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CBRE - Advisory Excellence

CBRE to establish national agribusiness practice

Clay Dodd has been named director of valuation and advisory services at CBRE Group, Inc. in Minneapolis. CBRE is a commercial real estate services and investment firm offering a broad range of integrated services, including facilities, transportation and project management.

In his new role, Dodd will help CBRE establish a national agribusiness practice.

Throughout his 25 years as a fee appraiser, Dodd has appraised many grain elevators, including country, shuttle train, river and port elevators. He also has appraised many flour mills, including hard, soft and durum mills. Other assignments include ethanol plants, soybean crushing plants, bio diesel plants, corn mills (wet), oat mills, malt plants, feed mills (dedicated and commercial), seed plants, specialty mills, dairy processing plants, fruit and vegetable processing plants, meat processing plants, pasta plants, canneries, dry mix plants and general food processing plants.

He received a bachelor’s of science degree from Saint Cloud State University in Saint Cloud, Minnesota, US.

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Southern Careers Institute Overview

Southern Careers Institute has maintained a tradition of career training for over 50 years. With campuses in Austin, Brownsville, Corpus Christi, Harlingen, Pharr, San Antonio, Waco, and Online, SCI has made it our mission to provide our students with employer-tailored programs designed to make our graduates the most marketable in the industry.

About SCI Programs

Southern Careers Institute’s trade school programs in Texas can help you breakthrough into a rewarding career and succeed in today’s demanding marketplace.

Our courses are all built from an employer’s point of view with the career skills and certifications they’re looking for in their next hire. Students who enroll in our medical, business, cosmetology and trades training programs become more marketable than the competition as our programs are designed to make students eligible for recognized certifications, to connect them to employers with electronic profiles on our SCI Connect platform, and to further demonstrate career skills with verifiable SCI Connect Badges that demonstrate skills employers need.

At Southern Careers Institute, we offer a variety of trade courses that can lead to rewarding careers in a variety of fields. Our admissions staff is dedicated to matching your unique personality with the career training program that is the right fit for you. We are committed to stimulating, motivating, and educating our students to prepare them for their new life in a new field have dedicated Educational, Student and Career Services that are here to help.

If you would like more information about Southern Careers Institute, please click on the following link: https://scitexas.edu/

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More than 30 new Tennessee laws set to take effect in 2019

More than 30 new laws in Tennessee are set to go into effect next year with most beginning on New Year’s Day.

One of the laws talks about immigration, specifically sanctuary policies. Starting January 1, state and local governments will not be allowed to adopt sanctuary policies or any similar measures.

Another new law deals with abortions. At the start of the year, ultrasounds will be required prior to getting an abortion. The person giving the ultrasound will also offer opportunities to learn the results.

That will be required if a heartbeat was detected.

Next year will also see an increase to the minimum property damage threshold for motor vehicle accidents to require a written report with the department of safety.

The threshold increased $400 to a $1,500. It’s a hundred dollars more if cases include local or state government property.

A new law will connect Tennessee to the Interstate Medical License Compact, a nationwide streamlined process for physician licensing. This will help give people more access to patient care.

The compact makes it easier to license across state lines without federal regulations. Over 20 states are part of the compact.

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A look at Kentucky’s new Power of Attorney statutes

Kentucky’s Power of Attorney (“POA”) laws just received an update. Effective July 14, 2018, Kentucky adopted portions of the Uniform Power of Attorney Act (2006) drafted by the Uniform Law Commission (“ULC”). Even though Kentucky did not adopt Articles 2 or 3 of the uniform act (which address specific powers granted to the agent and a sample form), the new statutes will provide much needed clarity in replacing our previously sparse statutes.

Generally speaking, a POA is an instrument by which a person (called, the principal) designates another (called, the agent or attorney-in-fact) to deal with the principal’s property and act on the principal’s behalf, either out of necessity or mere convenience. Often, a POA will be designated as “durable,” meaning it remains in effect even after the principal loses the capacity to manage his or her property.

POAs are governed by state law, which can mean that a single instrument can be interpreted in very different ways from one state to the next. The ULC has promoted the adoption of a uniform law across the country in an effort to reduce these potential inconsistencies for principals who move from one state to another or own property in multiple states. According to the ULC, Kentucky will join 26 other states that have already adopted portions of the uniform law, meaning a POA drafted to comply with the new Kentucky law should be interpreted similarly in a majority of states.

Kentucky’s new statutes are located in Chapter 457 of the Kentucky Revised Statutes (the “KY UPOAA”) and they replace KRS 386.093. KRS 386.093 was a bare-bones statute that dealt with only three issues related to POAs: (i) durability, (ii) the default method of determining a principal’s incapacity, and (iii) when an agent is authorized to make gifts of the principal’s property.

