2013 ExpertBriefing
Achieving successful acquisitions and integrations: focus on the numbers
December 2013 | MERGERS & ACQUISITIONS
M&A Leadership Council
To be successful in acquisitions and integrations, we strongly recommend that organisations focus on some key numbers. The first number to focus on is ‘70’, as in the Rule of 70/70. Up to 70 percent of acquisitions fail to increase shareholder value and...
Amendments to the Norwegian merger control regime: from a cumbersome obstacle in international transactions to a more aligned regime
December 2013 | MERGERS & ACQUISITIONS
Kvale
In many international transactions, notification of a merger or acquisition and approval by the Norwegian Competition Authority (NCA) has been required because of very low turnover thresholds in the Norwegian Merger Control Regime – often where no such approval has been required in other...
US markets become IPO venue of choice for non-US firms
December 2013 | CAPITAL MARKETS
Pepper Hamilton LLP
When China’s e-commerce giant Alibaba – with a valuation that may make it the world’s third largest internet company behind Google and Amazon –decided to go public, Hong Kong was its natural first choice, according to the company. However, the company’s IPO, projected at over $10bn, is reportedly now likely...
Fleet cards under the Payment Service Directive and the Polish Payment Service Act
December 2013 | BANKING & FINANCE
Traple Konarski Podrecki & Wspólnicy Law Office
The market for the retail sale of fuels has experienced dynamic change in recent years. The tension between the needs of consumers and business counterparties has driven the biggest petrol companies to introduce a variety of new services – ‘fleet cards’ being one of them...
Corporate reaction to Brazil’s anticorruption law
December 2013 | LITIGATION & DISPUTE RESOLUTION
Balbino Fonseca Advogados
Without doubt, the issuance of the Anti-Corruption Law is considered a major paradigm change for Brazil’s regulatory framework in terms of disciplining misbehaviour in the relationship between the private and the public sectors. In Brazil, it has been a long...
Arbitration for the financial sector: an emerging trend?
December 2013 | LITIGATION & DISPUTE RESOLUTION
CMS London
Traditionally, the financial sector has favoured litigation rather than arbitration as a means of resolving disputes. However, in recent years there has been a marked increase in the use of arbitration by the financial sector. Arbitration is a contractually agreed method for resolving disputes and getting a...
Legislative scheme of support for the renewable energy sector in Ukraine
December 2013 | SECTOR ANALYSIS
Danevych Law Firm
Legislative support for renewable energy in Ukraine is now provided through a ‘green’ tariff (the Ukrainian feed-in tariff) and tax incentives. The first efficient program of support for energy production for alternative energy was introduced in 2008 when the definition of ‘green’ tariff and the...
Recent developments in Spanish Schemes of Arrangement
October 2013 | BANKRUPTCY & RESTRUCTURING
Cuatrecasas, Gonçalves Pereira
In 2011, the Spanish legislator introduced the court-sanctioned refinancing agreement (‘Spanish Scheme’) in the Spanish insolvency system. While the introduction of the Spanish Scheme has been praised for providing new tools for debtors to reorganise out-of-court while addressing the collective action...
Regulating managing general agents in Canada
October 2013 | RISK MANAGEMENT
Dickinson Wright
Managing General Agents (MGAs) may soon be required to licence and submit to the same high standards of regulatory oversight in Canada as do other distributors of insurance products. The distribution of insurance products in Canada is considered to be a market...
Will the FDA provide more guidance or manage the process to share risk evaluation and mitigation strategies (REMS)?
October 2013 | PRIVATE EQUITY
Frommer Lawrence & Haug LLP
What the FDA will do to proactively manage the process to share Risk Evaluation and Mitigation Strategies (REMS) is a hot button topic that many in the pharmaceutical and biotechnology industry have been wondering, particularly as the FDA looks to standardise REMS. The Food and Drug...
