ExpertBriefing

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2015 ExpertBriefing


Merger clearance in Ukraine – long anticipated reforms

December 2015|  MERGERS & ACQUISITIONS

Arzinger

Ukrainian merger control is, in most cases, characterised by extremely low notification thresholds and the fact that the merger control regime may catch foreign-to-foreign transactions even if they do not directly target Ukrainian assets...

Recent company law changes impacting M&A deals

December 2015|  MERGERS & ACQUISITIONS

Tark Grunte Sutkiene

In recent years there have been a number of changes to the Law on Companies of the Republic of Lithuania (the Company Law) which have had a potential impact on concluding M&A deals in Lithuania. These changes relate to the legal form of a share...

Vietnam seeks to attract more foreign investment with two new laws

December 2015|  MERGERS & ACQUISITIONS

Duane Morris

This article summarises the most important changes brought about by the new Law on Investment and the new Law on Enterprise which became effective on 1 July 2015 and their immediate impact. The Vietnamese authorities have confirmed...

European Tower of Babel – one market, many languages

December 2015|  BOARDROOM INTELLIGENCE

Taylor Wessing

It clearly follows from the communication ‘A Digital Single Market Strategy for Europe’, issued by the European Commission in May 2015, that creating a single digital market is currently one of the Commission’s key priorities. This goal can...

The Italian Job – the ‘spalmaincentivi’ Decree

December 2015|  SECTOR ANALYSIS

Legance Avvocati Associati

Upon the enforcement of the so-called ‘Competitiveness Decree’ (the Decree) Italian PV operators had – mandatorily – to choose, by 30 November 2014, from three feed-in-tariff (FIT) reshaping options. They could chose from: (i) receiving a revised...

Cyber security: the dos, the don’ts and the legal issues you need to understand

November 2015|  RISK MANAGEMENT

TLT Solicitors

Cyber security and data protection are buzzwords at the moment and for good reason. Banks and other financial institutions face constantly evolving cyber threats. The nature of the threat and the means by which cyber attacks are perpetrated are...

The Internet of Things – the good news and a cautionary tale

November 2015|  RISK MANAGEMENT

Kleinbard LLC

The Internet of Things, also known as IoT, is a relatively new phenomena that comes with great benefits and some potential high risks. While we enjoy the benefits, we ignore the risks at our peril. A few years ago, no one but a few techies...

Has Mexico finally turned its eye to compliance?

November 2015|  FRAUD & CORRUPTION

Basham, Ringe y Correa, S.C. 

Without doubt, corruption is a major problem in Mexico. It stops development, slows growth, harms institutions, discourages investors, costs Mexicans millions a year and arrests up to 10 percent of the country’s GDP. It is no surprise that Mexico tops...

Institutional, multiparty and international disputes – is inter-disciplinary team mediation appropriate?

November 2015|  LITIGATION & DISPUTE RESOLUTION

Assouline & Berlowe, P.A. 

Mediation is not simple; it can be a daunting process. A cross-border project finance workout (including a project sponsor, a syndicate of international commercial banks, and multilateral financial institutions) presents significantly different...

Costs recoverability and instruction of foreign lawyers in Guernsey

November 2015|  LITIGATION & DISPUTE RESOLUTION

Ogier

In Guernsey, as with many jurisdictions, costs generally ‘follow the event’ in the sense of being awarded to the winning party against the losing party. It is at the discretion of the court whether to allow costs in particular cases and also to...

Arbitration in Brazil: from childhood to maturity

November 2015|  LITIGATION & DISPUTE RESOLUTION

Wald

Arbitration in Brazil can be divided into three stages: implementation, consolidation and improvement. Despite the fact that arbitration was already envisaged by the Brazilian legislator since 1824 (although in a completely different formula)...

Considerations for employers when terminating employment contracts

November 2015|  LABOUR & EMPLOYMENT

Stewarts Law LLP

If handled incorrectly, terminating an employee’s contract can result in significant reputational and financial damage to a business. Therefore, employers will usually want to give careful consideration at the outset to the legal position and the best strategy...

