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Gray Reed Media Kit

Recent Fifth Circuit Opinion Blocks Punitive Damages in Maritime Case
December 15, 2014 - On September 25, 2014, the full U.S. Fifth Circuit Court of Appeals, on an en banc rehearing, issued an opinion that punitive damages are not available to seamen under the Jones Act or under general maritime law; that recovery is limited to pecuniary losses.
D.C. Circuit Issues Important Ruling in National Security Case
August 13, 2014 - D.C. Circuit Court of Appeals Finds That CFIUS Violated Foreign-Controlled Company’s Due Process Rights, But Rejects Review of Presidential Determination
Why A Privately-Held Company May Have To Disclose That It Might Be Sold
July 25, 2014 - The Eleventh Circuit Court of Appeals has upheld the trial court’s ruling that a former employee who owned vested employee stock bonus plan (“ESBP”) shares was entitled to a $1.5 million damage award against Stiefel Laboratories, Inc., a privately-held Company.
Houston Civil Rights Ordinance Criminalizes Discrimination
July 14, 2014 - In Houston, it is now a crime (Houston Ordinance No. 2014-530, known as the “Houston Equal Rights Ordinance”) for employers with 50 or more employees to discriminate against individuals based on their inclusion in a protected class. The Ordinance not only includes well-known protected classes—race, sex, age, disability, national origin, religion, color, military status, genetic information, and ethnicity—but also prohibits discrimination based on an employee’s sexual orientation or gender identity (including transsexuals).
U.S. Supreme Court Recognizes That Certain For-Profit Corporations May Exercise Religious Beliefs
July 14, 2014 - On June 30, 2014, the U.S. Supreme Court issued its historic 5-4 ruling that a closely-held corporation may refuse to offer its employees insurance coverage for certain contraceptive methods approved by the Food and Drug Administration (FDA).
Texas Supreme Court Significantly Limits the Minority Shareholder Oppression Doctrine
July 7, 2014 - In Ritchie v. Rupe No. 11 – 0447 (June 20, 2014), the Texas Supreme Court, over a vigorous dissent, delivered a fatal blow to the Texas common-law cause of action for minority shareholder oppression, which had been a powerful weapon in the hands of minority shareholders attacking alleged misconduct on the part of closely held corporations and the principals controlling such corporations.  The Court left standing the minority shareholder oppression cause of action only in the context of the statutory remedy of a rehabilitative receivership pursuant to former Article 7.05 of the Texas Business Corporations Act and its successor Section 11. 404 of the Texas Business Organizations Code (“TBOC”).  However, because the remedy of a rehabilitative receivership is extremely harsh, the Court developed a stringent definition of oppression by, among other things, incorporating the business judgment rule.
Language Changes for Borrowers and Guarantors of Secured Real Estate Loans
July 2, 2014 - In an important development this June, the Supreme Court of Texas handed down an opinion that will affect borrowers and guarantors of secured real estate loans.
Seasonal Workers & Obamacare
June 27, 2014 - This summer, many of you will be adding temporary employees to assist with your business operations as seasonal demands increase. This year, particularly, we want to make you aware of the possible impact that The Patient Protection and Affordable Care Act (“Obamacare”) may have on your requirement to provide health insurance for your seasonal employees and their dependents.
Does Your Property Tax Bill Seem Like a Shock and Awe Campaign?
May 15, 2014 - Gray Reed & McGraw enjoys extensive property tax and property valuation experience, having prosecuted ad valorem disputes for clients for more than 25 years.  Of course, our commercial practice has routinely involved real property valuation issues, and preparing experts and cross-examining opposing experts on property tax and valuation issues since the firm was founded in 1985.  In addition to the vast Gray Reed experience, we have now teamed up with Lubel Voyles, another law firm boasting extensive trial experience in property tax disputes.
Infographic: The Rules for Taking Images From the Web for Your Own Use
April 21, 2014 - It is very easy to point, click and save images from the web, but are you using them legally? This infographic provides you with a handy reference guide to ensure the pictures you use are ones you can legally use.
