Business law students study the corporate entity and learn from the beginning that since corporations are legal persons they can be charged with crimes.  Corporations cannot be imprisoned, because they have no physical body, but they certainly can face monetary penalties. Such was the recent fate of Credit Suisse.

Credit Suisse pled guilty to one count of “intentionally and knowingly” helping many U.S. clients prepare “false” tax returns.  For decades, Credit Suisse bankers fabricated “sham entities” to help hide the identities of U.S. clients who did not claim the Swiss accounts on their tax returns. They also failed to maintain records related to those accounts, destroyed documents sought by the U.S. government, and helped U.S. clients draw money from those accounts in ways that would not raise a red flag to the IRS. Out of the $2.6 billion, $1.8 went to the Treasury Department, $100 million to the Federal Reserve, and $715 million to the New York State Department of Financial Service.

The monetary penalty is the only punishment levied on the bank, as government officials feared anything further, such as ceasing operations, would have had a detrimental effect on the global economy. Moreover, top bank officials who were involved in the scheme will keep their jobs, even though there were calls for them to resign by their own statesmen.

Reportedly, the Department of Justice is looking to bringing charges against France-based BNP Paribas for similar offenses. But without some officer or director accountability, there will be no deterrence.

Posted by Daniel Lamas.

Just recently, on May 12 in Philadelphia, an Amtrak train derailed and killed eight people and sent over 200 to the hospital. A question everyone is asking is why the train was going that fast and why it curved. Brandon Bostian, who was the engineer, has agreed to be interviewed and many feel that he will be able to answer some important questions.

Bostian claims that he has no recollection of the accident and denies a lot of claims made about the way he operated the train. It was proven that Bostian was going 106 miles per hour when the train should have only been going at 50 miles per hour. Bostian has refused to talk about that part of the case, as he has a Fifth Amendment right to remain silent, and has only said that by the time he tried to pull the safety brakes, it was too late. Bostian has already gotten a lawyer and is prepared if he is sued. Even though there are not yet any charges against Bostian, he knows that he must prepare himself for what is to come. Mayor Michael Nutter said, “He doesn’t have to be interviewed if he doesn’t want to at this particular stage. . . . That’s kind of how the system works.”

Daniel is a business management and merchandising major at Montclair State University, Class of 2017.

Posted by Timothy O’Shea.

Tesla Motors, an automotive company in the Automotive Energy Storage industry, “who’s mission is to accelerate the world’s transition to sustainable energy.”(tesla.com) It “was founded in 2003 by a group of engineers in Silicon Valley who wanted to prove that electric cars could be better than gasoline-powered cars”(tesla.com). As of now, all Tesla Cars will be made with complete self-driving software. It is their belief that these self-driven vehicles will help to improve safety while also aiding in the transition to the world’s sustainability. However, Tesla’s autonomy options have had some challenges and have caused Tesla some trouble. Tesla has now faced a number of lawsuit’s regarding false advertising and marketing, more specifically false advertising and marketing of the car’s “Insane Mode”, a performance mode intended for fast acceleration, and also for the car’s autonomous mode.

After a few crashes, one of which was fatal, Tesla Motors has been receiving criticism for the way in which it chose to market and deploy its Autopilot driving-assist system. In the summer of 2016, Tesla was admittedly being investigated by the National Highway Traffic Safety Administration, for its first reported fatality in a self-driving vehicle, while a second potential crash, involving the Autopilot feature, arose. Multiple cases have erected in China after Tesla crashes, with one resulting in fatality, a 23 year old driver whose “dashboard camera showed the car hitting a cleaning truck from behind while traveling on a highway in central Hebei province.”(forbes.com) Another fatal crash took place in Florida, where Joshua Brown, 40 year old supporter of Tesla, was hit by a tractor trailer which was undetected by neither driver nor autopilot. A final crash that raise concern against Tesla’s Autopilot software occurred on the Pennsylvania Turnpike on July 1, where Albert Scaglione reportedly activated the self-driving feature prior to hitting the guard rail “off the right side of the roadway… crossed over the eastbound lanes and hit the concrete median.”

