Corporate E-note December 2021

Articles / Publications


South Carolina Business License Reforms Go Into Effect January 1, 2022

South Carolina businesses have historically been subject to business license taxes on their gross income that vary widely from jurisdiction to jurisdiction. The South Carolina Business License Tax Standardization Act (the “Act”) was enacted in 2020, but the effective date was generally delayed until January 1, 2022. The Act should greatly simplify the previous complex and burdensome state business license tax regime. The Act creates uniformity by establishing a formal appeals process for taxpayers, setting one standard 12-month filing period (May 1st to April 30th), requiring one standard application established by the Director of the South Carolina Revenue and Fiscal Affairs Office (RFA), requiring RFA to establish one standard class schedule by Dec. 31st of every odd year, and establishing a payment portal businesses can voluntarily use to pay any business license taxes owed. To read the full article, click here. By: Jeffrey T. Allen and John F. Wall, IV

Seminar Recording: SC Business License Tax Reforms

On December 9th, John Wall of Burr & Forman and Scott Slatton of the Municipal Association of South Carolina (MASC) gave a summary of the South Carolina Business License Tax Standardization Act, discussed what the new law means for businesses, and gave a demonstration of the new statewide business license tax portal hosted by MASC. The new law simplifies business license tax (BLT) requirements by creating a standard BLT application, establishing a uniform BLT class schedule, and authorizing a centralized portal where businesses can apply for businesses licenses and pay any taxes owed at one location instead of coordinating with each municipality individually. To view the recording, click here.

Department of Labor Releases Final Rule for Tipped Employees

The Department of Labor recently reversed a December 2020 final rule and resurrected the “80/20 Rule” governing how tipped employees are paid under the Fair Labor Standards Act. The Fair Labor Standards Act generally permits employers to pay tipped employees less than the minimum hourly wage, provided that the tips the employee receives are at least equal to the difference between the required cash wage (which must be at least $2.13 per hour) and the federal minimum wage and the employee is given appropriate notice. This is known as the “tip credit” rule. The Department of Labor’s return to the traditional “80/20 Rule” means that an employer may take a tip credit on work that directly supports tip-producing work if it is less than 20 percent of all hours worked during the workweek and the work does not exceed more than 30 continuous minutes. Read the full article here. By:  Amy Jordan Wilkes

Webinar Recording: Employee Handbooks in a COVID World

On the latest Burr Morning Show Webinar, recorded on December 10, 2021, panelists discussed vaccine and other critical policies that should be reviewed moving into 2022. Click here to view the recording. Speakers included Jon M. Gumbel

Formation and Enforcement of Online Contracts

How frequently do you make purchases or conduct other business online? If you are like the majority of people in the 21st Century, the answer is “all the time.” Businesses expect to rely on the electronic contracts that consumers enter into through online transactions, including arbitration agreements and other terms of use. But, businesses are not always successful in doing so. This article outlines practices and procedures for businesses to help ensure the enforceability of online contracts. By: Elizabeth B. Shirley, CIPP/US

Webinar Recording: New COVID-19 Vaccination and Testing Rules

Burr & Forman’s health care, government contract, and labor & employment attorneys presented this webinar on Tuesday, November 9, 2021. They discussed the Occupational Safety and Health Administration, Centers for Medicare and Medicaid Services, and Safer Federal Government Workforce Task Force rules regarding COVID-19 vaccination and testing. If you would like to review the presentation, please click on the video link below. For additional information about COVID-19 vaccination or testing mandates, please reach out to any of the speakers. To view the recording of this webinar, click here. Speakers included Michael W. RichAngie Cameron SmithAmy Jordan Wilkes, and Ronald D. “Scott” Williams.