Types and formalities of security over the shares of a BVI company under BVI law

November 2015|  COMPANY LAW

Walkers

Security over the shares of a BVI company will typically be either by way of mortgage (which may be legal, although usually equitable) or charge. A legal mortgage involves the transfer of legal title to the shares of the BVI company into the name of the...

Covenant-lite loans: an overview

October 2015|  BANKING & FINANCE

Avila Rodriguez Hernandez Mena & Ferri LLP

Generally speaking, a covenant-lite or ‘cov-lite’ loan is a type of borrower-friendly secured loan facility that lacks the usual protective covenants typically found in more traditional loan facilities, with limited restrictions on the debt-service capabilities of...

Asian investments: five key risks to watch

October 2015|  FINANCE & INVESTMENT

Verisk Maplecroft

By any metric, Asia is increasingly assuming the mantle of a global commercial powerhouse. Despite a current slowdown in the Chinese economy, the Asia Development Bank has forecast the region to grow by 6.1 percent this year, and countries such as India...

How to retain customer’s trust: the importance of compliance

October 2015|  RISK MANAGEMENT

Elite Telecom

Consumer trust in a business has never been so critical. Take, for example, the recent hack on Ashley Madison which saw customer data stolen from its 37 million users, leaving patrons’ details exposed and the business’ reputation in tatters. This news...

Investigation of insider attacks with computer forensics

October 2015|  RISK MANAGEMENT

Ferrier Hodgson

The integration of technology with business processes has substantially changed the modern workplace. Whether or not this integration has led to dramatic efficiency gains can be debated; what is indisputable is that the amalgamation has exposed...

Strong passwords and ethical obligations

October 2015|  RISK MANAGEMENT

Law Office of Jenna F. Karadbil

Day in and day out lawyers use laptops, tablets, smartphones and other portable drives and computer accessories to work on, store and manage confidential client data. With ever decreasing prices for storage mediums and media, vast amounts of data can now be...

German balancing act between cyber-safety and cyber-freedom

October 2015|  RISK MANAGEMENT

Knierim | Huber Rechtsanwälte

The European Union and Germany in particular have a long history and well implemented tradition of data privacy and the right to personal freedom. German data protection laws are strict and governmental rights to observe people in their real lives, as well as...

Litigation readiness planning within banking and finance

October 2015|  LITIGATION & DISPUTE RESOLUTION

CYFOR

Litigation readiness planning (LRP) involves the strategic development of best practices and operating procedures to facilitate the control of an organisation’s electronically stored data (ESI) and potential evidence. Organisations need entrenched and...

To mediate in court or out of court, that is the question

October 2015|  LITIGATION & DISPUTE RESOLUTION

Foley & Lardner LLP

Mediation has become a popular method of resolving disputes. In the US, over 90 percent of all civil cases are resolved prior to trial, and many of those cases are resolved through mediation. Mediation has become so popular that many courts have created...

Bond. Project bond

September 2015|  BANKING & FINANCE

Chadbourne & Parke (London) LLP

In the wake of the global financial crisis, traditional lenders under attack from enhanced regulatory requirements and higher lending costs significantly reduced their exposure to the long-term project finance market. To enable project sponsors...

Investment arbitration of financial claims: the uncharted crossroads of two trodden paths

September 2015|  LITIGATION & DISPUTE RESOLUTION

Gomm & Smith

The latest issue of the Organisation for Economic Co-operation and Development (OECD) Sovereign Borrowing Outlook estimated that the marketable sovereign debt issued by central governments in the OECD region would amount to roughly 77...

Reform of the Ukrainian gas sector

September 2015|  SECTOR ANALYSIS

Gide Loyrette Nouel

The Ukrainian gas sector has faced turbulent times over the last 12 months – with the country experiencing the loss of gas deposits, disputes with Russian Gazprom, a significant increase in rental payments and new initiatives to decrease...

A trap for the unwary – drafting an anti-embarrassment clause

August 2015|  MERGERS & ACQUISITIONS

Kerman & Co LLP

An anti-embarrassment clause will provide that the seller will receive an additional payment (Additional Consideration) for the sale asset if the buyer resells the sale asset within a certain period of time, typically a period of between...