It’s not just the deal team: the increasing interdependence of back and front office functions at private equity firms
September 2013 | PRIVATE EQUITY
Houlihan Lokey
I am, I should admit up front, a New York Yankees fan. Certain virtues and vices follow from this with grim inevitability: a love of the game and a well-developed sense of history, true, but also – let’s be honest – a slightly unattractive triumphantilism. Most of all, being a Yankees fan means following the...
Business judgment rule applicable to freeze-out mergers with built-in protections for minority shareholders
September 2013 | MERGERS & ACQUISITIONS
BakerHostetler
On 29 May 2013, the landmark decision of In re MFW Shareholders Litigation (‘MFW’), issued by Chancellor Strine of the Delaware Chancery Court, held the business judgment rule standard of review to be applicable to freeze-out mergers involving a controlling shareholder when, from the inception of...
The corporate divorce: how to let go of your executive
September 2013 | BOARDROOM INTELLIGENCE
Corporate Resolutions Inc.
A newly formed audit committee at a portfolio company suspected that the CEO was misusing company funds for his personal expenses. To determine if the suspicions were true, the outside counsel of the board of directors commissioned a forensic review. The review found the CEO had used the...
Encouraging ethical behaviour in multinational corporations
September 2013 | FRAUD & CORRUPTION
Dickinson Wright PLLC
In response to the UK Bribery Act and enhanced enforcement of the US Foreign Corrupt Practices Act, most multinational corporations have amended their corporate policies (and compliance requirements). However, such amendments are inherently reactive; they address the last problem surfaced...
Enforcing white-collar crime in the UK
September 2013 | FRAUD & CORRUPTION
Peters & Peters Solicitors LLP
Responsibility for the investigation and prosecution of white-collar crime in England and Wales is shared between three specialist agencies: the Serious Fraud Office (SFO), the Financial Conduct Authority (FCA) and the Office of Fair Trading (OFT). In addition, serious frauds investigated by the police and tax frauds...
Canada's anti-spam legislation: are you ready for it?
September 2013 | CORPORATE LAW
Dickinson Wright PLLC
Canada is somewhat late to the anti-spam party but is catching up fast by implementing an anti-spam regime that will be stricter and more far reaching than most other countries. When the average person thinks of spam, the emails that we all clear out of our inbox on a daily basis tend to come to mind.
New capital requirements and registered office relocation options for Danish companies
September 2013 | CORPORATE LAW
Kromann Reumert
In May this year the Danish Parliament revised the Danish Companies Act which, besides technical amendments and clarifications, included a reduction in the capital requirements for private limited companies, along with a new option to postpone the satisfaction of the capital requirement, and a new possibility of...
Using shareholders’ agreements as security
August 2013 | BANKING & FINANCE
Khrenov & Partners
This article is devoted to the enforceability of shareholders’ agreements concluded with third parties as a security for monetary obligations. We highlight the following issues: (i) the discrepancies between the nature and regulation of shareholders’ agreements in countries with common law versus civil law...
Proxy reforms and shareholder democracy make the Ontario Securities Commission’s priorities lists
August 2013 | CAPITAL MARKETS
Dr Aviv Pichhadze
Advocates of shareholder democracy in Ontario have long argued for reforms. On 27 June 2013 the Ontario Securities Commission (OSC), Canada’s largest capital markets regulator, appears to have heeded their demands in its OSC Notice 11-768 – Notice of Statement of Priorities for Financial Year to End...
Danish corporate governance 2013 – new recommendations
August 2013 | CORPORATE GOVERNANCE
Kromann Reumert
In May 2013, the Danish Committee on Corporate Governance revised its Recommendations on Corporate Governance from April 2010, most recently updated in August 2011. The recommendations were revised in light of the general developments in corporate governance, reflected...
Gearing up for GAAR – perspectives on the global tax-avoidance clampdown
August 2013 | CORPORATE TAX
Nexia International
As governments around the world look to crackdown on tax avoidance and evasion in an effort to increase their tax receipts, we look at the different approaches that some countries have adopted in introducing general anti-avoidance rules (GAARs) and tackling tax abuse. As a set of principles-based...
