ExpertBriefing

2016  |  2015  |  2014  |  2013


2014 ExpertBriefing


Anti-money laundering and OFAC compliance for multinational financial institutions: implementing a risk-based approach

December 2014  |  RISK MANAGEMENT

Foley & Lardner LLP

AML laws date back to 1970, when Congress passed the Currency and Foreign Transactions Reporting Act (commonly known as the Bank Secrecy Act or the BSA), which requires that banks and many other financial institutions file currency...

The two-tier trigger policy for supervisory board members in Germany

December 2014  |  RISK MANAGEMENT

Hendricks & Co GmbH

D&O damage cases are rife with conflicts of interest. In liability proceedings, an executive board tends to react according to the motto “attack is the best form of defence” and threatens the supervisory board with recourse...

The changing landscape of the legal business

December 2014  |  LITIGATION & DISPUTE RESOLUTION

Pepper Hamilton LLP

Change is in the wind in the legal profession. Some law firms are regularly downsizing and others going out of business altogether. The firms that do survive are separating into increasingly well-defined tiers. The paradigm...

Standing to sue for risk of identity theft based on the compromise of personal identifying information

December 2014  |  DATA PRIVACY

King & Spalding

Courts in the United States are grappling, with an increasing frequency, with a fundamental legal question: does an individual whose personal identifying information (PII) has been compromised have standing to sue the...

Look out for the consumers: competition law, behavioural economics and consumer law reform

December 2014  |  COMPANY LAW

Watson, Farley & Williams LLP

Businesses have long heard how it is all about consumers: regulators have a duty to regulate in the interest of consumers (sometimes consumers and citizens) and competition law enforcement is driven by a wish to ensure that markets...

Mergers and acquisitions: Brazilian tax benefit on the payment of goodwill on acquisition of equity interest

November 2014  |  MERGERS & ACQUISITIONS

Soares Bumachar Chagas Barros Advogados

The Brazilian tax legislation has a tax benefit for the amortisation or depreciation of the goodwill paid on the acquisition of equity interest of Brazilian companies. This tax incentive was introduced by Law No. 9532, of 10 December 1997 (Law 9532/97), in order to foster the...

Mergers and acquisitions in Vietnam – pitfalls and resolutions

November 2014  |  MERGERS & ACQUISITIONS

LNT & Partners

Vietnam has recently become one of the favoured destinations for mergers and acquisitions (M&A) for foreign investors, particularly from Japan, Korea and Singapore. Key sectors of interest include real estate, food and beverage, retail, and to a lesser extent, manufacturing...

Drawing another line of defence: legal risk management in Vietnam’s banking sector

November 2014  |  BANKING & FINANCE

VCI Legal

Since the late 1980s, the Vietnamese banking system has been considered the lifeline of Vietnam’s economy. Developments and reforms in the Vietnamese banking sector have come a long way as the State Bank of Vietnam (SBV) and the government have consistently...

Sovaldi patent case hits the UK courts – decision expected Q4 2014

November 2014  |  INTELLECTUAL PROPERTY

Innovate Legal

Sovaldi is Gilead Sciences’ blockbuster oral drug treatment for hepatitis C virus (HCV) infection. It accounts for approximately half of Gilead’s current revenues. It has been hitting the news headlines recently, both for the hefty sums being required of payers to gain access...

Doing business in India – complying with employment and immigration rules 

November 2014  |  EMPLOYMENT LAW

In Se Legal

‘Make in India’, the new Indian tag line promoted by the Indian Prime Minister, has certainly struck a chord with domestic and foreign investors alike. If ever India found itself out of favour with foreign investors over the past couple of years, its fortunes seem to finally...

Amendments to social security parameters in India 

November 2014  |  EMPLOYMENT LAW

LawQuest

Labour laws in India place a great emphasis on the social and economic security of the common man. The Indian government offers many schemes by which individuals working in any organisation can build a corpus through regular deductions from their wages and an...

M&A in Ireland 

October 2014  |  MERGERS & ACQUISITIONS

ByrneWallace

The 2014 M&A market in Ireland has shown promising signs of growth and recovery to date. Continuing the prevailing trends of 2013, the biggest deals of the year have all involved foreign acquirers...

The continued misuse of bankruptcy by SARE debtors 

October 2014  |  BANKRUPTCY & RESTRUCTURING

Moritt Hock & Hamroff LLP

Bankruptcy is intended to provide debtors with the opportunity of a fresh start by modifying their debt obligations. As enacted, the Chapter 11 process was designed for entities needing breathing space and a chance to work out various issues and concerns with their creditor...

An important ruling from the Turkish Court of Appeal regarding the bankruptcy jurisdiction

October 2014  |  BANKRUPTCY & RESTRUCTURING

Baspinar & Partners

The 23rd Chamber of the Turkish High Court of Appeal (Court of Appeal) recently gave a significant ruling which changed the bankruptcy case structure and ended a dispute within the legal environment. According to the ruling, when parties have agreed on a competent...

SEPA operations: year one 

October 2014  |  BANKING & FINANCE

STEPS Consulting

In 2002, the European Commission and the European Central Bank, anxious to strengthen the European market and promote economic development, initiated SEPA (Single Euro Payment Area or Single Euro Payments Area). This standard became mandatory on...

