2022 ExpertBriefing
Blockchain: an innovative tool for enhanced transparency
November 2022 | FRAUD & CORRUPTION
Canosa Abogados
The blockchain became popular alongside the rapid growth seen in cryptocurrencies. And though it was the cryptocurrencies that initially captured the most interest, users quickly began to realise that the real treasure brought about by this new technology is not the crypto assets as such, but…
Sanctions compliance: balance between reactivity and proactivity
November 2022 | GLOBAL TRADE
Pen & Paper
Compliance in the general meaning encompasses a businesses’ abidance by the rules and regulations of the jurisdictions it operates in, as well as by applicable international treaties. A prerequisite for efficient compliance is risk identification and management. It lies in the definition…
Due diligence in mergers and acquisitions involving chemical products
October 2022 | MERGERS & ACQUISITIONS
Bergeson & Campbell, P.C.
The scope of what diligence is due in any corporate transaction has evolved greatly over the past decade, particularly with respect to transactions involving chemical products. Once upon a time, transactional due diligence involving chemical products, whether ‘neat’ (pure) chemicals…
Update on changes to the UK audit and corporate governance framework
October 2022 | BOARDROOM INTELLIGENCE
Cadwalader, Wickersham & Taft LLP
A series of significant UK corporate failures, including BHS (2016), Carillion (2018), Patisserie Valerie (2018) and Thomas Cook (2019), each of which collapsed unexpectedly and not long after receiving clean bills of health from their respective auditors, served as a catalyst for a process of…
Reforming the UK data protection landscape: creating an attractive global data marketplace, or regulatory uncertainty?
October 2022 | DATA PRIVACY
Trowers & Hamlins LLP
In this article, we outline some of the key changes to the UK’s privacy regime expected to be implemented by the UK government’s proposed Data Protection and Digital Information Bill. The bill was introduced into parliament in July 2022 as part of the UK government’s aims of…
Amendments to Canada’s Competition Act
October 2022 | COMPETITION & ANTITRUST
Stikeman Elliott
The Canadian government passed significant amendments to the Competition Act in its Budget Implementation Act (BIA), which received Royal Assent on 23 June 2022. The amendments respond to calls for reform from civil society, academia and the commissioner of competition…
ESG and M&A – two communicating vessels
September 2022 | MERGERS & ACQUISITIONS
CMS
Whereas five years ago it seemed like a distant prospect, environmental, social and governance (ESG) has now become a topic that no successful company can afford to ignore. Not only is there an exponential increase in regulatory and legislative initiatives, but awareness among both consumers…
Recent developments in antitrust enforcement in Hong Kong
September 2022 | COMPETITION & ANTITRUST
Slaughter and May
Hong Kong has seen its Competition Commission mature rapidly as it continues a streak of robust antitrust enforcement in the city. While early efforts have understandably focused on relatively easy cartel wins, the Commission has since been pushing boundaries across all fronts, by driving…
Anti-bribery, corruption and risk diligence recommendations for M&A activity in Asia
August 2022 | MERGERS & ACQUISITIONS
Hogan Lovells
In 2021, global M&A activity surged. The shoots of life as the world started to come out of the pandemic, the low cost of capital, the urge to remain competitive and unique opportunities saw deal volume rise to all-time highs. In Asia alone – according to reports – volume rose to 30 percent…
Consumer Duty and cultural change
August 2022 | BANKING & FINANCE
Shoosmiths
On 7 December 2021, the Financial Conduct Authority (FCA) published its feedback and second consultation paper on the proposed introduction of a new regime, which will set clearer and higher expectations for firms’ standards of care toward customers: the Consumer Duty. This follows…
A new frontier: crypto risks for companies
August 2022 | RISK MANAGEMENT
Allens
While recent market turmoil may have dampened demand, there is increasing interest in Australia and globally from both financial services entities and consumers in crypto assets. Additionally, cyber attacks that demand payment in digital currencies are on the rise, meaning that all…
European unitary patent and Unified Patent Court
August 2022 | INTELLECTUAL PROPERTY
Ladas & Parry LLP
The notion of a single ‘unitary’ patent covering the whole of what is now the European Union (EU) and a single court system for enforcing it has been a dream since the early days of the European Common Market. A treaty to effect this was even signed in 1975, but until now the dream has…