Hands-on infrastructure investment
August 2013 | SECTOR ANALYSIS
McKinsey & Company
A quiet revolution is brewing among portfolio managers at institutional investors across the globe. In June 2013, the insurer AXA announced a new €10bn (US$13bn) fund to invest in debt for infrastructure projects. Allianz Global Investors, Ageas and Swiss Re have all committed to infrastructure debt ...
Globalisation leads to new FDA authorities over drug supplier quality
August 2013 | SECTOR ANALYSIS
Morgan, Lewis & Bockius LLP
FDA Commissioner Margaret Hamburg, along with the most senior FDA drug compliance officials, sounding the alarm bell, declared at a public hearing on 12 July 2013 that the increasing globalisation of the manufacture of the US drug supply has spawned the need for and creation of many new enforcement...
Ongoing battle to modernise Russian civil law
July 2013 | FOREIGN INVESTMENT
Vinson & Elkins LLP
For decades during the 20th century, Russia had a state-controlled planned economy without private ownership and commerce. After the beginning of a period of reform, the laws created to serve such an economy could no longer be used. Since 1991, the legal landscape in Russia has changed dramatically...
FATCA reporting – are trusts and trustees caught in the net?
July 2013 | CORPORATE LAW
Caplin & Drysdale, Chtd.
The US Congress enacted the Foreign Account Tax Compliance Act (FATCA) shortly after the first so-called ‘voluntary disclosure program’ had begun to reveal the unanticipated extent of US persons’ undisclosed non-US financial holdings. Congress sought a way to catch even the most obscure unreported...
Affiliation and dependency reports required by companies in Turkey
July 2013 | CORPORATE LAW
ADMD Law Office
The new Turkish Commercial Code No. 6102 (NTCC) came into effect on 1 July 2012. NTCC introduced a new set of provisions regarding group and affiliate company operations. These provisions aim to establish a certain level of transparency regarding the relationship between parent companies, their...
Alcohol beverage regulators and social media – is there an app for this?
July 2013 | SECTOR ANALYSIS
Holland & Knight
The alcohol beverage industry’s use of social media in connection with the promotion of its branded products has exploded in recent years. With this development has come increased scrutiny from both US federal and state regulators. The general theme of this regulatory scrutiny is that both federal...
Restructure and revive
June 2013 | BANKRUPTCY & RESTRUCTURING
FTI Consulting (Brussels)
When a company makes the decision to restructure, for whatever reason, it must ensure this is undertaken in a holistic way with an integrated team. Otherwise, there could be a weak link that could be exploited by the market and undermine investor or customer confidence. It is vital to take all steps in...
Don’t stop at the Caribbean
June 2013 | BANKRUPTCY & RESTRUCTURING
Zolfo Cooper BVI
Companies in offshore jurisdictions are often used in complex structures and are frequently encountered by parties who have commenced litigation or asset tracing exercises in onshore jurisdictions. Due to the perception that no information is available in offshore jurisdictions, or that the cost of obtaining it is...
The world is not enough – or is it?
June 2013 | BANKING & FINANCE
Fox Rothschild LLP
During recent meetings in China, it became apparent that a host of issues was bubbling up for clients and colleagues working on cross-border transactions between China, the United States, Europe and more significantly of late, Latin America and Africa. There is a convergence of myriad concerns among...
Islamic microfinance – prospects and challenges
June 2013 | BANKING & FINANCE
Patton Boggs LLP
An estimated 72 percent of people living in Muslim-majority countries do not use formal financial services. Even when these financial services are available, some people view conventional products as incompatible with the financial principles set forth in Islamic law. In recent years, some microfinance...