CEO and directors’ liability in Russia: drift in direction of compensatory remedies 

October 2014  |  BOARDROOM INTELLIGENCE

Orrick

Russian law and court practice provide companies and their shareholders with a range of possible remedies for a failure by a CEO or company director to comply with their obligations. Until recently, punitive remedies...

Top security guidelines for CFOs 

October 2014  |  RISK MANAGEMENT

AlienVault

Arguably, the role that often gets overlooked when managing risk and making security decisions is the CFO. The CFO is put in the tough position of balancing investment in IT security against so many other elements. For those ‘in the know’, investing in security technology...

New model set of contractual clauses for international data transfers from Spain: outsourcing of services 

October 2014  |  RISK MANAGEMENT

Gómez-Acebo y Pombo Abogados

Standard contractual clauses for international personal data transfers between a data processor and a subprocessor have now been approved in Spain. Together with the standardised sets of contractual clauses for international controller to controller and controller to processor...

Considerations for using the new state statutes to stop abusive patent troll assertions 

October 2014  |  INTELLECTUAL PROPERTY

Holland & Knight LLP

From President Barack Obama enacting several executive orders to Judge Randall Rader, then Chief Judge of the United States Court of Appeals for the Federal Circuit, penning an op-Ed in the New York...

Delaware Supreme Court upholds a one-way fee-shifting bylaw 

October 2014  |  LITIGATION & DISPUTE RESOLUTION

Ropes & Gray LLP

It has become an ingrained expectation that almost any merger or sale transaction at an American company leads to a lawsuit. This is particularly so for Delaware companies, by far the leading state of incorporation and the legal home of much M&A activity. Such...

Environmental disputes over air pollution charges involving oil and gas companies in Russia

October 2014  |  LITIGATION & DISPUTE RESOLUTION

Khrenov & Partners

The oil and gas industry has traditionally been considered one of the main causes of environmental problems in most countries around the globe. At this point, environmental awareness is at an all-time high among the general public, NGOs and governmental...

Vietnam: new tendering rules 

October 2014  |  SECTOR ANALYSIS

Gide Loyrette Nouel

Vietnam’s Law No. 43/2013/QH13 on Tendering (Law 43) came into force on 1 July 2014, repealing Law No. 61/2005/QH11 on Tendering as amended (Law 61), as well as a number of articles relating to public tendering under Law No. 16/2003/QH11 on Construction...

Restructuring Russian companies in England 

September 2014  |  BANKRUPTCY & RESTRUCTURING

Morgan Lewis

Companies throughout Europe, North and South America and the Middle East are using English law to restructure in times of financial difficulties. English law provides more flexibility in the techniques used, and does not require the consent of all creditors. The process...

Will enforcement of US sanctions reshape how US-dollar transactions are cleared? 

September 2014  |  BANKING & FINANCE

White & Case LLP

Banking reforms in the wake of the 2008 global financial crisis have been singularly focused on preventing systemic risk in a market or across markets. Penalties for US sanctions violations that introduce that risk into the US-dollar clearing market would seem...

Patents: misrepresentation and revocation

September 2014  |  INTELLECTUAL PROPERTY

DM Kisch Inc.

Can you validly amend out of a false misrepresentation? This issue was recently debated before the South African Court of the Commissioner of Patents in the 2013 case of Gallagher Group Ltd v IO Tech Manufacturing (as yet unreported – Kollapen J sitting as Commissioner...

Your financial products and services are still patentable (maybe) – tips for procurement

September 2014  |  INTELLECTUAL PROPERTY

Greenberg Traurig, LLP

Obtaining patent protection for financial products and services has never been more difficult. Such ‘business method patents’, which may cover data processing used in the practice, administration or management of a financial product or service, have been under...

EU data protection reform

September 2014  |  DATA PRIVACY

Edwin Coe LLP

The current EU Directive 95/46/EC on data protection dates back to 1995. Each EU Member State has implemented and interpreted the EU 1995 Data Protection Directive differently into its national laws which has resulted in a patchwork of legislation across...

Fresh take on personal data protection in Ukraine

September 2014  |  DATA PRIVACY

Gide Loyrette Nouel

Ukrainian laws allow characterising information as a trade secret only if the data are commercially valuable and adequate measures for keeping them secret have been taken, according to the Civil Code of Ukraine, Article 505. Personal data is a part of a trade secret...

Avoiding successor liability in M&A transactions

August 2014  |  MERGERS & ACQUISITIONS

Shearman & Sterling LLP

Imagine a relatively straightforward transaction: an expanding company acquires an attractive target that promises lucrative access to customers in emerging markets. Among the target’s key assets are agreements with state-owned companies in those markets...

Outlook for global mid-market M&A – onwards and upwards?

August 2014  |  MERGERS & ACQUISITIONS

CohnReznick LLP

With a number of the world’s major economies showing promising signs of an upturn, it is unsurprising to see mid-market M&A activity on the rise. Acquisitions are once again becoming an increasingly important strategy for companies looking to strengthen...

Mergers and acquisitions: unlocking a deal through insurance

August 2014  |  MERGERS & ACQUISITIONS

TheJudge

An outstanding legal dispute, whether already in the courts or merely contemplated, can frustrate a merger or acquisition. Where the target company is facing a sizeable claim for damages, even if the legal argument or the amount claimed seems to lack merit...