The global minimum tax: how the latest tax reform will impact business
August 2022 | CORPORATE TAX
City University of Hong Kong
The base erosion and profit shifting (BEPS) project of 2013 was designed to curb the tax avoidance practices of multinational enterprises (MNEs) and to make the international tax system fair. Over the last nine years, 141 countries have joined the project, including many developing countries…
Sanctions compliance and contingency planning: lessons from the conflict in Ukraine
August 2022 | SECTOR ANALYSIS
Cleary Gottlieb Steen & Hamilton LLP
The Western response to the ongoing conflict in Ukraine has brought into sharp focus not only the central role of economic sanctions in modern geopolitical conflicts, but also the speed at which sanctions – and the mere threat of sanctions – can disrupt markets, industries and…
Argentina’s oil and gas potential in the spotlight: an opportunity to alleviate macroeconomic hardships
August 2022 | SECTOR ANALYSIS
Marval O’Farrell Mairal
Many factors are currently converging, placing a spotlight on the oil & gas sector in Argentina. Those factors can be divided into two categories: external and domestic. But at the end of the day they are deeply interconnected and, together are creating a window of opportunity to bring the…
Beyond reach: obstacles to third-party discovery in arbitrations
July 2022 | GLOBAL TRADE
Gibson, Dunn & Crutcher LLP
The increasing reliance on domestic and international arbitrations as a tool to end business disputes ramped up during the coronavirus (COVID-19) pandemic, as arbitral bodies became early adopters of remote proceedings when courts were shuttered. As arbitrations have become more a part of…
Winds of change in energy and future disputes
July 2022 | LITIGATION & DISPUTE RESOLUTION
Quinn Emanuel Urquhart & Sullivan UK LLP
A combination of increasing climate awareness, the deepening energy crisis and current geopolitical tensions has thrust the clean energy transition to the forefront of global policy. Wind energy, as one of the most efficient and clean energy sources, is a key pillar for this transition and its…
Recent US sanctions on Russia
July 2022 | GLOBAL TRADE
Hughes Hubbard & Reed LLP
In an unprecedented, multilateral response to Russia’s 24 February 2022 invasion of Ukraine, the US, along with its allies around the world, implemented a series of severe and successive trade sanctions and export controls against Russia. These actions targeted a wide range of persons, entities…
The importance of compliance diligence and representations in corporate transactions
June 2022 | MERGERS & ACQUISITIONS
Osler, Hoskin & Harcourt LLP
Compliance issues present unique risks and challenges to corporate transactions of all structures and magnitudes. As such, parties to commercial transactions should ensure that proper compliance due diligence is undertaken in the context of any transaction, and that appropriate representations…
FTC takes aim at vertical mergers as antitrust enforcement agencies work to amend federal merger guidelines
June 2022 | MERGERS & ACQUISITIONS
Hogan Lovells
The Federal Trade Commission (FTC) and the Department of Justice (DOJ) are currently in the process of revising the federal merger guidelines, an effort that Lina Khan, chair of the FTC, says is necessary in response to “increasing levels of consolidation across the economy” that she attributes to “decades of mergers” across a wide range of industries. The agencies are reportedly…
Boardroom leaders in the know are focused on ESG now more than ever
June 2022 | BOARDROOM INTELLIGENCE
Reed Smith LLP
Environmental, social and governance (ESG) issues are on the minds of boardroom leaders today, perhaps more than ever, particularly for those focused on long term value creation. ESG is the acronym universally used to describe the set of business operations behaviours that are being…
US competition law issues for FinTechs
June 2022 | COMPETITION & ANTITRUST
Axinn, Veltrop & Harkrider LLP
Across a wide spectrum of industries, antitrust demands more mindshare from executives and in-house counsel than ever before. This is especially true in the FinTech space, where energised antitrust enforcement, continued federal, state and private focus on technology industries…
Looking after intellectual property rights
June 2022 | INTELLECTUAL PROPERTY
J A Kemp LLP
In today’s knowledge-driven economy, intellectual property (IP) rights are extremely valuable business assets. The value of intangible assets (most of which derive from or are protected by IP rights) owned by S&P 500 companies in 2019 was more than five times the value of their…