Involving IT early on: enhancing the success of M&A

August 2015|  MERGERS & ACQUISITIONS

Litcom

Mergers & acquisitions (M&A) are among the most intense and challenging activities in business. Managing the IT integration risk associated with a merger has become a major component in determining the ultimate success or failure...

Transfer of a going concern under the new Czech Civil Code

August 2015|  MERGERS & ACQUISITIONS

Wolf Theiss

As in other jurisdictions, two basic acquisition mechanisms are in place in the Czech Republic: the asset deal and the share deal. The former, which is the subject of this article, can be structured in two different ways...

Post crisis banking legislation and regulation: the impact on access to banking services for the unbanked

August 2015|  BANKING & FINANCE

InternationalKYC

The aftermath of the financial crisis of 2008-09 spurred regulators globally to enact new and enhanced regulations for the banking industry, as a way of protecting the global financial system from similar meltdowns in the future...

Banking resolution: new rules or a change of paradigm?

August 2015|  BANKING & FINANCE

Cuatrecasas, Gonçalves Pereira

On 19 June 2015, the Spanish State Official Gazzette published the Credit Institutions’ and Investment Firms’ Recovery and Resolution Act 11/2015 of 18 June (Act 11/2015), which implemented Directive 2014/59/EU...

Dealings with a bank’s related parties in Ukraine – shake up in search of confidence

August 2015|  BANKING & FINANCE

Gide Loyrette Nouel

As a part of the 2014 loan for reform in Ukraine package put forward by a consortium of development institutions led by the International Monetary Fund, the National Bank of Ukraine was mandated with...

Three data breach policy developments every risk manager should know

August 2015|  FRAUD & CORRUPTION

Experian Data Breach Resolution

Take any company’s board of directors and you can bet that cyber security is one of the biggest issues dominating their discussions about risk. Not only are boards discussing how prepared the company is to manage...

Anti-corruption developments in Mexico

August 2015|  FRAUD & CORRUPTION

Basham, Ringe y Correa, S.C. 

2013 was a crucial year for Mexico. With the return to power of the Partido Revolucionario Institucional (PRI), through the election of President Enrique Peña Nieto, a series of profound reforms were enacted...

Brazil: arbitration law reloaded

August 2015|  LITIGATION & DISPUTE RESOLUTION

Mayer Brown LLP

Foreign companies doing business in Brazil often turn to arbitration as a form of dispute resolution. Arbitration is particularly popular because of its flexibility and efficiency in comparison to litigation. Arbitration...

Recent developments relating to legal advice privilege

August 2015|  LITIGATION & DISPUTE RESOLUTION

Signature Litigation LLP

On 8 June 2015, the Royal Bank of Scotland (RBS) was ordered to hand over privileged documents relating to without prejudice negotiations with the Financial Services Authority (as it was then), now the Financial Conduct...

Environmental compliance in the spotlight

August 2015|  COMPANY LAW

Bond Dickinson

Environmental compliance is under the spotlight following a recent Court of Appeal judgment which confirms the trend of increasingly high sentences for environmental offences in the UK. Thames Water Utilities appealed...

The EU E-commerce Sector Inquiry – something to worry about?

August 2015|  COMPANY LAW

Crowell & Moring

On 6 May 2015, the European Commission announced the launch of an inquiry into the e-commerce sector in the European Union (EU). This inquiry, based on Article 17 of Regulation 1/2003, allows the Commission...

The enemy you know: an analysis of the insider threat

July 2015|  RISK MANAGEMENT

Independent Security Evaluators

Many organisations are already cognisant of the fact that there are security threats originating from the inside, beginning with their own trusted employees and partners. However, many organisations do not necessarily differentiate between the various types of...

Privilege and internal investigations

July 2015|  FRAUD & CORRUPTION

Norton Rose Fulbright Australia

Conducting investigations into allegations of fraud or corruption can present serious legal and commercial risk if privilege cannot be asserted over the findings of those investigations. That risk may be compounded if boards choose to conduct fraud or...