Recharacterisation risk in modern finance

August 2014  |  BANKING & FINANCE

Thompson and Knight LLP

As investors continue to chase yield in an historically low interest rate environment, they are using increasingly complicated structures to unlock value. The quest for better returns is not without risk. Thus, capital providers will be well served not only to...

Never-Before-Examined – the top five focus areas to prepare for an SEC exam

August 2014  |  FINANCE & INVESTMENT

Cordium

Another day, another initiative from the US Securities and Exchange Commission (SEC). In 2012 the Commission began its Presence Exam initiative among newly registered investment advisers (RIAs), with the aim of ensuring compliance with federal securities...

Look in the mirror to bond with customers

August 2014  |   BOARDROOM INTELLIGENCE

Addiscott & Associates

The purpose of a business is to acquire, delight and retain customers. A profit is achieved when the first bit is done cost effectively. Judging by global anecdotal evidence that poor customer service is now endemic, this is a truism of which many businesses...

Innovation and technology in defined benefit pensions

August 2014  |  BOARDROOM INTELLIGENCE

Barnett Waddingham LLP

Many people associate defined benefit (DB) pensions with lengthy processes and unwieldy rules and practices – a far cry from the innovation and technology seen in some other areas of business. In truth, though, the pensions industry is developing at great pace to...

The new reality of boardroom risks in India

August 2014  |  BOARDROOM INTELLIGENCE

Marsh India

The American President Harry S. Truman was famous for keeping a sign reading “The buck stops here” on his desk in the Oval Office. This quote has become a mantra for business leaders across the world, and remains the everyday reality for Indian CEOs...

Parent company liability in Europe

August 2014  |  FRAUD & CORRUPTION

Ashurst LLP

The potential liability faced by parent companies for competition infringements committed by their subsidiaries has recently come into focus following a decision by the European Commission to fine Goldman Sachs €37m for the behaviour of an investee company...

Infrastructure funding and corruption in Canada

August 2014  |  FRAUD & CORRUPTION

MNP LLP

Late last month, the Canadian government implemented its 2014 budget enabling legislation approving the last phase of over $100bn of investment in infrastructure, much of it is slated to be built through the public-private partnership (P3) procurement model...

Cybersecurity: legal trends for a major business concern

August 2014  |  RISK MANAGEMENT

Jones Day

Even if this theme is not – yet – permanently all over the news, over the past few years, cybersecurity has gradually emerged as a major business concern. It is indeed now unfortunately becoming more and more frequent to hear about data thefts, ransom demands...

The Google ‘right to be forgotten’ ruling and its wider implications for the financial services sector

August 2014  |  RISK MANAGEMENT

Nabarro LLP

In a landmark judgment on 13 May 2014, the Court of Justice of the European Union (the Court) ruled that an individual has the ‘right to be forgotten’ under the Data Protection Directive 95/46/EC (the Directive). The Court held that, in certain circumstances...

Exit management planning for outsourcing agreements

August 2014  |  RISK MANAGEMENT

IT Group UK Limited

An Exit Management Plan (EMP) is essential to any outsourcing agreement, but it is often overlooked at the time when it should be given the most attention – during the formation of the contract. Consideration of an EMP at the start of a contract is sometimes likened...

Joint infringement and the US Supreme Court decision in Limelight Networks v. Akamai Technologies

August 2014  |  INTELLECTUAL PROPERTY

Burns & Levinson LLP

The recent US Supreme Court decision in Limelight Networks v. Akamai Technologies relates to joint infringement. Usually, infringement of a method or process claim in a patent occurs when one entity practices all the steps in the method or process. However, in...

The dissolving divide

August 2014  |  INTELLECTUAL PROPERTY

Proven Legal Technologies

As technology continues to infiltrate every aspect of society, Bring Your Own Device (BYOD) is a term that has become widely adopted, referring to employees who take their own technology devices with them to the workplace. In many companies, employees...

Settlement trends in data breach litigation

August 2014  |  DATA PRIVACY

Locke Lord LLP

On Friday 13 June 2014, Sony Computer Entertainment America agreed to provide as much as $15m to a class of PlayStation Network users who alleged they suffered actual financial harm resulting from the theft of personal information. The settlement...

Canada continues as a friendly jurisdiction for enforcement of international arbitration awards

August 2014  |  LITIGATION & DISPUTE RESOLUTION

Borden Ladner Gervais

It can be a long and difficult road to get to the end of an international arbitration, and unfortunately, although the majority of international arbitral awards are voluntarily complied with, the road may not end there. If you are the successful party and voluntary compliance...

Turkey’s efforts to privatise its electricity generation assets: challenges ahead

August 2014  |  SECTOR ANALYSIS

Çakmak Avukatlık Bürosu

Privatisation of state-owned economic units to foster liberalisation of the markets has been on the Turkish government’s agenda since the early 2000s. Electricity generation and distribution assets constituted a large part of this privatisation scheme. Among...

The African ICT sector, promoting growth while tackling costs

August 2014  |  SECTOR ANALYSIS

Norton Rose Fulbright

Over the past 15 years there has been dramatic growth in the Information and Communication Technology (ICT) sectors worldwide, particularly in the mobile services market. ICT markets in many jurisdictions are now highly saturated and revenue growth has begun...