Safer Federal Workforce Task Force Updates Guidance for Federal Contractors

On November 10, 2021, the Safer Federal Workforce Task Force (“Task Force”) updated its Guidance for Federal Contractors (“Guidance”). As discussed in earlier updates, all federal contracts meeting certain criteria issued after November 15 incorporate the Guidance through FAR Clause 52.223-99 (Deviation) or an agency-specific version of it. Read the full article here. By: Michael W. Rich

Vaccine-based U.S. Entry Restrictions to Replace Geographic COVID Travel Bans Starting November 8

On October 25, 2021, President Biden announced plans to revoke the current country-by-country travel restrictions to the United States which have been in place since January 2020. The order outlines new air travel policies for foreign travelers seeking to enter the United States as nonimmigrants, which relies primarily on COVID-19 vaccination status and effectively revokes Presidential Proclamations 9984, 9992, 10143, and 10199, all of which restricted entry to the United States from Brazil, China, South Africa, the United Kingdom, the Schengen countries in Europe, Ireland, India and Iran. Click here to read the full article. By: Melissa Azallion KennyAnna L. Scully, and Jonathan C. Eggert

Firm News

Michael Rich Discusses Major Bid Protest Ruling with Law360

Following the December 7 Federal Circuit ruling reviving Harmonia Holdings Group LLC’s dispute over a $325 million U.S. Customs and Border Protection (CBP) contract, Michael W. Rich was quoted in Law360 sharing insight on the lengthy case and the Federal Circuit’s decision.

The matter centered on whether Harmonia had waived its right to protest a CBP cargo screening application by failing to “diligently pursue” the case in the Court of Federal Claims. The court ruled that the company preserved its right by timely submitting an earlier protest to the agency itself, meaning a delay in bringing the case to the claims court did not trigger the “Blue & Gold” rule. Stemming from a 2007 Federal Circuit decision, the Blue & Gold rule suggests that contract bidders must flag patent or clear errors in solicitation before bidding closes or effectively waive their chance to challenge those errors. Read more.

Burr & Forman Adds 13 Associates Across Seven Southeastern Offices

Burr & Forman LLP is pleased to announce the addition of 13 associates in seven offices across its Southeastern footprint. “We are excited to continue building the next generation of attorneys at our firm with the addition of this talented group,” said Ed Christian, CEO of Burr & Forman. “We remain committed to adding quality attorneys in tandem with client needs, especially in addressing the unique challenges presented by today’s legal landscape. We look forward to working with, training, and developing this group as they step into various practice areas serving clients in a wide range of legal issues.” Click here to see the full list of new associates.

Marcel Debruge Discusses National Union and Striking Efforts for The Wall Street Journal Video Series

With employers across the country monitoring the conversation around supposedly expanding unionization activities and American workers going on strike, Marcel Debruge was included in The Wall Street Journal’s Current Features video series on November 23, 2021, providing perspective on the current state of employee protections. While some might portray the recent trends in workforce strikes and unionization as a major issue in the American workplace, work stoppages are actually historically low based on data from the U.S. Bureau of Labor that highlights the 1950’s, 60’s and 70’s as peaks in U.S. history.

“We live in a different world than we did in 1950,” Debruge said. “There are dozens and dozens of laws on the books that protect employees. There are safety and health rules. Back in the day, the only place a person had to go for protection was a union contract or a union grievance procedure. Today an employee can pick up the phone and call the EEOC, OSHA, or the NLRB.” For the full video, please click here.

Burr & Forman Represents AutoZone in Successful Decertification of Nationwide Collective Action

On October 20, 2021, Judge Abdul Kallon released a Memorandum Opinion in Hope M. Carr, et al. v. AutoZoners, LLC and AutoZone Stores, Inc. that decertifies a nationwide Fair Labor Standards Act collective action. The case was originally filed in February 2015 and conditionally certified as a collective action in September 2016. The class included over 1,500 former and current store managers across the country. Burr & Forman LLP represents AutoZone in the matter. “We are grateful for the opportunity to defend AutoZone in this matter,” said Bryance Metheny, Chair of the firm’s Labor and Employment practice group. “We are pleased the Court agreed the case was not appropriate for class treatment and look forward to continuing to advocate for our client in any future proceedings.” To read the full news release, click here.


Increased Regulations Expected to Impact Big Mergers in 2022 (Source: Reuters, 2021-12-01)
More Companies Reining in or Disclosing Political Giving (Source: Politico, 2021-11-30)
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