On the whole, the new laws adopted in Kentucky will provide substantially more guidance on the drafting, interpretation, and use of POAs than did KRS 386.093. Below are some of the items addressed in the new statutes:

  • Execution. A POA must be signed in the presence of two disinterested witnesses. This is a change from the prior law and uniform act, which do not require any witnesses. In addition, we recommend that the POA is signed before a notary public so it is an acknowledged POA capable of being filed to transfer real estate and for acceptance by a third party discussed below.
  • Durability and Coordination with Guardianship or Conservatorship Proceedings. Under the new act, a POA is durable unless the instrument specifically states otherwise. In addition, a principal may nominate a person for consideration by the court to serve as the principal’s guardian or conservator, if necessary. However, in a break from the uniform act and prior law, the POA terminates upon the appointment of a guardian or conservator unless the court specifically provides that it shall remain in effect.
  • Co-Agents. If a principal designates two or more persons to act co-agents, each co-agent may act independently unless the POA provides otherwise. This is different from the typical rule that require co-agents or co-fiduciaries to act by a majority.
  • Agent compensation. By default, an agent is entitled to reasonable compensation. To the extent the principal does not wish the agent to receive compensation, the principal would need to say so explicitly in the POA.
  • Fiduciary duties. At a minimum, an agent must act in good faith, within the scope of the authority granted to him or her, and in accordance with the principal’s reasonable expectations or best interests. However, a principal may waive certain other duties such as the duty of loyalty and to avoid conflicts of interest, which may not be appropriate when a close family member or personal friend is serving as agent.
  • Acceptance by a Third Party. In response to difficulties some agents face persuading banks, insurance companies, or other institutions to accept an otherwise valid and enforceable POA that may not match up with the institution’s internal policies and procedures, a third party must accept a POA that was acknowledged by a notary or may ask for a certification, translation into English, or opinion of counsel regarding authority granted to the agent in the instrument. However, the third party may not require an additional or different form of POA for authority granted in the POA presented.
  • Gifting. Curiously, unlike its predecessor, the KY UPOAA is entirely silent on whether or under what circumstances an agent has authority to make gifts of the principal’s property, except that the agent shall attempt to preserve the principal’s estate plan including the minimization of taxes. Accordingly, unless a specific grant of authority is included in the POA, it may be unclear whether an agent is authorized to make gifts.

Any POA validly executed in Kentucky prior to July 14, 2018, will continue to be valid under the new law. However, the new act will apply a judicial proceeding concerning a POA commenced on or after July 14, 2018.

Contact a member of SKO’s Trust and Estates practice to discuss how best you can use this opportunity.

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Mid-stream mergers and acquisitions for Q3 of 2018

A combined value of US$91.9 billion in mergers and acquisitions (M&A) was announced in Q3 of 2018. This was an increase of 21% from the US$75.9 billion in M&A deals announced in the previous quarter. The number of M&A deals decreased by 20% from 102 in 2Q18 to 82 in Q3 of 2018, according to GlobalData, a leading data and analytics company.

The company’s latest report: ‘Quarterly Midstream Capital Raising Review – Q3 2018’ states that, of the total M&A deals, 58 deals, with a combined value of US$83.6 billion, were domestic acquisitions and the remaining 24, with a combined value of US$8.2 billion, were cross-border transactions. A quarter-on-quarter comparison shows a 12% decrease in cross-border transaction values in 3Q18, compared to US$9.3 billion in 2Q18. However, domestic transaction values increased by 26% in 3Q18 compared to US$66.5 billion in 2Q18.

Energy Transfer Equity’s (ETE) agreement to acquire the remaining stake in Energy Transfer Partners (ETP) for a purchase consideration of approximately US$60.4 billion was the top deal registered in 3Q18. Another landmark deal that was recorded in 3Q18 was Enbridge’s agreement to acquire all of the outstanding public Class A common units of Enbridge Energy Partners, all of the public outstanding shares of Enbridge Energy Management, and all of the issued and outstanding shares of Enbridge Income Fund Holdings, for a purchase consideration of US$7.1 billion.

Americas remained the frontrunner for M&A registering 33 deals, with a total value of US$82.1 billion in 3Q18. Cross-border activity in the region decreased from 9 in 2Q18 to 6 in 3Q18, while domestic acquisitions decreased by 43% from 47 deals in 2Q18 to 27 in 3Q18.

Europe, Middle East, and Africa accounted for 37% share in 3Q18, comprising 31 acquisitions, of which 10 were cross-border and the remaining 21 were domestic acquisitions. The Asia-Pacific region accounted for 20 global deals, or 24% in 3Q18, of which 10 were cross-border acquisitions and the remaining 10 were domestic acquisitions.

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Emerging Lawyers List: We introduce Catherine “Cat” McCulle

Catherine “Cat” McCulle started at Lindy Korn PLLC as a legal assistant. She is now an associate there and a new member of the Erie County Bar Association’s Young Lawyers Committee Executive Council. This fall she will become a board member of the Evans Senior Center.

McCulle grew up in Angola, resides in Derby and is a labour and employment attorney specialising in employment discrimination, wage and hour matters and class-action lawsuits.

To help with time-management, she uses Excel spreadsheets with color-coded to-do lists.

When not in the office, she enjoys cooking, fishing, playing ice hockey and golf, going to the beach and spending time with her dog.

What bit of advice do you wish you had known before entering the workforce? Don’t be afraid to ask for help. Make friends. You need to find light where you can.

Do you prefer working from home, in the office or somewhere else? It depends on the task but I love having the flexibility to do work from home or in the office. Overall, I prefer being home so I can work alongside my beloved dog.

Where do you see yourself in your career in 10 years? Honestly, I have no idea. I just want to be doing something I love and (hopefully) doing so successfully and I will be content.

What is your ideal type of workplace? Diverse, with interesting people. Working with people who have different opinions or outlooks on life and on legal matters is incredibly beneficial for growth and successful collaboration.