Schoenherr has established a dedicated criminal compliance and white-collar crime team.
Ogier BVI and Bryan Cave have advised a private investor group led by Peak Hotels & Resorts Group on the acquisition of Aman Resorts.
DLA Piper has advised English Premier League football club Manchester City on its recent acquisition of A-league football club Melbourne Heart.
DLA Piper has advised Australian real-estate owner and manager Investa Property Group on its acquisition of a 50 per cent stake in Piccadilly Centre in Sydney’s CBD.
Senior partner Wu Jingjing from Dacheng’s Shanghai office was recently invited by The Boeing Company and AVIC International leasing Co to attend a signing ceremony.
Dacheng has acted as legal adviser for Shenzhen Pingan Real Estate Co on its acquisition of a logistics property project from LaSalle Investment Management Co.
Bristows partner Hazel Grant has identified the issues that pharmaceutical manufacturers might face to comply with the UK Data Privacy Act in a interview with BMI System.
The Trust Deficit: After the Crash — DLA Piper’s response to a perspective report by Populus download
The Trust Deficit: After the Crash report suggests that trust between business, politics and the media has broken down completely.
As of 1 October 2012, transfers of majority shares in a private limited liability company in Slovakia have become more complicated.
The Court of Appeal has delivered its judgment in the eagerly anticipated Game administration.
JPM Jankovic Popovic Mitic has provided full legal support to Serbian companies Imlek, Knjaz Milos, Bambi and Diary Subotica.
JPM Jankovic Popovic Mitic has announced that senior lawyer Nikola Poznanovic has been made a partner in the firm as of 1 February 2014.
DLA Piper has appointed Tony Katz and Alexander ‘Sam’ Millar as partners in the litigation and regulatory group.
DLA Piper’s debt finance team, part of the finance and projects group, closed three major deals in the week ending 2 March 2014.
DLA Piper has acted for Nord LB on the financing of Lilbourne wind farm, developed by Energiekontor.
The Hungarian government has adopted a decree introducing an electronic auction system to be applied in the course of the public sale of the assets of companies in liquidation.
The theme of this year’s International Women’s Day is ‘Inspiring Change’ — this is no more needed than in Italy, according to Lexellent.
Conyers Dill & Pearman has been named Offshore Firm of the Year at IFLR’s annual Asia Awards, which took place in Hong Kong.
Allen & Overy has hired Karan Dinamani as a partner in its London corporate group. The appointment underlines the firm’s commitment to growing its private equity practice.
Ogier in the BVI has acted for Russian hypermarket chain Lenta in its recent IPO on the main market of the London Stock Exchange and the Moscow Stock Exchange.
Companies in the federal supply chain have an opportunity to prepare for the expansion of government’s anti-human-trafficking rules download
This update highlights the salient aspects of the proposed rules and the requirements that are likely to be of most interest to contractors.
Ukraine sanctions download
Companies should assess their business operations and relationships in Ukraine.
Where administrators use leasehold premises for the benefit of the administration, they should pay the rent attributable to that period as an expense of the administration.
Tax Newsletter — Serbia: rulebooks on tax balance and tax returns for corporate taxpayers and entrepreneurs download
Karanovic & Nikolic has published the March 2014 edition of its Tax Newsletter.
The NSW Supreme Court decision in Video Ezy International Pty Ltd v Sedema Pty Ltd demonstrates that courts are prepared to take a tough line on franchisors.
Limiting the rules of representation of a company is one way to secure the company against unauthorised actions on its behalf.
Nicholas Scott discusses bilateral investment treaties and their role in protecting the interests of mining companies from detrimental actions taken by host countries.
On 25 February, the UK Information Commissioner’s Office (ICO) published its updated code of practice on conducting privacy impact assessments.
These tips will help those individuals who are new to the world of business immigration, as well as seasoned experts, as they highlight a few common issues.
The Public Services (Social Value) Act 2012 came into force at the end of January 2013 and is part of the government’s ‘Big Society’ initiative.
Private Equity Perspectives — March 2013: penalty clauses — the importance of careful drafting download
When entering into corporate and commercial contracts, it is common to structure the deal so that if there is a breach it can be compensated without having to bring court proceedings.
In the current market, private equity sponsors are increasingly looking at initial public offerings (IPOs) as a real exit option for their portfolio investments.
Steve Webb has confirmed that the government is ‘actively exploring’ if it can amend the Pension Protection Fund (PPF) legislation in regard to employer insolvency.
The NDRC is collecting relevant information in the automotive parts industry and will likely launch antitrust investigations in this sector on suspicion of price-fixing cartels.
This issue looks at some of the issues that will be prominent in the emerging financial environment and the developing products that are arising in the post recessionary global economy
If you are a tenant under a commercial lease and wish to assign your interest, underlet, charge or part with possession, then you are likely to need your landlord’s consent.
The ability of a private limited company to purchase its own shares is an extremely useful tool.
The DWP has published a report that highlights the areas it believes have a strong case for an exemption from auto-enrolment duties for certain employees.
From 6 April 2014, LLP members will be taxed as employed if less than 20 per cent of their remuneration is linked to the overall profitability of the LLP.
Avoiding multimillion-dollar liability for de facto partnership breach under Texas law — one useful tip download
After a lengthy trial, a Dallas jury has found that a de facto partnership existed between Energy Transfers Partners and Enterprise Products Partners.
InCredit March 2014 — market news: Paragon Bank launches under PRA new capital regime; and more download
According to a company press release, Paragon Bank has become the first new bank to obtain a banking licence from the PRA.
This month’s round-up of developments affecting the consumer credit industry sees the FCA announce tough rules for payday lenders and more.
DAC Beachcroft (DACB) has raided Eversheds for commercial contracts partner Ruth Connorton and a team of three fee-earners in Newcastle.
Taylor Wessing private equity partner Ed Waldron meets with Rob McCombie, investment director at CBPE Capital.
Hogan Lovells’ Ulaanbaatar office has hosted a panel discussion on breaking barriers for professional women, moderated by Solongoo Bayarsaikhan and Nominchimeg Odsuren.
James Batham, partner and real-estate expert at Eversheds, has commented on the BIS Select Committee report into business rates in the UK.
Wierzbowski Eversheds has signed an agreement to provide ongoing legal services to EDF Polska. The agreement is for three years.
Eversheds partner Audrey Williams has commented on the announcement of recommendations from Charlotte Sweeney to increase the number of women on British boards.
DLA Piper has advised Tilad, a multi-family office based in the Gulf region, on the acquisition of the BMW Logistics Centre in Niederaichbach near Munich.
DLA Piper has assisted Atlanta-based private equity firm Roark Capital Group in its equity investment in Anytime Fitness, a co-ed fitness franchise.
A team from Dacheng has been retained as standing legal counsel for Guangdong Huidong Rural Commercial Bank and Guangdong Boluo Rural Commercial Bank.
Dacheng attorney Qi Yan has advised Qinghai Jiangcang Coal Co on its SME private placement bonds issue on the stock exchange of Shenzhen.
Mourant Ozannes has announced the promotion of three litigation lawyers in the Cayman Islands to senior positions within the firm.
The BBC is to hire three legal services apprentices to join its in-house legal team in London, making it the latest organisation to throw its weight behind legal apprenticeships.
Riaz Karamali, a partner in Pillsbury’s Silicon Valley and San Francisco offices who represents emerging growth companies, answers some common questions innovators face.
Stephenson Harwood has advised Soma Oil & Gas Holdings on an equity investment of $50m from private equity investment company Winter Sky.
Stephenson Harwood has appointed Tom Platts as a partner in its corporate practice in Singapore. Platts has been based in Singapore for three years.
Companies that have uncovered potential liability for economic crimes now have the opportunity to avoid criminal prosecution by seeking a deferred prosecution agreement in the UK.
Stephenson Harwood hosted a seminar titled ‘Legal risk management: managing for success’ on 25 February 2014. Here is a summary of the panel discussion that took place.
Andrew Northage considers another case in which the FCA took enforcement action against inadequate anti-bribery procedures — even where no bribery had occurred.
The judgment of the Lord Chief Justice gives a clear indication that appeals against fines will be difficult to win.
The recent unseasonal weather has put into question organisations’ accident and incident investigation procedures and their ability to proactively assess incidents.
R v Bodycote HIP UK contains an important warning to UK organisations in relation to the impact of health and safety prosecutions against their branches abroad.
The FFI regime has imposed a duty on the HSE to recover costs for carrying out its regulatory functions against those found to be in material breach of the health and safety laws.
The importance of risk assessments — first publicity order in corporate manslaughter case and general case update download
These cases highlight one point over and over again: risk assessments. They are either not in place at all or are undertaken but not followed.
Review of HSE Temple Report download
The new edition of the Temple Report was published in January 2014 and contains helpful and interesting analysis of the functions and effectiveness of the HSE.
AAA: Game Station — fair play? download
Rent accruing during a period of administration should be treated as an expense of the administration, irrespective of the date on which it falls due for payment.
Prize promotions across the world download
This handbook is designed to equip clients with a useful tool to assist them with the management of the early development stages of a promotion.
Supplies of goods to customers fraudulently using a bank card are subject to VAT where the card provider pays for those goods download
The CJEU has ruled that a supplier must account for output VAT on payments received from third party card providers for supplies made to customers who bought goods using a fraudulent card.
Keeping track of the latest European developments, as well as domestic trends and changes, can be difficult — all the more so for multinational businesses.
NCTM has acted as legal adviser to Triboo Media, an Italian company specialising in online advertising, in its listing on AIM Italia.
Allen & Overy has been shortlisted for Antitrust/Competition Firm of the Year in the Chambers Global Awards 2014
Pillsbury has announced that partners Graham Tyler and Debra Erni will join the firm’s finance practice in London at the beginning of May.
The High Court has dismissed the challenge to the recently imposed fees regime in the Employment Tribunal system, brought by the trade union UNISON.
The Whistleblowing Commission was launched by Public Concern at Work to investigate how UK whistleblowing laws work and how they might be improved.
In July 2013, the EAT held that all the employees made redundant from two insolvent retail businesses were entitled to be collectively consulted, regardless of where they worked.
NCTM has acted as legal adviser to Gala in its listing on AIM Italia, the alternative capital market devoted to SMEs and managed by the Italian Stock Exchange.
Partner Nathan Cahill, senior associate Robyn Coote and consultant Elizabeth Mifsud from Minter Ellison have advised Quadrant Private Equity on the closure of its seventh fund.
Hogan Lovells has been named among the top five law firms with the strongest brand in Acritas’s annual ‘US Law Firms Brand Index 2014’.
Hogan Lovells has advised EuropaCorp on the formation of a US joint venture with Beverly Hills-based Relativity Media.
The energy sector will play a leading role in the global M&A revival, according to wide-ranging research carried out by Hogan Lovells.
Allen & Overy recently hosted a panel debate on the impact of Shanghai’s free-trade zone at Hong Kong’s China Club.
On 24 February 2014, deferred prosecution agreements legislation was finally brought into force in respect of a wide range of criminal conduct.
A business must either own or have a licence to what it uses; otherwise it could infringe someone else’s intellectual property rights.
It was announced on 29 January that the UK’s major supermarkets have agreed to report on how much food they waste each year.
Claire Sharf has joined Eversheds as a legal director in the law firm’s restructuring team. Lemi McAuley will also be joining the team as a senior associate.
Conyers Dill & Pearman has been recognised for its expertise in the Asian legal market, being named ‘Offshore Law Firm of the Year’ at the 2013 China Business Law Awards.
Conyers Dill & Pearman has advised Nomura in connection with the £237m refinancing of the group of companies owned by Camden Market Holding Corp.
This alert describes the final regulations issued by the FRB that modify the former requirements applicable to foreign banking organisations pursuant to the FRB’s Regulation K.
This article explains the key changes of the Defamation Act 2013 and the Defamation Regulations 2013 and what they might mean for parties involved in defamation claims.
In 2013, ILS products became more popular and, importantly, products which traditional P&C reinsurers started to actively engage with and underwrite.
InSure — February 2014: BIBA’s budget statement, IMD2 amendments, Insurance Contracts Bill and more download
Addleshaw Goddard has released the February 2014 edition of InSure, which centres on developments affecting the insurance industry.
The recent changes introduced in Luxembourg to its limited partnerships make it a desirable jurisdiction in which to establish alternative investment funds.
On 6 April 2014, the common law right for a landlord to seize a tenant’s goods and to sell them in order to recover outstanding rent arrears will be abolished.
Elizabeth Slattery, a partner in Hogan Lovells’ employment team, has commented on a Court of Appeal ruling confirming that post-termination victimisation is unlawful.
The EAT had to decide two main issues: had the claimant made a ‘disclosure’? Did he suffer detriment as a result of that?
Winckworth Sherwood is set to attend MIPIM 2014 on 11–14 March in France. MIPIM is described as the leading real-estate event for property professionals.
Minter Ellison’s international managing partner, Mark Green, has been elected chairman of the Australia-Mongolia Business Council.
NCTM has assisted LVMH in the establishment, as a minority shareholder, of a joint venture aimed at developing the Italian fashion brand Marco De Vincenzo.
NCTM, with the support of Rospatt Osten Pross, has assisted Ferrari in the litigation case brought before the Regional Court of Düsseldorf against the German retailer KiK.
Hogan Lovells has been presented with the Restructuring Team of the Year award at the International Finance Law Review (IFLR) Asia Awards during a ceremony in Hong Kong on 26 February.
Shoosmiths has advised LDC on its investment to support the £17.8m management buyout of GMG Property Services, a UK provider of software services to estate agents.
Finance and real-estate lawyers at Walker Morris have advised Evans Management on a funding deal worth £175m to assist with investment and acquisition opportunities.
DLA Piper has appointed Richard Hopkinson-Woolley, Laurence Rogers and Neville Wright to its real-estate team. The three partners join the firm from BLP.
Blackstone Chambers has made its third major silk hire in a year through the addition of Brick Court Chambers silk Alan Maclean QC.
HMRC has published updated guidance on the new ‘salaried member’ rules, the rules that will treat members of an LLP as employees for tax purposes in certain circumstances.
The future of cyber-security. Threats and opportunities — what in-house counsel need to know download
The ascent of the internet and computing has fuelled the importance of cyber-security, such that cyber-security has taken on a core strategic importance to business.
Eversheds associate Alison Messenger has commented following the publication of UK sentencing guidelines for environmental offences.
Khristy Spyrou and Myria Agathocleous have been unanimously voted to be partners of Pamboridis.
Walker Morris regulatory team director Ray Watson provides an overview of the Competition Commission’s working paper on the profitability of payday lending companies.
DLA Piper has advised Fosun International on its ¥210.5m investment in and strategic partnership with food and beverage chain Secret Recipe.
DLA Piper has advised a range of stakeholders on the sale of the entire issued share capital of DORC to Montagu Private Equity.
International Law at Work — February 2014: China’s interim provisions on agency workers issued download
China’s Ministry of Human Resources and Social Security has issued the Interim Provisions on Agency Workers.
International Law at Work: intranet announcement creates legally enforceable right to bonus promised for bank employees download
Making a contract with the whole world is not a legal concept that is intuitively recognised.
International Law at Work — February 2014: looking forward... legislative initiatives of the new German government download
This article sets out some of the employment-related enterprises of the Great Coalition as set out in the coalition treaty.
In this briefing, Taylor Wessing focuses on pensions in China, Germany and the UK.
On 2 July 2014, the data protection provisions of the Personal Data Protection Act 2012 will come into force.
Law at Work — February 2014: reasonableness and extent of restrictive covenants did not apply to actions as a minority shareholder download
In this case, the High Court had to consider whether non-solicitation and non-dealing restrictions for a period of six months after termination of employment were enforceable.
This decision represents a welcome return to the ‘pay for what you use’ principle and strikes a fairer balance between different creditor and expense groups.
Section 1 of the new act provides that ‘a statement is not defamatory unless its publication has caused or is likely to cause serious harm to the reputation of the claimant’.
Wragge & Co’s banking and finance team has assisted long-standing client Sanctuary Group in the securing of a £350m loan from the European Investment Bank.
Taylor Wessing has been shortlisted for the ‘Effective Legal Team’ award at the WealthBriefing European Awards 2014.
While companies own assets with millions of dollars of embedded software, few companies are maximising their property tax savings through the embedded software exemption.
Pension schemes providing benefits on a salary-related or DB basis — including ‘final salary’ pension schemes — have been in the news for several years.
In the UAE, there are two separate jurisdictions that need to be considered. This update will focus on some recent developments in both jurisdictions.
It has been more than six months since the introduction of the new fee regime into the Employment Tribunal system, which took place on 29 July 2013.
A Bermuda court has ruled that the target of an intergovernmental request for information under a TIEA may require the attorney-general to produce the terms of the request.
NCTM have advised Tamini, a manufacturer of transformers for electrical networks, on the sale of its entire share capital to Terna Plus.
It is natural that where differences arise between joint venture parties, it is to the BVI, and its successful Commercial Court, that they head to resolve their disputes.