Facing litigation in the United States: plan, don’t panic

July 2015|  LITIGATION & DISPUTE RESOLUTION

Jones Day

For many companies, the big questions in terms of litigation are: “I have been sued in the United States. Will my company get a fair hearing? Can I trust the system in the courts of the United States?” Most of the time the system will scare you...

Supreme Court to decide whether Congress may confer standing on consumers to sue for statutory violations in the absence of actual harm

July 2015|  LITIGATION & DISPUTE RESOLUTION

King & Spalding LLP

In Robins vs. Spokeo, Inc, a case in which the US Supreme Court granted certiorari on 27 April 2015, the Court will address the following question: “Whether Congress may confer Article III standing upon a plaintiff who...

Multijurisdictional investigations: challenges for Canadians

July 2015|  LITIGATION & DISPUTE RESOLUTION

Lenczner Slaght

Regulatory investigations increasingly involve cooperation among authorities from multiple jurisdictions. In Canada, it is now routine for provincial securities commissions to share information with each other

Brazil’s new Code of Civil Procedure brings changes to international contracts and disputes

July 2015|  LITIGATION & DISPUTE RESOLUTION

Carvalho, Machado, Timm e Deffenti Advogados

After five years of deliberations, on 18 March 2015 President Rousseff signed into law the new Brazilian Code of Civil Procedure. When it comes into force on 18 May 2016 the new Code will replace the old Code, which dates back to 1973. The new Code aims to...

It’s not just performance that matters in private equity and real estate

June 2015|  PRIVATE EQUITY

Augentius Group

Recent surveys have found that investors are not just looking for investment performance; operational excellence and transparency are also critical to an investor’s investment decisions. But for many firms this is hard to achieve. A recent global EY report on the...

Growing wind services market offers growth avenue for private equity firms

June 2015|  PRIVATE EQUITY

MEC Intelligence

Since 2006-07, new wind markets have emerged in Eastern Europe due to high potential and the favourable policy scenario. These markets, nearly 10 in number, collectively represent a significant opportunity for private equity (PE) investments...

Implementation of the Cape Town Convention in India

June 2015|  BANKING & FINANCE

Wadia Ghandy & Co.

The Convention on International Interests in Mobile Equipment signed in Cape Town on 16 November 2001 (the Convention), which encourages and facilitates asset-based financing, was brought into force in India on 1 July 2008. However, no changes were...

The property-contract duality of Bitcoin

June 2015|  BANKING & FINANCE

Arnold & Porter LLP

Bitcoin and other digital currencies are emerging as an entirely new asset class. While some oversight agencies treat digital currencies as money, other agencies view them as a kind of property. They are traded on exchanges like securities, mined like commodities...

Investments in Italy: limits for non-EU companies and persons

June 2015|  FINANCE & INVESTMENT

Watson Farley & Williams

Historically, the Italian legislator has adopted an approach toward those foreigners willing to make an investment of any kind in Italy based on the reciprocal treatment of its citizens in the relevant foreign country. Such an approach, provided for in Article 16...

Vietnam: new Decree on public-private partnership investments

June 2015|  FINANCE & INVESTMENT

Mayer Brown JSM

On 14 February 2015, the government of Vietnam issued the long-awaited Decree 15 on public-private partnership (PPP) investments. Decree 15 took effect on 10 April 2015 and provides a single legal framework for private investments in the public...

Driving growth and setting strategy: the role of board of directors in strategic planning

June 2015|  BOARDROOM INTELLIGENCE

Women Corporate Directors

A pivotal and core responsibility of the board of directors is to provide leadership in the development and execution of a strategic plan; its importance mirrors hiring the CEO. This responsibility involves oversight of strategy including approving...

Information exchange in criminal matters - who knows your business?

June 2015|  FRAUD & CORRUPTION

PwC Legal

Business now more than ever is a global concern. We buy and sell goods globally at the touch of a computer screen; businesses can book a trade from one jurisdiction into another and arrange for the consequent payments to be transferred between financial...

