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MAGAZINE

November 2018 Issue

Financier Worldwide Magazine


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COVER STORY

Bridging the cultural divide

Given its impact on employee and company performance, corporate culture should be a primary consideration for all organisations – particularly those pursuing a merger or acquisition. Historically, however, companies have paid insufficient attention to cultural...

 

FEATURES

Impermanent partnerships: evaluating JVs

Alliances are seldom ideal. It is human nature to be motivated by self-interest, and allies must overcome this emotion in order to establish a beneficial partnership. One type of alliance that is often an effective alternative to a merger, acquisition or organic growth...

Global FinTech sandbox: under construction

Expanding on its proposal earlier this year to create a ‘global FinTech sandbox’ to assist regulators and innovators to constructively interact, the UK’s Financial Conduct Authority (FCA) has unveiled the result of its overture: the Global Financial Innovation Network (GFIN)...

SM&CR: the final countdown

Following the publication of the Financial Conduct Authority’s (FCA’s) near-final rules for insurers and other FCA-regulated firms, the Senior Managers & Certification Regime (SM&CR) will finally apply to all FCA-regulated firms from December 2019 onward. The FCA...

Integrity-based GRC: conception and implementation

Today’s business environment is characterised by myriad risks, including disruptive technologies, expanding regulatory compliance obligations and increasing governance expectations. In order to manage such risks, businesses need their governance, risk & compliance...

Oil & gas: a new reality

The oil & gas space has undergone several notable and rapid changes over the last 20 years. The first decade of the 21st century saw a virtually unprecedented spike in oil prices, as a barrel climbed from under $25 to nearly $150. The global financial crisis brought a...

 

ROUNDTABLE

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Corporate fraud

THE PANELLISTS: Jane Colston, Brown Rudnick LLP; David Pasewaldt, Clifford Chance Deutschland LLP; Adrian D. Mebane, The Hershey Company; James A. Garrett, NuVasive, Inc; Hannah Laming, Peters & Peters Solicitors LLP; Nicholas S. Goldin, Simpson Thacher & Bartlett LLP; Aisling O’Shea, Sullivan & Cromwell LLP.

Corporate fraud is a global scourge costing hundreds of billions per annum. Asset misappropriation, money laundering, insider trading, cyber attacks and general business misconduct are among the most frequently reported crimes, particularly by financial institutions...

 

SPECIAL REPORT

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Corporate tax

The corporate tax arena has seen a number of significant developments in numerous jurisdictions across the globe over the past 12 months. Chief among these were the tax reforms signed into law by president Trump on 22 December 2017...

FORUM: Taxation of intangible assets

FW moderates a discussion on taxation of intangible assets between Emmanuel Llinares, Harlow Higinbotham and Yves Hervé at NERA Economic Consulting.

Criminal liability for violations of FATCA – bankers and others beware

Hochman Salkin Rettig Toscher and Perez, P.C. The Department of Justice (DOJ) has been aggressively targeting offshore tax evasion by US taxpayers since its February 2009 prosecution of Zurich-based UBS AG – the largest Swiss bank – culminated in an agreement to defer prosecution on a charge of...

Modernising international tax rules: from arbitrage to convergence?

Chartered Institute of Taxation Financial leaders will have noticed that the taxation of international companies, particularly those in the digital sector, has hardly been out of the news in the last few years. This article explores how international tax rules have changed in reaction to some of the...

Canada’s tax court provides insight on tax treaties, foreign holdcos and treaty-shopping

Aird & Berlis LLP In a recent case, Alta Energy Luxembourg S.A.R.L v. The Queen, Canada’s tax court ruled favourably on a tax planning structure used by foreign investors pursuing a development in Canadian shale oil. In its decision, the court provided clarity on how investors in...

Tax reform in Argentina: another squeeze of the lemon

Durrieu Canosa The history of Argentina for the past 70 years has been determined by certain constants: an increase in tax, an increase in the power and prerogatives of politicians, and corruption. This is probably a worldwide trend, but in Argentina it seems clearer than anywhere else...

The taxing question of the digital economy

Slaughter and May The current international tax rules were not designed with today’s digital business models in mind. There is a strong global movement to update the rules but with, as yet, no consensus on how best to do this and how quickly it needs to be done. This article examines the problem...

The new Cyprus-United Kingdom double tax agreement

Elias Neocleous & Co LLC On 22 March 2018, Cyprus and the UK signed a new double taxation agreement. Once it has been ratified by both parties, it will replace the current agreement, which dates back to 1974. Most of the main provisions of the new agreement are substantially the same...

Crypto taxation – not all unknown

Hassans International Law Firm The taxation of cryptocurrency transactions and cryptographic token transactions has been a matter of debate within the taxation profession over recent months. The boom in cryptocurrency transactions has meant that what was once an arcane corner of the taxation world, which many would never be asked to consider, has now landed at the forefront...

