May 11, 2016

Gail Suchman quoted in "EPA To Watch And Learn As Calif. Freight Plan Takes Shape"

LAW360 | Gail Suchman, special counsel in Stroock's Environmental Law Practice Group, was quoted in a Law360 article that discusses how California's recently unveiled ambitious freight emissions reduction proposal could serve as a model for future national regulation, but the U.S. Environmental Protection Agency may scrutinize the program's successes and failures before following in its footsteps. To read the article, please click here (subscription required).


Lior Ohayon and Diana Brummer to Speak at IMN's US Real Estate Opportunity & Private Fund Investing Forum

Stroock Partners Lior Ohayon and Diana Brummer will be speaking at IMN's 17th Annual US Real Estate Opportunity & Private Fund Investing Forum. The event will take place June 13-14, 2016 in New York, NY.

Mr. Ohayon will participate in the panel discussion "Fee/Promote Structures and Terms in a Fee-Challenged Environment" and Ms. Brummer will participate in the panel discussion "Joint Venture Best Practices for Operating Agreements, Structures & Beyond."

  • June 7, 2016 - CohnReznick International Commercial Real Estate Forum 
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  • June 7, 2016 - Restaurant, Retail and Resiliency in Lower Manhattan
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  • June 13-14, 2016 - IMN 17th Annual US Real Estate Opportunity & Private Fund Investing Forum 
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    "The Role of the Condominium Act in the Creation of Affordable Housing"

    On January 25, 2016, the Department of Law released a guidance memo entitled, "No-Action Letter Requests for Projects That Include an Affordable Housing Component or Involve the New York City Department of Housing Preservation and Development" (the "NYAG Memo"). The timing of the memo nicely coincides with the recent adoption by the New York City Council of the de Blasio administration’s Mandatory Inclusionary Housing Program ("MIH").

    Because it is almost a foregone conclusion that any MIH program will be a mixed-income project with a blend of financing and possible tax incentives such as 420-c, Article XI or the successor to the 421-a tax exemption, the creation of a condominium is perhaps a preferred structure to properly allocate subsidies.

    This Stroock Special Bulletin explains the salient requirements of the No-Action Application, with particular focus on areas of concern to MIH projects, although relevant for other mixed-income projects as well.


    CFPB Publishes Long-Awaited Proposed Rule Precluding Class-Action Waivers in Arbitration Agreements

    On May 5, 2016, the Bureau of Consumer Financial Protection ("CFPB") released its long-awaited Proposed Rule (and Official Interpretations) regarding arbitration provisions in agreements for consumer financial products and services, pursuant to section 1028(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"). This Stroock Special Bulletin provides an overview of the Proposed Rule which, as predicted, would prohibit covered providers, essentially any consumer financial services company, from including or enforcing arbitration provisions in consumer financial services agreements that prevent filing or participating in class-action lawsuits. If finally approved, the Rule will apply to new consumer financial services agreements entered into more than 180 days after the effective date of the Final Rule.

    Importantly, the Rule will generally not be retroactive from its effective date. Accordingly, subject to a potentially limited exception discussed in this Special Bulletin, arbitration agreements with class-action waivers that are in place as of that date will not be subject to the Rule. The CFPB has not specifically addressed whether it will treat existing class-action waivers in arbitration agreements as unfair, deceptive or abusive.

  • May 4, 2016 | NEW YORK LAW JOURNAL

    "Increased Vigilance For Secondhand Smoke"

    Since our 2014 column dealing with secondhand smoke, co-op and condominium boards continued to be challenged by secondhand smoking claims made by apartment owners, alleging negligence, nuisance and breach of contract and the warranty of habitability. But until the March 2016 decision in Reinhard v. Connaught Tower Corp., courts had generally afforded boards flexibility and tolerance in addressing secondhand smoke. The Connaught ruling, although it is currently being appealed to the Appellate Division, First Department, may mark a shift in such judicial forbearance, and therefore impact the obligations of boards to remediate/address secondhand smoke complaints.

    In addition, the changing landscape of marijuana use legalization and New York State legislation increasingly being proposed to restrict smoking and secondhand smoke may further heighten the challenges that boards and managers will have to address. This column updates our prior columns dealing with secondhand smoke, analyzes the 2016 Connaught decision and other recent case law, and provides recommendations for boards and managers in dealing with secondhand smoke.


    "Third Time is No Charm: Albany Fails (Yet Again) to Enact Meaningful Estate Tax Relief"

    Two years ago, New York State enacted legislation reforming its estate, gift, and GST tax laws. State and City Bar Association Committees continued to present proposals to legislative leaders in Albany to fix the shortcomings of the new estate tax law. Unfortunately, their efforts were once again unsuccessful.

    Meanwhile, the Republican presidential candidates advocate for full Federal estate tax repeal while the Democratic candidates seek to reinvigorate the Federal estate tax . For now the Federal estate, gift and GST tax exemptions have reached the new threshold of $5,450,000 and many popular wealth-transfer techniques remain viable, but coordination of planning by New York couples is of even greater importance.

    This Stroock Special Bulletin provides an overview of key provisions the New York tax bill, including estate planning considerations for New York residents in light of the still-steep New York estate tax cliff.

    It also discusses recent developments in the estate planning arena and popular planning techniques that remain effective.


    "Final Fiduciary Rule Means ERISky Business: Will BICkering Follow?"

    On April 6, 2016, the Department of Labor (referred to herein as "DOL" or the "Department") issued its long-awaited changes to the definition of an "investment advice" fiduciary and accompanying exemptions (collectively, the "Rule"). The definition of investment advice fiduciary is a fundamental legal pillar for those many providers of services to employee benefit plans ("ERISA Plans") subject to the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and individual retirement accounts ("IRAs") subject to the Internal Revenue Code of 1986, as amended (the "Code") (ERISA Plans and IRAs, together referred to herein as "Plans").

    The 4,000 plus written comments and four days of hearings speak quite clearly to one regulator’s characterization that "obviously, any regulatory project that aims at the fiduciary definition is going … right to the core [of ERISA]."

    This Stroock Special Bulletin assesses some of the potential impacts of the Rule for financial market institutions such as investment banks, investment managers, alternative funds and products, insurance companies, platform providers, and broker-dealers and other providers dealing with Plans outside of the institutional markets.