Emerging risks facing the financial services industry

June 2015|  RISK MANAGEMENT

Capgemini Financial Services

Financial institutions find themselves to be continually exposed to a variety of global landscapes – all of which are driven by the economic, geopolitical, technological, sociopolitical and environmental realms in which they operate. These varying landscapes serve...

An ounce of prevention: hints to help avoid post-acquisition disputes

June 2015|  LITIGATION & DISPUTE RESOLUTION

Foley & Lardner LLP

All too often, the acquisition of a business does not end at the closing. The signing of contracts and shaking of hands too commonly only leads to a new stage of the deal: the post-acquisition dispute. According to a 2013 study by a leading shareholder representative firm...

Civil litigation risks following data breaches

June 2015|  LITIGATION & DISPUTE RESOLUTION

Norton Rose Fulbright

The rise in incidents of significant breaches of personal information has also given rise to recourse to the courts for civil remedies. In the United States, companies that have experienced data breaches often face consumer class action lawsuits shortly after the breach...

Argentina’s priority payment on its restructured sovereign debt

May 2015|  BANKRUPTCY & RESTRUCTURING

McKenna Long & Aldridge LLP

Argentina’s external debt instruments have been a source of litigation before domestic and international courts since the country defaulted in 2001-2002 on $100bn of sovereign bonds issued in accordance with a 1994 Fiscal Agency Agreement...

Brazil welcomes foreign investments in hospitals

May 2015|  FOREIGN INVESTMENT

Cascione, Pulino, Boulos & Santos Advogados

Brazil has recently enacted new legislation authorising international private investors to acquire and operate healthcare facilities in the country. The market for private healthcare in Brazil had reported...

The CSMAD: significant imminent changes to EU market abuse and insider dealing rules

May 2015|  BANKING & FINANCE

Katten Muchin Rosenman UK LLP

The European Union’s Market Abuse Regulation (Regulation (EU) No 596/2014) (MAR) will replace the EU’s Market Abuse Directive (Directive 2003/6/EC) (MAD) on 3 July 2016. In much of the EU, the...

The sky’s the limit for the financial sector

May 2015|  BANKING & FINANCE

Integrated Cloud Solutions

A technological revolution has taken place in the banking sector over the last decade. Customer expectations have evolved, causing the financial industry to reassess the tools it utilises to help drive...

Cyber liability: boards in the crosshairs

May 2015|  RISK MANAGEMENT

Chubb Group of Companies

Cyber risk is shaking corporate boards by the collar. Last year, the number of worldwide data security incidents of any type soared to 42.8 million, a 48 percent increase from the previous year...

The Unified Patent Court

May 2015|  INTELLECTUAL PROPERTY

Grunecker

Years of debate and negotiation have resulted in a new European patent system ante portas. A Unified Patent Court will be established on the basis of the Unified Patent Court agreement...

How to protect your intangible assets in Mexico

May 2015|  INTELLECTUAL PROPERTY

Uhthoff, Gómez Vega & Uhthoff

The importance given to intangible assets can vary from one person, or company, to another – but it should definitely not, since it is well known that shortcomings in this area could comprise the...

Protect your brand the supply-side way

May 2015|  CORPORATE GOVERNANCE

HW Fisher and Company

Your brand may be an intangible asset, but it’s also your most valuable. ‘Father of advertising’ David Ogilvy has defined a brand as “the intangible sum of a product’s attributes”. It will often have...

Recent corporate governance developments in Turkey

May 2015|  CORPORATE GOVERNANCE

Gün + Partners

The importance of corporate governance has been increasing in Turkey’s business environment. Legislative movements were started by the Turkish Capital Markets Board (CMB) in 2003 and the...

Bank account seizures for money laundering by US law enforcement

May 2015|  FRAUD & CORRUPTION

GrayRobinson

It is increasingly common for companies to realise that the funds in their corporate bank accounts have been seized, without any advance notice, by a Federal law enforcement agency, especially...

Recent amendments to Russian Civil Code may allow a ‘weak party’ in a contract to terminate it

May 2015|  LITIGATION & DISPUTE 

Morgan Lewis

Due to current financial crises and sanctions that have been imposed, many companies fail to duly perform their contractual obligations. To avoid penalties, they try either to challenge the...