Revitalising Nigeria’s infrastructure

August 2014  |  SECTOR ANALYSIS

Fasken Martineau LLP

There is now official recognition that Nigeria is one of the leading economies in the world and the largest economy in Africa. Nigeria must redouble its efforts to improve productivity, economic growth and eradicate poverty. To do so, the country must upgrade its,,,

Tax avoidance schemes: what you need to know

August 2014  |  TAX

Shulmans Corporate Solicitors

There has recently been a lot of coverage in the media regarding celebrities and other wealthy individuals participating in tax planning schemes to minimise the amount of tax they are paying. These schemes can be an aggressive form of tax planning and can stray into...

Whistle while you work?

August 2014  |  EMPLOYMENT LAW

HowardKennedyFsi LLP

The recent ruling that a former member of an LLP can pursue a whistleblowing claim against her former firm should set alarm bells ringing for many financial services businesses. The case concerned allegations that the claimant, a former member of law firm Clyde and Co LLP, had been...

Regulatory developments in the Cayman Islands

August 2014  |  COMPANY LAW

Campbells

As a leading offshore financial centre, the Cayman Islands constantly reviews and updates its legal framework in response to the demands of the international financial community. In that regard, two new laws have recently been enacted in the Islands...

Amendment to the Spanish takeover bid regime

July 2014  |   MERGERS & ACQUISITIONS

Cuatrecasas, Gonçalves Pereira

Spain’s mandatory takeover bid exemption for rescue operations was amended in March. Whoever acquires control of a listed company due to a conversion of debt into shares directly attributable to a court-sanctioned refinancing agreement will not have to launch...

Emerging uncertainties relating to credit bidding in bankruptcy

July 2014  |   BANKRUPTCY & RESTRUCTURING

Skadden, Arps, Slate, Meagher & Flom LLP

Chapter 11 bankruptcy cases are often vehicles by which debtors sell all or substantially all of their assets, either through a confirmed reorganisation plan or through a sale prior to confirmation pursuant to section 363 of the Bankruptcy Code. In the bankruptcy...

Court supervised restructuring in Belgium

July 2014  |   BANKRUPTCY & RESTRUCTURING

ALTIUS

The Belgian legal system provides different instruments to companies experiencing financial difficulties. In general, restructuring can take place with or without the court’s intervention. However, there is no general, complete legal framework for out-of-court...

Right of retention and mortgage: which prevails?

July 2014  |   BANKING & FINANCE

CMS Rui Pena & Arnaut

The Portuguese Supreme Court recently delivered an important judgment consolidating case law that put an end to a jurisprudential and doctrinal discussion on the priority of the right of retention over a mortgage. The court’s ruling limited the priority of the...

Do you have to auto-enrol LLP members?

July 2014  |   BOARDROOM INTELLIGENCE

Lewis Silkin LLP

Following the Supreme Court’s recent decision in Clyde & Co LLP v Bates van Winkelhof, many commentators have suggested that an LLP must now automatically enrol (and pay contributions in respect of) its members into a pension scheme...

Confusion in accounting and bookkeeping standards after the new Turkish Commercial Code

July 2014  |   FINANCE & ACCOUNTING

Çakmak Avukatlık Bürosu

After the launch of the new Turkish Commercial Code, independent auditing became mandatory for certain joint stock companies. Companies that, alone or together with their affiliated companies and subsidiaries, meet at least two of the following conditions...

Organisational models: when the ‘blanket’ is too short

July 2014  |   FRAUD & CORRUPTION

Cugia Cuomo & Associati

Recent Italian jurisprudence has shed light on the long-debated topic of the roles played by supervisory bodies in corporate entities – particularly in ensuring the responsiveness of corporate actions to ethical principles and compliance to organisational...

The legal representative in Brazil

July 2014  |   RISK MANAGEMENT

G.Jacintho

When doing business in Brazil, the foreign company must permanently maintain a legal representative with powers to sign on behalf of the foreign partners, solve issues related to the business, respond in a legal capacity, and receive summons on behalf of the overseas company...

The right to be forgotten by internet search engines: real right or real controversy?

July 2014  |   DATA PRIVACY

Gómez-Acebo & Pombo

Since Google appeared in our everyday lives, it has undeniably led to a paradigm shift in the way we view the great diversity of internet service providers, as well as the way we apply existing laws to the swift-changing global reality of new technologies...

A civil rights framework for the internet in Brazil

July 2014  |   DATA PRIVACY

Pinheiro Neto Advogados

Altogether it took about six years. President Dilma Rousseff enacted, on 23 April 2014, Law No. 12,965/2014, adopting a Civil Rights Framework for the Internet (Marco Civil da Internet) in Brazil. And it was the best of times and the worst of times...

Financial institutions: launching a privacy compliance program

July 2014  |   DATA PRIVACY

Barrera, Siqueiros y Torres Landa

Privacy and data protection is one of the hottest compliance topics for most companies in Mexico. Financial institutions are no exception, particularly since the Mexican privacy regulator, the Instituto Federal de Acceso a la Información y Protección de Datos (IFAI) recently..

Internal investigations and the effect of Barko

July 2014  |   LITIGATION & DISPUTE RESOLUTION

Thompson & Knight LLP

When does privilege protect internal investigations? Although companies were previously confident that the attorney-client and work-product privileges insulated investigative work from discovery, this confidence may now be in question...