Balancing the law and good business practice in the regulation of foreign investments in Russia
June 2013 | FOREIGN INVESTMENT
Vinson & Elkins LLP
The Federal Law ‘On the Procedure of Foreign Investment in Business Entities Having Strategic Importance for the Defence of the Country and the Security of the State’ No. 57-FZ (the Law on Foreign Investment in Strategic Companies) was adopted in April 2008. It has introduced a special restrictive regime applicable to foreign investments in Russian companies. In particular, it...
Current status of foreign investment in mainland China
June 2013 | FOREIGN INVESTMENT
Duan & Duan Law Firm
The ‘Development Report on Foreign Investment in China’ (2011) pointed out that the foreign investment withdrawal risk in China has been increasing, especially in the country’s southeast coastal area. This description concurs with our observation of foreign investment in southeast China. The...
JOBS Act first anniversary
June 2013 | CAPITAL MARKETS
Morrison & Foerster
At the first anniversary of the JOBS Act, it’s time to consider whether the JOBS (Jumpstart Our Business Startups) Act is getting the job done in terms of promoting access to capital formation for emerging companies in the United States. Some may say it is premature to make any assessment, even a...
Debt capital markets - the effects of the regulatory challenges ahead
June 2013 | CAPITAL MARKETS
Gide Loyrette Nouel LLP
Capital markets lawyers are concerned with the regulatory framework and it is particularly clear that the so called ‘regulatory wave’ will continue to impact almost every niche of capital markets activity. In many cases, there is still some uncertainty regarding the effects of implementation of this regulation...
Strategic risk: do not forget your supply chain
June 2013 | BOARDROOM INTELLIGENCE
Zurich Global Corporate
How do organisations mismanage business risk? How do organisations assess their strategy and competitive dynamics, and where are organisations asleep? Recent events suggest one answer is that organisations have become exponentially more complex and interrelated. The strategy of a business can no...
International corruption: the curse of cross-border liability
June 2013 | RISK MANAGEMENT
Cugia Cuomo & Associati
When introduced, Italy’s Legislative Decree no. 231 of 8 June 2001 (the ‘Legislative Decree’) did not anticipate international corruption as one of the criminal violations capable of placing an administrative responsibility on entities for activities performed by their top managers. The new crime was added...
Cayman ever more attractive for cat bonds
June 2013 | RISK MANAGEMENT
Solomon Harris
For many years Cayman has been a true heavyweight and the leading domicile for sponsors of cat bonds and other insurance linked securities. But where does the sector stand today, particularly in light of Cayman’s recently enacted new Insurance Law? The cat bond market is an important...
The SEC’s conflict minerals rule: a mid-point status report
June 2013 | SECTOR ANALYSIS
Pepper Hamilton LLP
After several delays and amid considerable controversy, the US Securities and Exchange Commission (SEC) adopted its final Conflict Minerals rule by a 3-2 vote on 22 August 2012. With the clock now ticking on a reporting period that began in January 2013, and the first SEC filings due 31 May 2014, it is a good...
Deferred prosecution agreements in the UK and US
June 2013 | LITIGATION & DISPUTE RESOLUTION
Arnold & Porter LLP
In an era of global enforcement of economic crime, the introduction of Deferred Prosecution Agreements (DPAs) follows developments in the UK designed to tackle corporate offending. The rationale for a DPA in the UK is that corporate crime is firstly, difficult to investigate and secondly, difficult and costly to...
New protective measures for Spanish listed companies: voting caps and valuation rule against expropriation
May 2013 | MERGERS & ACQUISITIONS
Cuatrecasas, Gonçalves Pereira
The Spanish legislative body has reacted to demands for protection during these turbulent times for the Spanish economy by implementing two protective measures: protection in terms of voting caps and protection against the decrease in value of companies as a result of expropriation...
PRC private fund regulatory regime: reflections on 2012
May 2013 | INVESTMENT FUNDS
Shearman & Sterling LLP
2012 was a remarkable year for the private fund regulatory regime in China. Since May, the general investment industry has been swamped by dozens of regulations issued by various regulatory authorities, which have an impact on the private fund industry from varies aspects, including loosening regulatory...
