Minimum Competence - Daily Legal News Podcast
Minimum Competence
Fri 8/18 - Student Loans vs. 401(k), AMC Stock Conversion Challenge, Eastman's Disciplinary Trial, Congressional Probe into Hunter and Kroger's Big Merger

Fri 8/18 - Student Loans vs. 401(k), AMC Stock Conversion Challenge, Eastman's Disciplinary Trial, Congressional Probe into Hunter and Kroger's Big Merger

Insights on the impending student loan cliff and 401(k)s, AMC's challenged stock conversion, Eastman's disciplinary trial, a congressional probe into Hunter Biden, and Kroger's Albertsons acquisition.

On this day in legal history, on August 18, 1920, the Nineteenth Amendment to the United States Constitution was ratified by the states – beginning in earnest the path to women’s suffrage. 

The fight for women's suffrage in the United States began after the war for independence, where most states denied women the right to vote. Throughout the 19th century, leaders like Lucretia Mott, Elizabeth Cady Stanton, and Susan B. Anthony worked tirelessly for women's voting rights, organizing protests, marches, and lobbying efforts. In 1878, a women's suffrage amendment was introduced, but it was rejected by the Senate in 1887. However, many western states began to grant women full or partial voting rights, such as Wyoming, Colorado, and Idaho. Following World War I, the suffrage movement gained momentum, and President Wilson began to support it in 1918. Despite initial failures to pass the amendment, Wilson called a special session of Congress, and the woman's suffrage amendment was approved by Congress on June 4, 1919. Several states quickly ratified the amendment, but ratification faced opposition in states like Alabama and Georgia. The fate of the 19th Amendment rested with Tennessee, where supporters and opponents lobbied fiercely. After a dramatic series of events, including legislators fleeing to prevent a vote, the Tennessee House of Representatives voted in favor of ratification. On August 18, 1920, the 19th Amendment was ratified, which paved the way for American women the right to vote, a monumental step in the long and ongoing journey towards gender equality in the United States.

The 19th Amendment, ratified on August 18, 1920, is often celebrated as a milestone in women's voting rights in the U.S. It was designated in 1976 as Women’s Equality Day and its centennial in 2020 was marked with various commemorations. However, this view overlooks the reality that the amendment did not grant the vote to all women, only stating that voting rights could not be denied on account of sex. After its ratification, states could still employ voter suppression tactics like poll taxes, effectively keeping many Black, Latina, Indigenous, and Asian American women from voting. These suppression tools largely benefited white women, reflecting the interests of white suffragists who were willing to sacrifice the rights of others to gain support for the amendment. Despite this limited initial progress, activism for women's voting rights continued, leading to major victories like the Voting Rights Act of 1965, and, one hopes, more major victories in the name of equality in the years to come. In sum, we should celebrate the ratification of the 19th Amendment, while still recognizing it was not a panacea to inequity but rather a step, and the struggle for true equality in voting rights persists to this day.

19th Amendment anniversary: The amendment’s passage didn’t give women the right to vote - Vox

Bloomberg Law has a report detailing the effect of the impending student loan cliff.

The impending end of pandemic-era student debt forgiveness programs has increased pressure on employers to aid workers with upcoming payments, reducing the attractiveness of a 401(k) loan matching program set to begin next year under the SECURE 2.0 Act. This new provision would have allowed employers to match student loan repayments like retirement plan deferrals, aiming to boost employee 401(k)s. However, immediate payment demands are driving employers to look for more direct financial help. With nearly 46 million borrowers facing interest accruals in September and regular bills in October, more than half of workers aged 25-40 are seeking student loan support at work. Despite the SECURE 2.0's intention, confusion remains among employers, leading some to seek alternatives like financial wellness programs and coaching services. Only about 8% of employers offer direct repayment assistance, although this number has doubled since 2020 under a CARES Act provision that allows tax-free company contributions to loans. This provision is emerging as more attractive to some companies than SECURE 2.0. Many misunderstandings about the SECURE 2.0 provision have left employers uncertain, and the IRS has yet to issue clear guidance. The focus on immediate student loan payoffs or coaching has become a method for talent recruitment and retention, reflecting a shift in priorities from retirement savings to current financial burdens.