Australian transfer pricing documentation: penalty reduction and simplification concessions – but not what it seems

May 2015|  EXPERT BRIEFING  |  CORPORATE TAX

ConsultTPAustralia Pty Ltd

From 29 June 2013, Transfer Pricing Rules in Australia morphed into version 3 (now covered principally in Subdivision 815-B and 815-C of the Income Tax Assessment Act 1997) to determine if a ‘transfer...

Business deregulation in Ukraine: new perspectives for investors

May 2015|  COMPANY LAW

Arzinger Law Office

One of the goals Ukraine’s government set itself is to improve the nation’s stance in the World Bank’s ‘Doing Business’ ranking by making structural changes to its regulatory system. Currently...

Do’s and don’ts in an acquisition

April 2015|   MERGERS & ACQUISITIONS

PB Taxand

A successful group of firms tends to develop its business by having more companies, either within the same industry or different industries. In order to grow, there are two main strategies: setting up a new company from scratch or acquiring an established company...

Restructuring of bonds under the German Debenture Act – prospects and pitfalls

April 2015|   BANKRUPTCY & RESTRUCTURING

Hogan Lovells International LLP

The new German Debenture Act (Schuldverschreibungsgesetz) was introduced in 2009 and replaced the old Debenture Act from 1899. The new law significantly broadened the ability of the bondholders’ meeting to change...

Can stalking horse bids be used in Australian insolvency proceedings?

April 2015|   BANKRUPTCY & RESTRUCTURING

Minter Ellison

It is disappointing that, while the use of stalking horse proceedings, or bids, appears to have widespread acceptance in the United States, there would appear to be little academic commentary on the topic beyond its borders...

Recent trends in commercial aircraft finance

April 2015|  FINANCE & INVESTMENT

Pillsbury Winthrop Shaw Pittman

Since the financial crisis, the aviation finance market has been through much change with the initial heavy reliance on export credit financing from US Export-Import Bank (Ex Im Bank) and the other export credit agencies (ECAs)...

MiFID II/R: a strategic case for reengineering the role of operations

April 2015|  FINANCE & INVESTMENT

Kinetic Partners, a division of Duff & Phelps

In today’s dynamic business environment, the financial regulatory landscape is a main disruptor, alongside digitalisation and customer experience personalisation, obliging investment banks (and other financial services firms) ...

Coming to the US to do business: overcoming legal and cultural challenges

April 2015|  BOARDROOM INTELLIGENCE

Foley & Lardner LLP

Companies from across the world, both small and large, have decided to enter the US market of late. Their decision is predicated on a variety of strategic considerations. No matter how successful a...

Identifying networks: protect company assets with intelligence tools

April 2015|  RISK MANAGEMENT

corma GmbH

Data security is one of the biggest issues for companies in 2015. Criminals are getting better at organising themselves in order to get at valuable company data. The internet and increasingly globalised markets make it easier for perpetrators...

Cyber security and data privacy law in Saudi Arabia

April 2015|  RISK MANAGEMENT

Eversheds (in association with Dhabaan & Partners)

In the age of cloud computing which, according to some experts, has reached a level of maturity making it ripe for full commercial exploitation, it will come as a surprise to many that there is currently no specific data protection...

Crunching the numbers: Courts square off over the Telephone Consumer Protection Act

April 2015|  LITIGATION & DISPUTE RESOLUTION

DLA Piper

The Telephone Consumer Protection Act (TCPA), 47 U.S.C. § 227 et seq., was enacted in 1991 and was intended to protect consumers from aggressive telemarketers. The TCPA regulates, among other things, businesses calling consumers...

Honesty is the best policy – what parties need to know about good faith and Canadian contract law

April 2015|  LITIGATION & DISPUTE RESOLUTION

McCarthy Tétrault LLP

Equity bridge facilities (EBF), also known as ‘subscription line facilities’ or ‘capital call facilities’, are short-term loans, leveraged on the limited partners’ commitments of infrastructure, private equity, real estate or other funds... 