Overview of the Unshell Directive – ATAD 3 proposal and questions raised
June 2022 | CORPORATE TAX
Ashurst
On 22 December 2021, the European Commission published a proposal for a directive known as the ‘Unshell Directive’, which aims to put an end to intermediary companies that lack a minimum economic substance (known as ‘shell entities’ or ‘letterbox entities’) in the European Union (EU)…
Russia strikes back – countersanctions
June 2022 | GLOBAL TRADE
Gibson Dunn & Crutcher
Russia has imposed significant ‘countersanctions’ against ‘unfriendly countries’ and companies that are trying to comply with the US, UK, EU and other sanctions regimes imposed against Russia and Belarus. These countersanctions can place companies that operate globally and that are…
Monitoring mid-market M&A in the UK
May 2022 | MERGERS & ACQUISITIONS
Trowers & Hamlins
Undoubtedly, the global coronavirus (COVID-19) pandemic took us by storm, disrupted our lives and has made us question the future. However, as Winston Churchill once said: “difficulties mastered are opportunities won”. Following the temporary pause at the start of the pandemic…
Using and protecting customer data in Saudi Arabia
May 2022 | DATA PRIVACY
EKP Legal Counsel
As our lives have become ever more digitally integrated, people are becoming aware and demanding legislative protection to prevent the theft or use of personal data without consent. This has lead governments and supra-national bodies to act. In September 2021, the Kingdom…
Managing anti-corruption compliance risks in Brazil
April 2022 | FRAUD & CORRUPTION
FreitasLeite Advogados
Ten years ago, Brazil did not have a strong anti-corruption enforcement programme and corruption was an ever-present problem. Often, Foreign Corrupt Practices Act (FCPA) cases had a strong Brazilian element. It was a scenario that would change in 2014, however…
ESG disputes: steps to mitigate risk
April 2022 | RISK MANAGEMENT
Gilbert + Tobin
The focus on environmental, social and governance (ESG) obligations has increased significantly in recent years, leaving organisations more exposed to becoming involved in an ESG dispute. With developments occurring rapidly, and the scope and extent of potential ESG disputes…
Propelling the energy transition: clean energy finance
April 2022 | SECTOR ANALYSIS
Milbank LLP
The global push to tackle climate change has kickstarted the ‘energy transition’, and this has led to exponential growth in the share of power coming from clean energy. In recent months, there has been significant press and policy direction in relation to clean energy and decarbonization…
Global energy supply chains shifting from fuels to tech
April 2022 | SECTOR ANALYSIS
NREL
For the past 200 years, energy has been all about supply chains. From whale oil to coal to natural gas, high energy density hydrocarbons powered both the industrial and digital revolutions, providing heat, light, power and raw materials. Hydrocarbon-based energy resources are…
Waiting for the revolution: opportunities and obstacles presented by the blockchain, cryptocurrency and Web3
March 2022 | FINANCE & INVESTMENT
Becker & Poliakoff
The world is on the precipice of a revolution, a revolution in technology not seen since the advent of the internet. The revolution is based on digital ledger technology and the blockchain, most famously, cryptocurrencies, led by bitcoin. In 2021, this digital revolution began to gain momentum…
PFAS: making sound investment decisions
March 2022 | FINANCE & INVESTMENT
Bergeson & Campbell, P.C.
The ubiquity of per- and polyfluoroalkyl substances (PFAS) and the manufacturing sector’s decades-long reliance on them to impart functionalities in a dizzying array of products put the investor between the proverbial rock and a hard place. PFAS varied chemical properties…
Corporate sustainability in Europe: road to 2023
March 2022 | BOARDROOM INTELLIGENCE
CMS Legal
There is less than one year to go until the European Union’s (EU’s) proposed new directive on corporate sustainability reporting (CSRD) is supposed to enter into force on 1 January 2023. Based on the text of the proposal, companies can already prepare themselves by reflecting…
Mapping a sound AI business strategy across a landscape of uncertainty
March 2022 | BOARDROOM INTELLIGENCE
Dentons
Artificial intelligence (AI) – once the stuff of science fiction – is now part of everyday life. From tracking weather patterns, mapping traffic routes and recommending products for purchase, to improving food production and healthcare, smart technologies are leveraging the power…
When are banks liable for not spotting fraud?