Corporate bonds versus bonded loans - two financing tools in the focus of German companies
May 2013 | BANKING & FINANCE
BDO Legal
Corporate bonds have become popular among German companies in the past few years as an alternative financing instrument to the traditional bank loan. This is particularly true for small and mid cap companies which suffered most from the restrictive lending policy of banks, due to the altered regulatory...
The risks in a security cession of rental income
May 2013 | CORPORATE GOVERNANCE
DLA Cliffe Dekker Hofmeyr Inc.
As security for the repayment of a loan, lenders often require borrowers who are landlords, to cede in security to lenders, their right, title and interest (rights) in and to rental income due to borrowers. This article analyses the legal risks for lenders and borrowers...
Whistleblowing in the UK – to be afraid of or to encourage?
May 2013 | CORPORATE GOVERNANCE
Pitmans LLP
The practice of whistleblowing and the laws governing it are of importance to financiers. A whistleblower can open up the companies that financiers invest in to liability, or expose wrongdoing which may damage their investment. Whistleblowing is a topical issue in the UK at the moment as a major change in...
Navigating business corruption risks in Russia
May 2013 | FRAUD & CORRUPTION
Mintz Levin
Over the past several months, Russia has made a concerted effort to attract foreign business and investors through roadshows, the modernisation of the Moscow stock exchange, new construction in the city’s financial centre, and the passage of new securities and anti-corruption laws and regulations...
Pension plan de-risking in Canada
May 2013 | RISK MANAGEMENT
Osler, Hoskin & Harcourt LLP
An increasing number of public and private sector employers around the world are either abandoning the traditional defined benefit (DB) pension plan model in favour of more affordable and sustainable alternative arrangements, or are doing away with their employer sponsored retirement plans altogether. In the...
Be prepared and be a cyber boy scout – united we stand, divided we fall
May 2013 | RISK MANAGEMENT
Pitmans LLP
Rapidly becoming a flash-point for privacy campaigners, new cyber proposals on both sides of the Atlantic are due to cause a seismic shift in the legal framework governing the notification of security incidents and information-sharing to limit risk and improve security. On a national level, in a Landscape...
SHIELD Act: a good next step in limiting patent assertion entity
May 2013 | INTELLECTUAL PROPERTY
Holland & Knight
The SHIELD Act – Saving High-Tech Innovators from Egregious Legal Disputes — is back. The SHIELD Act was originally introduced in the last Congress. It would have awarded costs, including reasonable attorney’s fees, to a prevailing defendant when, upon completion of the case, a Court held that the...
Recent amendments to patent legislation in Turkey
May 2013 | INTELLECTUAL PROPERTY
Gur Law & IP Firm
Given the increasing importance of intellectual property to the modern economic model, and the economic development that has occurred in Turkey, the current legislation often fails to satisfy business needs. Therefore, a new legislation is required to regulate industrial rights which are being used as a...
The ‘evident partiality’ standard under US arbitration law
May 2013 | LITIGATION & DISPUTE RESOLUTION
Kelley Drye & Warren LLP
A recent US federal appellate court decision concerning review of arbitration awards under the US Federal Arbitration Act (FAA) is a reminder of the risks parties face when conflicts of interest arise in arbitration. Below, we discuss the decision and review some steps parties can take in view of the controlling law...
The taxation of trusts and trust income from a South African perspective
May 2013 | CORPORATE TAX
DLA Cliffe Dekker Hofmeyr Inc.
Trusts have traditionally been a convenient tool for tax planning purposes. Even though it also provides the additional benefit of separating the assets of a taxpayer from an insolvency perspective, trusts also enabled taxpayers to potentially avoid estate duty and to reduce the effective rate of interest to the...
Compliance by tweet or post
May 2013 | SECURITIES LAW
Morrison & Foerster LLP
Despite increased public dependence on social media as the principal source of news, until very recently, the Securities and Exchange Commission (SEC) had not provided formal guidance as to whether dissemination of information by a company through a social media site would be considered public dissemination...