In this two-part article, Clare Brown examines recent developments and potential risks of various social media websites, including Facebook, LinkedIn and Twitter.
Shoosmiths considers exclusion clauses in sale-of-goods contracts in light of the recent Commercial Court decision of Glencore Energy Ltd v Cirrus Oil Services.
France’s Data Protection Authority has for the first time adopted truly sweeping changes to its Single Authorization No. 004 on Whistleblowing.
An important message to all tax planners: the European Commission’s directorate-general for competition has declared war on ‘fiscal optimisation’.
The temptation not to pay and to force the claimant to choose between paying the defendant’s share or letting the arbitration grind to a halt can be a strong one.
FINRA has issued a notice on a proposed new regulatory structure for firms that limit their activities to advising companies on capital raising and corporate restructuring.
First Lady and nutrition: USDA and FDA propose sweeping food labelling and marketing regulations download
Michelle Obama and the FDA have released regulations that would make significant changes to the nutrition information found on food and dietary supplement labels.
This is a short but salutary tale from a High Court decision earlier this month, where the duration of liabilities under a lease was linked to the lease completion date.
The Technology and Construction Court recently decided that claims that had been advanced in negligent misstatement and misrepresentation could not be adjudicated.
The US Internal Revenue Service has released its Transfer Pricing Audit Roadmap, a 26-page outline of the two-year transfer pricing audit process.
Spain’s Basque Country extends participation exemption regime to capital gains on transfer of shares in Spanish companies download
Spain’s autonomous Basque Country region has extended its participation exemption regime to capital gains derived from the transfer of shares in Spanish companies
Property Update — February 2014: Re Game Station — the Court of Appeal has overturned the law on administrators paying rent download
The Court of Appeal has issued its judgment in the ‘Game’ case: Jervis & Anr v Pillar Denton Limited & Ors.
Parmjit Singh of Eversheds has praised Oxfam for its rankings of food and drink companies in terms of social and environmental policies.
A Brazilian newspaper has reported that the Internal Revenue Service is preparing regulations to require foreign web-based companies to invoice locally and pay local taxes.
Deferred prosecution agreements, the government’s newest weapon in the fight against corporate crime, have become available to prosecutors.
Tax Guide 2014–15 — South Africa download
This guide details the thresholds for a variety of taxes, both personal and business, in South Africa from 1 March 2014 onwards.
Ben Williams, a barrister at Kings Chambers, considers how companies can control the misuse of group email systems.
International Law at Work — February 2014: changes to Singapore’s Employment Act from 1 April 2014 download
The Employment Act is Singapore’s main labour law covering certain categories of employees.
The issue of what duties a lead underwriter owes to the following market when settling a claim was considered by the commercial court in the context of a ‘follow clause’.
Two years on from DLA Piper’s report The Trust Deficit: Views from the Boardroom, the firm returns to the theme and asks how companies can foster a culture of trust in a post-crash economy.
China’s merger review regulator has published criteria for a simplified merger review, the Interim Rules on Application Criteria of a Simplified Review.
A report commissioned by DLA Piper — The Trust Report: After the Crash — has found that an anti-business mood is hampering a sustainable recovery.
A dispute related to a shipbuilding contract where the bank guaranteed the payment obligations of its customer, the buyer, to the claimant seller under the contract.
Russell Bailey from No5 Chambers has succeeded in an appeal to the Employment Appeal Tribunal in the case of London Central Bus Company Ltd v Manning.
Cayman Islands Law Update: the Exempted Limited Partnership Bill and the Contracts (Rights of Third Parties) Bill download
Following extensive consultation in both the public and private sectors, the Exempted Limited Partnership Bill 2014 was gazetted on 21 February 2014.
California GCI’s coming priority products list and the DTSC Strategic Plan — what do they mean for you? download
The highly anticipated next step in California’s Green Chemistry Initiative (GCI) is the planned April 2014 release of the list of ‘priority products’.
This year’s Hospital and Leisure focuses on technology inter-operability issues within hotel franchising, as well as looking at the current economic environment.
The New York Court of Appeals, in K2 Investment Group, LLC v American Guarantee & Liability Insurance Company, has vacated its own prior decision.
A recently issued claim in the High Court could have a chilling effect on the information a campaign group can collect and use.
Royal Court clarifies limits of customary law exception in respect of time-barred breach-of-trust claims brought by incoming trustee download
Where a newly incorporated PTC recently appointed as successor trustee seeks to bring claims for breach of trust against predecessors, it will not be able to benefit from empêchement d’agir.
The Court of Appeal has ruled that rent is an administration expense, payable on a daily basis for the period during which premises are retained for the benefit of the administration.
This article considers the key competing mobile payment technologies and the legal risks, and how the adoption of these technologies may shape the payments market of tomorrow.
The Court of Appeal (Criminal Division) has given judgment on two appeal cases brought by companies contesting the level of fines each received.
The Court of Appeal has given judgment in the Gamestation case (Jervis v Pillar Denton and Others). It affects the way that rent is treated in an administration.
In San Evans Maritime v Aigaion Insurance, the court held that the defendant following underwriter was required to follow a settlement reached by lead underwriters under a follow clause.
Some of the UK’s largest landlords have overturned previous High Court cases that had allowed insolvent tenants to continue trading from their premises without paying rent.
The Migration Advisory Committee has released its much-leaked report on the Tier 1 (investor) visa route.
Employment Appeal Tribunal decision confirms no extension of civil partners’ survivor benefits download
The EAT has confirmed that the restriction of a surviving civil partner’s pension to the member’s post-4 December 2005 pensionable service is compatible with EU law.
Private rights, public wrongs: Trafford v Blackpool Borough Council — the public law control of contractual discretion download
This case is a reminder that while local authorities have the power to do ‘anything that individuals generally may do’, this does not mean they are free to make decisions as individuals might.
Landlords have won their appeal to claim unpaid rent for a period that a company is in administration and trading from a property as an expense of the administration.
The private equity team at Wragge & Co has advised Mobeus Equity Partners on a £6m investment in the management buyout of Entanet International.
This point was dealt with in Svensson and others v Retriever Sverige AB by the Court of Justice of the European Union (CJEU) on 13 February 2014.
Gateley has acted on a deal that saw Cordant Group acquire Sugarman Group. The Manchester team was led by corporate partner Charles Glaskie.
New LLP tax rules download
HMRC has published updated guidance on the new ‘salaried member’ rules — the rules that will treat members of an LLP as an employee for tax purposes in certain circumstances.
With the European Parliament adopting three new directives covering public procurement on 15 January 2014, Mills & Reeve looks at the potential implications for the third sector.
DLA Piper’s 2014 European Acquisition Finance Debt Report has revealed that the market landscape is changing dramatically.
Eversheds has advised NewRiver Retail, a UK REIT specialising in value-creating retail property investment and active asset management, on its latest £85m equity fundraising.
Allen & Overy has been recognised as the ‘Best Overall Law Firm in Islamic Finance’ for the third consecutive year at the annual Islamic Finance News Awards ceremony.
The importance of legal opinions download
This briefing explains what legal opinions are and why they can be of critical importance on a cross-border transaction.
Great news for commercial landlords download
Two recent decisions have swung the pendulum of convenience towards insolvency practitioners and away from commercial landlords.
Gateley has advised management on its recent buyout of Reader Offers, an independent cruise specialist for all the major cruise lines, from its privately held owner.
Dacheng attorneys have advised Nantong-state-owned Assets Investment Holdings on short-term financing bills and medium-term notes registration.
Dacheng attorneys have successfully represented Yunnan Qifeng Petroleum Machinery, the defendant, in an IP litigation in the Intermediate People’s Court of Kunming.
Mingyue Dun was recently elected as a 2014–2015 China subcommittee member of the Anti-Counterfeiting Committee of the International Trademark Association.
Dacheng has advised Sundiro on offshore funding and joint venture formation in relation to a project with Italy-based yacht maker Sanlonrenzo.
Dacheng attorneys have been retained as standing legal counsel by the Large Business Division of Guangzhou Local Taxation Bureau.
Collateral warranties: beware download
Is your company a party to a construction contract or to a collateral warranty? If so, what would happen if a collateral warranty was suddenly interpreted as a construction contract?
California’s Proposition 65, the Safe Drinking Water and Toxic Enforcement Act of 1986, finally has the attention of legislators and the governor’s office and is undergoing key changes.
The Second Circuit has broadened the SEC’s power to seek civil disgorgement of profits from insider trading violations, even where an individual did not personally profit.
Phillip Tunney of Eversheds has commented on the importance of protecting IP for those in the chemical industry who are involved in collaborative R&D.
Hogan Lovells has advised Mishmeret Trusts Company in its role as trustee and security agent for the high-yield issuance of $800m of senior secured notes due 2021 by B Communications.
NYAG forges new ground in scrutiny of pharmaceutical agreements with first-filer exclusivity no-challenge settlement download
NYAG has reached a settlement with two drug manufacturers regarding allegations that an agreement between the firms not to challenge each other’s eligibility for regulatory exclusivity was anti-competitive.
New US cybersecurity framework issued: in wake of cyber attacks and lawsuits, how should organisations respond? download
This alert summarises the framework’s key elements and suggests practical strategies organisations can use to assess whether and how to use the framework.
This newsletter sets out in chronological order the main tax news/amendments published in the period of 1–31 January 2014.
Decision on whether receivers and liquidators must withhold tax in absence of an assessment download
Justice Logan of the Federal Court has handed down the much anticipated decision in Australian Building Systems Pty Ltd v Commissioner of Taxation.
NCTM has advised Italian fashion house Krizia on its sale to Shenzhen Marisfrolg Fashion Co, a Chinese women’s fashion producer belonging to Zhu ChongYun.
Paul Marshall from No5 Chambers was instructed against the decision of HH Judge Pelling QC in Hone and Ors v Abbey Forwarding.
Taylor Wessing has advised Centerplate on a joint venture with International Stadia Group and the commercial agreements with Club Atlético de Madrid.
This report presents detailed results of a survey of more than 250 debt providers, advisers, sponsors and corporates active in the European acquisition finance debt market.
Paul O’Hare has won the 2014 Corporate Intl Magazine Global Award for ‘Outsourcing Lawyer of the Year’.
Employment News: TUPE revamp download
Proposed changes to the Transfer of Undertakings (Protection of Employment) Regulations (TUPE) came into force on 31 January 2014.
Kemp Little has listed several changes that employers should look out for in 2014.
Walker Morris has teamed up with Bloom to run a series of breakfast seminars to discuss the issues and opportunities surrounding the management of brands in a digital age.
DPAs may be relevant to any Jersey company that is liable to prosecution under the UK’s Bribery Act 2010.
APRA’s new regime on risk management download
The Australian Prudential Regulation Authority (APRA) recently released a package of governance measures for banks, and general and life insurance companies.
Liquidators were appointed as administrators of the companies on referral from the Mawson Group, a business advisory and restructuring firm that services distressed companies.
A contracting party not in existence when a misrepresentation was made could still rely on it.
Alison Downie, head of employment at Goodman Derrick, is set to chair the Law Society’s Survive and Thrive Law Management Roadshow.
Conyers Dill & Pearman has advised Global Container Assets 2013 on its $280m (£168m) note offering.
This guide is a summary of the law and procedures relating to limited partnerships in Guernsey.
In his state-of-the-nation address in December 2013, the Russian president stressed the need for urgent measures to ‘de-offshorise’ the economy.
Deferred prosecution agreements download
The DPA regime is a half-way house between a prosecution and non-prosecution outcome to a criminal investigation, but without any of the reputational stigma of a successful prosecution.
Irwin Mitchell real estate partner Rob Thompson will succeed Jon Vivian as head of the firm’s London real estate team on 1 May.
The Unsolicited Proposal Guideline provides a framework for the government’s assessment and implementation of infrastructure proposals that originate directly from the private sector.
New directive would require member states to provide in their national legislation for criminal sanctions related to insider dealing, market manipulation and unlawful disclosure of inside information.
Deferred prosecution agreements, the government’s newest weapon in the fight against corporate crime, become available to prosecutors from 24 February 2014.
Mexico has recently adopted amendments to the Mexican Constitution that will profoundly change all aspects of the electric power sector in Mexico.
The federal government has released the final report of the Productivity Commission’s inquiry into the National Access Regime.
Box Clever and Storm Funding decisions show scope of the regulator’s financial support direction powers download
Two recent decisions have demonstrated the latitude that the Pensions Regulator has in pursuing a case for a financial support direction.
In Hillcrest Homes v Beresford and Curbishley, the TCC decided that claims that had been advanced in negligent misstatement and misrepresentation could not be adjudicated.
‘Firms must put the interests of customers first’ warns the FCA as it hands down its largest ever retail conduct fine
Failings by insurance intermediary HomeServe have resulted in the company being fined £30.6m, the largest amount ever imposed by the Financial Conduct Authority for the retail sector.
The Court of Appeal has considered the levels of fines imposed for radioactive waste and health and safety offences committed by large companies.
Pre-contract enquiries can be time consuming and look cumbersome but replies to enquiries are an important source of information for a buyer.
Guy Ladenburg from Three Raymond Buildings (3RB) has acted as junior counsel in a case involving Stephen Davies QC.
No5 Chambers barrister Emma Edhem has been elected to the Court of Common Council in the Ward of Castle Baynard in the City of London after a contested by-election.
Hogan Lovells has advised Qatar Insurance Company on its acquisition of Antares Holdings, a Lloyd’s specialist insurer and reinsurer.
This article looks at what prompted the Law Commission’s consultation on the fiduciary duties of investment intermediaries, what it is focused on and what might come next.
Pensions Pieces: DWP consultation on the draft Occupational Pension Schemes Regulations 2014 download
The DWP has concluded a consultation on the draft Occupational Pension Schemes (Miscellaneous Amendments) Regulations 2014, which broadly provide for three changes.
Hogan Lovells has advised Kuwait Petroleum International on the Italian Shell acquisition.
Taylor Wessing has advised Grand City Properties on its issue of €150m senior secured five-year convertible bonds convertible into new and/or existing ordinary shares.
Eversheds has advised Flybe Group, a company listed on the London Stock Exchange, on raising £150m by way of a firm placing and open offer.
Dacheng attorney Shang Jiangang has advised Zhangjiang High-tech Park Development Co on a major property transfer.
Attorneys from Dacheng’s Changsha office have advised Kingdom Auto-Control Tech (Changsha) Co on its NEEQ Listing.
A team of attorneys from Dacheng’s Wuhan office has advised Ferguson (Wuhan) Biotechnologies on its application for a listing at the NEEQ system.
Dacheng has advised two Harbin-based enterprises on their launch on the NEEQ system.
The provision of the so-called ‘moral hazard’ powers to the Pension Regulator under the Pensions Act 2004 has caused significant concerns.
Speechly Bircham is in preliminary merger talks with six-office firm Charles Russell in a move that would propel the combined outfit into the top 25 firms by turnover according to The Lawyer UK200.
The Sentencing Council recently issued useful guidelines regarding sentencing in relation to fraud, bribery and money-laundering corporate offences.
Mourant Ozannes has been announced as a winner in the China Business Law Journal’s 2013 China Business Law Awards.
For the fifth consecutive year, the IAOP has announced that Pillsbury has been included on ‘The World’s Best Outsourcing Advisors’ list.
In these video briefings, Pillbury partner Mike Sullivan takes on four key issues that entrepreneurs commonly contend with in the early days of their start-up efforts.
When things go wrong, a well-drafted exclusion clause could make all the difference. What should you be aware of when you are drafting or reviewing these clauses?
Richard Hitchcock from Outer Temple Chambers has been selected for the award of Queen’s counsel.
Shoosmiths has advised Singapore-based Freight Investor Services on the strategic sale of a majority shareholding in Cleartrade Exchange to European Energy Exchange.
DLA Piper has advised the McCambridge Group on the sale of Soreen to Gibbs Croft, part of Samworth Brothers.
Conyers Dill & Pearman has provided BVI and Cayman advice to Honworld Group on the global offering of its shares and its listing on the Hong Kong Stock Exchange.
Binder Grösswang has appointed Dr Martin Frenzel to its corporate/M&A team. He mainly advises clients in complex corporate questions and in contract and compensation law.
Conyers Dill & Pearman has provided BVI advice to Guangzhou R&F Properties on the issue of $1bn 8.50 per cent senior notes due 2019.
Conyers Dill & Pearman in Hong Kong has provided BVI and Cayman Islands advice to Miko International Holdings on the IPO of a PRC children’s clothing retailer.
Allen & Overy has advised the shareholders of Entelios on the sale of all shares to EnerNOC, a NASDAQ-listed provider of energy intelligence.
Agreement on the core rules of the second Markets in Financial Instruments Directive (MiFID II) download
The European Parliament and the European Council have reached an agreement in principle on updated rules for the market in financial instruments.
National cybersecurity framework released — has your organisation considered the implications? download
The cybersecurity framework is a risk management tool to assist companies with assessing the risk of cyber attack, protecting against attack and detecting intrusions as they occur.
The search warrant recently executed on a Virginia-based flooring wholesaler surrounded allegations that the company had illegally imported wood in violation of the Lacey Act.