Trade Secrets in Wellogix v. Accenture
April 1, 2014 - The court battle between Wellogix and Accenture regarding stolen and misappropriated Wellogix trade secrets carries on with the U.S. Supreme Court being asked to review the judge’s role in assessing the factual basis for expert testimony under Rule 702 of the Federal Rules of Evidence. Accenture, LLP v. Wellogix, Inc.  (U.S., No. 13-1051,  review sought  3/4/14). The question presented is whether Rule 702 requires a court, and not the jury, to decide whether expert testimony is “based on sufficient facts or data” and “reliably applie[s] … principles and methods to the facts of the case,” and to set aside a jury verdict that rests on expert testimony that fails to meet these fundamental requirements.
Commercial Lease Review (Tenant)
by Lindsey Postula
March 19, 2014 - A review of the commercial lease process.
Preserve Your Right to a Payroll Tax Refund
by Jason Luter
January 28, 2014 - By Jason Luter
Obamacare and Seasonal Workers
November 7, 2013 - By Jason Luter,
SEC Eliminates the Ban on General Solicitation and Disqualifies Participation by “Bad Actors” in Certain Private Securities Offerings
September 26, 2013 - By Mark Wigder , Gray Reed & McGraw
Same-Sex Marriage Impacts Texas Retirement Plans
September 9, 2013 - On June 26, 2013, the United States Supreme Court issued a decision in the case of Windsor v. United States holding the Federal Defense of Marriage Act (“DOMA”) unconstitutional.  This decision will have implications for employee benefit plans and, specifically, benefit plans governed by the Employee Retirement Income Security Act of 1974 (“ERISA”), including 401(k) Plans and pension plans.  This client alert addresses newly issued Internal Revenue Service (“IRS”) rules that impact retirement plans in Texas, taking effect on September 16, 2013.
Your Business and the 83rd Legislature
July 11, 2013 - By Stephen Cooney , Gray Reed & McGraw  
Protect Your Trade Secrets – TUTSA
May 30, 2013 -
IRS Temporarily Expands Eligibility for Misclassified Worker Settlement Program
February 25, 2013 - By Jason Luter , Gray Reed & McGraw
Should LLCs convert to S corporations?
(The deadline to make the S corporation election is March 15)
February 22, 2013 - By Jennifer Gurevitz  and Tom Rhodus , Gray Reed & McGraw
Opportunity For Retroactive 2012 Gift From IRA To Charity
But You Must Act Before February 1, 2013
January 25, 2013 -   By Norm Lofgren and Jennifer Gurevitz
The Supreme Court Blesses Arbitration Clauses in Non-Competes
December 19, 2012 - Non-competes are governed by different rules from other contracts.  Courts limit non-competes to certain circumstances, such as when an individual has received confidential information, goodwill, or specialized training.  Even in such circumstances, the restrictions on competition must be reasonable.
Act Now to Avoid Paying More Taxes
Gray Reed Legal Update
December 6, 2012 - By Jason Luter , Gray Reed & McGraw
Are You Prepared for a Software Audit? You Better Be
Gray Reed Legal Update
October 16, 2012 - It is a little ironic that in the high tech software world, your liability sometimes comes down to whether you saved the receipt. If you face an audit and don't have the records to support all of the software on your system, you will have to pay the MSRP for the software (regardless of how much you paid originally), destroy it and buy another legitimate copy. You don't want to pay for software four times.
IRS Unsuccessful in Attack on Gifts of Family Limited Partnership Interests
July 19, 2012 - The United States Tax Court recently established new parameters for qualifying gifts as annual exclusion gifts. Under current law, a person has a right to give away up to $13,000 of assets each year, to as many people as the donor sees fit, free of gift tax. This is commonly referred to as the "annual exclusion." In order to be considered a gift eligible for the annual exclusion, the gift has to be a gift of a "present interest," and not just a future right or benefit.