Developments in Belgian tax

De Langhe Attorneys Following the so-called summer agreement reached by Belgium’s coalition government on 26 July 2017, two major laws were enacted overhauling Belgium’s Corporate Income Tax (CIT) law. By far the most exhaustive one was the law of 25 December 2017...

Impact of the Zinc case on transfer pricing

NovioTax On 27 October 2017, an interesting court decision was published in the field of transfer pricing (TP), which has been named the ‘Zinc case’. The case concerned the centralisation of full-fledged operations into low-risk operations and the question of whether the...

Ukraine progresses with BEPS implementation

CMS Reich-Rohrwig Hainz In 2013, the Organisation for Economic Co-operation and Development (OECD), jointly with G20 countries, initiated the Base Erosion and Profit Shifting (BEPS) project, the main aim of which was to remove tax planning strategies that exploit gaps and mismatches...

Q&A: Managing and resolving cross-border tax disputes

FW moderates a discussion on managing and resolving cross-border tax disputes between Eduardo Gracia at Ashurst LLP, Chris Kinsella at MinterEllison, and Richard Jeens at Slaughter and May.

  

TALKINGpoint

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Post-acquisition integration

FW speaks with David Bryan at BM&T LLP about post-acquisition integration.

Robotic process automation and cognitive intelligence in M&A

FW moderates a discussion on robotic process automation and cognitive intelligence in M&A between Mark Steele, Paul Leather and Mo Habbas at Deloitte.

M&A in the chemicals sector

FW speaks with Steve Jenkins at Wood Mackenzie Ltd. about M&A in the chemicals sector.

 

DEALfront

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mergers & acquisitions

Renesas to buy IDT for $6.7bn

In a transaction designed to “enhance global leadership in embedded solutions”, Japanese semiconductor manufacturer Renesas Electronics Corporation is to acquire Integrated Device Technology, Inc. (IDT), a leading supplier of analogue...

Coca-Cola goes for a coffee

Whitbread Plc has agreed to sell Costa Limited to The Coca-Cola Company in a deal worth $5.1bn. The companies expect the deal to close in the first half of 2019, pending shareholder and regulatory approval. The deal, which represents Coca-Cola’s biggest...

private equity & venture capital

Carlyle Group in, KKR out of Sedgwick

Funds managed by private equity giant The Carlyle Group are to become the majority owner of global claims management provider Sedgwick in a deal worth $6.7bn. Equity for the deal will be provided by Carlyle Partners VII, an $18.5bn fund dedicated...

Apollo acquires Aspen in $2.6bn deal

Building on its existing high-quality specialty insurance and reinsurance business, leading global alternative investment manager Apollo Global Management, LLC, together with affiliates of certain investment funds (Apollo Funds), has entered into a definitive agreement...

bankruptcy & corporate restructuring

Cenveo emerges from Chapter 11 protection

Cenveo emerged from Chapter 11 bankruptcy protection in September with a greatly reduced debt pile, a strong balance sheet and a new board of directors. The Stamford, Connecticut-based envelope manufacturing company emerged around nine...

Beleaguered Theranos to dissolve

Following a series of high-profile legal, regulatory and publicity troubles, beleaguered blood-testing company Theranos has bowed to the inevitable and formally dissolved – a move confirmed by chief executive David Taylor in an email to investors. A once heralded...

SPOTlight

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FCA enforcement – more is less?

Peters & Peters Solicitors LLP In July 2018, the UK Financial Conduct Authority (FCA) published its ‘Enforcement annual performance report 2017/2018’ (Performance Report), an overview of the FCA’s enforcement activities during the regulators’ past financial year...

The ‘making sense’ of risk

Cranfield School of Management Financial establishments, such as banks, routinely face different types of risks in the course of their operations. Risk stems from uncertainty of financial loss and can potentially cripple a business if not managed in time. This demands that mechanisms to manage...

New trends in international ADR in Japan

Orrick The Japan Association of Arbitrators (JAA) is taking the lead in developing and establishing new centres and institutions for alternative dispute resolution (ADR), cooperating with the Japanese government and other organisations, including economic industry...



CONTRIBUTORS

Aird & Berlis LLP

Ashurst LLP

BM&T LLP

Brown Rudnick LLP

Chartered Institute of Taxation

Clifford Chance Deutschland LLP

CMS Reich-Rohrwig Hainz

Cranfield School of Management

De Langhe Attorneys

Deloitte

Durrieu Canosa

Elias Neocleous & Co LLC

Hassans International Law Firm

Hochman Salkin Rettig Toscher and Perez, P.C.

MinterEllison

NERA Economic Consulting

NovioTax

NuVasive, Inc

Orrick

Peters & Peters Solicitors LLP

Simpson Thacher & Bartlett LLP

Slaughter and May

Sullivan & Cromwell LLP

The Hershey Company

Wood Mackenzie Ltd.


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