Amongst the many crashes and accusations, Tesla has continued to stand behind it’s autopilot saying that the crashes resulted from human error, rather than system error, and in most cases the opposing parties have not been able to prove otherwise. On a bold posting on its website, the company said “there is no car company in the world that cares more about safety than Tesla and our track record reflects that.”(usatoday.com) This statement resulted from the NHTSA’s disclosure it was further investigating the electric car company for the possibility of having their customers sign non-disclosure agreements that would impede reporting. With repeated complaints, the NHTSA continues to investigate the validity of Tesla motors vehicle safety but has not found any major problems at this time. From suspension concerns, to accusations of false advertising, to crashes and claims against the Autopilot feature, Tesla remains under consistent fire and has been on its toes ready to adapt and turn its feedback into more environmentally, economically, and logistically friendly features.

In more current news, Tesla has been running into some speed bumps in its growth and develop in Germany. The Federal Motor Transport Authority of Germany, has recently sent a request to Tesla asking them to stop advertising the “electric vehicles’ Autopilot function, claiming that this feature misleads drivers into unsafe inattention to the road.”(eetimes.com) Yhe claim released in late September, implies that Motor companies must refrain from using misleading terms like “auto-pilot”, “automated”, or “self-driving” if their cars do not possess the ability to control themselves completely independent of human involvement.” (eetimes.com) Tesla has responded saying its “Autopilot always requires that the driver remain engaged and ready to take over at any time.” (electrek.com)

Timothy O’Shea is an undecided business major at the Stillman School of Business, Seton Hall University, Class of 2019.

Sources:

Tesla issues thorough response following harsh critique of Autopilot by German authorities

http://www.eetimes.com/document.asp?doc_id=1330633

https://www.tesla.com/about

http://www.forbes.com/sites/dougyoung/2016/09/19/tesla-takes-new-china-hit-with-driver-death-lawsuit/#37346299284f

Posted by Ali Paladino.

Recently, on September 1, 2016, the electric car maker Tesla Motors was called out for attempting to sell their vehicles directly to their customers in Missouri. The judge ruled Tesla’s efforts to rule out the middleman, car dealerships, violated state law.  The Missouri Revenue Department “gave the California-based manufacturer a license for a University City dealership in 2013 and a franchise license for a Kansas City dealership in 2014.” Both of these licenses allowed Tesla motors to sell their vehicles directly to their customers, disregarding any use of dealerships.

The court ruled this was not suitable, and Missouri Automobile Dealers Association agreed. The Association sued the State claiming that “it had given Tesla special privileges,” in their attempts to disregard using franchised dealerships to sell their vehicles. The court ruled that Tesla’s action was not technically unconstitutional, but held the licensing was not allowed. Tesla argued the ruling against them was going to damage the company and suppress their ability to compete with other motor vehicle companies. The company also argued the order was an “attempt” to “limit consumer choice in Missouri.” Yet, Tesla appears to be determined to try and continue to sell to their customers directly in the hopes that this will improve their bottom-line. Doug Smith, head of the Dealers Association, however, does not agree with Tesla’s actions and believes that it is not fair to other manufacturers. He believes all manufacturers should be “treated the same in Missouri.”

I have to agree with Doug Smith. I do not think Tesla should have the right to sell directly to their customers and completely bypassing dealerships, only because it puts the company on a different playing field than other motor vehicle companies. I do not believe that is fair.

Tesla has looked at other ways to get around laws in other states in order to improve their sales; however, I do not agree with this either. In this situation, the law stands blurry and unclear and it is intriguing to see how far Tesla will go in attempts to get around the law.

Ali is a finance major at the Stillman School of Business, Seton Hall University, Class of 2019.

Posted by Kirill Ivanov.

Tesla, a popular tech firm, is commonly known for its production of electronically-powered cars and batteries. Tesla Motors is among many ventures pioneered by Elon Musk, who has commanded the SpaceX programs as well as many other development projects. Tesla vehicles are not as popular as those produced by Honda or Toyota; while one may occasionally spot a Tesla model out on the road, sightings are few and far between. In order to expand their sales and drive more Tesla vehicles out onto the roads, Tesla Motors initiated a referral program. This referral program, which was based on rewarding customers for purchasing the company’s products, boasted many incentives for potential Tesla buyers as well as current owners.

According to Tesla Motors, anyone who ordered a brand new Tesla Model S before October 31st using a referral link from a current Tesla owner would get $1,000 off the listed purchase price. In return, the current owner providing the referral would receive a $1,000 voucher for a Tesla service center visit or a Tesla accessory. The offer went on to offer a $25,000 discount for a new Tesla Founder Series Model X, which is not available to the public, when a person provides ten referrals. Why was this program illegal? Tesla Motors simply created a way to thank its customers for building the Tesla community while simultaneously reeling in new customers to expand the existing community.