Employment law and financial regulation
May 2013 | EMPLOYMENT LAW
Stewarts Law LLP
Where an employee is suspected of misconduct that may breach regulatory rules, this may have consequences in terms of both the employee’s employment and the employer’s regulatory duties. To deal with the matter effectively, the employer will need to consider a number of potentially...
Privacy implications of doing business in Canada
May 2013 | EMPLOYMENT LAW
Overholt Law
Privacy law has quickly become one of the fastest developing areas of Canadian law and this, in turn, has had a noticeable impact on the practice of labour and employment law in Canada. It is important that organisations establishing a business presence in Canada take heed of the law in this area...
The right delivery model – but how do we fund it?
May 2013 | INFRASTRUCTURE SECTOR
Norton Rose LLP
Public infrastructure delivery is in a state of flux globally. In the period post global financial crisis (GFC), much has been said about the inability of traditional sources of bank led funding to meet global infrastructure needs and many have speculated about potential alternative sources of funding and the means by...
Order 1000: driving transmission investment in the United States
May 2013 | SECTOR ANALYSIS
Day Pitney LLP
Nearly two years ago, the United States Federal Energy Regulatory Commission (FERC) issued its final rule requiring the implementation of major reforms in transmission planning and cost allocation for transmission providers in the US (Order 1000). Order 1000 will profoundly impact the US electric transmission...
Legal and tax incentives for solar and wind projects in Ukraine
May 2013 | SECTOR ANALYSIS
Schoenherr
In recent years, Ukraine has witnessed unprecedented interest from foreign and local investors towards Ukrainian renewable energy projects. Apart from the global trend of increasing the share of renewable energy sources in overall electricity generation, this is also due to specific legislative support for...
Peril liability related to nuclear energy in Turkey
May 2013 | SECTOR ANALYSIS
Mehmet Gün & Partners
Global energy demand continues to increase. At the same time, the energy sector has been the top sector for foreign direct investment in Turkey for the last two years. This is due to Turkey’s geographical position, natural resources, stable growing economy, and young labour force. As the world’s energy...
Oil and gas in Kenya – regulatory framework
May 2013 | SECTOR ANALYSIS
Hamilton Harrison & Mathews
Oil and gas is a fast developing area of law in Kenya and this can be seen by the rate at which government has been aggressively putting in place laws and regulations that will govern companies which have been allocated, or intend to apply for, oil prospecting rights in Kenya. The recent discovery...
Barbarians at the gate: the changing face of legal services
May 2013 | LEGAL SERVICES
radiant.law
Unprecedented pressure on legal budgets (due in part to the financial crisis), the emergence of new and innovative legal service providers and remarkable advances in technology are proving catalysts for a significant reshaping of the global legal services industry. Clients are becoming more sophisticated and are...
New federal competition regime in the UAE
April 2013 | MERGERS & ACQUISITIONS
Anjarwalla Collins & Haidermota
The UAE has recently enacted a law regulating competition: Federal Law No. 4 of 2012. The objects of the law are the promotion and enhancement of competition and the control of monopolistic market practices. The law came into force on 23 February 2013. A grace period of six months has...
Recent developments regarding the proposed EU data protection regulation
April 2013 | DATA PRIVACY
Daley & Fey LLP
In her 8 March 2013 Intervention with the Justice Council in Brussels, Viviane Reding, Vice-President of the European Commission, identified the impact of the proposed EU Regulation on Data Protection on small and medium enterprises (SMEs) that transact business in the European Union via the...
Banking and finance arbitration on the rise – a trend to follow?
April 2013 | LITIGATION & DISPUTE RESOLUTION
Bird & Bird LLP
Further to a consultation held last year on the use of arbitration, the International Swaps and Derivatives Association (ISDA) is currently preparing five draft model clauses providing for arbitration under the rules of the following institutions: International Chamber of Commerce (ICC), the London...