Q&A on the U.S. Supreme Court's Decision on Healthcare Reform
July 12, 2012 - On June 28, 2012, the U.S. Supreme Court issued its long-awaited ruling on the constitutionality of President Obama's health care reform legislation (see Supreme Court Issues Landmark Decision on Healthcare Reform ). The decision resulted in numerous questions due to the complexity of the legislation and the rationale behind the Supreme Court's decision. Provided below are answers to some of the many questions relating to this issue in hope of providing some guidance to you and your business. 
The Dangers of Misclassifying Landmen: Is The Government's New Settlement Program Too Good To Pass Up?
July 5, 2012 - The days of the lone landman driving around the back roads taking leases and visiting courthouses have become a thing of the past. Though there are still a few independent landmen that fit this mold, clients have demanded change and consolidation. Now there are brokerage firms and even more consolidation. It is not a bad thing. It is just different. But the problem arises when landmen are still being treated and paid as independent contractors when they actually are employees (at least in the government's eyes).
Supreme Court Issues Landmark Decision on Healthcare Reform
June 28, 2012 - In a long-awaited decision, the Supreme Court upheld the constitutionality of the Affordable Care Act. The debate centered on the constitutionality of two provisions of the ACA: the highly-publicized individual mandate, and the lesser-known Medicaid expansion provision. In a 5-4 vote, the Court upheld the individual mandate on the basis that it is a tax that Congress can impose using its power under the Taxing Clause of the Constitution. The individual mandate, as it is popularly known, requires most Americans to have "minimum essential" health insurance coverage by 2014, and those who do not comply with the law must make a "shared responsibility payment" to the federal government. The Court interpreted the mandate "not as ordering individuals to buy insurance, but rather as imposing a tax on those who do not." There were not enough votes to uphold the individual mandate under the Commerce Clause, under which Congress can regulate commerce among the states. Chief Justice Roberts wrote that the Constitution gives Congress "the power to regulate commerce, not to compel it." Because the mandate would compel individuals "to become active in commerce," it cannot be upheld under the Commerce Clause.
Year End Brings Fiduciary Liability Risk for 401(k) Plans
December 14, 2011 - By Terry Sabom
Not All Pension Plans Are Created Equal
July 25, 2011 - As a series of high-profile states, cities, and large corporations across the country are being forced to shut down their traditional pension plans, the opposite trend is occurring in retirement plans for professionals and business owners. Thanks to a series of favorable ERISA law changes described below, baby boomers in their prime earning years can significantly increase the amounts they can set aside for retirement over the next five to 10 years. Even better, these super-charged pension plans can be designed to be cost-effective, to be flexible insofar as employer contributions are concerned, to be comprehensible to the sponsor, to his employees, and to his third party administrator, and to be bullet-proof to any challenge from the IRS.
Is It Really "Loser Pays" in Texas? The Latest Tort Reform Law Explained in Plain English
June 16, 2011 - By Tamara Wall
Take Action Now to Prevent Your Website Being Associated with a Porn Site
April 4, 2011 - After much debate, the international body in charge of governing domain names, ICANN, has authorized pornography-based websites to register with a top-level domain of .xxx as opposed to the more common .com or .net in the next couple of months.
Recent Amendments to the FCA
August 25, 2010 - Health care reform raises many difficult issues for health care providers. Risks that now accompany a failure to make timely repayment of overpayments place particularly difficult burdens upon providers. Although health care reform presents numerous challenges, this alert will only address issues associated with important changes to the "reverse false claim" provisions of the False Claims Act that impact health care providers and the mandated compliance programs.
Health Care Reform Places Affirmative Duty on Providers to Refund Overpayments from Federal Health Care Programs
July 2010 - Health care reform raises many difficult issues for health care providers. Risks that now accompany a failure to make timely repayment of overpayments place particularly difficult burdens upon providers. Although health care reform presents numerous challenges, this alert will only address issues associated with important changes to the “reverse false claim” provisions of the False Claims Act that impact health care providers and the mandated compliance programs.
