commercial litigation and class action law firm seeks experienced Office Administrator to handle accounting, financial, personnel, and administrative matters, supervise small support staff, manage legal time and billing system, tax planning and partner personal finances, spreadsheets and special projects. Accounting background is essential, law firm experience highly desired, and computer network support in a Windows Server / Exchange / Outlook environment is a big plus. This is a hands-on position due to small office size. Excellent location, casual work atmosphere, benefits. Salary commensurate with experience and abilities. For consideration, send resume to Administrator, Beckham & Mandel, 3400 Carlisle St., Suite 550, Dallas, TX 75204, fax to (214) 965-9301 or email to recruiter@beckhammandel.com. No phone calls, please.

Foreign Legal Consultant — Nodgar Piranian. Admitted to the practice of law in ARGENTINA. 4925 Greenville Avenue, 2nd Floor, Dallas, Texas 75206. Email: nodgar.piranian@charter.net, phone: (214) 507-7025. Comprehensive Psychological Evaluations. Court Testimony. Family-Medical Malpractice-Criminal. Reasonable Rates. Offices Located in Downtown Dallas Dr. Susan Ann Talmage. Licensed Psychologist Lic #2-4635. Call for More Information: (214) 760-1964 PLACE YOUR AD HERE! For affordable classified advertising rates call Judi Smalling at: (214) 220-7452.

IRS REPRESENTATION

POSITION AVAILABLE

Turtle Creek law firm seeks experienced business litigation attorney with minimum 3 years civil litigation experience, including first chair trial experience; compensation negotiable and competitive. Respond to Dallas Bar Association, Box 01-10B, 2101

Wanted: 2010 DBA Directory Advertisers NOW is the time to reserve AD SPACE or participate in the NEW “Legal Resource & Expert Witness Guide” for the 2010 DBA Directory (Print & Online). Don’t Miss It! PLEASE CONTACT: Patty-Joan ‘pj’ Hines (214) 321-3238, Ext.142 or pjhines@legaldirectories.com

est

1990

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IRS TAX PREPARATION

delinquent n corporate n personal payroll taxes n irs audits

(972) 385-8182

(877) 590-2500

12 H e a d n o t e s l D a l l a s B a r A ss ociationâ&#x20AC;

March 2010