DLA Piper has achieved a victory for Sabre in a putative class action brought by a passenger of Hawaiian Airlines accusing the company of sending unsolicited text messages.
This update sets out the most significant developments of the new public procurement directives.
The recently published FCA sanction against HomeServe Membership provides further insight into the regulator’s expectations of senior management.
The High Court has held that Amazon infringed Lush’s Community trademark by its purchase of the Google Adword ‘Lush’.
SEC provides expanded no-action relief from broker-dealer registration for intermediaries in private M&A transactions download
The staff of the SEC’s Division of Trading and Markets issued a no-action letter on 4 February that provides guidance on how intermediaries may effect securities transactions.
Stephenson Harwood has advised three separate companies on their recent secondary fundraisings, raising more than £60m in aggregate.
It is common for parties to commercial agreements to agree mechanisms for resolving breaches of their agreement without having to resort to legal proceedings.
Minerals Matters — winter 2014 download
This issue contains articles relating to human rights in the mining industry, data protection issues, the ability to remove squatters and the crackdown on bribery and corruption.
Fundraisings of early-stage life science companies can be complicated affairs from the point of view of actually securing the funds from investors in the first place.
John Baldwin QC has delivered a noteworthy judgment concerning the use of trademarks in keyword advertising and in the search results returned by website search tools.
Eversheds’ James Batham has said that the British Retail Consortium’s recommendations for overhauling business rates will be welcomed by retailers.
The articles of association are a contract between the company and each shareholder and between the shareholders themselves.
A life sciences company raises funds either by issuing shares or by borrowing money from individuals, venture capital bodies or lending institutions.
Taylor Wessing has acted on behalf of Lord and Lady Tanlaw and their family trusts in relation to the sale of Fandstan Electric Group to New York-listed Wabtec.
Minter Ellison has provided advice to Antofagasta, a copper company that has restructured two Australian companies via two schemes of arrangement under the Corporations Act.
A number of life sciences industry bodies have jointly published a report entitled ‘From vision to action: delivery of the strategy for UK life sciences’.
All the existing shareholders and the company should be a party to the agreement, although it may not be practical for all minority shareholders to be a party if there is a large number of them.
It is common in investments for life sciences companies for a term sheet to be put in place between the investors and the founders that sets out the key terms of the investment.
One innovative deal structure is geographical licensing. While apparently simple on the face of it, the devil is in the detail.
While a business founder may have come up with a brilliant invention, he or she may be totally unfamiliar with even the most basic corporate concepts.
Online reviews present a risk for businesses as they may engage in misleading or deceptive conduct in contravention of the Australian Consumer Law.
As a leading international offshore centre, the majority of the high-value commercial litigation that reaches the BVI Commercial Court is cross-border in nature.
Conyers has acted for the borrower, RISE, in relation to the financing of an acquisition from affiliates of GECAS of a portfolio of 26 commercial passenger aircraft.
Clyde & Co and Eversheds will advise Yum! Brands, the company behind Pizza Hut and KFC, for the first time having been appointed as part of a new eight-firm panel in the UK.
Alistair Schaff QC of 7KBW has appeared for financial services firm In Focus Asset Management in Clark v In Focus Asset Management.
DLA Piper has been named Law Firm of the Year at the 2014 Legal Business Awards, held on 13 February at the Grosvenor House Hotel in London.
Eversheds has advised consumer electronics retailer Expansys on its recommended takeover by celebrity entrepreneur and Dragons’ Den panellist Peter Jones.
Giles Salmond has said that countries such as Luxembourg are likely to lose out when EU rules on VAT on e-commerce transactions come into force in 2015.
Alan Harper explains the general rules in relation to the ownership of the main types of intellectual property.
Michael Conroy Harris, construction expert at Eversheds, has said that there is no spare capacity in the UK construction industry following the floods.
Eversheds Bitans lawyers will be providing legal advice free of charge in Latvia on 10, 11 and 14 March.
The Court of Appeal has accepted the arguments of Bank of Scotland in the first reported case to analyse the proper content of a unilateral notice registered in the charges register to a property.
Adrian Keeling QC of No5 Chambers has prosecuted in Operation Springtide, a case that saw three men convicted of fraudulent trading at Stafford Crown Court.
Taylor Wessing has been named as the winner of the Legal Technology Team of the Year at the 2014 Legal Business Awards.
Croatia: recent news highlights — Strategic Investment Act and proposed new act on maritime goods and sea harbours download
The new act on strategic investment in Croatia has achieved its goal of reducing administrative procedures and ensuring the speedy realisation of strategic projects in Croatia.
Walker Morris corporate partner Debbie Jackson has been listed as one of The Lawyer’s Hot 100 Lawyers in its annual research report.
Wragge & Co’s intellectual property (IT) team has won TMT Team of the Year at The Legal Business Awards.
FCA proposes revised test for sponsor competency and sparks debate on joint sponsor arrangements download
In its new consultation paper, the FCA proposes various changes to the sponsor competency regime and initiates discussion on joint sponsor arrangements.
Last year was an eventful year in the residential sector. In this briefing, Eversheds looks back through the top five influential and surprising cases.
In November, a US court gave a significant judgment on the scope of the US ‘fair use’ provision, holding that Google’s acts in relation to the Google Books project constitute fair use.
The Court of Justice of the European Union has delivered judgment in a seminal case on how hyperlinking and framing should be treated under copyright law in the EU.
A company’s business activities must ultimately be conducted by individuals — company directors — notwithstanding that a company has a distinct legal personality.
Wragge & Co and Lawrence Graham (LG) have confirmed the line up of the new post-merger management board, with just two spots taken up by Lawrence Graham partners.
Insolvency set South Square has lost a senior junior barrister to Fountain Court Chambers.
Stephenson Harwood has advised Incadea on the acquisition of RC Real Business Solutions and an associated placing of 11,100,000 ordinary shares.
The Insolvency Service’s most recent quarterly statistics show a 12 per cent rise in construction company compulsory liquidations.
After publishing a draft for consultation, the government has laid the Consumer Rights Bill before parliament together with explanatory notes.
The Ninth Circuit has held that state and local governments lack the power to tax permanent improvements built on non-reservation land that is held in trust by the federal government.
NCTM has expanded its practices by launching a team dedicated to the luxury and fashion industry.
Mills & Reeve has published the February edition of its Health Legal Update, which includes information on the NHS, regulatory news, patient matters and legal processes.
Mills & Reeve has advised Trinity College on its acquisition of Dunsfold Park near Cranleigh in Surrey at a total cost of just more than £50m.
Hogan Lovells has hired Andy Ferris as a partner in its Singapore international debt capital markets team. He will join the law firm on 3 March 2014.
Wierzbowski Eversheds, in conjunction with the Polish Association of Corporate Lawyers, has published a guide to key issues of competition law.
Antitrust Matters — February 2014 download
DLA Piper has published the first edition of its global competition newsletter, Antitrust Matters.
Conyers Dill & Pearman has provided legal advice to Franco-Nevada (Barbados) Corporation in relation to the $135m financing to Teranga Gold Corporation.
In this eighth edition of Offshore-i, Appleby presents its analysis of transactions data for the fourth quarter of 2013.
According to the Offshore-i report released by Appleby, quarter-by-quarter offshore deal volumes rose steadily throughout 2013.
In Barnet the Second Circuit departs from precedent and sets the stage for potential circuit split download
The Second Circuit has reversed the bankruptcy court that had granted recognition under chapter 15 to an Australian company that had not introduced any evidence of assets or operations in the US.
Allen & Overy’s human rights working group (HRWG) has published the third issue of The Business and Human Rights Review.
On 20 May 2014, Allen & Overy will host a seminar entitled ‘The quest for meaning: an overview of the law of contact — part one: interpretation’.
On 24 June 2014, Allen & Overy will host a seminar entitled ‘What do we do now: an overview of the law of contract — part two: termination and remedies’.
Hogan Lovells has continued the expansion of its Los Angeles office with the addition of healthcare litigation partner Michael Maddigan.
Hogan Lovells has achieved success for Otkritie, a Russian financial services provider that the firm advised throughout a dispute regarding multi-million-dollar fraud against it.
Allen & Overy has advised Citigroup in its capacity as co-arranger with HSH Nordbank in relation to a secured refinancing transaction of HSH Nordbank.
Members of 7KBW have featured on both sides of the dispute in Glencore Energy UK Ltd v Cirrus Oil Services Ltd  EWHC 87 (Comm).
There may be circumstances when disclosure of a party’s insurance arrangements can be ordered by the court download
A group of litigants has been granted an order for disclosure of a defendant’s insurance arrangements in respect of the defendant’s potential liability in the litigation.
DLA Piper has advised China Shipping Terminal Developments on its acquisition of approximately 24 per cent of issued shares in APM Terminals Zeebrugge.
Evershed’s head of product liability, Richard Matthews, believes Toyota’s latest recall could once again dent the firm’s reputation.
A Hogan Lovells corporate team has advised Kite Realty Group Trust on its proposed merger with Inland Diversified Real Estate Trust, Inc.
Business consulting firm BTI has named Pillsbury partners Bruce Ericson and Maria Galeno to its Client Service All-Stars list.
Taylor Wessing has been named one of eprivateclient’s Top 25 Most Admired Companies.
Information security obligations for Australian businesses under the Privacy Act: a reminder from the OAIC download
At the launch of this year’s Privacy Awareness Week, the OAIC released its new guide to information security — ‘Reasonable Steps to Protect Personal Information’.
The Cybersecurity Framework: administration and Congress move to incentivise private sector co-operation download
The White House has announced its eight preliminary incentives to encourage private sector owners and operators of critical infrastructure to adopt the final Cybersecurity Framework.
The case of Richard Gabriel v Peter Little and others has highlighted the importance of engagement letters in clarifying the scope of a professional retainer.
On 10 December 2013, HMRC published the 2014 Draft Finance Bill. The new rules will come into effect from 6 April 2014.
DLA Piper analyses some of the key commercial and regulatory developments of the past year and provides some prognostications regarding the coming year(s).
This article details what types of transactions give rise to a heightened risk of insider trading, highlights the importance of confidentiality and provides practical guidance.
The Belgian Financial Services and Markets Authority is consulting on new rules regarding the marketing of financial products to retail clients.
There has been unanimous support from the European Parliament’s Economic and Financial Affairs Committee for the agreement on the proposed CSMAD.
UK: the real risk of cyber attack download
New revelations of the cyber threat to government and business identify the risk of attack even when stopping for a cup of coffee.
This alert provides a preliminary assessment of the cybersecurity EO and observations that may be helpful in considering how new standards may affect your company.
Case update Scotland — retail park: whether tenant withholding consent to further development by landlord was reasonable download
In Aviva Investors Pensions v McDonald’s Restaurants, the judge held that a tenant of a unit in a retail park had acted reasonably in withholding consent to a proposal to develop an additional unit nearby.
Executive Branch acts out on cybersecurity: what you need to know about this groundbreaking effort download
The White House has released the National Institute of Standards and Technology Framework for Improving Critical Infrastructure Cybersecurity.
EU audit reform — all change download
On 17 December 2013, the European Parliament voted to accept the European Commission’s revised proposals for audit reform.
Investigation into Mayfair Charities download
The Charity Commission last month released the findings of an investigation begun in July 2012 into concerns over Mayfair Charities’ financial accounts.
With European elections in May, the flow of new regulations from Europe is expected to slow, with the immediate focus being on fine tuning already adopted policy.
The continuing obligations of Cayman Islands regulated funds are set out in the Companies Law and Mutual Funds Law (as amended).
On 16 January 2014, the Financial Conduct Authority published its finalised guidance on supervising retail investment advice.
This section of InVest includes an update from the Financial Conduct Authority on the Retail Distribution Review post-implementation review timetable and more.
Ben Williams of Kings Chambers has advised Blackpool Borough Council in respect of an early-morning restriction order.
Dacheng attorneys have advised Shandong Jinyee Machinery on its sale of equity to CLAAS, a manufacturer of agricultural engineering equipment in Germany.
The City of London Law Society Land Law Committee has produced a protocol for discharging mortgages of commercial property.
Three years after investing in Discovery Holiday Parks, Next Capital, Allegro Funds, Macquarie Funds and management have sold the majority of the business to Sunsuper.
Mills & Reeve has assisted IVF clinic Bourne Hall on the agreement of a deal with Mobeus Equity Partners to raise a £3.5m equity investment.
Governance News — 11 February 2014 download
The fallout from controversial trades in David Jones (DJs) shares and a rejected merger proposal have escalated, with the chairman and two other directors stepping down from the DJs board.
NCTM’s latest Shipping and Transport Bulletin includes comment on the Italian law relating to the granting of financial aid to Italian stevedoring companies.
Court construes in-transit loss clause in voyage charterparty — Trafigura Beheer BV v Navigazione Montanari Spa (Valle di Cordoba)
The Commercial Court has recently considered the meaning of the expression ‘in-transit loss’ in a voyage charterparty.
Complex and costly cross-border legal disputes are projected to grow significantly in the years ahead, according to a new survey of multinational corporations.
This article explores profit and loss allocations by partnerships, the special rules for AIFMs and the disposal of assets through partnerships that lead to a tax advantage.
On 31 January 2014, the Governor’s Office of Business and Economic Development (GO-Biz) released final proposed regulations on the California Competes tax credit.
The UK Crime and Courts Act 2013 has come into effect, making DPAs available to the director of the Serious Fraud Office and the director of public prosecutions.
This note provides a brief summary of Cayman Islands Monetary Authority’s Statement of Guidance for Regulated Funds — Corporate Governance.
In the past, vessels owned by foreign shipping companies and registered under non-Greek flags but managed through companies established in Greece used to enjoy tax immunity.
Welcome to Taylor Wessing’s analysis of clean energy investment activity in the fourth quarter of 2013.
This year looks set to be one of exciting change for industrial and provident societies — not least because their name will be changing to either ‘community benefit’ or ‘co-operative’ societies.
Partner and founder
JPM provides legal services relating to patent, trademark, industrial design, copyright and trade secret protection.
JPM advises on the most significant and complex transactions in the gas and oil sector being realised in the Republic of Serbia.
The firm advises on the entire range of Serbian and EC competition law matters, including merger control and clearance.
JPM handles the most sensitive and complex cases in all kinds of commercial, competition, labour and corporate disputes.
JPM’s real-estate and construction department advises on all aspects of real estate, including legal support in significant real-estate transactions.
This remains JPM’s main area of activity with an outstanding track record and leading expertise in Serbia and the region.
NCTM has assisted La Gardenia Beauty, an Italy-based beauty and cosmetics retailer, with its restructuring following the entry of Fondo Orlando Italy into its share capital.
Hogan Lovells has announced the further expansion of its New York office with the addition of corporate partner Adam Golden.
Ben Jones, tax expert at Eversheds, said that state aid rules will be an attractive route to tackling certain tax structures.
DLA Piper has advised Laureate Education on its recent acquisition of SEEK’s remaining 80 per cent interest in THINK: Education Group and its subsidiaries.
In January 2014, a team of attorneys from Dacheng’s Nanchang office was retained by Nanchang Customs as its standing legal counsel after seeing off competition from other local firms.
Dacheng partner Liu Jiawang has been elected as vice-president of the Internet Society of Yunnan.
Attorney Zhou Liang, equity partner in Dacheng’s Guangzhou office, has been retained as an independent director of Guangdong Jiedong Rural Commercial Bank.
Conyers has provided Bermuda law advice to the initial purchasers of a private offering of $600m 6.25 per cent senior notes due 2019, issued by North Atlantic Drilling.
Stephenson Harwood has appointed Sean Angle as a corporate and projects partner in its Dubai office. He joins the law firm from DLA Piper Middle East.
Taylor Wessing has advised Delfingen Industry on the acquisition of Langendorf Textil and its subsidiary MBG Techbelt Innovation.
Allen & Overy (A&O) has advised Japanese carmaker Mitsubishi Motors on the reorganisation of its distribution activities in Germany.
King & Wood Mallesons has advised China Huarong Asset Management Co on phase one of the Huayuan 2014 CLO securitisation trust scheme.
KWM has advised Investec on the financing of Cirrus Media’s acquisition of the Medical Observer journal, ‘MyDr’ website and ‘Medical Media’ ambient information channel.
Teams from the German, UK and Hong Kong offices of Eversheds have advised shareholders on the merger of German-based Cybex and Hong Kong-listed Goodbaby.
DLA Piper has announced that James Brogan, Paul Hall, Joseph Kernen and Norman Leon have been recognised in a BTI Consulting Group report.
A bridge to Africa: Morocco is the place to be for companies and firms looking to gain a foothold in Africa download
Because of its undeniable political stability due to its monarchy, Morocco is uniquely positioned to play the geostrategic role of a regional power.
TUPE reform: what you need to know download
The long-trailed changes to the Transfer of Undertakings (Protection of Employment) Regulations came into force on 31 January, together with updated TUPE guidance.
An international trade fair presents an opportunity for those who choose to ride on the back of your investments and infringe your rights to launch competing products.