Restructuring Debts In and Out of Court
June 30, 2010 - There are many reasons why a company may become financially distressed. Once it reaches a point of insolvency, however, management may consider a restructuring of the company's financial obligations in order to restore the company back to financial health. The restructuring could proceed informally, through a consensual restructuring, or through of a court-supervised reorganization under chapter 11 of the Bankruptcy Code. In most instances, the distressed company should first attempt to negotiate a consensual restructuring of its major obligations.
What Does Health Care Reform Mean For Physicians?
April 19, 2010 - Last month we saw historic changes made to our nation's health care system when President Obama signed into law the Patient Protection and Affordable Care Act of 2010, as amended by the Health Care and Education Reconciliation Act of 2010. The Act will require the purchase of health insurance for nearly 95% of our nation's population which equates to roughly 32 million more insured Americans by 2014. Such an increase in insured Americans should spurn an increase in business for many physicians and physician group practices, though it will be quite some time before we fully understand the legislation's impact. Of course, in addition to requiring the purchase of health insurance by so many Americans, the Act also contains provisions that will affect almost every sector of the health care industry in several significant ways, including provisions relating to fraud and abuse, program integrity and quality of care.
Offshore Anti-Abuse and Foreign Provisions in the HIRE Act
March 31, 2010 - The President recently signed into law the "Hiring Incentives to Restore Employment Act of 2010" (the HIRE Act, P.L. 111-47). The HIRE Act includes a comprehensive set of measures to reduce offshore noncompliance by giving IRS new administrative tools to detect, deter and discourage offshore tax abuses, as well as a three-year delay (through 2020) of implementation of worldwide allocation of interest-the liberalized rule for allocating interest expense between U.S. sources and foreign sources for purposes of determining a taxpayer's foreign tax credit limitation. An overview of these provisions follows.
SEC Adopts Enhanced Proxy Disclosure Rules for the 2010 Proxy Season
March 9, 2010 - By Mark Wigder and Paul Leitner, Gray Reed & McGraw
Who Pays for the Well After the Lease Terminates? Wagner & Brown v. Sheppard - The Rest of the Story
December 11, 2009 - By Charlie Sartain and Josh Weaver, Gray Reed & McGraw
Do You Own Your Company Name (and Can You Even Use It)?
August 29, 2009 - After significant planning and exhaustive efforts to gather seed money, you are finally ready to start up your new business in Texas. You have come up with a clever name for your company, and the Secretary of State determined that it was available. You have invested in top-of-the-line signage, letterhead, business cards and broad-based advertising and promotion. Your business launches to great fanfare and public reception. Everything is progressing just as you hoped it would - until you receive a letter from an attorney advising that your company name infringes another entity's trademark rights and that you must change your name immediately. You look to your certificate of formation, your name reservation or name registration for answers, for proof that you are authorized to use your name - but find nothing. You learn that you must choose between starting over with a new name or fighting in court to keep using your first name.
IRS Announces "Quiet Disclosures" No Longer Accepted
August 28, 2009 - Voluntary disclosures have been with us for many, many years. It is a procedure by which a person who has committed a tax crime, either failure to file tax returns or income tax evasion, or any of the other tax crimes, has a chance to avoid criminal prosecution by complying with whatever the rules at the time were for making a voluntary disclosure.
A Guide to Buying Distressed Assets
August 18, 2009 - Many people are looking for companies, real estate, and assets that, for any number of reasons, are "distressed," which normally means priced at less than market value. However, how do you determine whether an asset is really a bargain versus a disguised headache? Further, how do you make this call quickly enough to take advantage of it? This guide is a quick reference to help you make these decisions. It provides the key questions to ask before purchasing a distressed asset and gives you the tools needed to answer those questions.
Document Retention: The 800 lb. Gorilla
June 10, 2009 - Document retention is a matter of growing importance for both lawyers and clients, but could be characterized as an 800 lb gorilla in the corner of the room that no one wants to talk about. Lawyers and clients perceive document retention as time-consuming, expensive, and most importantly, difficult to understand. Not so much because the subject itself is too complex, but because it involves computers and servers which are as much a mystery to most people as the inner-workings of their car.