French employees do not have to disconnect their remote electronic equipment at 6pm

July 2014  |   EMPLOYMENT LAW

Actance Avocats

Numerous press outlets had a good laugh last month at the alleged obligation imposed on French employees to disconnect from remote communication tools overnight and at weekends. Although not entirely wrong, the facts must be put right...

Cyber resilience set to influence deal-making outcomes

June 2014  |  MERGERS & ACQUISITIONS

Stroz Friedberg

The threat of information leakage during sensitive M&A transactions is not new. People have attempted to profit from inside information at least since the invention of the modern finance system. However, the rise in cybercrime is creating an entirely different...

Looking beyond the deal

June 2014  |  MERGERS & ACQUISITIONS

Imprima

M&A deals have seen a very promising amount of activity in 2014 which has restored much needed confidence back into the global markets. Deals involving the likes of Jim Beam, Unilever and Google early in the year lent credence to predictions made...

M&A bribery due diligence

June 2014  |  MERGERS & ACQUISITIONS

Moalem Weitemeyer Bendtsen Advokatpartnerselskab

Anti-bribery regulation has, within the last few years, become a major concern for companies acting globally. The UK Bribery Act has been designed to force companies to engage in the fight against corruption, providing the Serious Fraud Office jurisdiction over foreign...

Post-completion price adjustments in negotiated M&A transactions

June 2014  |  MERGERS & ACQUISITIONS

Garrigues

Two of the main mechanisms in negotiated M&A transactions when structuring the consideration and the deal with purchase price adjustments are (i) the locked-box mechanism and (ii) the price subject to adjustment based on completion accounts...

Ukrainian M&A deals: trends and developments

June 2014  |  MERGERS & ACQUISITIONS

Vasil Kisil & Partners

The political and economic environment in Ukraine put on hold a number of M&A deals at the end of 2013 and into the first quarter of 2014. However, in view of the forthcoming elections to determine the President of Ukraine, and long awaited financing from the...

Main rules on M&A involving publicly-held companies in Brazil

June 2014  |  MERGERS & ACQUISITIONS

Machado, Meyer, Sendacz e Opice Advogados

It is important for companies interested in carrying out M&A transactions involving Brazilian publicly-held companies to be familiar with some particularities of the Brazilian legal system in this respect. Indeed, Brazilian public companies are extensively...

The shipping crisis presents opportunities

June 2014  |  BANKRUPTCY & RESTRUCTURING

Taylor Wessing

The shipping markets are already in their sixth year of crisis and they remain in a state of disarray. Ship-owners, funders and their financing banks, investors, third party creditors as well as other participants in the market are almost all currently consumed with questions...

European Commission’s new Guidelines on environmental and energy State aid

June 2014  |  BANKING & FINANCE

Linklaters LLP

On 9 April 2014, the European Commission adopted its new Guidelines on environmental and energy State aid for 2014-2020. The adoption followed intense stakeholder consultation and – unusually – even led the Commissioners to a vote, in which...

Financial close – don’t lose sight of the end goal

June 2014  |  BANKING & FINANCE

Redwood Software

The financial close process is the heartbeat of the finance function. Of course, reporting timeliness is crucial, but simply improving the speed of the close cycle is not enough. Deriving real value from the process depends on a quality close. The ability to make strategic...

New developments in Russian infrastructure securitisation

June 2014  |  BANKING & FINANCE

Orrick CIS LLC

The Russian economy is currently experiencing a great demand for financing of infrastructure projects, and the government has developed new legal instruments for project finance, including securitisation. A new law on asset-backed securities (the ABS law)...

Reporting by Indonesian companies of their offshore loan facilities

June 2014  |  BANKING & FINANCE

Makarim & Taira S

It is common for banks or financial institutions outside Indonesia to provide loan facilities to Indonesian companies, including loans related to export credit facilities. Except in certain cases such as a loan that involves funding for a project that also involves the government...

Systems check – getting ready for 1 July 2014

June 2014  |  BANKING & FINANCE

ATMD Bird & Bird LLP

The Monetary Authority of Singapore (MAS) has to date issued several guidelines and notices. One of the latest guidelines and notices issued by MAS relate to technology risk management. The requirements of these Guidelines (Technology Risk Management Guidelines...

Thailand’s new investment promotion strategy

June 2014  |  BANKING & FINANCE

BDO Advisory Limited

Over the past 60 years Thailand has grown significantly through various strategic initiatives (starting with the Industrial Promotion Act of 1954) that have culminated in it being classified as an ‘upper-middle income’ economy by the World Bank in 2011. We have generally...

Philippine PPP experience: lessons learned mid-stream

June 2014  |  BANKING & FINANCE

PJS Law

The Philippines has finally freed itself from perennially being touted as the sick man of Asia to being second fastest growing economy in the region. With upgrades in investment ratings and national growth rates above 6.0 percent over the last two years alone, there...

The Vietnamese banking sector: revisions to foreign ownership limits and investment criteria

June 2014  |  BANKING & FINANCE

Gide Loyrette Nouel

On 3 January 2014 the Vietnamese Government issued Decree 01/2014/ND-CP (effective from 20 February 2014) on the purchase by foreign investors of shares of Vietnamese credit institutions (‘Decree 01) replacing Decree 69/2007/ND-CP on  purchase by foreign investors of shareholding in Vietnamese commercial banks (‘Decree 69’)...