Anthony Collins has acted for Rooftop Housing Group and its subsidiaries in forming a VAT cost-sharing group with Festival Housing and its subsidiary Festival Property Care.
The European Market Infrastructure Regulation (EMIR) introduces new requirements to reduce the risks associated with the derivatives market and thus improve transparency.
Allen & Overy has announced the election of Nick Wall as a partner in its Tokyo corporate and M&A practice.
There is no doubt that the last decade will come into history as a period when London became a legal battleground for big business disputes emerging from Russia.
The courts’ strong support of ADR procedures such as mediation is in keeping with Lord Justice Jackson’s costs reforms.
Since the current UK government was formed in 2010, it has been keen to promote industrial and provident societies and mutuals as part of the diversity of the UK economy.
The question of whether a forfeiture clause was a penalty was at issue before the Court of Appeal recently in El Makdessi v Cavendish Square Holdings BV.
A ‘best endeavours’ obligation is the most onerous of the three levels of ‘endeavours’ obligation.
Pharmaceutical sector update download
The latter half of 2013 proved to be an interesting period for the pharmaceutical sector from a competition law perspective.
A recent case considered whether a confidentiality agreement continued to apply after the conclusion of a further related agreement that contained no express obligation of confidentiality.
For a dismissal to be fair, the employer must show that the reason for dismissal or, if more than one, the principal reason, is one of the categories of potentially fair reason under the legislation.
The long-awaited appeal judgement of Primewest (Mandurah) Pty Ltd v Ryom Pty Ltd  WASCA 28 was handed down on 5 February 2014.
DLA Piper has advised Bristow Helicopters on its acquisition of a 60 per cent interest in the privately owned Eastern Airways International.
Wragge & Co’s life sciences team has brokered a licensing agreement between AstraZeneca and a partnership of Belgian life sciences research institutes.
A number of cases have been concerned with the identification of a shadow and/or de facto director. The High Court decision in Smithton Ltd v Naggar is the latest.
DLA Piper has advised St James’s Place UK and the St James’s Place Property Unit Trust on the purchase of Richmond Riverside from a fund owned by JP Morgan.
Barrister Alex Stein from No5 Chambers has prosecuted former foundry owner Laurence Brown from Mansfield for exposing workers to lead poisoning.
Mills & Reeve has acted for existing client O&H Properties on the sale of a development site in Peterborough to Urban Self Build for the delivery of 11 custom-build houses.
A report from Kennedy Consulting Research and Advisory has cited KPMG member firms as ‘vanguard leaders’ in ‘advancing’ in the breadth and depth of HR transformation capabilities.
ACH Shoosmiths has been appointed to the legal services panel of Dumfries & Galloway Housing Partnership.
Appleby has acted as Cayman counsel for Perfect Optronics in relation to its listing on the Growth Enterprise Market of the Hong Kong Stock Exchange by way of placing.
Goodman Derrick has advised Anova Books and its chief executive Polly Powell on her acquisition of the company’s entire share capital.
Eversheds has appointed financial services lawyer Andrew Henderson as a partner in the London office.
Westburg Anstalt v Profitstar Anstalt: service out of the jurisdiction — the BVI is back in business download
As a leading international offshore centre, the majority of the high-value commercial litigation that reaches the BVI Commercial Court is cross-border in nature.
Mourant Ozannes has assisted lead adviser Clifford Chance in advising Electra Private Equity on its £180m acquisition of Ogier Fiduciary Services.
Where a counterparty was entitled to specific performance of a contract with a company prior to its entry into administration, the counterparty should still be entitled to specific performance.
Hogan Lovells has advised Héroux-Devtek on the $128m acquisition of APPH and APPH Wichita (together APPH), subsidiaries of BBA Aviation.
Allison Leopold Tilley and Jorge del Calvo of Pillsbury have been named by The Daily Journal as being among California’s top private equity lawyers and emerging companies lawyers.
Stephenson Harwood has appointed Michael Kim as a partner in the marine and international trade practice.
Last month Iranian president Hassan Rouhani attended the World Economic Forum and encouraged the international community to ‘come and visit Iran to see the investment opportunities’.
The regions might stand shoulder-to-shoulder with London on criminal justice issues but there is everything to fight for when it comes to commercial work
Giulia di Tommaso at Unilever Italy epitomises the changing face of Continental in-housers, as companies recognise the strategic value that lawyers can bring
Louise Taylor considers the privacy challenges posed by the ‘internet of things’.
Graham Hann considers the main legal (and some practical) issues with the ever-expanding ‘internet of things’.
The government has confirmed that the extension of the right to request flexible working to all employees will now not be available from 6 April.
Auto-enrolment deconstructed download
The idea behind automatic pension enrolment is simple — all UK workers should be in a good pension scheme unless they actively choose not to be.
The government has published the eagerly anticipated Model Services Contract. It replaces the OCG Model ICT Contract version 2.3.
This report provides an introduction to the range of opportunities available in UK core cities, together with representative market transactions.
Tracey Forbes has been admitted as an attorney-at-law in the Cayman Islands following the successful completion of her articles of clerkship with Mourant Ozannes.
Financial fair play for the few? download
Financial fair play (FFP) has recently been making the headlines almost as much as the action on Europe’s football pitches.
Parties to litigation need to consider the risk that their commercially confidential information may be disclosed, either to the other side or to the general public in the course of the litigation.
In Gray v Smith & Others, Mr Justice Cooke determined a dispute involving conflicting proprietary claims to a rare McLaren F1 GTR Longtail.
Addleshaw Goddard has released the January 2014 edition of its Corporate News publication.
Ince & Co has announced the appointment of Hugh O’Donovan, who will join the firm’s aviation group as head of commercial aviation on 21 February 2014.
The New Companies Ordinance (NCO) will come into effect on 3 March 2014. It includes changes that affect the way documents may be executed.
French private equity and venture capital magazine Option Finance has named Wragge & Co’s Paris private equity team one of the best in France.
This briefing provides an update on the Court of Appeal judgment in BAA Ltd v HMRC  EWCA Civ 112.
Alegro Capital LLP v AllProperty Media Pte Ltd is a stark illustration of how a lack of clarity can leave both sides of a dispute hundreds of thousands of pounds out of pocket.
As part of its anti-corruption package, the EU intends to publish a report every two years on member states’ efforts to tackle corruption.
On 1 January 2014, California’s Beverly-Killea Limited Liability Company Act was superseded by the California Revised Uniform Limited Liability Company Act.
No5 Chambers has released the first edition of its Commercial & Chancery Bulletin for 2014.
Buyers of businesses are often anxious about what the sellers will do after completion of a deal.
The Chinese government has taken a big step towards liberalising the Chinese outbound investment regime.
Mourant Ozannes has announced the promotion of a number of lawyers to senior positions within the firm.
Ince & Co Singapore has represented Oro Negro in its international bond issuance, an offering of $725m notes due 2019. The transaction closed on 24 January 2014.
DLA Piper has announced that Gregory Manter has joined the firm as partner in the technology, sourcing and commercial practice
Allen & Overy partner John Terzaken will be a speaker at this year’s GCR Live third annual Antitrust Law Leaders Forum in Miami on 7 and 8 February.
Allen & Overy has advised Rexam, a global beverage can maker, on the sale of the bulk of its healthcare business to Montagu Private Equity for $805m.
Allen & Overy has advised Xe-Pian Xe-Namnoy Power Company and its sponsors in connection with the $1.02bn 410MW Xe-Pian and Xe-Namnoy cross-border hydropower project.
Public companies and large private companies that have been incorporated a number of years are likely to have accumulated a number of subsidiaries, some of which will be defunct.
The bill contains some substantial changes compared with the draft bill published for pre-legislative scrutiny in June 2013.
New rules that will apply to most businesses have been laid before parliament. These rules will apply to relevant consumer contracts entered into on or after 13 June 2014.
Governance News — 5 February 2014 download
David Jones’ announcement that it received a merger proposal from Myer last year has received considerable media coverage.
The Shipping E-Brief is a quarterly publication providing information on key legal decisions and developments in shipping and related business areas.
NYSE and NASDAQ post forms for listed companies to certify compliance with revised compensation committee listing standards download
Companies listed on the NYSE and NASDAQ are required to certify their compliance with some of the revised standards.
The LSE has published AIM Notice 38, which announced its consultation on proposed changes to the AIM Rules for Companies and the AIM Rules for Nominated Advisers.
A US federal judge declared on 8 January 2014 that Bazaarvoice violated Section 7 of the Clayton Act by acquiring its main rival, Powerreviews.
A number of Hogan Lovells partners have been listed as All-Stars in the 2014 BTI Client Services All-Star report.
Thomas Boyd, co-chair of DLA Piper’s regulatory and government affairs practice, submitted a statement to the US senate judiciary committee.
In July 2013, the EAT controversially held that all the employees made redundant from two insolvent retail businesses were entitled to be collectively consulted.
Eversheds has assisted Poolia in its acquisition by US-based staffing company Staffing 360 Solutions through its subsidiary Staffing 360 Solutions (UK).
Simon Jones, partner at Eversheds, has commented following findings from the BRC-Google online retail monitor that show a surge in overseas shoppers in Q4 2013.
An employer was entitled to sack an employee who was allegedly planning to steal company property, rather than waiting for the theft to actually occur.
This briefing describes the general offence/what constitutes prohibited conduct; and highlights the extent of ASIC’s recent activity in prosecuting insider trading and market misconduct offences.
Criminal competition investigation into the supply of the galvanised steel tanks for water storage download
The Office of Fair Trading has announced that criminal proceedings have been started in its latest cartel offence investigation.
Establishing a Luxembourg SOPARFI download
A SOPARFI (société de participation financière), in straightforward terms, is an ordinary, unregulated, commercial company used extensively in Luxembourg.
Pension risk — market update download
Last year was a ground-breaking year. The longevity swap market broke previous records with £8.9bn of liabilities being passed to providers.
The commercial court considers the date at which loss should be assessed where damages are sought as a result of alleged negligent financial advice.
Allen & Overy has bolstered its Spanish offering by launching an office in Barcelona — its second Spanish office — and hiring Spanish lawyer Antoni Valverde.
The great secret of power is never to will to do more than you can accomplish — the Lord Rennard matter download
The Lord Rennard debacle reads like a case study on how a large organisation or company should not handle a reputational threat.
Binder Grösswang has appointed attorneys Dr Stephan Heckenthaler and Dr Markus Uitz as partners in the firm, effective 1 February 2014.
Last year was packed with national and international pensions developments. It can be difficult for corporate multinationals to keep track of shifting landscapes.
Lawyers from Allen & Overy are to hold a seminar for clients on business opportunities in Russia and the CIS, legal protections, risks and methods for resolving disputes.
Addleshaw Goddard has released the January 2014 edition of its European Employment Law Update. This section focuses on Switzerland.
Addleshaw Goddard has released the January 2014 edition of its European Employment Law Update. This section focuses on France.
The advent of the patent box — which came into effect last April but has so far had a low profile — should prompt a re-think.
The partners of Ogier Fiduciary Services have agreed terms to complete a management buy-out of the Ogier Fiduciary Services business from the Ogier Group.
Conyers Dill & Pearman has provided BVI advice to HudBay Minerals on its $173m equity offering of 20,930,000 common shares.
DLA Piper’s Todd Toral discusses how unsettled cybersecurity laws puzzle companies on the Privacy Piracy Radio Show.
Eversheds’ Neill Blundell, partner and head of fraud at the firm, has commented on reports that the scale of corruption across the EU is said to be breathtaking.
Hogan Lovells has announced that Rachel Brandenburger is joining its antitrust, competition and economic regulation (ACER) practice as a senior adviser.
M&A Predictor — January 2014 download
KPMG’s M&A Predictor is a forward-looking tool that helps member firm clients to forecast worldwide trends in mergers and acquisitions.
Health and safety: FAQs download
Shoosmiths partner and regulatory specialist Ron Reid answers questions on health and safety received from more than 1,200 viewers.
New research from Eversheds has revealed that a new breed of young lawyer is seeking to reform the legal sector.
Taylor Wessing has advised global investor Kohlberg Kravis Roberts & Co (together with its affiliate KKR) on its strategic partnership with Hertha BSC & Co.
The market for sponsored content or ‘native advertising’ has grown phenomenally in the last 12 months.
The move towards ‘ubiquitous computing’ has led to the development of a new technology category: wearable technology.
Allen & Overy has announced the appointment of partner Aurélien Hamelle to the Paris dispute resolution practice.
Conyers has acted for Compañía Española de Petróleos (CEPSA) and Strategic Resources (Global) (SRG) in connection with their acquisition of Coastal Energy Company.
DLA Piper has advised the directors of Bryan G Hall Consulting Civil and Transportation Planning Engineers on their acquisition of Bryan G Hall Ltd from Bryan Hall.
The Committee of Fiscal Affairs of the OECD has released its proposed updated guidelines on transfer pricing documentation.
Hogan Lovells has recruited partner Don McGown to join its London corporate practice. He joins on 3 February 2014.
In this video, Sarah Sasse looks at some of the key principles of contracting with the government, which was recently launched by the Cabinet Office.
Another victory for the Commercial agent as English court rules that principal cannot have the best of both worlds download
Under English Law, commercial agents and principals are allowed to elect whether compensation or an indemnity will be payable upon termination of the agency relationship.
Luxembourg has entered into 68 comprehensive double tax treaties based on the OECD model tax convention on income and capital.
NCTM has represented the management of Gas Energia Pluriservizi in the acquisition of 100 per cent of outstanding shares of the company.
Since 2012, the government has been conducting an audit of EU powers, with a view to seeking their repatriation to the UK in appropriate cases.
A winding-up order was wrongly made where a creditor was described as a contingent creditor, but the underlying debt upon that the petition was based appeared to be genuinely dispute
R&R makes some of the best-known ice cream brands around and it’s growing fast, with GC Francesca Yardley keeping a cool eye on progress
The European Commission has fined four producers of flexible polyurethane foam products a total of €114m for their participation in a cartel.
An important extension to European copyright law concerns technological protection measures, in other word forms of encryption used to protect digital content.
The ICT services sector continues its trend in outperforming the software sector. Boardroom confidence in the sector continues its upward trajectory.
In the five years following the introduction of competition into retail energy markets in 1999, the number of energy suppliers fell from 15 to six.
The OFT can make such a reference if it has reasonable grounds for suspecting that competition for the supply or acquisition of goods or services is not working effectively.
The case of Siemens Hearing Instruments Ltd v Friends Life Ltd is, unsurprisingly, heading for the appeal court.
Another set of regulations has been laid before Parliament, in anticipation of the new commercial rent arrears recovery (CRAR) procedure coming into force on 6 April 2014.
The High Court held that as long as the equipment is working, there is no obligation to replace, renew or upgrade a dated system to modern standards.
This briefing dicusses two cases involving an out-of-date local plan, a revoked regional spatial strategy and the National Planning Policy Framework.
Appleby has acted as Cayman counsel for Redco Properties Group in relation to its listing on the Main Board of the Hong Kong Stock Exchange (HKSE).
Eversheds has produced a guide to the Consumer Rights Directive (CRD) that looks at how the CRD will change the laws of 15 EU countries.
Shoosmiths provides legal advice to One Stop on its move into franchising.
This inaugural report highlights the current key trends and themes in the global data centre industry and provides an outlook for the data centre market in 2014.
It is common for leases to include a covenant preventing the tenant from underletting the whole of the premises without the landlord’s prior consent.
As a lease approaches the end of its term, can a landlord push through significant capital expenditure under the service charge?
Governance News — 29 January 2014 download
Governance News from Minter Ellison summarises the top headlines in corporate governance this week.
Break clauses often include an obligation upon the tenant to have settled all arrears of rent up to the break date in order for a tenant’s option to terminate the lease to be effective.
Reasonable endeavours: an update download
Contractual obligations cannot always be absolute. For this reason you will often see obligations qualified so the performer has to use ‘reasonable’ or ‘best’ endeavours.
Addleshaw Goddard has released the latest edition of its Data & Information E-Alerts.
Attention being paid by senior management to money laundering challenges is at an all-time high, according to findings from a new KPMG International report.
Hogan Lovells’ bribery and corruption task force expects increased enforcement against executives and enforcement co-operation between countries.
Elizabeth Slattery, partner in Hogan Lovells’ employment team, has commented on the TUPE reforms.
Eversheds Bianchini has advised a pool of Italian banks led by Unicredit on a debt restructuring agreement for San Giorgio and its group of companies.
The Paris office of Eversheds is sponsoring a mentoring programme aimed at helping young women aged between 25–39 within the immigrant population.
Eversheds has commented on the recent cut in UK business rates by communities secretary Eric Pickles.
A new breed of young lawyer is seeking to reform the legal sector, according to Eversheds’ recent ‘21st Century Law Firm: Inheriting a New World’ report.
Structured trade and commodity finance is central to international trade and is progressively becoming an important source of finance for Chinese companies.
Founding and managing partner
NCTM has assisted Società Europa Tessile — a company that creates, develops, produces and sells textile products — in the acquisition of Stamperia Chiara.