Equity bridge financings: an overview

March 2015|  BANKING & FINANCE

King & Wood Mallesons LLP

Equity bridge facilities (EBF), also known as ‘subscription line facilities’ or ‘capital call facilities’, are short-term loans, leveraged on the limited partners’ commitments of infrastructure, private equity, real estate or other funds, and usually take the form of revolving facilities. The facility is...

The art of asset finance

March 2015|  BANKING & FINANCE

Constantine Cannon LLP

There has been an explosion of activity in the market for art and collectables, including musical instruments, jewellery, classic cars and fine wine in recent years. Collectors are paying record sums and the market is more international than ever, with new players arriving from Asia...

Sukuk default

March 2015|  FINANCE & INVESTMENT

Brown Rudnick LLP

The Islamic finance industry continues to see rapid growth. So-called ‘sukuk’ or Islamic Participatory Certificates are a major factor of the continuing success of Islamic finance worldwide. The Accounting and Auditing Organisation for Islamic Financial Institutions (AAOIFI) defines sukuk as...

Modernisation of the Colombian foreign investment regime

March 2015|  FINANCE & INVESTMENT

Holland & Knight

The Colombian economy continues to attract foreign investment. For the purpose of facilitating and promoting this trend, the Colombian Ministry of Commerce, Industry and Tourism has proposed measures to bring the existing Colombian foreign investment regime up to date...

New requirements under Ukrainian anti-corruption legislation for the private sector: how to comply

March 2015|  FRAUD & CORRUPTION

Arzinger Law Office

In Ukraine, a headline declaring that the chief executive of a large Ukrainian company has been sentenced to prison for bribery is unlikely to appear. To date, Ukrainian law-enforcement authorities have not taken any noticeable actions against private bribery. And the main reason is the high level...

Target data breach class actions withstand dismissal

March 2015|  LITIGATION & DISPUTE RESOLUTION

King & Spalding LLP

The highest profile data breach incident in recent years in the US was the data breach sustained by large retailer Target in December 2013, which resulted in the theft of credit and debit card information for approximately 110 million of Target’s customers. That event has spawned...

CFC rules: towards the deoffshorisation of the Russian economy?

March 2015|  CORPORATE TAX

Collas Crill

The use of offshore corporate and private wealth structures by Russian companies and individuals is extremely prevalent. The introduction of the controlled foreign companies (CFC) rules, part of a package of so-called ‘deoffshorisation’ amendments to the Russian tax code that came into...

A post-merger challenge: ensuring the smooth integration of disparate IT systems

February 2015|  MERGERS & ACQUISITIONS

Litcom

Organisations must overcome many technology challenges after an acquisition in order to unify and streamline business processes across the entire enterprise. It is rare (if not impossible) to find two organisations using matching...

Mergers and acquisitions – an effective rescue process

February 2015|  MERGERS & ACQUISITIONS

Fidelis Oditah & Co. 

The Nigerian corporate environment is no stranger to mergers and acquisitions (M&A), as it is one of the most effective means of salvaging or improving a corporation’s debt-to-equity ratio. There are numerous reasons as to why...

Loss of the capital and over indebtedness of joint stock companies in Turkey

February 2015|  BANKRUPTCY & RESTRUCTURING

Baspinar & Partners

The main legislation regarding the loss of the capital and over indebtedness of joint stock companies is the Turkish Commercial Code (TCC). Both of these are regulated under the section called ‘Duties and Powers’ of the...

Restructuring in Ukraine – ‘terra incognita’

February 2015|  BANKRUPTCY & RESTRUCTURING

Arzinger

The complicated financial and economic situation in Ukraine has been dramatically exacerbated by the aggression of the Russian Federation in the eastern regions and annexation of Crimea. Accordingly, some big Ukrainian...

Misselling claims in financial derivatives – the battle rages on

February 2015|  BANKING & FINANCE

Signature Litigation

The approach taken by the courts in misselling claims to date generally favours those selling derivative products. In particular, the principle of contractual estoppel is potentially an effective line of defence to a claim of misselling...