Financial assistance prohibition under the new Turkish commercial code
March 2013 | CORPORATE LAW
Mehmet Gün
The Turkish business community awaited the New Turkish Commercial Code numbered 6102, which was eventually put into force on 1 July 2012 (the ‘New TCC’). On the road to EU membership, Turkey was in dire need of modern legislation that complied with EU legislation. The steady growth of the Turkish...
Enforcement focused arbitration: the road to recovery
March 2013 | LITIGATION & DISPUTE RESOLUTION
Skadden, Arps, Slate, Meagher & Flom (UK) LLP
Described by Lord Mustill as “The most effective instance of international legislation in the entire history of commercial law”, the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards of 1958 (the ‘New York Convention’) is credited with providing legally binding...
The recent conceptual framework of the commercial law in light of the New Romanian Civil Code
February 2013 | CORPORATE LAW
Spiru Haret University
In order to meet the challenges of transforming and modernising Romania’s business environment, the most important innovation has been the New Civil Code (NCC) which is the legal basis for monist, unitary regulation of all private law relations. Therefore NCC...
Joint ventures in Turkey
January 2013 | JOINT VENTURES
Kaye Scholer LLP
In line with continuous commercial growth in Turkey, it seems joint ventures will never lose their popularity. Under Turkish law, joint ventures may be formed in two different ways: as a commercial company pursuant to the Turkish Commercial Law or as an ordinary (simple) partnership under the Turkish Code...
UK Supreme Court rules on cross-border insolvencies
January 2013 | BANKRUPTCY & RESTRUCTURING
Kaye Scholer LLP
The UK Supreme Court has handed down its judgment in the joined cases of Rubin and another v Eurofinance SA and others and New Cap Reinsurance Corporation (in liquidation) and another v A E Grant and others [2012] UKSC 46. (24 October 2012). These decisions had been...
Notable court rulings regarding cross-border debt
January 2013 | BOARDROOM INTELLIGENCE
Jones Day
The fourth quarter of 2012 has produced several significant rulings from courts construing the rights and obligations of debtors – both sovereign and corporate – or their representatives, in connection with cross-border restructurings and bankruptcy cases. We briefly summarise some of these...
Globalisation moves downmarket
January 2013 | BOARDROOM INTELLIGENCE
ACM Partners
Despite the large amount of press devoted to the issue of globalisation in the past 20 years, most lower middle market companies (companies with sales below $100m) have, until recently, felt themselves to be insulated from sweeping changes in the global competitive landscape. In the short term that...
The graphene industry – perfectly placed for the Patent Box?
January 2013 | INTELLECTUAL PROPERTY
D Young & Co LLP
The present UK coalition government has the unenviable task of reducing the UK’s fiscal deficit and at the same time bringing the economy back to a period of sustained growth. Taxation is of course one route to increasing revenue for the government, but striking the right balance between increasing tax receipts...
Criminal law aspect of Danish securities trading regulation
January 2013 | BANKING & FINANCE
Kromann Reumert
On 20 October 2011, the European Commission adopted a proposal for a Directive on criminal sanctions for insider dealing and market manipulation. The proposed Directive requires member states to take the necessary measures to ensure that the criminal offences of insider dealing and market manipulation are...
Culture risk – the re-emergence of an ancient risk?
January 2013 | RISK MANAGEMENT
Hinrichs & Company Ltd.
On 13 November 2012, the Indonesian constitutional court declared that the existence of the Executive Agency for Upstream Oil and Gas Business Activities (BPMigas) was unconstitutional as it degraded state control over natural resources such as oil and gas. The court ruled that BPMigas should be...
The benefits of B Corporations
January 2013 | CORPORATE LAW
Dickinson Wright PLLC
While US capital markets and judicial decisions have historically been driven by the typical for-profit or ‘C’ corporation, there is a growing trend among the individual states to provide for a new type of limited liability entity where ‘profit’ is not the only motivator – B Corps. B Corps are legal entities authorised by...