OSHA Requirements and Standards

The Occupational Safety and Health Administration (OSHA) is responsible under the Occupational Safety and Health Act of 1970 for promoting a safe workplace by setting standards and conducting inspections. The Act applies to almost all employers.

Methods for Protecting Shareholders

Owners of shares of a corporation have the right to vote for directors and to share proportionally in any distribution of corporate profits or, in the case of dissolution, in the distribution of corporate assets. There are several ways to protect these interests of shareholders. Such protection is especially important to shareholders of closely held corporations who may not be able to or do not wish to find a market for their shares.

Sarbanes-Oxley Act

Most states recognize that corporate directors and upper-level officers owe the corporation the duties of care, loyalty, and obedience. The duty to act in good faith has emerged in some jurisdictions as an equally important fiduciary duty imposed upon directors and officers. Historically, directors and officers were frequently exonerated of personal liability for business decisions because of courts' long-standing deference to the business decision under the business judgment rule or because the transaction was deemed fair to the corporation and its shareholders overall. In the wake of recent corporate scandals, however, officers and directors are under ever-increasing scrutiny by shareholders, the courts, state governments, and the federal government. Many corporate commentators bemoan the fact that conduct once protected under the business judgment rule may not be viewed with such deference in the future.

Director and Officer Liability under ERISA

Under ERISA, ''employers'' must make all necessary contributions to multi-employer pension plans pursuant to the plans' terms or the terms of a collective bargaining agreement. Every employee benefit plan must have a funding procedure and fully explain how and under what circumstances payments are to be made to the plan. If these responsibilities are not carried out or carried out in an untimely manner, a civil enforcement action can be brought against the plan or the employer. An "employer" is defined as "any person acting directly as an employer, or indirectly in the interest of an employer, in relation to an employee benefit plan.

Investment Adviser Reporting Requirements

Investment advisers must file Form ADV with the Securities and Exchange Commission or with state offices for regulating securities. Investment advisers who manage $25 million or more in client assets must file the form and register with the Securities and Exchange Commission. Advisers managing smaller amounts of assets must file Form ADV with state securities regulators.