GCC bonds – growing activity and how Bahrain is poised to capitalise

June 2014  |  CAPITAL MARKETS

Trowers & Hamlins

Over the last year GCC markets have witnessed growing interest in capital markets transactions which is expected to increase over the coming years. With the recent launch of the OFS Module of the CBB Rulebook, the Central Bank of Bahrain is well positioned to take...

Net neutrality in Europe: reconciling the irreconcilable

June 2014  |  RISK MANAGEMENT

Gibson, Dunn & Crutcher LLP

The net neutrality debate in the EU over the past decade is characterised by a number of policy twists and turns, and there are strong signs that these twists and turns will continue to plague decision-makers for some time. The concept of net neutrality initially...

Compliance and regulatory developments in Brazil: money laundering and corruption

June 2014  |  FRAUD & CORRUPTION

FeldensMadruga

Recent regulatory developments in Brazil have not only made compliance one of the most debated topics this year, but also signal new risks related to doing business in the country. Although the concept of compliance is not new in Brazil, especially concerning the...

Big Data – this time, it’s personal

June 2014  |  DATA PRIVACY

Edwards Wildman Palmer

Big Data is the new black. This ‘phenomenon’, which has seen businesses around the globe boost their economic activity from harnessing the commercial value of their data, has now even grabbed the attention of governments on both sides of the Atlantic...

Cyber security and data privacy in South Africa

June 2014  |  DATA PRIVACY

Norton Rose Fulbright

Cyber security and data privacy will be under the spotlight when South Africa’s Protection of Personal Information Act comes into force. The date of operation is still to be proclaimed by the president. Affected parties will then have a minimum of 12 months...

Transfers of personal data from Malaysia: understanding the requirements of the Personal Data Protection Act 2010

June 2014  |  DATA PRIVACY

Lee Hishammuddin Allen & Gledhill

After years in the making, the Malaysian Personal Data Protection Act 2010 (PDPA) was enforced on 15 November 2013. The PDPA is the first legislation passed on data protection in the Southeast Asian region, paving the way for other similar legislative developments in Southeast Asia....

Turkey’s new petroleum law: general framework and incentives

June 2014  |  SECTOR ANALYSIS

Akin Law Office

Turkey has been enjoying a steady rate of growth for the past decade, which has created a strong economy but also significantly increased the demand for energy. In line with recent economic growth, Turkey announced a set of ambitious targets to be reached by 2023...

Warranty & Indemnity insurance – allowing private equity to boost IRR

May 2014  |  PRIVATE EQUITY

Howden Insurance Brokers

Warranty & Indemnity (W&I) insurance has been used for private M&A transactions since the 1990s to overcome specific deal hurdles. It is only more recently that W&I insurance is being used as a ‘deal tool’, allowing the parties an alternative approach. A growing...

No contest settlements, with a twist

May 2014  |   BANKING & FINANCE

Lenczner Slaght

On 11 March 2014, the Ontario Securities Commission (OSC) announced new enforcement initiatives, including a new program for no-contest settlements, whereby the “facts are declared by Staff to be true based on its investigation and which are not denied by the...

How to think about market manipulation

May 2014  |   BANKING & FINANCE

The Brattle Group

The phrase ‘market manipulation’ is part of the daily news cycle, reported across a growing list of commodity and financial markets. Unfortunately, a universal understanding of manipulative behaviour does not currently underlie the allegations. The patchwork of...

FS brands can do social media

May 2014  |   BANKING & FINANCE

Indicia

It is widely acknowledged that social media offers brands the chance to connect with customers and prospects on a personal level whilst also allowing them to build strong relationships through genuine one-to-one communication. So why have financial services...

FX risk management cannot be an afterthought

May 2014  |   BANKING & FINANCE

Kantox

In today’s fast-moving and globalised economy, currency volatility has emerged as one of the most significant financial risks for businesses. Typical bank and broker costs for FX transactions include a huge spread, extortionate commission fees and additional...

EU banking union and the Lithuanian banking system

May 2014  |   BANKING & FINANCE

Dominas & Partners

The Lithuanian banking sector plays a significant role in the financial market of the Republic of Lithuania. Lithuania has seven active commercial banks, eight branches and two representative offices of foreign banks. Currently 277 banks of the EU provide services on a...

Work Health Safety Act and the risks for directors

May 2014  |   RISK MANAGEMENT

Ferrier Hodgson

As a result of the recent implementation of new legislation, many Australian businesses are unaware of new work safety provisions and are potentially exposing themselves to personal risk in their everyday dealings. The Work Health Safety Act...

The TPP and patent rights in Mexico

May 2014  |  INTELLECTUAL PROPERTY

Dumont, Bergman, Bider & Co.

Negotiations for a new Free Trade Agreement (FTA) among some economies in the Pacific Rim are on the way. Countries taking part in the talks include the US, Japan, Mexico, Canada, Australia, Malaysia, Chile, Singapore, Peru, Vietnam, New Zealand and Brunei...

Tax as a means to control Mexico’s health sector

April 2014  |   SECTOR ANALYSIS

Sánchez DeVanny Eseverri, S.C.