NCTM Studio Legale Associato has been chosen as the winner of the ‘Prize for Innovation’ award at the Legalcommunity 2014 Energy Awards.
NCTM has launched a capital markets and financial intermediaries department under the direction of Prof Alberto Toffoletto.
Ogier has advised Infinity Cross Border Acquisition Corporation on the BVI legal aspects of its proposed business combination transaction with Glori Energy.
Hogan Lovells reviews the latest developments in the area of anti-bribery and corruption regulation and enforcement around the world.
The Treasury has released exposure drafts of amendments to the Corporations Act and Corporations Regulations to implement the government’s proposed changes to the FoFA regime.
In this note, Mills & Reeve offers some brief tips on some of the most commonly encountered problems.
On 24 February 2014, revised thresholds for the Hart-Scott-Rodino Act (HSR) will take effect.
Public services provider Amey has decided against setting up a formal panel of legal advisers in favour of an informal referral system with a set of ten preferred firms, following its merger with Enterprise in 2013.
The London Stock Exchange has published AIM notice 38, which consults on a number of proposed changes to the AIM Rules for Companies and AIM Rules for Nomads.
Ince & Co’s Shanghai consultant Dimitris Seirinakis, together with senior associate Shirley Li, has joined the British Chamber of Commerce Shanghai FTZ focus group.
The government has been consulting on proposals to enhance corporate transparency.
Crowdfunding as a way of securing investment is beginning to gain ground on both sides of the Atlantic. What are the current regulatory requirements and how is this likely to change?
On 30 November 2013, the State Council of China issued the Guiding Opinions on the Pilot Launch of Preference Shares.
From January to December 2013, the ATO/Commonwealth achieved an approximately 75 per cent success rate in tax litigation.
What are the obligations of a global custodian service provider in giving investment advice to its clients? download
In Första AP-Fonden v Bank of New York Mellon SA/NV and Others, the Commercial Court considered the advisory obligations of a global custodian service provider.
The government has been consulting on how it can reduce the administrative burden that weighs too heavily on companies. Legislation is likely to follow this year. What are the proposals?
Parties to a contract need to be confident that the directors of the company they are dealing with have authority to bind the company. What is the position where the director has no authority?
The negotiation of earn-out provisions is often one of the pinch points in the negotiation of a share purchase agreement
A recent Court of Appeal decision has lessons for both solicitors and non-executive directors on how to manage conflict situations.
Good and bad leaver provisions — a mainstay of private equity deals — don’t often find themselves in court. A High Court decision has considered their effectiveness.
Does the accidental failure to send a notice of a shareholders meeting to all the shareholders necessarily render the meeting invalid?
Changes to the TUPE regulations came into effect on 31 January 2014. What are the main implications for corporate finance?
Conyers Dill & Pearman has advised AIM-listed client PureCircle on a new revolving credit facility provided by Macquarie Bank.
Conyers Dill & Pearman has advised a consortium of financial institutions in connection with a refinancing of €800m of debt facilities granted to the Hilding Anders group.
Conyers Dill & Pearman has advised financial institutions as purchasers in connection with a €400m senior secured note offering issued by Smurfit Kappa Acquisitions.
The appeal judgment in Threlfall v ECD Insight Ltd raises the prospect that a director may be held liable for costs owed by a company.
The High Court has considered whether a party can get an injunction preventing another party from terminating a licensing agreement where this would result in the cessation of one party’s business.
Ensure your distribution agreement runs like clockwork — beware of banning exports to Switzerland download
Recent decisions by the Swiss competition authority in relation to parallel import restrictions highlight that the Swiss competition authority will not take lightly the restriction of trade into Switzerland.
Issues arising from the recent wet weather have caused growers and others in the supply chain to take a careful look at their trading terms, and in particular the ‘force majeure’ clause.
When things go wrong, a well-drafted exclusion clause could make all the difference. What should you be aware of when you are drafting or reviewing these clauses?
Following Zoopla’s decision to end its sponsorship of WBA, Shoosmiths explores how sponsors can protect themselves against the bad behaviour of their athletes.
The Public Sector Procurement Directive will make it easier for charities, social enterprises and public sector mutuals to deliver public services, according to Winckworth Sherwood.
Hogan Lovells has outlined the impact of this development on US companies and on foreign companies that are not ultimately owned or controlled by US persons/entities.
Hogan Lovells has advised EDF in relation to its 100-year bond issue in pound sterling, which enabled EDF to raise £1.35bn.
In a recent KPMG International poll, more than 75 per cent of respondents said they were involved in a tax examination or dispute with a revenue authority, with 43 per cent reporting that they feel the process takes too long and is too expensive.
King & Wood Mallesons has advised Beihai Port on its major assets restructuring to integrate Fangcheng Port, Qinzhou Port and Beihai Port into ‘One Port’.
KWM has acted for the Hong Kong Electric Co on a three-year syndicated term loan facility and a three-year syndicated term loan facility with HK Electric Investments.
‘Time thereby lost’ under the NYPE off-hire clause: Court of Appeal reinstates conventional approach
The Athena was a dispute about the meaning of the familiar NYPE off-hire clause (clause 15).
Employment News — 27 January 2014: bare necessities: implied contract between agency worker and client was not necessary download
The claimant in Smith v Carillion (JM) Ltd worked in the construction industry through an employment agency.
In the first ever FTC-litigated challenge to a hospital system’s acquisition of a physician group, the US District Court for Idaho ruled in favour of the plaintiffs.
As is widely known, the Indonesian export ban on ore came into effect on 12 January 2014.
According to KPMG, predicted forward P/E ratios, a measure of confidence or appetite, were 16 per cent higher in December 2013 than they were 12 months earlier.
As from April 2014, new legislation will take effect to change the rules for partnership taxation with a view to shutting down certain perceived abuses.
The Court of Appeal (Criminal Division) has handed down judgment on two appeal cases brought by companies contesting the level of fines each received.
European justice ministers have still not come to an agreement on the ‘one-stop-shop’ mechanism due to differing legal arguments.
The ICO fines and undertakings published in December highlight the importance of providing comprehensive data protection training to employees who handle personal data.
The Spanish Data Protection Authority has fined Google €900,000 for three separate breaches of the rights of Spanish citizens when collecting personal data.
Thirty years after China began a process of economic reform with the introduction of special economic zones, it is now launching a ground-breaking economic experiment.
Pensions issues are going to change, and while the new regime will simplify matters for outsourcing providers, that simplification may come at a cost.
New measures intended to be implemented by the FCA will have a significant impact on companies with controlling shareholders who are premium listed.
It took a while for activity to pick up on AIM last year, but there is no doubt that there has been an uptick in activity in recent months.
The investment landscape in Africa has changed dramatically in the last two decades. Not only have the demographics of the continent altered, but so has its constitution.
The final instalment of Taylor Wessing’s All-Consuming Legal Insights series focuses on advertising and features Nick Cody and Kristy Hibberd.
Aereo utilises warehouses full of tiny antennas to capture over-the-air television and then retransmits it over the internet to its subscribers’ digital devices.
Appleby has acted as Bermuda counsel for Jin Jiang Mining, a wholly owned subsidiary of Zijin Mining, in relation to its subscription of convertible bonds in NKWE Platinum.
Appleby has announced that Faye Moffett, a banking and finance practitioner, has been appointed as head of the corporate and commercial practice group in the Isle of Man.
Appleby has acted as BVI counsel to Standard Chartered Bank in relation to an HKD404m secured loan facility and an HKD384 million loan facility to Prosperity REIT.
The public procurement rules are changing, and the government is keen to implement these changes as soon as it can.
An improving economic outlook has seen activity in the construction industry steadily increasing, culminating in eight months of growth to the end of 2013.
US Bankruptcy Court defines the limits of shareholder safe harbour in failed leveraged buyouts download
A recent opinion may have implications for shareholders who receive payments in connection with a leveraged buyout when the underlying company then files for bankruptcy.
Further tranches of draft rules under the Public Governance, Performance and Accountability Act 2013 have been released for consultation by the Department of Finance.
Richard Moulton, head of private equity at Eversheds, has commented on predictions that the increase in European IPOs is set to accelerate.
Matthew Gough, partner and head of consumer law at Eversheds, has commented on the UK Consumer Rights Bill beginning its parliamentary passage.
In this article, Lucy Hughes, an associate at Walker Morris, looks at dealing with state aid when applying for research grants.
The World Trademark Review 1000 handbook for 2014 has ranked Bristows as a Gold firm.
Twelve months is a long time. It is probably overstating it to say that the profession has seen unprecedented change, but it has been both dramatic and volatile.
FCPA Update — anti-corruption compliance in 2013: post-guidance trends and signals for the future download
Debevoise & Plimption has published its FCPA Update for January 2013. The lead article concerns anti-corruption compliance in 2013.
The NYSE has updated its Section 303A written affirmation form to reflect the recent modifications to the NYSE listing standards for compensation committees of equity issuers.
The Eversheds Africa Law Institute has welcomed five new member law firms at the inaugural EALI Summit in Paris.
Conyers Dill & Pearman has advised China Conch Venture Holdings in connection with its listing on the Main Board of the Hong Kong Stock Exchange (SEHK).
Arendt & Medernach has launched The Arendter magazine. Topics covered in this first issue include tax, regulatory, international, art, training and innovation.
Conyers Dill & Pearman has provided Cayman advice to Autohome in connection with an IPO in the US of 8,993,000 Class A ordinary shares.
Conyers Dill & Pearman has provided advice to China Water Property Group in connection with the issuance of 12.5 per cent senior notes due 2016.
Conyers Dill & Pearman has provided Cayman Islands legal advice to Bitauto Holdings in connection with a secondary offering in the US of 2,749,200 ordinary shares.
The results are in — 2013 was another tough year for the Australian M&A market overall. However, we saw increased M&A activity in the second half of the year.
Appleby has acted as Cayman counsel for Magnum Entertainment Group Holdings in relation to its listing on the Hong Kong Stock Exchange (SEHK).
Hogan Lovells has announced that Bruce Oakley, a partner in the litigation practice, was recently named managing partner of the firm’s Houston office.
Taylor Wessing has acted for Arab Jordan Investment Bank on its exchange of contracts with HSBC Bank Middle East to acquire HSBC’s business and assets in Jordan.
DLA Piper has represented Groupon in its acquisition of Ideeli, a New York-based online fashion retailer, for $43m.
This article examines the impact of the Agency Workers Regulations 2010, including a recent complaint by the TUC, which may affect the food sector.
Retail bonds can present not only an attractive alternative or addition to bank finance but also a way to promote stronger links with customers and to engender greater brand loyalty.
Last year was the ‘annus horribilis’ for food, with the horsemeat contamination wiping millions off turnover and stock prices.
The SEC recently published Form SD, the disclosure form to be filed by all SEC reporting companies that are subject to the SEC’s conflict minerals rule.
Nicolas Anelka’s recent alleged anti-Semitic gesture has had significant consequences for his club. What can you do if an employee’s actions cause damage to your business?
A bipartisan group of Congressional leaders has introduced legislation to give President Obama trade promotion authority to negotiate significant trade agreements.
The Privacy and Civil Liberties Oversight Board has concluded that the National Security Agency’s bulk collection of telephone call records is illegal and should be ended.
In light of Delaware case law developments over the past year, exclusive forum provisions are being increasingly adopted by public companies.
On 21 January, the FTC announced 12 proposed settlements with companies accused of falsely claiming that they complied with the US-EU Safe Harbor Framework.
Taylor Wessing has launched its third Cambridge newsletter, providing legal news and updates for companies in Cambridge and the surrounding areas.
Concerns about information security — including cybersecurity and physical security — are increasingly permeating corporate life.
Memery Bank: Takeover Code update — important clarification on directors’ irrevocable undertakings download
The Takeover Panel has released a practice statement clarifying the application of Rule 21.2 to directors’ irrevocable undertakings.
Wragge & Co’s real-estate team has advised a consortium of developers on a major land purchase earmarked for the development of a new market town.
This article addresses the most significant resulting proposals and focuses in particular on new powers for the Competition Appeal Tribunal.
Managing the risks and costs associated with TUPE can be a real problem when making changes to supply chains.
The use of zero-hours contracts are on the rise in the food industry, both in the food service sector and in food and drink manufacturing.
M&A activity in 2013 in the food and beverage sector followed 2012 as another year of high-profile transactions, although, at least in the UK, on a reduced scale.
President Barack Obama has announced important reforms in the ways the US government will gather, store, use and retain signals-related information.
The old saw about the best-laid plans of mice and men also goes for international tax planning and transactions with significant tax consequences.
This year promises to be another in which corporate purchasing departments work hard to keep costs down while vendors try to increase their margins.
Domestic double taxation relief applicable to capital gains derived by EU resident entities on disposal of shares in Spanish entities download
The Supreme Court has stated that, under EU regulations, the denial of the deduction for non-resident entities is contrary to the principle of free movement of capitals.
NCTM has acted as legal adviser to Gruppo Green Power, an Italian company in the renewable energy sector, in its listing on AIM Italia.
Employee and executive incentives: an overview of incentive arrangements in the Middle East download
This briefing highlights the benefits of trust-based plans and illustrates the fact that plans can be tailored to meet specific employer or country requirements.
Addleshaw Goddard reports on a Commercial Court judgment in relation to two preliminary issues arising in the context of AstraZeneca Insurance Co’s claim against its excess reinsurers.
The High Court has decided that a collateral warranty provided by a building contractor to a tenant for a building was an ‘construction contract’.
This briefing highlights the benefits of trust-based share plans and shows how schemes can be tailored to meet employer or country specific requirements.
Executive share plans: guide to executive share plans to motivate a broad range of employees download
This guide highlights the variety of share plans in the market and illustrates the way in which these can be tailored to meet specific requirements as needed.
VAT planning lives on: restructuring of contracts to avoid VAT held not to be abusive in DPAS Ltd v HMRC download
In DPAS Ltd v HMRC, the FTT held that DPAS’s supply of payment services to patients directly could not be a taxable supply of debt collection services.
Relaxation of NDRC rules has immediate impact, but uncertainty remains if there is only ever one anointed Chinese bidder download
Developments in Tsinghua’s bid for RDA Microelectronics show the immediate impact of December’s relaxation of outbound investment regulations in China.
Western oil majors have worked hard to get their foot back into the door of the petroleum sector in the Middle East. But now this is set to change.
The Jersey Financial Services Commission has published its consultation paper on the penultimate stage of its Review of Financial Advice.
Standard Chartered consolidated its two Jersey banking entities into a single operating platform for its Jersey business in September 2013.
The Moneylenders Act 1991 was intended to regulate lending practices in the Isle of Man by providing a regulatory framework for consumer loan agreements.
There is no doubt that second ranking security can be taken under the Security Interests (Guernsey) Law, 1993. But the process can be somewhat involved.
The European Commission has adopted a proposal for a directive on the protection of trade secrets.
Court rules that Garlock’s settlement history does not accurately represent its actual asbestos liability download
Garlock Sealing Technologies is only liable for a fraction of the asbestos liability alleged against it by current and future mesothelioma claimants.
DLA Piper has announced that Christina Houston has joined its corporate and finance practice as a partner in the Wilmington office.
The publication of the Resource Guide to the US Foreign Corrupt Practices Act was followed by a mixed year in terms of the number of resolutions and size of recoveries.
Stephenson Harwood has advised VietJet Air on the purchase of up to 46 CFM 56 aircraft engines worth (at catalogue prices) up to $800m.
Choosing and including the correct type of jurisdiction clause in a contract is important.
Un-safe Harbor: is Safe Harbor an adequate means of protecting EU personal data transferred to the US? download
Since its introduction, many in the EU have been sceptical about the security offered by Safe Harbor
Wildgen has annouced that it has hired junior associate Martin Scholter, who specialises in banking and finance law and capital markets.
Wragge & Co has announced that Quentin Poole and Peter Thorne have been recognised in The Lawyer’s Hot 100 List for 2014.
New year, new TUPE download
The final version of the regulations amending the TUPE business transfer and outsourcing regulations has been published.
The proliferation of electronically stored information is driving legal departments to re-engineer dispute management to improve outcomes and lower risk.
Draft social media guidance download
After four years of waiting, the Food and Drug Administration has released its draft social media guidance.
This unusual application related to proceedings to revoke a European patent and a declaration that an SPC based upon it would not be valid.
King & Wood Mallesons has advised Neway Valve on its successful listing on the Main Board of the Shanghai Stock Exchange.
King & Wood Mallesons has advised China Cinda Asset Management in its successful listing on the Main Board of the Hong Kong Stock Exchange (SEHK).
Stephen Kitts, Asia managing partner at Eversheds, has stated that the short-term dip in demand is no bad thing over the long run.
Paula Barrett, data privacy expert at Eversheds, has commented on the theft of almost half of all South Korea’s credit card details.
A Düsseldorf court has referred questions to the CJEU on the supply of substances by a third party to a company that intends to use the substance for obtaining a marketing authorisation.
This week’s All Consuming Legal Insights video from Taylor Wessing focuses on data protection.