Unfortunately, Tesla’s referral program happened to violate a California State Law, which is quite ironic due to the fact that the company’s headquarters are located in Palo Alto, California. The company’s referral program violated the California Automobile Sales Finance Act, which states the following:

It is unlawful for any seller to induce or attempt to induce any person to enter into a contract subject to this chapter by offering a rebate, discount, commission, or other consideration, contingent upon the happening of a future event, on the condition that the buyer either sells, or gives information or assistance for the purpose leading to a sale by the seller of, the same or related goods.

As a result of its failure to comply with California State Laws, the Tesla Motors referral program did not attract the customers the company had hoped it would. Many businesses use referral programs to benefit loyal customers while simultaneously attracting new ones, but it is extremely important for such business to be aware of local laws. Ignorance on a company’s part can result in catastrophic legal damages, but lucky enough for Tesla the company only received a written warning from the California Department of Motor Vehicles.

Kirill is an accounting major at the Feliciano School of Business, Montclair State University, Class of 2018.

Source: 

Title: DMV warns Tesla it’s referral program is unlawful

Author: Mark Glover

Published: October 15, 2015

Link: ( http://www.sacbee.com/news/business/article39309483.html )

Posted by Ashley Torres.

In July of 2012, Marissa Mayer became both the President and Chief Executive Officer of Yahoo!. During her time within the company, she has found herself involved in many lawsuits, and is yet hit with another. Recently, in the San Jose District, a former media executive known as Scott Ard filed the lawsuit against Mayer. He is accusing her of running a campaign that discriminates against male employees, specifically. His reason behind this alleged accusation includes Mayer’s implemented “use of the employee performance rating system to accommodate management’s subjective biases and personal opinions, to the detriment of Yahoo’s male employees.” Mayar states the employee performance rate system has improved their overall performance, but Ard believes he was fired not because of his performance, but because of his gender.

Besides just accusing Mayer, Kathy Savitt, former chief marketing office, and Megan Liberman, editor in chief, are also involved in the lawsuit for discriminating against men. As evidence of this accusation, the lawsuit alleges that 14 of the 16 senior-level editorial employees were female whom were purposely hired by Savitt, while firing men because of their gender.

In February of 2016, there was another filed lawsuit with similar accusations. A former employee by the name of Gregory Anderson was fired, while he attended a fellowship at the University of Michigan. Anderson too believed that he was fired because of his gender and not his performance because when he asked to view his documentations with his performance that supposedly resulted in his termination, Anderson was denied. Both Anderson and Ard are represented by the same attorney, Jon Parsons, in which he declined in making any comments.

Ashley is an accounting major at the Feliciano School of Business, Montclair State University.

Posted by Ola Mohammed Alghasham.

The world encounters cases where frauds are committed by white collar criminals. Executives whom fight against fraud are beneficial for the company. Although the board and management make strong efforts in composing fraud preventing policies, there are several behavioral, environmental, and fraud assessment elements which are ignored during the composition of such policies and their absence provides shelter to the fraudsters. White collar criminals often attain confidence from their role in the organization. This confidence gets transformed into arrogance which prohibits the criminal from applying organizational policies and rules on himself, as an employee of the company.

There is no doubt that the top management always looks for the creative and clever individuals as employees. They forget, however, this creativity and cleverness can be used against the company instead of in its favor. Employees with these traits can cunningly commit frauds by practicing unnoticeable unethical behavior. Companies should execute proper controls with the recruitment of talented people. The tone of top management can either promote or discourage the ethical behavior because it is supposed to set an example for the rest of the organization. The whistle-blowing attitude is shaped by the organizational culture. Moreover, an illogical increase in pay, without any improvement in the performance, allows the fraudsters to continue their unethical activities.

