Hart Scott Rodino Act Tips

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Are temporary attorneys that are experienced in mergers and acquisitions helpful to firms with large cases?

Hart Scott Rodino Antitrust Improvements Act of 1976

The Hart Scott Rodino Antitrust Improvements Act of 1976 amends certain antitrust laws, most notably the Clayton Act. The Hart Scott Rodino Antitrust Improvements Act of 1976 states that certain pre-merger filings must be submitted to the Federal Trade Commission and the Department of Justice, to ensure that the merger or acquisition does not result in a monopoly.

Because of the size of the companies merging, there is extensive documentation that must be reviewed prior to submission. The documents are reviewed for content—and to test whether a pre-merger filing is required. Temporary staffing agencies often provide attorneys experienced with mergers and acquisitions to help review documents.

The temporary attorneys, experienced in mergers and acquisitions, help a firm save time and costs. While temporary attorneys are reviewing documents, the other attorneys on the case are free to use their time to meet with clients, attend meetings, and even work on other cases, which they would not have time to do without the extra help provided by the temporary attorneys.

   
Are all companies required to file pre-merger filings?

Hart Scott Rodino Antitrust Improvements Act

The Hart Scott Rodino Antitrust Improvements Act is also known as Public law 94-435 or the HSR Act. The Act is a set of amendments to previous antitrust laws of the United States. Most of the amendments are to the Clayton Antitrust Act. The Hart Scott Rodino Act, signed into law by President Gerald Ford, is located at 15 U.S.C. 18a, Title II.

A Notification and Report Form must be filed before a certain merger or acquisition takes place. There are three tests that must be met. If the three tests are met, the parties must file pre-merger documents. These tests involve the amount of assets involved in the merger or acquisition.

Temporary attorneys experienced in document review are often hired by firms involved in Hart Scott Rodino Antitrust Improvements Act cases, as the documentation to be reviewed is often extensive. All financial documents for both parties to the merger or acquisition must be reviewed to see if the merger or acquisition meets the tests that deem pre-filing requirements.

   
What is the Hart Scott Rodino Act?

Hart Scott Rodino Antitrust Act

The Hart Scott Rodino Antitrust Act was implemented by the federal government in 1976 to prevent monopolies created by mergers and acquisitions. Large mergers and acquisitions must file pre-merger documents if they meet certain tests.

During this period, documents are reviewed carefully to see if they meet the tests required under the Hart Scott Rodino Antitrust Act. If the merger or acquisition meets these tests, pre-merger documents must be filed with the federal government. The government then reviews the filings to ensure that the merger or acquisition does not create a monopoly.

Depending on the number of companies involved or the amount of assets the companies have, including stock, the documents to be reviewed are quite extensive. Firms working on merger and acquisition cases often hire temporary attorneys from legal staffing agencies to review the documents for content. Retaining temporary attorneys leaves more time for the lead attorneys to work on other factions of the case with their clients, or to work with other clients, thus saving everyone time and costs.

   
When might temporary attorneys be needed during a merger or acquisition?

The Hart Scott Rodino Act of 1976

Certain mergers and acquisitions may cause a monopoly. The Hart Scott Rodino Act allows the federal government to review the merger or acquisition to ensure it does not create a monopoly. When companies merge or when one company acquires another, if certain tests are met, the companies must file pre-merger documents under the Hart Scott Rodino Act.

One of the tests is the commerce test. This qualification is met if either of the parties to the merger or acquisition is involved with commerce. Another test is the size of the person test. If one of the parties to the merger or acquisition has assets or annual net sales of over $100 million dollars, and another party to the merger has assets or net sales over $10 million dollars, the merger or acquisition meets the requirements of the test. If the actual transaction results in either $15 million dollars or more of assets or voting securities being acquired, or 15 percent or more of the voting securities of another company being acquired because of the merger or acquisition, the test is met and the parties must file pre-merger documents.

   
Does using a temporary attorney from a temporary legal staffing agency benefit a law firm?

Temporary Legal Staffing

Temporary legal staffing is often used in cases involving the Hart Scott Rodino Act, just for the sheer number of documents that may be requested or provided during the discovery process. Documents must be reviewed for content prior to being forwarded to the opposing party. There are certain documents that should not be provided to opposing counsel—mostly documents that fall under the attorney-client privilege rule, but also some documents may fall under other confidentiality laws.

Experienced attorneys that work for temporary legal staffing agencies are often retained to review documents for this type of information. The temporary attorneys save the firm time and money by allowing the attorney on the case to work with other clients or to even work with the same client on another faction of the case at hand. This allows the attorney to keep their clients happy with the amount of time a client requires.

   
Are legal staffing agencies beneficial to law firms?

Legal Staffing Agency

When a firm is retained for a Hart Scott Rodino Act case, the documentation that is exchanged back and forth between parties in the discovery process can become extensive, depending on the number of parties involved in the lawsuit, and the type of business involved in the antitrust lawsuit.

During the discovery process, the firm that is forwarding discovery documents must review them to ensure there are no attorney-client privileged documents or other confidential documents that are forwarded to opposing counsel. When a firm receives discovery, it must review the received discovery to properly negotiate a settlement or litigate a matter.

Legal staffing agencies provide experienced document review attorneys to help a firm review incoming and outgoing documentation for discovery purposes. The experienced document review attorneys separate confidential documents so that non-discoverable documents are not produced to the opposing parties.

   
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