Taylor Wessing’s lawyers from Austria, Germany and the UK explain their respective national approaches to the issue of ex-employees in possession of trade secrets.
Taylor Wessing asked lawyers across its restructuring and corporate recovery team to describe how things might develop in this market during 2014.
DIFC court determines it has inherent jurisdiction to stay proceedings in favour of DIAC arbitration download
The DIFC court has confirmed that it has the inherent jurisdiction to grant a stay of proceedings in favour of a DIAC arbitration.
The DIFC court has declined to stay proceedings in favour of an LCIA arbitration in London, despite finding that the arbitration clause was valid.
The proportion of women on FTSE 100 boards has reached 20 per cent for the first time.
New rules that will apply to most businesses selling to consumers, whether online or in a traditional store, have been laid before parliament.
On 19 December 2013, the Department for Business, Innovation & Skills released a new consultation on the use of zero-hours contracts.
DLA Piper’s Africa group has expanded in northern, southern and eastern Africa with the addition of three new member firms.
DLA Piper has represented EagleView Technology in the negotiation of the agreement by which it will be acquired by Verisk Analytics for $650m.
There can be, and often are, disputes between clubs and players regarding the ‘extra’ contractual clauses that are often inserted into contracts.
The realities are that in any football insolvency the creditors (including the players) lose out and the players involved are usually at the lower-level clubs.
Match-fixing cases tend to be messy. They can result in three (possibly four) sets of legal proceedings all running at once.
It is common practice for clubs to ask players to enter into pre-contract agreements. However, are such agreements enforceable?
It is not uncommon for sportspeople to find themselves being ‘benched’ for reasons other than their on-field performance or their off-field behaviour.
The first two weeks of 2014 ushered in an extraordinary weather disaster affecting most of the US, causing property damage and business interruption.
The New York Non-Profit Revitalization Act of 2013 was signed into law on 18 December 2013 and the bulk of its provisions will take effect on 1 July 2014.
Shameer Jasani has been appointed as a partner in the Cayman Islands office while Ray Ng joins the BVI and Asia office as partner and head of litigation.
King & Wood Mallesons has been ranked number one for announced M&A deals in 2013 by deal count according to mergermarket’s league tables.
According to KPMG, today’s energy and natural resources organisations may be unprepared to meet the ever-growing array of risks now present in the market.
A KPMG report has revealed a disconnect between executives who realise the value of big data but are unsure of how to effectively implement their existing resources.
Hogan Lovells has continued to demonstrate the strength of its worldwide platform with its showing in the full-year M&A league tables.
Conyers Dill & Pearman has advised Premier Oil on the establishment of its £500m euro medium-term note programme.
Conyers Dill & Pearman has advised FTV Capital on its $40m investment in Credorax, a company that processes credit and debit card payments.
Appleby has advised China Hydroelectric Corporation in its merger with CPT Wyndham Holdings and CPT Wyndham Holding Sub.
The Court of Session has confirmed that the expiry of fixed-term contracts does not trigger the requirement to collectively consult with appropriate representatives.
The government can suspend ‘affiliates’ of a suspended contractor, even though there is no allegation that the affiliates themselves had done anything wrong.
The UK Competition Appeal Tribunal has released its ruling on the applications by Eurotunnel and SCOP for review of a Competition Commission report.
After many promises and debates, and much activity, the TUPE regime is changing (in the main) on 31 January 2014.
The NSW government has announced a review of the Retail Leases Act 1994 and invited stakeholders to make their submissions by 7 February 2014.
DLA Piper has retained its number-one ranking globally for overall deal volume in 2013, according to mergermarket’s league tables for legal advisers.
KWM has secured a key role advising Medibank Private on the Australian federal government’s scoping study into the potential privatisation of Medibank.
This is the first ruling of this type on article 5(3) in the context of antitrust damages actions and will aid the establishment of English jurisdiction for such claims.
The Commercial Court has jurisdiction to grant security for costs against claimants seeking to enforce arbitration awards in the English court under the New York Convention.
DLA Piper’s head of global equity, Dean Fealk, has been appointed to the Northern California DEC.
Shoosmiths has announced that chief executive Claire Rowe and partner Emma Gibson have been recognised in The Lawyer’s Hot 100 2014.
Employers wanting to avoid or manage industrial action would do well to consider the following points.
Wierzbowski Eversheds announces new senior associates and litigation team hire.
Hogan Lovells has announced that it has opened an office in São Paulo, Brazil — its second in Brazil, with one already in Rio de Janeiro.
Allen & Overy has advised Link Market Services in connection with the acquisition of Registrar Services, based in Frankfurt, from Deutsche Bank.
The JFSC has published a guidance note relating to insurance business transfer schemes under the Insurance Business (Jersey) Law 1996.
Popovici Nitu & Asociatii has advised Romanian construction company Hidroconstructia on a new €60m syndicated loan.
On 20 December 2013, the CFTC issued a series of comparability determinations for certain swap dealer and major swap participant business conduct requirements.
The draft Finance Bill 2014 proposes a number of changes to the approval process for employee share schemes.
M&A Index — China’s merger controls download
The power of MOFCOM is being felt at home and abroad, and investors must potentially be prepared to confront some significant and costly hurdles.
DLA Piper has represented Arsenal Capital Partners in its purchase of Certara, a biopharmaceutical service provider.
The Allen & Overy Corporate Funding Monitor looks at loan, bond and equity issues to non-financial corporates over the past decade.
DLA Piper has advised the Hain Celestial Group on the acquisition of Tilda.
Tim Tolhurst discusses how DSM’s procurement organisation has driven success by enhancing the awareness and capabilities of supplier relationships.
Fredrick Spalcke, chief procurement officer of Philips, discusses how procurement organisations can leverage internal expertise for supplier analysis.
Tim Tolhurst, chief purchasing officer of DSM, discusses seven key strategies that he uses to compel business value within his procurement organisation.
NCTM has assisted L Capital in the closing of a contract for the purchase of a 30 per cent stake in Vicini Spa, a company led by Giuseppe Zanotti.
The European Banking Authority has approved the draft regulatory technical standard on the definition of material risk takers.
Wragge & Co’s public companies team has completed the reverse takeover of AIM-quoted cloud service provider Nasstar.
All private sector employers must give written notice of wage rates to all New York employees, both exempt and non-exempt, by 1 February of each year.
On 2 January 2014, FERC and CFTC signed two MoUs, as required by the Dodd-Frank Wall Street Reform and Consumer Protection Act.
This week’s All Consuming Legal Insights video from Taylor Wessing focuses on 3D printing.
When key employees leave to join a competitor, employers often risk losing other team members to the new employer too.
The Confidential Relationships (Preservation) Law: the Cayman Islands’ Confidentiality Legislation download
Much has been made in recent times of the need for transparency in offshore financial centres.
The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 imposed additional new requirements on commodity trading advisers.
This article sets out how you can ensure your company avoids falling foul of the competition rules on exchanging information in its dealings with competitors and other market players.
Eversheds has commented on the latest set of performance figures for the UK retail sector.
Eversheds has advised New World China Land on its acquisition of Penta Hotel Holdings for approximately €13.5m.
Eversheds has commented on changes to the Basel III regulations, stating that they are good news for economic growth.
DLA Piper has represented Musco Sports Lighting in a joint venture with Ferrostaal Industrial Products.
Allen & Overy’s latest M&A Index has revealed that the recovery in M&A activity predicted at the beginning of 2013 has failed to materialise.
Hogan Lovells has recruited Mark Parsons into its corporate/commercial team in Hong Kong as a partner with a particular focus on complex commercial transactions and regulatory matters in the TMT sector.
Mills & Reeve has acted for Low Carbon Innovation Fund on a series of investments totalling approximately £12.5m in just nine months.
Stephenson Harwood has advised Fujian Nuoqi on its H-share listing on the Hong Kong Stock Exchange.
A simplified package — European Commission relieves the administrative burden in merger reviews download
The European Commission plans to adopt a legislative package with the aim of simplifying the merger notification procedures imposed on companies by the EU Merger Regulation.
HM Revenue & Customs has proposed to tighten up the rules allowing members of a limited liability partnership to be treated as self employed.
New amendments to PRC Company Law download
On 28 December 2013, the Standing Committee of the National People’s Congress announced the fourth set of amendments to the PRC Company Law.
The thorny issue of the drafting of conditions went before the High Court in R (oao) Teresa Sienkiewicz v South Somerset District Council and Probiotics International Ltd.
This year, the SEC is intent on bringing record numbers of financial reporting cases and has some new tools and resources to enable it to do so.
Law à la Mode — 2013–14 download
DLA Piper has published the winter edition of Law à la Mode, which includes a review of the potential pitfalls and opportunities when franchising in the UAE.
BCIPA does apply to construction work on a mining lease — J&D Rigging Pty Ltd v Agripower Australia Ltd download
Once again, contractors can use the BCIPA process to seek payment for work done on a mining lease.
We are well positioned to advise corporations about compliance with new legislation and to represent individuals and companies subject to investigation and prosecution.
DLA Piper advised on more than 20 significant inbound and outbound US transactions that closed last year on behalf of Israeli institutional investors and companies.
2014 deadlines approach to furnish incentive stock option and employee stock purchase plan information statements and returns download
Section 6039 of the Internal Revenue Code requires a corporation to furnish a written statement to certain employees or former employees.
Hogan Lovells has announced that counsel Jay Dougherty was named a ‘Counsel of the Year’ by the Association of Media and Entertainment Counsel (AMEC).
The amendments to Regulation A are intended to expand the existing exemption to increase access to capital for smaller companies.
Eversheds’ Swedish office has advised Virtusa Corporation, which has acquired Swedish company TradeTech Consulting Scandinavia.
Collyer Bristow has announced that it has recruited intellectual property specialist Tim Bamford from Withers, where he had been a partner since 2005.
With innovation driving the economy, these IP and commercial specialists are making their mark.
The BVI’s approved manager regime for investment managers and advisers has had a successful first year, becoming popular for its straightforward application process.
CFTC no-action relief and request for comment for the transaction-level requirements of non-US swap dealers download
On 14 November 2013, the DSIO of the CFTC issued Advisory 13-69 in response to inquiries from swap market participants.
Coalition’s review of the franchise sector means potential penalties for frachisors but may also deliver national consistency download
The coalition government has announced that this year it will review and amend the Franchising Code of Conduct to improve protections for small business franchisees.
On 6 January 2014, workers at a Goodyear factory in Amiens, ‘boss-napped’ two directors over plans to close the site. Shoosmiths consider the factors that led to this.
DLA Piper has advised UK Mail on an agreement with the Department for Transport to relocate its central distribution hub in the West Midlands to make way for the HS2 rail link.
Conyers Dill & Pearman has advised Hony Capital Fund V and New Good Management on the $495m privatisation of Simcere Pharmaceutical Group by way of merger.
During 2013, Goodman Derrick’s technology group had lead roles in relation to three equity fundraisings for technology companies.
For the fourth consecutive year, Minter Ellison has been ranked as one of Australia’s ‘elite’ firms for competition law by Global Competition Review in its global survey.
Prioritisation and globalisation drive higher fine totals from fewer investigations.
Lessons from the Julstar decision and government position on penalties for Franchising Code breaches download
The decision highlights the importance of exercising caution in making pre-contractual representations and documenting those representations prior to entering into an agreement.
Dacheng attorneys have received a ‘Top Partner’ award from Guangdong Alpha Animation & Culture at the company’s 20th anniversary ceremony.
Appleby Isle of Man is celebrating the addition of new advocates Katherine Johnson and Alexandra Watterson, as well as the exam success of two trainees.
King & Wood Mallesons has announced the appointment of Craig Pollack as the new global co-ordinator for dispute resolution/litigation.
King & Wood Mallesons has appointed four new special counsel and 28 new senior associates across its Melbourne, Sydney, Brisbane and Perth centres.
EPA has amended its ‘All Appropriate Inquiries’ rule, which sets out the standard for environmental due diligence in commercial and industrial property transactions.
We advise and appear regularly in appeals before the First-tier Tax Tribunal and the Upper-tier Tribunal for both appellants and HMRC.
We are regularly instructed by local and national regulators as well as regulated companies and individuals across a wide range of industries.
We have a distinguished reputation in licensing law and the length and breadth of our experience in this area is unmatched.
We are highly experienced in dealing with cases in international criminal and humanitarian law.
We are experts in coronial law and appear in inquests as well as claims for judicial review of coroners’ decisions.
Building on its experience and reputation in criminal cases, Three Raymond Buildings is regarded as a leading set in health and safety and fire safety work.
Dacheng attorney Miao Qian has been named an outstanding representative of Beijing’s legal profession.
Back to 2013 — Luxembourg newsflash download
Arendt and Medernach has released a short flashback intended to enable you to keep track of the main legal trends that marked 2013.
Allen & Overy has reported that across seven major jurisdictions selected for its Global Cartel Enforcement 2013 Year in Review, cartel fines handed down in 2013 totalled €3.1bn.
This digest attempts to give the reader a high level summary of the major commercial cases decided in Bermuda, the BVI and Cayman in the third quarter of 2013.
James Batham, partner and head of the retail sector at Eversheds, looks at what happened in 2013 and what the outlook is for the year ahead.
New rules that will apply to most businesses selling to consumers, whether online or in a traditional store, have been laid before parliament.
Addleshaw Goddard has announced the arrival of commercial litigation expert Bill Gilliam, previously head of Eversheds’ health and life sciences practice.
Bristows has appointed partner Rosemary Choueka and announced the promotion of three associates to the partnership next May.
Conyers Dill & Pearman has announced that Paul Smith has relocated to the law firm’s Cayman Islands office to further support its litigation practice.
King & Wood Mallesons has advised Qinhuangdao Port on its successful listing on the Main Board of Hong Kong Stock Exchange.
Macronix seeks ban on Spansion non-volatile memory devices and all products containing such devices download
All companies that import such products (even not named in the ITC complaint) face potential risk of Customs seizure.
Plug-in hybrids will lead the pack among e-vehicles in the race to produce cleaner, more efficient vehicles, according to a KPMG survey.
This update presents a more in-depth analysis of the proprietary trading aspects of the Final Rule and their implications for affected institutions.
Singapore is looking to create an innovative dispute resolution system that will be of interest to many clients, especially those with commercial interests in south-east Asia.
This update presents an in-depth analysis of the covered funds aspects of the final regulations and their implications for affected institutions.
DLA Piper has announced that Wayne P Bunch Jr has joined the law firm’s franchise and distribution practice as a partner in the Houston office.
Participation of government contractors in patent infringement actions against the US government download
The recent decision by the US Court of Appeals for the Federal Circuit in the case of In re Uusi LLC et al No 2013-155 may be of interest to companies that sell to the US government.
Tax prompts — January 2013 download
Government Ordinance no. 8/2013, published in the Official Gazette no. 54 of 23 January 2013, brings several amendments to the Fiscal Code.
China’s revised consumer rights protection law ‘raises the bar’ for both ‘bricks and mortar’ retailers and online retailers download
China is now believed to be the world’s largest online marketplace, as well as quickly gaining on the US as the country with the largest overall retail marketplace.
Cloud computing: key telecommunication regulatory issues for foreign service providers in China download
This briefing discusses key telecommunication regulatory issues for foreign companies that want to provide cloud computing services in China.
In a KPMG survey of 60 executives, 90 per cent indicated that the number of cross-border investigations have either increased or remained the same over the last year.
Gavin Kealey QC and Tim Jenns acted for the claimant, BAT Industries, in a substantial jurisdiction application.
Appleby has acted as Cayman counsel for China Wood Optimization (Holding) in relation to its listing on the Hong Kong Stock Exchange by way of placing on 6 January 2014.
‘New Year’s resolutions’ for New York non-profits: the New York Non-Profit Revitalization Act of 2013 download
Debevoise & Plimpton offers four New Year’s resolutions to help you plan and prepare for the coming changes for New York non-profit organisations.
The Commercial Court has given a stern warning to those who fund litigation for profit and the lawyers who advise them.
The UK government announced two main anti-avoidance provisions in its Autumn Statement last month.
Mourant Ozannes has acted for Premier Oil, a FTSE 250-listed international oil and gas exploration and production company, on the Jersey aspects of its recent fundraisings.
DLA Piper has hired Tim Tan as a partner in the corporate group of the Bangkok office. Tan joins from O’Melveney & Myers.
DLA Piper has represented Shanghai-based Fosun International in its $725m acquisition of One Chase Manhattan Plaza in New York from JPMorgan Chase.
Allen & Overy has advised NEXI and a syndicate of commercial banks on the $1.43bn debt financing of the Az Zour North IWPP.
The Court of Appeal has now reversed the decision in Aspect Contracts (Asbestos) Ltd v Higgins Construction plc.
More carrot, less stick: the Groceries Code Adjudicator issues guidance on investigation and enforcement powers download
The Groceries Code Adjudicator has issued guidance on how the adjudicator will carry out its investigation and enforcement functions under the Groceries Code Adjudicator Act 2013.
There has been much debate about the circumstances in which minimum RPM will constitute a vertical monopolistic agreement prohibited by article 14 of the AML.