Over the last several years, the Mexican government has paid special attention to certain human health matters, resulting in much stricter regulation of most products intended for human consumption, including pharmaceuticals, medical devices, food, dietary supplements...

Application of new EU rules concerning restrictions of hazardous substances (RoHS) to medical devices

April 2014  |   SECTOR ANALYSIS

Hogan Lovells International LLP

The new European Union (EU) RoHS Directive (Directive 2011/65/EU of the European Parliament and of the Council of 8 June 2011 on the restriction of the use of certain hazardous substances in electrical and electronic equipment), commonly referred to as...

Shareholder arbitration: a comparison of American and Brazilian systems 

April 2014  |   LITIGATION & DISPUTE RESOLUTION

Machado, Meyer, Sendacz e Opice Advogados

The United States and Brazil have very different systems governing shareholder arbitration. The systems are so distant from each other that a comparative analysis should help reveal advantages and risks to be mutually considered...

False advertising challenges in the US: a potential alternative to courtroom litigation 

April 2014  |   LITIGATION & DISPUTE RESOLUTION

Olshan Frome Wolosky LLP

Advertisers want a level playing field on which they can compete. Businesses that advertise in the United States are frequently troubled by the advertising practices of their competitors. These responsible businesses know that their competitors have crossed the...

Proposed expansion of the covered business method review program

April 2014  |   INTELLECTUAL PROPERTY

Frommer Lawrence & Haug LLP

In recent years, the United States Congress has enacted legislation to curb abuses by patent-assertion entities (or patent trolls). Some believe that Congress has not gone far enough. But a proposed provision regarding business-method patents...

Using insurance wrappers for asset protection and tax planning 

April 2014  |   RISK MANAGEMENT

Rosenberg Abramovich Keren-Polak Epelman

In this article we provide a brief summary of the advantages associated with the use of insurance wrappers for both asset protection and tax planning purposes. Such advantages became even more relevant in light of the recent change in the Israeli Tax...

Self-laundering and the impact on a company’s model of organisation, management and control

April 2014  |   FRAUD & CORRUPTION

CMS Adonnino Ascoli & Cavasola Scamoni

In recent years issues around money laundering and the reuse of ‘dirty money’ have intensified due to their impact on the market and on free economic development. The Italian Legislator has...

Huyen Nhu – VietinBank and the test to secure private interests 

April 2014  |   BANKING & FINANCE

Rajah & Tann LCT Lawyers

The court case of Huynh Thi Huyen Nhu and VietinBank recently ended at the first stage, with a relatively uncontroversial verdict on criminal penalties imposed against Huyen Nhu and other accused members.However, the claim for exemption from indemnification...

Ireland’s continued growth in the aviation sector 

April 2014  |   BANKING & FINANCE

William Fry

Ireland is one of the leading locations in the world for all forms of aircraft finance and leasing activities. This is due to Ireland’s very favourable tax environment, its long and successful tradition in the aviation industry, and the required skills, knowledge...

Refinancings and consensual restructurings in Finland 

April 2014  |   BANKING & FINANCE

Dittmar & Indrenius Attorneys Ltd. 

In the current economic climate, the number of debtors experiencing difficulties in servicing their loans is increasing. In many cases, the debtors’ businesses have not developed favourably and a number of banks are unwilling to take on significant new risk...

Shareholder and other third party liability in bankruptcy cases in Argentina 

April 2014  |   BANKRUPTCY & RESTRUCTURING

Marval, O’Farrell & Mairal

In Argentina, bankruptcy proceedings are governed by Law No. 24,522, as amended (the Argentine Bankruptcy Law or ABL). Immediately after the adjudication of bankruptcy (proceedings that involve the dissolution and liquidation of the debtor’s...

Extracting value from your Cayman Islands company: returning capital and sharing profits 

March 2014  |   BANKING & FINANCE

Solomon Harris

Whilst investors are clear as to the benefits of using a Cayman Islands Exempted Company (‘Company’) as an investment vehicle, they are not always aware of the options available to them for taking money out. As the Company is a legal entity there are formalities...

Setting maximum time-periods: the end of ‘never-ending’ Works Council consultations? 

March 2014  |   LABOUR & EMPLOYMENT

Actance Avocats

One of the difficulties of French employment law has for many years been the uncertainty which employers faced when launching a consultation procedure: they knew when they introduced the consultation but in some cases had no idea when it would be closed...

The construction sector in Poland 

March 2014  |  SECTOR ANALYSIS

K&L Gates Warsaw

A few years ago, when Poland started one of the largest construction projects in Europe involving billions of euros of contracts, every civil engineering firm involved in such projects expected to benefit. The country’s stable political situation, funds granted by the European...

Mistakes to avoid on your next acquisition

February 2014  |  MERGERS & ACQUISITIONS

MDW Consulting Inc.

Most companies succeed because of their intellectual property (IP), the very thing that distinguishes them from their competition and helps grow their customers, sales and profits. IP is often internally developed and externally acquired, although many stumble or fail on integrating...

Snapshot of e-banking in Ukraine

February 2014  |  BANKING & FINANCE

Gide Loyrette Nouel

Retail e-banking started its development in Ukraine before the onset of the financial crisis. By 2009, electronic account statements and web-banking became standard for the industry. The crisis, which halted the double-digit growth of the financial sector from 2000-08, put the...