Oil and Gas Operator Liability Addressed in Recent Texas Supreme Court Rulings
April 27, 2009 - The Texas Supreme Court has issued two important and related opinions affecting mineral owners and their lessees. In Exxon Corporation v. Emerald Oil & Gas Co., L.C.,2  the Court held that a private cause of action may be maintained under Section 85.321 of the Texas Natural Resources Code for damages resulting from a violation of conservation statutes or Texas Railroad Commission rules, but limited the class of parties with standing to sue under the statute. In Exxon Corporation v. Emerald Oil & Gas Co., L.C. and Laurie T. Miesch, et al,3  the Court interpreted the meaning of a continuous development clause, clarified the intent-to-induce element of fraud when the alleged misrepresentations are in reports filed with the Railroad Commission, and addressed the discovery rule on the accrual of a tort cause of action.
2009 Changes to COBRA: What Employers Need to Know
March 19, 2009 - Whether you think the federal stimulus package is a great idea or a bad one, the American Recovery and Reinvestment Act of 2009 became law on February 17, 2009.  Of the many changes made by the Recovery Act, employers need to be aware of new obligations the law places on them with respect to COBRA.  If your business has 20 or more employees and a group health plan that was in place for 50% or more of your working days last year— meaning COBRA applies to you—please read on to see what quick actions are required on your part.
Alert Regarding "Compliance Services" Solicitation
March 9, 2009 - Recently, an entity calling itself “Compliance Services” with an address in Austin, Texas, mailed solicitations entitled “Annual Minutes Requirement Statement” to numerous Texas business entities. This solicitation suggests that a Texas business entity is required to complete the statement and return it with a fee of $125.
About Face: Significant Changes to the Americans with Disabilities Act that Affect Your Business Right Now
March 4, 2009 - In the fall of 2008, President Bush signed into law the Americans with Disabilities Act Amendment Act (the “Amendments”) which became effective January 1, 2009, and make changes to the Americans with Disabilities Act. In the Amendments, Congress literally calls out the United States Supreme Court for its narrow interpretation of what qualifies as a disability and rewrites the law to reverse the Supreme Court’s limiting trend. The Amendments made it clear that the ADA covers an extremely broad range of disabilities and radically change the way employers must determine whether an employee is disabled and accommodate the disability.
A-Rod v. Employee Drug Testing?
March 2, 2009 - You are in your office before the day starts reading an article in the paper about Alex Rodriguez’ impressive baseball career when your assistant bursts in announces that an employee you sent out to run an errand has caused a major wreck and tested positive for drugs. Much like A-Rod’s record will always be tainted by steroids, a Texas jury will be tainted against you and your company because you didn’t have a drug testing policy that would have caught the employee before they turned someone into a quadriplegic.
A Guide to Employee Terminations
February 26, 2009 - By Brent Dyer and Cleve Clinton, Gray Reed & McGraw
Dallas County Ordinance Targets Apartment Complexes
February 9, 2009 - In January 14, 2009, the Dallas City Council passed Ordinance Number 27548 1 to amend certain provisions of the Dallas City Code pertaining to apartment complexes.  The ordinance links crime rates to the deterioration of property and arises in the wake of the recent shooting of a police officer at a Dallas apartment complex. 2    Although apartment owners, tenants and Dallas residents should be aware of the statute, the new ordinance establishes mandatory measures only for apartment complexes with “excessive” crime levels. 
Justice Dept Challenges Offshore Private Banking
December 3, 2008 - Federal prosecutors and the Internal Revenue Service are getting serious about pursuing Americans who have parked money in offshore bank accounts.  Last month, the government disclosed the indictment of a high-ranking executive of the Swiss bank UBS.  The indictment alleges that as many as 20,000 Americans have accounts with UBS totaling over $20 billion dollars.  The indictment charges that the  income on such accounts - unreported to the Internal Revenue Service in violation of U.S. tax laws that require American citizens to report their world-wide income - amounts to over $300 million per year.