Board members and executives should identify the fraud tactics and fraud hidden strategies of these individuals to compose a fool-proof risk assessment process. Major warnings can appear from the financial data (e.g. unusual, frequent or large transactions), documents with missing or incomplete information or suspicious signatures, poor controls (e.g. lack of monitoring, poor reconciliation of accounts, lack of position to manage conflicts of interest), behavior (e.g. unstable behaviors, mismatched lifestyle with income, high expectations family, and job dissatisfaction). Management must implement strong controls in the day-to-day business operations to avoid fraudulent activities. The board must adopt a proactive behavior in the elimination or early detection of fraud by establishing an audit committee with full authority, monitoring transactions, promoting and maintaining an ethical environment, and composing a procedure for the reporting of fraudulent activities. The board must compose and enforce certain strategies to cope up with the frauds. The executives must develop an ethical environment for keeping the employees loyal with the company and directing the human talent towards the betterment of the company.

Ola is an graduate accounting major with a certification in forensic accounting at the Feliciano School of Business, Montclair State University.

Source:

Marks, J., (2012), A Matter of Ethics: Understanding the Mind of a White-Collar Criminal, Financial Executive, pp. 31-34. Retrieved from www.financial executives.org.

The Securities and Exchange Commission charged three software company founders with insider trading and forced them to disgorge $5.8 million in illegal profits, penalties and interest.  Insider trading occurs when people in high levels of management trade company securities based on non-public information.

Lawson Software’s co-chairman, Herbert Richard Lawson, tipped his brother and a family friend (both retired from the company in 2001) about the probable sale of the company to Infor Global Solutions, a privately held software provider.  While negotiations were occurring, the media learned of a possible merger.  Lawson Software’s stock price began to climb based on analyst reports of a possible bidding war with more than one company considering acquiring Lawson Software.  The reports were predicated on an article indicating that Lawson Software conducted a “market check” through its financial advisor to see if there were any other companies interested in a merger.

But Infor Global was the only company interested in buying, as the market check produced “little-to-no interest.”  Lawson Software notified the public that Info Global offered to pay $11.25 per share, however, the media was still reporting incorrectly that other companies were interested in acquiring the company and that the merger would likely be for $15-16 per share.  Those companies listed in the media reports were actually the same companies that declined purchasing Lawson Software in the market check investigation.

The SEC charged defendants both knew the reports were false and Infor Global would not increase its offer any more than $11.25.  But in face of that knowledge, Lawson, his brother and his friend sold shares of the company for approximately $1 over Infor Global’s price, pocketing millions.  Defendants agreed to disgorge the profits and “to the entry of final judgments enjoining them from future violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5.”

An associate director in the SEC’s Division of Enforcement stated, “Richard Lawson conveyed material information that was contrary to what was being publicly reported, and his brother and friend made a windfall when they subsequently sold their company shares at inflated prices.”  He further stated, “When news surfaces about the possibility of a merger and details of the media reports are incorrect, it is illegal for insiders who know the true facts to trade and profit.”

Posted by Gabriella Campen.

Unfortunately, in this day and age being well-known in Wall Street circles also happens to be synonymous with being well known by the SEC. The SEC has recently charged hedge fund manager Leon Cooperman, 73, of insider trading by using his easy access to executives to gather information, which he used to buy securities from a company called Atlas Pipeline Partners.  Cooperman’s information led him to buy more securities in the firm, right before the stock’s value soared over 30% due to the company’s $682 million dollar sale of a natural gas processing facility.

After the suspicious buy, the SEC filed a federal lawsuit in Philadelphia, and accused Cooperman of abusing his access to executive information, “By doing so, he allegedly undermined the public confidence in the securities markets and took advantage of other investors who did not have this information,” said SEC Enforcement director Andrew Ceresney.  Along with barring Cooperman from any positions as a director or officer in the future, the SEC is seeking restitution of profits as well as money penalties from Cooperman and his firm, Omega Advisors.

However, Cooperman’s attorneys, Ted Wells and Dan Kramer have released a statement claiming that these allegations are “entirely baseless” and that “Mr. Cooperman acted appropriately at all times and did nothing wrong. We intend to vigorously defend against the charges and will not allow the SEC to tarnish the legacy Mr. Cooperman has built over the course of a legendary career spanning five decades.”  Cooperman is firing back and defending his career and reputation, to which the SEC is saying that they “will continue to pursue relentlessly those who engage in insider trading, regardless of their status or resources.”  This comes as a lesson that no matter who you are or how much power you have on Wall Street, you are still not exempt from following the law.

Gabriella is a marketing and finance major at the Stillman School of Business, Seton Hall University, Class of 2018.

Posted by Bailey Obetz.