Foreign companies operating in certain complex or sensitive industries in China need to do more than instil an anti-corruption policy.
Mills & Reeve has been included in The Sunday Times’ 100 Best Companies to Work For list for the 11th year running.
The next Quarterly List must be placed in stations’ public inspection files by 10 January, reflecting information for the months of October, November and December 2013.
Ince & Co’s London corporate energy team has advised Houston-based Newpark Resources on its acquisition of Oxfordshire-based Terrafirma Roadways.
Mills & Reeve has acted for Healthcare at Home, a clinical homecare provider, in its strategic acquisition of the Medihome group.
Mills & Reeve has advised worldwide fruit and vegetable supplier UNIVEG on its acquisition of UK-based fruit company Empire World Trade.
A number of reforms designed to simplify certain aspects of the EU merger control process came into effect from 1 January 2014.
New legislation presents challenges to investors as the Hungarian government advances its ‘unorthodox’ political agenda download
Since its election in 2010, the Hungarian government has used its parliamentary majority to pass much legislation — 223 new laws in 2012.
Conyers has advised Headland Capital and CHAMP Private Equity on the $500m privatisation of Miclyn Express Offshore (MIO) from the Australian Stock Exchange.
Bruce Dear, head of London real estate at Eversheds, has commented following the news that commercial property investment in London has hit a six-year high.
King & Wood Mallesons has advised Huishang Bank on its successful listing on the Main Board of Hong Kong Stock Exchange.
King & Wood Mallesons has advised Bitauto on its successful issue of American depository shares.
Richard Matthews, head of product liability at Eversheds, has commented on the recall by Wal-Mart in China of donkey meat found to contain fox meat.
Eversheds is one of a number of organisations sponsoring a new OHADA law diploma at the universities of Panthéon-Assas and Paris 13.
Eversheds has advised Merseyside Recycling and Waste Authority on a 30-year waste treatment PPP contract worth more than £1bn.
King & Wood Mallesons (KWM) has advised Zhejiang Zheneng Electric Power on its successful listing on the SSE through a shares swap absorption merger.
The next Children’s Television Programming Report must be filed with the FCC and placed in stations’ public inspection files by 10 January 2014.
DLA Piper has been recommended as a leading law firm in various practice areas by ‘50 Leading Law Firms in Ukraine 2013’.
DLA Piper has served as sole international counsel on the $1.1bn (£667m) offering by Power Grid Corporation of India, the largest power transmission company in India.
President Barack Obama has signed into law the Bipartisan Budget Act of 2013.
On 28 November 2013, the European Commission published a draft of a directive intended to harmonise the protection of trade secrets.
The European Commission has just revised the thresholds for the application of the EU public procurement directives.
Corporates and investors have access to capital again and are more willing to consider growth by acquisition. The financial services sector has been particularly active.
Mills & Reeve has advised Ubisense Group on its acquisition of Japanese company Geoplan Interworks KK for a maximum consideration of JPY564.7m.
Conyers Dill & Pearman has acted for the sponsors on a cash transaction involving the purchase of BMC Software by a private investor group.
The Groceries Code Adjudicator Act 2013 established the Groceries Code Adjudicator to enforce the Grocery Supply Code of Practice.
CFTC comparability determinations and no-action relief for certain foreign swap dealers and major swap participants download
The CFTC has approved a series of broad comparability determinations permitting substituted compliance for non-US swap dealers and major swap participants.
Conyers Dill & Pearman has advised Luxoft Holding, a European IT service provider, on all British Virgin Islands (BVI) law aspects of its secondary public offering.
Conyers has advised Mara Partners FS in connection with its founding shareholder subscription of ordinary shares and warrants of Atlas Mara Co-Nvest.
The European Commission has provided the finalised and agreed threshold values to apply from 1 January 2014 to 31 December 2015 for the procurement of public contracts.
The UK Business Select Committee has raised concerns that there is an inconsistency in the proposed UK Consumer Bill Of Rights, regarding the provision of digital content.
The developer of Minter Ellison’s BoardTrac app has been named in the top 20 in Deloitte’s Fast 500 Asia-Pacific list of the fastest-growing companies in 2013.
Is the safety, competitiveness and efficiency of Australia’s payment systems important to your organisation? Will recent and foreshadowed changes affect you?
Record fines and unprecedented investigations into bribery and competition violations signal a clear message to multinational firms to re-evaluate how they do business in China.
Early indications are that the free-trade zone will liberalise foreign investment into China, particularly in the financial services sector, and not just in Shanghai.
The British Virgin Islands (BVI) is home to more than 480,000 active business companies. This article considers the benefits of using a BVI company for an IPO.
Robin Johnson, head of international M&A at Eversheds, has commented following news that M&A in Europe reached a 10-year low in 2013.
The application of ETS to commercial aviation activities has been beset with controversy from the outset and had threatened to bring about all-out international trade war.
Following the October consultation, Briggs LJ published his Final Report on modernising the procedures and practices of the Chancery Division this month.
Nowe Centrum Lodzi has selected the offer of a consortium including Wierzbowski Eversheds for the co-ordinating concept for development of the Special Culture Zone.
Fiona Ghosh of Eversheds has commented following news that US retailer Overstock plans to accept online currency Bitcoin as payment.
Eversheds has advised Guotai Junan as the sole sponsor, global co-ordinator and bookrunner for the China Creative Home Group IPO.
Conyers has provided Bermuda law advice to Aircastle in connection with a joint venture to invest in leased aircraft with an affiliate of Ontario Teachers’ Pension Plan.
Hogan Lovells has advised the Shah Deniz Consortium as project counsel for the Stage 2 development of the Shah Deniz gas field in the Caspian Sea.
Conyers has provided Bermuda law advice to Arch Capital Group in connection with the offering of $500m aggregate principal amount of 5.144 per cent senior notes due 2043.
Foreign entities seeking recognition under Chapter 15 of the Bankruptcy Code must have a residence, domicile, place of business or assets in the US.
Appleby partner Judy Lee spoke at the recent China Offshore Summit in Shanghai about Chinese investments structured via BVI companies.
Hogan Lovells has appointed London partner Tom Whelan to serve as global co-head of private equity from 1 January 2014 alongside Jeffrey Hurlburt.
Hogan Lovells has advised Japanese companies Mitsubishi Corporation and GS Yuasa International on the formation of a joint venture with Robert Bosch.
Addleshaw Goddard is increasing its capability in Hong Kong following the appointment of a third partner in its associated local law firm.
Corporate lawyers at Walker Morris have advised the management team of Yorkshire-based UK Wealth Management on its acquisition by Ashcourt Rowan.
DLA Piper has advised Europe Virgin Fund, a private equity fund sponsored by Dragon Capital, on the acquisition of the majority stake in Portmone.com.
The treasurer has announced his conditional approval of a $7.5bn foreign investment application from State Grid Corporation of China.
DLA Piper has advised Arsenal Capital Partners and Chromaflo Technologies, a supplier of pigment and chemical dispersions, on the acquisition of CPS Color.
King & Wood Mallesons has expanded its Western Australia practice with the appointment of energy and resources partner Shaun McRobert.
CIMA has published a statement of guidance that applies to investment funds regulated under the Mutual Funds Law of the Cayman Islands.
What you think you know about data privacy in Australia and overseas may just be wrong. This ‘top 10’ fact sheet dispels some common misconceptions about privacy.
Appleby has acted as Cayman counsel for Consun Pharmaceutical Group in relation to its listing on the Main Board of the Hong Kong Stock Exchange on 19 December 2013.
Appleby has acted as Cayman counsel for Fu Shou Yuan in relation to its listing on the Main Board of the Hong Kong Stock Exchange on 19 December 2013.
Appleby has acted as Bermuda counsel for Kerry Logistics Network in relation to its listing on the Main Board of the Hong Kong Stock Exchange on 19 December 2013.
In this final instalment, Thomson Reuters looks at the steps a new general counsel can follow in order to make a significant impact in the legal department.
Thomson Reuters provides a list of the top ways that will help both you and your legal department integrate with your company to function more like a business unit.
At the second meeting of the 13th CPPCC of Putuo District, Dacheng senior partner Shang Jiangang submitted a proposal on subsidising listed companies on the SEE.
Dacheng chairman Peng Xuefeg recently embarked upon a speaking tour of Europe, which took in a range of nations including Spain, Portugal and Romania.
A team of attorneys from Dacheng recently gave lectures on anti-bribery and anti-corruption for Stryker Corporation.
The Hong Kong office of Eversheds has advised BOCI Asia in connection with the HKD1.09bn initial public offering (IPO) of Consun Pharmaceutical Group.
Emma Edhem of No5 Chambers has been re-elected as the first female chairman of the Turkish British Chamber of Commerce and Industry (TBCCI) for a second term.
Taylor Wessing has advised PA Group on the sale of its full-service weather business, MeteoGroup, to General Atlantic.
Simon Rice-Birchall, partner at Eversheds, has said that after discussion over the potential abuse of zero-hour contracts, employers should expect some change to come.
Debevoise & Plimpton has published its FCPA Update for December 2013. The lead article is ‘Weatherford International enters the FCPA top 10 list with $152.5m in fines and penalties’.
Conyers Dill & Pearman has acted for Turbine Engines Securitization in relation to a pool of 32 aircraft engines and the issuance of fixed-rate notes and an e-certificate.
For companies with a year-end of 31 December, the new remuneration reporting requirements for directors of UK-incorporated listed companies will kick in from 1 January.
The energy reform proposed by Mexico’s Peña Nieto administration has been approved by the Mexican Congress and by a majority of the Mexican state legislatures.
Mills & Reeve has acted for the shareholders of Maynard & Harris Group on the sale of the company to RPC Group for an expected total deal value of £103.5m.
Eversheds has advised Emperor International Holdings, which through its wholly owned subsidiary Big Right Investment issued its inaugural USD listed notes.
NCTM has advised Willis Italia on its acquisition of the corporate branch of DSI Associati, which is currently chaired by Ettore Padrinin.
KPMG is perceived as having the strongest capabilities of any provider in the global sustainability assurance marketplace, according to the latest Green Quadrant report from Verdantix.
Eversheds has commented on the latest industrial trends survey from the CBI.
Any contractor who has provided a collateral warranty on a construction project will be interested to learn of the recent case of Parkwood Leisure v Laing O’Rourke Wales and West.
The European Commission has published the revised euro thresholds for the application of the procedures for the award of contracts under the EU public procurement directives.
Sometimes it’s hard to be a tenant. There are plenty of bear traps to keep you standing by your landlord.
E-commerce businesses should take a look at the discussion of MFN clauses in the Competition Commission’s Provisional Findings Report in its private motor insurance investigation.
Bristows partner Fiona Nicolson and associate Christopher Smits appeared in a recent episode of the China Britain Business Council series aired on The Business Channel.
In this article, Walker Morris considers six of the most important developments in English commercial law to have occurred in 2013.
Mourant Ozannes has advised the Stanley Gibbons Group on the Jersey aspects of its acquisition of Noble Investments (UK).
King & Wood Mallesons has advised Catalyst Investment Managers on the sale of its outside broadcast and studios business Global Television to NEP Group.
Hogan Lovells has advised Advent International on the sale of Oxea, a global manufacturer of Oxo chemicals.
Mills & Reeve has acted for FactSet Research Systems on its strategic acquisition of a majority stake in Matrix-Data.
Memery Crystal has acted for Gaming Realms on its acquisition of Quick Think Media for a total consideration of approximately £2.2m.
Two recent judgments of the Federal Court have highlighted the potential for Australian competition law to affect distribution arrangements between principals and their agents.
The European parliament, European Commission and Cabinet Office have revealed the latest plans for EU adoption and UK implementation of the new EU Procurement Directives.
Minter Ellison has advised Eagle Downs Coal Management in connection to a drift construction contract for AUD142.8m won by WDS for Eagle Downs’ Hard Coking Coal Project.
Conyers Dill & Pearman has provided Cayman Islands advice to Cayman Hotel Holdings pertaining to the $130m refinancing of the Ritz-Carlton Grand Cayman property.
Following Prof Löfstedt’s review of health and safety legislation in the UK, a number of changes were introduced to address some of the concerns that had been identified.
The number of new offshore companies registered in the first half of 2013 increased in most jurisdictions when compared to the second half of 2012.
The change of name to the Intellectual Property Enterprise Court makes sense. This court deals with intellectual property cases of all kinds, not simply patent cases.
On the Register — first half, 2013 download
Appleby has released the third edition of On the Register, a report that provides insight about company incorporation activity going on in the major offshore jurisdictions around the globe.
This brief provides a condensed summary of the key changes brought about by the Incentives for Job Makers Act 2013.
The UK IPO has rejected Tesco’s stylised mark for the word CLUBCARD covering a range of goods and services, including loyalty cards.
If a TV-on-demand service based in Hong Kong is viewed for free by UK internet users without having targeted them, does it generate goodwill in the UK? The Court of Appeal has said no.
Employment law 2013 review: TUPE download
TUPE reform has long been part of the government’s proposals to cut red tape.
Arendt & Medernach has released its Luxembourg legal update for December 2013.
The UK IPO has held that a UK trademark registration owned by Gucci for its famous ‘double G’ logo should be partially revoked for non-use.
Another area in which the legislative draftsmen have been busy is whistleblowing, a convenient if emotive description of a member of staff reporting malpractice in his or her organisation.
E-commerce tools and the anonymity offered by trading over the web have long been exploited by traders of counterfeit goods.
The new Australian privacy principles attempt to keep pace with changing technology, emerging privacy issues and developments in privacy law in Australia and internationally.
Brands Update: phoning Brazil? download
The 25th Lower Federal Court of the City of Rio de Janeiro has issued its decision in the conflict relating to the trademark IPHONE.
The idea that by threatening to take action against someone who is infringing your trademark you yourself could be sued often strikes brand owners as odd.
Allen & Overy has advised Tank & Rast Group on the successful placement of €460m senior second-lien high-yield bonds and on the placement of a €240m PIK facility.
While most will eagerly anticipate the gifts the festive season will bring, this time of year can be treacherous for tenants and landlords alike.
New PRC Consumer Rights Law fills legal void governing data privacy protections — get ready for 3/15/2014 effective date download
The newly revised Consumer Rights and Interests Protection Law of the PRC is the first revision of China’s old Consumer Rights Law since its promulgation in 1993.
As we head towards 2014, the finance market is becoming more optimistic and competitive.
Global capital markets: 2013 marked as the year of the ‘come-back’. What’s in store for 2014? download
In the end, 2013 did not disappoint, with resurgence in equity offerings, promising company valuations and greater market liquidity.
The High Court has confirmed that the liquidators of a landlord can disclaim a lease, with the effect of terminating the tenant’s leasehold estate or interests in the land.
Failing to proceed with due diligence: can this constitute a repudiatory breach of a building contract? download
The Technology and Construction Court examined this issue in two cases and found in each case that it was not a repudiatory breach on the facts of the case.
The Technology and Construction Court has found that a letter could constitute a valid notice notifying a breach even if it did not expressly refer to the relevant contractual provisions.
InShort — 12 December 2013 download
Addleshaw Goddard has released the latest version of InShort, which provides updates on legal news relating to the banking and finance sectors.
The Bribery Act 2013 came into force on 16 December 2013 and it is largely based on the Bribery Act 2010, which came into force on 1 July 2011.
The government has just published ‘Small Business: GREAT Ambition’, which sets out the measures it intends to enact to make access to public procurement easier for SMEs.
Minter Ellison has advised IAG on its acquisition of the Australian and New Zealand insurance underwriting businesses of Wesfarmers.
Hogan Lovells has advised the Alstom-Drax-BOC consortium, Capture Power, on the FEED contract awarded to the White Rose carbon capture and storage project.
Hogan Lovells has successfully advised on two capital markets transactions for a combined value of more than $355m.
Hogan Lovells has advised MOL Group on its agreement to acquire the entire issued share capital of Wintershall (UK North Sea) for a base consideration of $375m.
DLA Piper has advised NASDAQ-listed HomeAway on its purchase of Stayz Pty, a wholly owned subsidiary of Fairfax Media, for AUD220m.
DLA Piper has announced that partner Roy McDonald has been recognised as one of Silicon Valley Business Journal’s ‘40 Under 40’.
Pensions Priorities: law reform — new reporting requirements on directors’ remuneration for UK quoted companies download
Legislation came into force on 1 October 2013 that introduced a new legal framework for reporting on directors’ remuneration.
The Enterprise Investment Scheme and Seed Enterprise Investment Scheme offer a number of tax incentives to individuals investing in certain qualifying trading companies.
The Enterprise Investment Scheme and the Seed Enterprise Investment Scheme offer a number of tax incentives to individuals investing in certain qualifying trading companies.
DLA Piper has represented Fibra UNO, Mexico’s first publicly traded REIT, in its debut in the Mexican debt capital markets.
A new dawn for defamation? download
The Defamation Act 2013 comes into force on 1 January 2014. Shoosmiths provides details of the new regulations.
The government has announced ‘reverse-charge’ rules for the sale of businesses and farm land.