401(k) Law’s Appeal Fades as Workers Face Student Debt Deadlines

AMC Entertainment Holdings Inc. is facing a challenge to its court-approved stock conversion plan from a preferred shareholder, Michael Simons, who claims the deal undervalues investors like him. The plan, approved by Delaware’s Court of Chancery, would convert AMC's preferred stock (APEs) to common shares, including extra shares for individual investors. Thousands of investors opposed the deal, fearing their shares would be diluted. Simons is now asking the court to declare the deal invalid, alleging that it violates the rights of APE holders by not adjusting for any dilution. The lawsuit argues that AMC should distribute the same amount of new stock to APE holders as to common shareholders to avoid diluting ownership interests. The approved settlement came after a contentious legal battle, with many retail investors urging the court to block the plan, claiming that AMC owed them more for saving the company from bankruptcy during the meme stock rally. The dispute started when a pension fund sued AMC, claiming it was sidelining small investors. Despite revisions to include extra shares, many individual investors continued to oppose the plan. Vice Chancellor Morgan Zurn approved the settlement, highlighting that additional shares would offset the dilutive effects, but it's unclear when the conversion will occur. Separately, AMC has sued its insurers for refusing to fund the settlement, and another common stockholder is seeking a court order for the company to hold its first annual meeting and board election in over a year.

AMC Investor Challenges Court-Approved APE Stock Conversion Plan

Attorney John Eastman, indicted in Georgia in connection to efforts to overturn the 2020 presidential election, is awaiting a ruling on his request to postpone his California disciplinary trial while his criminal case progresses. State Bar Court Judge Yvette D. Roland is considering Eastman's request for a stay or abatement of proceedings pending the resolution of his federal criminal investigation and trial. The disciplinary trial is scheduled to resume on August 22, and the defense is seeking a stay until Eastman is "out of harm's way" concerning the Georgia indictment. Roland stated she would rule shortly on the request and is considering a partial stay, but not a total abatement of the action. Bar prosecutors have opposed the postponement request, labeling it an "opportunistic attempt to delay." Eastman's attorney, Randall A. Miller, argued the situation is now more severe, as it affects not just Eastman's license to practice law but his freedom. Eastman, along with former President Donald Trump and 17 others, was indicted on August 14 on charges including racketeering in Georgia. Eastman was previously charged by the California State Bar with 11 ethical and statutory obligations related to efforts to undermine the 2020 election results. He is contending that he can assert the Fifth Amendment privilege to prevent testifying, though Judge Roland said this cannot be done as a blanket claim. The trial has also been complicated by out-of-state witnesses refusing to testify for Eastman, fearing reprisals. Roland has asked the bar to reschedule witnesses for August 22.

Eastman Disciplinary Trial After Georgia Indictment in Limbo

A Republican U.S. lawmaker, House Oversight Committee Chairman James Comer, is heading a congressional probe into Hunter Biden's business dealings and has asked the National Archives for unredacted emails and documents from 2015 and 2016 between President Joe Biden and his son. These years correspond to when Joe Biden was vice president and his son was on the board of the Ukrainian energy company, Burisma. House Republicans are considering a possible impeachment inquiry against President Biden, partly based on allegations of financial misconduct involving the president, his son, and other family members. The White House has strongly denied these allegations, and no evidence of financial misconduct by the president has been produced. U.S. special counsel David Weiss, who is investigating Hunter Biden, said that a trial might be possible on charges of tax evasion and a gun charge after a judge refused a plea deal. This situation could lead to a criminal trial for Hunter Biden while his father seeks reelection. A former business associate of Hunter Biden, Devon Archer, has testified that although the younger Biden gave the impression of leverage because of his father, he was not aware of any wrongdoing by the elder Biden. Comer has alleged that the evidence reveals "access was wide open" for influence peddling in the Biden family, and he has called on the National Archives to provide the unredacted records to further the investigation. Hunter Biden pleaded not guilty in July to charges of failing to pay taxes on more than $1.5 million in income, and he faces a separate charge related to unlawfully owning a firearm while using illegal drugs.

US House Republicans seek Joe Biden's emails from National Archives | Reuters

The California attorney general's office is investigating whether Kroger's $24.6 billion plan to acquire rival Albertsons would result in more "pharmacy deserts" in poorer urban and rural areas, according to sources familiar with the review. Pharmacy deserts refer to neighborhoods where access to a pharmacy requires walking or taking a bus more than a half mile, or in driving areas, being more than a mile from a pharmacy. California Attorney General Rob Bonta has expressed deep concern over the proposed merger, which would create a grocery chain with nearly 5,000 stores. The Federal Trade Commission is leading a federal probe into the matter, speaking with experts in food deserts, farming, and smaller grocery chains. The deal's impact on low-income individuals and access to pharmacy services, including vaccinations, has been a particular focus. Despite the companies' pledge to close no stores, some fear that less profitable stores may be closed, restricting access to pharmacies. A Kroger spokesperson stated that the company is working with antitrust enforcers to ensure stores remain open and viable, including those with pharmacies.

California probes 'pharmacy deserts' in Kroger's Albertsons deal-sources | Reuters

Minimum Competence - Daily Legal News Podcast
Minimum Competence
The idea is that this podcast can accompany you on your commute home and will render you minimally competent on the major legal news stories of the day. The transcript is available in the form of a newsletter at