March 2022 | FRAUD & CORRUPTION
Mayer Brown International LLP
Banks are often in the firing line for civil claims alleging that they knew about, turned a blind eye to or, alternatively, had a duty to spot the dishonest behaviour of someone else. The reasons for this are obvious: fraudsters themselves rarely make good targets for damages claims. They…
The road to autonomous vehicles in Europe
March 2022 | SECTOR ANALYSIS
Hogan Lovells
Regulations for autonomous vehicles are currently sprouting all over the world, particularly in Europe. And so, the question is what is being pushed faster: the development of technology that can put the vehicles on the road, or the introduction of the regulatory framework for such…
Regulating crypto-assets in Brazil’s capital markets
February 2022 | BANKING & FINANCE
CGV Advogados
The economic and social development of any country, especially those which follow the capitalism model, is closely related to its capacity to promote productive activity and entrepreneurship. Available capital needs to flow into enterprises requiring cash, through investment and…
The unstoppable development of the cooperation between tax authorities in the EU
February 2022 | CORPORATE TAX
Ashurst
Directive 2011/16/EU on administrative cooperation in the field of taxation (DAC) was created with the aim of tackling tax fraud, evasion and avoidance by, among other means, the exchange of certain fiscal information between different member states’ tax administrations. Information exchanges…
Likes, invites and injunctions: social media usage and restrictive covenants
February 2022 | LABOUR & EMPLOYMENT
Proskauer Rose (UK)
The past few years have seen an uptick in job moves, as individuals have discovered new priorities and opportunities as a result of (or in spite of) lockdown and the global coronavirus (COVID-19) pandemic. In addition, the continued global development of technical and niche…
New cyber security framework for the US DoD
February 2022 | SECTOR ANALYSIS
Reed Smith
The Cybersecurity Maturity Model Certification (CMMC) is the US Department of Defense’s (DoD’s) cyber security training, certification and third-party assessment programme aimed at measuring a contractor’s ability to demonstrate compliance with the federal rules and regulations…
US Commerce Department takes more action against Chinese companies
February 2022 | GLOBAL TRADE
Gibson, Dunn & Crutcher LLP
In recent months, the US Commerce Department has been on the front line of the Biden administration’s efforts to pressure China in the areas of national security, trade and export controls. On 26 November 2021, the Commerce Department published a notice of proposed…
Straddling digital and environmental goals: tips for investors
January 2022 | FINANCE & INVESTMENT
Bergeson & Campbell, P.C.
The environmental impacts of the digital economy are increasingly the focus of attention and concern. There is no question the demand for electricity, water and land have increased sharply in response to the growth in digital activity. Identifying, quantifying and mitigating…
Subsidiary governance: an unappreciated risk that can leave companies out in the cold
January 2022 | CORPORATE GOVERNANCE
The Chartered Governance Institute UK & Ireland
The announcement on 19 July 2021 that Ben & Jerry’s would stop selling ice cream “in Israeli settlements in the occupied Palestinian territories” on ethical grounds caused a furore for parent company Unilever plc that highlighted just why subsidiary governance is an issue…
US cyber security reflections on 2021 and predictions for 2022
January 2022 | RISK MANAGEMENT
Fieldfisher
2021 was a notable year for cyber security, and as such it is important to reflect on recent cyber security events to be better prepared for 2022. The increasing risks presented to supply chains were one of the top cyber security concerns in 2021. The attention paid to supply chain risk…
Silent cyber in the Brazilian insurance industry
January 2022 | RISK MANAGEMENT
Chalfin, Goldberg & Vainboim Advogados Associados
Even if one subscribes to the belief that personal data is the 21st century equivalent of oil, there is no doubt that it brings both pros and cons, as evidenced by the liability claims often filed against companies that hold data. In addition, since 8 January 2021, authorities in Brazil can…
Cyber crime legislation in the UAE
January 2022 | RISK MANAGEMENT
Horizons & Co.
Information technology has begun to power almost every aspect of modern life, be it communication, commerce, law, economy or business development. The rapid evolution of cyber crime has required companies to institute robust data protection policies…
Russian Supreme Court will decide on whether an arbitration clause can be disregarded in cases involving persons under sectoral sanctions
January 2022 | LITIGATION & DISPUTE RESOLUTION
Allen & Overy
Since 2014, sanctions have been a hot topic not only for Russian companies and individuals, but also for those doing business with Russians. There are, of course, different types of sanctions – some prohibit only certain business activities with sanctioned persons (so-called sectoral sanctions)…
Update on the ongoing global international tax reform
January 2022 | CORPORATE TAX
Ashurst
As has been well documented, international corporate tax reform under the base erosion and profit shifting (BEPS) project 2.0 is currently underway at the G20 level, to address the challenges of the digital economy. The project comprises ‘Pillar 1’ and ‘Pillar 2’. Existing international tax…