In this article, Stephen Kimble, inventor of a toy that allowed consumers to shoot web-like material from their palms imitating the power of the superhero Spiderman, sued Marvel in 1997 for patent infringement because it was selling a similar item called the “Web Blaster.” In an agreement between Kimbel and Marvel, Kimbel was to receive royalties on past, present, and future sales of the toy. However, it was unbeknownst to Kimble and Marvel that the royalties had no end date. Under Brulotte vs. Thys Co. (1964 decision), royalties only have to be paid until the patent expires. The issue the courts are currently facing is should the decision of the 1964 case be overruled? Specifically, in Kimble vs. Marvel Enterprises, Kimble’s lawyer believes the case is “‘widely recognized as an outdated and misguided decision that prohibits royalty arrangements that are frequently socially beneficial.’” (Liptak p.6).

“Stare decisis” is Latin for “’to stand by things decided,’” which helps the courts be efficient in their reasoning by using prior cases as guides to their decision-making. Additionally, “stare decisis” makes the law predictable for citizens—they can rely on the court to make the best decisions based on what the law has been from previous cases. The courts are obligated to follow precedent, however sometimes they may rule that the case should no longer be followed. Reasons for not following a precedent could be technological or social changes that make the case inapplicable or if the case is no longer considered “good law.” When courts decide not to follow precedent, as they may in this case, they can receive a lot of attention, which is why this case is of particular interest.

Bailey is a business administration major with a concentration in management at Montclair State University, Class of 2017.

Posted by Dylan Beland.

One of the most talked about issues in business law news is the Wells Fargo scandal. The story behind this scandal is that the Department of Justice and many attorneys are investigating the possibility that Wells Fargo has millions of fake accounts opened at their banks. The result of the investigation was Wells Fargo had to pay a 185 million dollar fine.  Wells Fargo had to let go over 5,300 workers for fraudulent sales tactics.

From this, the concern and worry in the banking industry instigated a lot of questions about the fake accounts being opened. Employees were pushed to reach near-impossible sales targets, which in turn led to the creation of fake accounts. Mike Mayo, a banking analysist at CSLA, said the investigation “reflects pent-up frustration by the public over the lack of accountability at big banks post financial crisis.”

The people that could see some blame for this are the investors of the banks. One of Wells Fargo’s biggest investors has not spoken, since the situation has arisen. Warren Buffett is Wells Fargo’s biggest investor and he owns Warren Buffett’s Berkshire Hathaway.

On September 20, Wells Fargo is meeting with the Senate and is having John Stumpf, CEO, represent and testify at the hearing. He apologized for the fake accounts but also said he does not plan on resigning from being CEO of Wells Fargo.

Dylan is an accounting major at the Feliciano School of Business, Montclair State University.

Posted by Cynthia Mihalenko.

JBS’s plan to list shares on the New York Stock Exchange are uncertain now due to their legal issues. The company, located in Brazil, is the world’s largest meatpacker. Plans for a global reorganization were in place to try and boost their company’s value. JBS is already in the U.S. market, as they own Pilgrim’s Pride and Swift & Company. The new company they would reorganize into would be called JBS Foods International and would be based in Ireland.

Current developments have both JBS’s Chief Executive Wesley Batista and his brother, Chairman Joesley Batista, suspended from managing their companies until the investigation is over. JBS has not announced a new replacement and this has also fueled speculation that JBS’s plans for global reorganization are on hold. Company spokespeople have denied they are changing their plans and also denying any wrongdoing by the Batistas. One investigation is the overbilling in government contracts where some funds were paid as bribes to politicians. Another investigation is whether the company received favorable treatment from Brazil’s National Economic Development Bank. Analysts at some of Brazil’s banks have expressed concern that the legal problem could delay the reorganization as Guilherme Figueiredo, a fund manager at Sao Paulo base investment firm M. Safra states that “Our feeling is that the new (corruption probe) will at least delay the NYSE listing.”

Investors are rightfully fearful of JBS, now that it is under this investigation. No one wants to invest in a company if their CEO cannot be trusted. However, the Wall Street Journal interviewed several analysts and they knew of a large pool of talent that the company could tap into if they needed someone to take over should Wesley Batista step down. This should help alleviate some of the investor’s concerns.

Cynthia is an accounting major at the Feliciano School of Business, Montclair State University, Class of 2019.