Should enterprises be prepared for bitcoin?

February 2014  |  BANKING & FINANCE

EnterPricing

Retail e-banking started its development in Ukraine before the onset of the financial crisis. By 2009, electronic account statements and web-banking became standard for the industry. The crisis, which halted the double-digit growth of the financial sector from 2000-08, put the...

Basic principles for successful entry into the Brazilian market

February 2014  |  FOREIGN INVESTMENT

UHY Moreira

Brazil, with its nearly 200 million inhabitants, a large number of cities, international events and increasing domestic investments in the oil, gas and construction industries, is now a favoured destination for foreign investment. Although many foreign companies desire to...

Disposals of Brazilian subsidiaries

January 2014  |  MERGERS & ACQUISITIONS

CMS Cameron McKenna LLP

Brazil has been high on international investors’ agendas during recent years. A period of rapid economic growth began in the early 1990s with the taming of hyperinflation by the ‘Plano Real’. Then, in 2001, Brazil was grouped with other leading emerging economies to...

New complex reorganisation rules in Colombia’s vibrant M&A market

January 2014  |  BANKRUPTCY & RESTRUCTURING

Lewin & Wills

The last decade has been a remarkably vibrant economic period for Colombia. Many local assets and companies have gone to foreign investors and M&A activity in the country continues to rise. In a recent tax reform, lawmakers introduced to the Colombian tax free...

The importance of thorough compliance due diligence in overseas transactions: the Turkish example

January 2014  |  MERGERS & ACQUISITIONS

ELIG, Attorneys-at-Law

In a legislative landscape where international anti-corruption conventions shape the domestic laws of countries and where extraterritorial enforcement of certain anti-corruption laws such as the US Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act increase with...

Ukrainian antitrust approval requirements for distribution agreements

January 2014  |  COMPETITION & ANTITRUST

Schoenherr

Representatives of the Antimonopoly Committee of Ukraine (AMC) have on many occasions announced that the AMC will investigate vertical agreements in the Ukrainian markets to determine their compliance with Ukrainian legislation on protecting economic competition. The problem is that...

Delaware Court of Chancery discusses ‘exit rights’ in venture-backed companies

January 2014  |  VENTURE CAPITAL

Morris, Nichols, Arsht & Tunnell LLP

Many venture capital firms employ an investment model that contemplates an exit – whether by IPO, sale, or otherwise – within a set number of years. For myriad reasons, venture capital firms nonetheless often structure their investments as purchases of preferred stock...

Investment in credit funds by French insurance companies

January 2014  |  BANKING & FINANCE

Ashurst LLP

Credit funds are increasingly marketed to French insurance companies (entreprises d’assurance). Investments made by these companies are subject to restrictions due to specific prudential regimes applicable to them, when it is intended that such investments be admitted to...

VIE structure – a long untold story

January 2014  |  BANKING & FINANCE

Jun He Law Offices

It is hard to imagine how a term originally used by the United States Financial Accounting Standards Board following the Enron scandal has found popularity on the other side of the Pacific Ocean, and become a recurring topic of discussion among financial and legal professionals for...

Economic profit growth – simply the best single strategic indicator for managing value creation

January 2014  |  BOARDROOM INTELLIGENCE

Marakon

You cannot manage something you cannot measure, and at the heart of the very best organisations –those that consistently outperform competitors – is an almost obsessive focus on driving growth in Economic Profit (EP) (McTaggart The Value Imperative, p.74, 1994)....

Companies and their managements need complex financial products, but must have the ability to control them

January 2014  |  RISK MANAGEMENT

Oppenhoff & Partner

Almost all enterprises use complex financial products, for example to reduce the risk of interest and currency fluctuations. However, such products have a complex risk profile and an amount of money far greater than the initial invested capital may be lost. Medium-sized enterprises...

National and international legal developments in fighting corruption

January 2014  |  FRAUD & CORRUPTION

Knierim | Huber Rechtsanwälte GbR

There have been important legislative developments to combat corruption, particularly within the last 10 years. This has led to increased prosecution activity in this branch of criminal activity. Domestic and international law obliges national authorities to prosecute beyond their...

OECD action plan on base erosion and profit shifting – transfer pricing considerations

January 2014  |  CORPORATE TAX

BKD, LLP

On 19 July 2013, the Organisation for Economic Co-operation and Development (OECD) issued an action plan containing 15 action items designed to curb perceived tax abuses by multinational enterprises (MNEs). The OECD’s Action Plan on Base Erosion and Profit Shifting (BEPS) was...

Transfer pricing rules under Ukrainian law

January 2014  |  CORPORATE TAX

Karpov & Stifutin

Transfer pricing as a means of price control in transactions between related parties is one of the most important issues in international taxation intended to ensure that profits shall be taxed in the country of origin. To address this international practice, new provisions were...

Raid demonstrates federal government’s seriousness in fight against illegal logging

January 2014  |  SECTOR ANALYSIS

Miller & Chevalier Chartered

In 2008, a handful of US Congressmen quietly worked to amend the Lacey Act to address the global problem of illegal logging. The black market timber industry – widespread in some countries – supports criminal organisations, weakens governments, creates enormous...


 
©2001-2016 Financier Worldwide Ltd. All rights reserved.