China healthcare: government incentives for foreign investors in for-profit senior care

February 2015|  FINANCE & INVESTMENT

Norton Rose Fulbright

In 2012, the section of China’s population aged 60 and above was 194 million. By 2025, this group is expected to reach 300 million. In response to growing urbanisation and demographic changes, the question of providing adequate...

Listing offshore: why don’t Vietnamese companies seek greener pastures?

February 2015|  CAPITAL MARKETS

VCI Legal

When Vingroup announced its plan to list on Singapore’s Stock Exchange (SGX) in 2014, it was considered that such a listing would pave the way for local companies to quickly follow suit; especially, as Vietnam could benefit from foreign...

Beyond cost-cutting

February 2015|  BOARDROOM INTELLIGENCE

The Boston Consulting Group

The list of challenges facing corporate leaders today is lengthy. It includes globalisation, rapidly shifting market dynamics, fallout from the European debt crisis, and a potential economic slowdown. Companies will also be faced with...

Role of the finance organisation in the integrated business planning process

February 2015|  BOARDROOM INTELLIGENCE

The Hackett Group

Integrated business planning (IBP) continues to be a hot item on the 2015 key initiative lists of organisations across every industry. However, IBP is not a new concept. It has been around for more than two decades in a formal sense...

Developments in sustainability management should be good news for risk managers

February 2015|  RISK MANAGEMENT

ISOS Group

While every transformational movement in business passes through developmental phases of advancement and contraction, any rumours that sustainability is declining or being sidelined for other priorities are exaggerated at best...

Antitrust enforcers put a bullseye on gun jumping

February 2015|  COMPETITION & ANTITRUST

Hogan Lovells

Antitrust and competition enforcers around the world recently have been active in investigating and prohibiting ‘gun jumping’ – the unlawful integration or coordination of parties to a transaction prior to closing. The US Federal Trade Commission (FTC)...

Recent corruption scandals in Brazil and anti-corruption compliance trends for 2015

February 2015|  FRAUD & CORRUPTION

Feldens Madruga

Controversial news regarding corruption marked the end of 2014 in the Brazilian media and continues to make headlines in 2015. After a close re-election, the Brazilian government is facing what is already considered to be one of the biggest...

Uber’s privacy violations a cautionary tale for others

February 2015|  DATA PRIVACY

Cryptzone

Launched in 2009, Uber – the taxi-hailing app – exploded into existence with the bold claim that it offers its customers the ‘safest ride on the road’. However, recent revelations in Forbes, the Washington Post and others have..

The impact of the US 2014 mid-term elections on energy matters

February 2015|  SECTOR ANALYSIS

Skadden, Arps, Slate, Meagher & Flom LLP

The US 2014 mid-term elections were significant because they gave the Republicans a majority in the Senate, which previously was controlled by the Democrats and also gave the Republicans the largest majority in the House since World...

Securitisation and other transfers of loan portfolios in Belgium

January 2015|   BANKING & FINANCE

Strelia

Over the years, securitisations and other transfers of loan portfolios in Belgium have been faced with a number of legal issues creating a level of uncertainty, as well as long qualifications in legal opinions. In addition, the transfer of mortgage...

After target: a cultural sea change in the C-suite

January 2015|   RISK MANAGEMENT

Offit Kurman

There is a spectre haunting all of Europe. In contrast to the revolutions of 1848, however, it’s not just Europe, and it’s not the spectre of communism. Instead, it’s the spectre of cyber attacks like those recently suffered by the US department...

UK contingency fees: a user’s guide for the in-house lawyer

January 2015|   LITIGATION & DISPUTE RESOLUTION

Morgan Lewis

The most eye-catching ‘Jackson’ reform was the arrival in April 2013 of contingency fees for English civil litigation. Eighteen months later, how has the world of commercial litigation changed, if at all? The theme of this article is to explore...

Tax avoidance clause in the Polish tax law

January 2015|   CORPORATE TAX

BSJP Brockhuis Jurczak Prusak Sp. k.

Following the regulations of tax systems in other European states, the Polish Ministry of Finance is working on implementing to the Tax Ordinance a regulation regarding tax avoidance (‘tax avoidance clause’). According to the communicated...


 
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