Welcome to the first edition of Explore, DLA Piper’s magazine for the mining sector. Three times a year, the law firm will bring you a selection of insights from its global mining team.
This article summarises the key points made by Popplewell J, in the recent case of Madoff Securities International Ltd (in liquidation) v Raven and Others (2013).
Mills & Reeve, alongside a number of other law firms, has advised GB Group on the financing of its new hotel development at Portland Crescent.
Appleby has acted as Cayman Islands counsel to Yi Hua Department Store Holdings in connection with its listing on the Main Board of the Hong Kong Stock Exchange.
DLA Piper has represented Isola USA Corp in connection with the refinancing of its senior debt and pay-down of other debt.
Appleby has acted as Cayman counsel for Times Property Holdings in relation to its listing on the Main Board of the Hong Kong Stock Exchange on 11 December 2013.
Eversheds has advised Milan-based Recordati Spa on the acquisition of 67 per cent of shares in Tunisian pharmaceutical company Opalia Pharma.
Xu Yongqian of Dacheng has signed a three-year-term strategic co-operation framework agreement on behalf of Dacheng with CASME.
Kabbani and Bruton of Eversheds have commented following news that the Gulf Cooperation Council has seen record growth in the number of industrial companies and workers.
Further to Walker Morris’s Energy Update last month, there have been a number of recent announcements worthy of note.
This guide examines the recent reform of e-disclosure obligations introduced to tackle the demands of modern business disputes and offers tips to help you stay ahead of the game.
Bawag PSK and Signa Group have signed the contracts for the sale of the postal office savings bank building at Georg-Coch-Platz in Vienna. Binder Grösswang advised Bawag PSK in this process.
It is a fundamental principle of English law that when assessing damages for breach of contract, any damages awarded should compensate the innocent party for the loss of its contractual bargain.
The Volcker Rule — an overview download
Federal banking agencies, the Securities and Exchange Commission and the Commodity Futures Trading Commission have adopted final regulations to implement section 13 of the ‘Volcker Rule’.
A new Criminal Procedure Code was enacted in Serbia in October 2013. The code has introduced the new concept of investigative proceedings into the process.
George Osborne announced in his Autumn Statement that the government will introduce a climate change agreement for the UK data centre sector by the end of 2013.
KPMG International has announced record-high aggregated revenues of $23.42bn for the fiscal year ended 30 September 2013.
King & Wood Mallesons has advised Haier Electronics on a strategic investment agreement with Alibaba Group.
Minter Ellison has worked with Indigenous Business Australia (IBA) on the establishment of the Indigenous Real-Estate Investment Trust.
Chancellor George Osborne has delivered a fiscally neutral Autumn Statement, which was a ‘long-term plan for a grown-up country’.
In the third quarter of 2013, there were 538 deals announced offshore, with a combined value of $34.5bn.
The Public Interest Disclosure Act 2013 (Cth), which establishes a new public interest disclosure scheme for the Commonwealth public sector, comes into force in January.
Australia treasurer Joe Hockey has announced the removal of foreign investment conditions placed on Yanzhou in relation to its holding in Yancoal.
Cross-border investment and M&A between China and Europe in the clean energy sector was quiet in 2013.
With the right technology, in-house counsel can more proactively manage legal risk, reduce the cost of legal services and improve productivity.
Allen & Overy has advised JP Morgan Securities in connection with the capital increase of ThyssenKrupp, raising gross proceeds of approximately €882.3m in a private placement.
Allen & Overy has announced the appointment of Stephen Lloyd as a private equity partner in its London corporate group.
Appleby has acted as Cayman Islands counsel for U Banquet Holding in relation to its listing on the Growth Enterprise Market of the Hong Kong Stock Exchange.
Partner Cao Qi will advise the government of Jinshan District, Shanghai, on matters related to corporate restructuring and listing.
Hogan Lovells has recruited Antonin Lévy, a partner dedicated to white-collar criminal defence, to its litigation practice in Paris.
Semiconductor business leaders see less momentum today for a sustained industry recovery in 2014 than a year ago.
The latest instalment of ‘All-Consuming Legal Insights’, Taylor Wessing’s new video series, focuses on changes to consumer rights in the UK.
DLA Piper has advised Safestyle UK, a retailer of PVCu windows and doors for the UK homeowner replacement market, on a £77m placing on London’s AIM market.
The European Commission has announced its plans to both reshape the simplified merger notification process within the framework of the EUMR.
Over the last few years, major power projects such as offshore wind and nuclear new build have increasingly been procured on a multi-contract basis. With this in mind, here are ten things that a developer should be aware of when drafting and negotiating contracts for a multi-contract project.
An in-depth understanding of the unique legal environment in China is essential to fully understand compliance requirements.
Siena Group has been advised by Popovici Ni?u & Asocia?ii on taking entire control of Iasi City Center SA.
Remedies for breach of contract: Scottish courts will enforce payment and performance, not just damages download
If one party to a contract threatens not to perform their obligations, the innocent party has different options depending on whether they are able to raise court proceedings north or south of the border.
On 5 November 2013, the European Commission published draft revised guidelines on state aid for rescuing and restructuring firms (non-financial firms) in difficulty.
Wragge & Co and Lawrence Graham are set to merge, forming a new firm — Wragge Lawrence Graham & Co — from 1 May 2014.
While there is a need to protect the public, there is also scope for the sensitive words and expressions list to be simplified.
DLA Piper has advised BTG Pactual as arranger and placement agent of a $132.8m project bond offering by Planta de Reserva Fría de Generación de Eten.
Parmjit Singh, India trade expert at Eversheds, has commented following news that exports to India have increased by 20 per cent following UK trade delegations to the continent.
A KPMG survey indicates that while many large companies acknowledge corporate responsibility risks, their executives are not incentivised to manage these effectively.
KPMG has welcomed the publication of the International Integrated Reporting Council’s integrated reporting framework.
Minter Ellison has provided legal advice to TPG, which has entered into a binding sale agreement to acquire 100 per cent of Telecom New Zealand Australia.
The dispute arose under a memorandum agreement for the sale of a vessel on Norwegian Saleform 1993 terms.
Conyers Dill & Pearman has advised Aircastle on the offering of $400m aggregate principal amount of its 4.625 per cent senior notes due 2018.
DLA Piper has represented EdgeCast Networks in its acquisition by Verizon Digital Media Services. The transaction is expected to close in the first quarter of 2014.
Addleshaw Goddard has released the November 2013 edition of InSure. This section focuses on new legislation and consultations.
Allen & Overy has advised German pharmaceutical and chemical group Merck on its £1.6bn takeover offer of Luxembourg-based AZ Electronics Materials.
Appleby acted as Cayman Islands counsel to Dongpeng Holdings Company Limited in connection with its listing on the main board of the Hong Kong Stock Exchange.
Hogan Lovells has announced that the firm has relocated its Silicon Valley office from Palo Alto to a larger newly designed office in Menlo Park.
Ince & Co’s London-based commodities, shipping and commercial disputes specialist Stuart Shepherd has succeeded Steven Fox as the firm’s global head of trade.
Shoosmiths has hired Simon Edwards to its national commercial team, who has extensive commercial contracts expertise and specific experience in a number of sectors.
Eversheds has advised Malaysia’s third-largest listed plantation company, Kuala Lumpur Kepong Berhad, on a $21.3m cash offer for Equatorial Palm Oil.
No5 Chambers’ Timothy Jones and Victoria Hutton have successfully defended planning permission for a Morrison’s supermarket in the face of a judicial review application.
The court has confirmed that, where the negotiations are complex, a contract can be made in two jurisdictions.
InVest — November 2013: market news download
Addleshaw Goddard has released the November 2013 edition of InVest. This section focuses on market news.
Addleshaw Goddard has released the December 2013 edition of InCredit. This section focuses on advertising.
The answer, following the Privy Council decision in Caribbean Steel Company Ltd v Price Waterhouse (a Firm)  UKPC 18, is very fundamental.
Appleby has acted as Isle of Man counsel to private equity firm Vitruvian Partners in relation to its agreement to provide funding to support a management-led buyout of Royal London 360°.
Governance News — 10 December 2013 download
Governance News from Minter Ellison summarises the top headlines in corporate governance this week.
AUSTRAC and the Commonwealth Attorney-General’s Department have released an issues paper as part of a post-implementation review of Australia’s AML/CTF regime.
David E Grant of Outer Temple Chambers spoke at the recent Annual Winter Trade Finance Conference hosted by the International Chamber of Commerce.
SFO spotlight on construction sector download
The construction sector has recently come under the spotlight following comments made by the Director of the Serious Fraud Office.
Nominet, the UK’s registry operator, has announced that, from summer 2014, shorter .uk domain names will be made available for registration.
Global Data Protection Index download
This is only the second time that the Data Protection Index has featured in Global Intellectual Property Index, yet a number of trends are already apparent from the results.
‘Conversion’ consists of an act of deliberately dealing with goods in a manner inconsistent with the owner’s rights to use the goods, thereby depriving the owner of those rights.
Taylor Wessing looks at the latest news and updates in the data protection and information technology sectors.
Data protection news update — Europe download
In this briefing, Taylor Wessing focuses on European data protection news and updates.
The current position is that rent and service charges payable in advance and which fall due before the appointment of an administrator are not considered an expense of the administration.
The dilemma of delayed completion download
If a buyer fails to complete on the completion date, this will amount to a breach of contract.
Sandra Duerden from Mourant Ozannes has written a chapter focusing on Guernsey for the Getting the Deal Through: Right of Publicity publication.
An issue that comes up fairly regularly in redundancy selection is whether employers must consider all employees in similar roles or whether they can opt for a ‘pool of one’.
Hibbett v The Home Office is another case on the duty to make reasonable adjustments for an employee with a disability.
The introduction of compulsory pre-tribunal claim conciliation and forthcoming changes to the transfer of undertakings regulation download
This year saw a raft of changes to employment law being introduced by the coalition government and 2014 will be no different.
In Société des Produits Nestlé SA v Cadbury UK Ltd, the Court of Appeal gave careful consideration to the application of Article 2 of the Trade Marks Directive 2008/95/EC.
DLA Piper has acted for Knightsbridge Student Housing on its acquisition of additional student accommodation comprising of 224 beds in Lincoln.
DLA Piper has announced that Mariah DiGrino, an associate in the Chicago office, has been named as outside counsel of the Greater Chicago Food Depository, Chicago’s food bank.
The government of Western Australia has signed the Ord Development Agreement with Kimberley Agricultural Investment.
DLA Piper has advised the shareholders of Garwyn Group Ltd, a specialist liability adjuster, on its acquisition by insurance claims service provider Davies Group Ltd.
Minter Ellison has advised the founding shareholder of Zip Industries on the majority shareholding taken in the company by Quadrant Private Equity.
Appleby has acted as Bermuda counsel for Willas-Array Electronics (Holdings) in relation to its listing on the Main Board of the Hong Kong Stock Exchange.
Appleby has acted as Cayman counsel for Huaxi Holdings Company in relation to its listing on the Main Board of the Hong Kong Stock Exchange.
On 27 November 2013, the New South Wales parliament passed the Motor Dealers and Repairers Act 2013 (NSW).
Payment claims under the security of payment legislation are often served during the holiday period.
The FCA has published a ‘Dear CEO’ letter sent by Clive Adamson, FCA director of supervision, to the chief executive officers of mortgage lenders relating to changes to mortgage contracts.
In March 2013 the European Commission consulted on proposals to simplify procedures under the EU merger regulation.
Allen & Overy tax partner Lydia Challen has written an article for British Tax Review as part of its analysis of the Finance Act 2013 provisions.
BIS business names consultation download
BIS is set to introduce measures to reduce the list of sensitive names that new businesses and charities must get approval for prior to incorporation at Companies House.
Emma Edhem, barrister at No5 Chambers, has been interviewed by The Wall Street Journal and The Economist on matters of bilateral trade and investment between Turkey and the UK.
No5 Chambers’ Emma Edhem has received an award from Eduplus in Turkey for leadership in her field.
Kings Chambers has partnered with Manchester University law school.
Appleby has acted as Cayman counsel for Eprint Group in relation to its listing on the Main Board of the Hong Kong Stock Exchange.
Conyers has advised BW LPG on the Bermuda law aspects of its initial public offering and listing on the Oslo Stock Exchange in November 2013.
KPMG’s Larry Bradley believes that the IAASB’s proposals are an important first step towards better meeting the needs of users who want more insight into audits than is currently possible.
ESMA has published a discussion paper setting out its initial views on the implementing measures it is required to develop under the Market Abuse Regulation.
Conyers Dill & Pearman has announced that Christopher Page has relocated to the firm’s Singapore office to further support the expansion of its practice in Asia.
Dacheng has topped Asian Legal Business’s Asia Top 50 and China Domestic Top 20 Largest Law Firms lists
DLA Piper has announced that the firm has again been recognised by The Financial Times in its 2013 US Innovative Lawyers report.
Philip Myers of Eversheds has commented in response to the UK chancellor’s announcement that the rise in business rates will be limited to two per cent.
Stephenson Harwood has advised CSE-Global on the sale of one of its wholly owned subsidiaries, Servelec Group, for £122m.
This short article surveys some key news from Pierre Tallot who heads up the Taylor Wessing RCR practice in France.
The Bermuda Court of Appeal has held that statements in relation to assistance at common law to foreign officeholders made in an earlier Privy Council decision were not binding on it.
Tougher product liability provisions following the release of long-awaited amendments to consumer rights and interests protection law in China download
The rise of consumerism in China over the past 10 years has spurred greater regulatory enforcement in the area of product liability.
The Italian DPA has issued a decision introducing more stringent obligations for the transfer of data to call centres located in countries outside of the EU.
With increasing internet penetration throughout the country, the e-commerce industry, like other industries in China, is growing at a swift pace.
A tribunal decision that required a committed Christian to work on a Sunday on an occasional basis in accordance with her contract of employment did not discriminate against her.
In D.R. Horton, Inc. v NLRB, the US Court of Appeals for the Fifth Circuit overturned a controversial NLRB decision regarding class- and collective-action waivers.
This is an important decision that is helpful to administrators wishing to cut costs to avoid closure of a business pending its sale as a going concern.
Directors cede management powers on the appointment of administrators; however, the ability to cause the company to challenge the validity of appointment is an example of an exception to this rule.
Limited recourse clauses questioned download
The judge’s comments call into question the impact of limited recourse provisions and bankruptcy remoteness.
A recent case has underlined the importance of a regular review of founding documents to ensure that those documents continue to meet your not-for-profit organisation’s objectives.
Ninth Circuit eliminates presumption of irreparable injury for plaintiffs seeking preliminary injunctions in trademark cases download
The Ninth Circuit has ruled that a trademark plaintiff must establish a likelihood of irreparable harm to obtain a preliminary injunction in a trademark case.
Jonathan Elvey, head of Ince & Co’s Piraeus office in Greece, will be returning to the firm’s London office.
Eversheds has announced a tie-up with Mahons Attorneys in South Africa and El Heni in Tunisia.
Pamboridis has announced that its managing partner, Yiota Kythreotou, has been appointed as a district court judge.
NCTM has assisted IBM Italia in the acquisition of ACG, its division dedicated to the development and the distribution of management software, by TeamSystem Group.
The FCA has published a report summarising its thematic work on outsourcing in the asset management industry.
While this agreement is undoubtedly an historic diplomatic coup for the western diplomacy, the interim Geneva deal remains limited.
The Safe Harbor scheme is of key importance to transatlantic trade.
The FCA’s chief executive recently gave a speech that focused on conduct and ethics within firms.
The US SEC has released long-awaited proposed rules under the crowd-funding provisions of the Jumpstart Our Business Startups Act of 2012.
Anthony Korn says statutory framework details ‘must change’ to encourage employees to report wrongdoing.
Taylor Wessing has published its Radar: Technology & Communications Update for December 2013. This section focuses on communications.
Allen & Overy has announced the appointment of Peter McDonald to head the firm’s antitrust and competition practice in Australia.
Appleby has acted as BVI counsel to Dalian Wanda Commercial Properties in relation to the listing of US$600m (£367m) 4.875 per cent guaranteed bonds due 2018.
The November 2013 edition of the Employee Incentives Alert has been published by Addleshaw Goddard.
Co-head of Pillsbury’s energy industry team, Robert A James, authored this chapter in the publication The Oil and Gas Law Review.
Taylor Wessing has published its Radar: Technology & Communications Update for December 2013. This section focuses on cyber security.
Wragge & Co’s corporate team has advised Huhtamäki Oyj on its acquisition of UK-based BCP.
The Chambers UK Bar Guide has ranked No5 Chambers in 15 practice areas.
The law firm’s commercial team has won an award for its advice to Universal on the reorganisation of EMI.
Eversheds’ Asia managing partner has commented on the UK’s trade delegation to China.
On 28 November 2013, the Court of Justice of the EU gave judgment in two appeals by the Council of the EU against judgments of the General Court annulling the asset freezes imposed by the Council on two Iranian companies.
Tenancy of Shops Act in Scotland download
Unlike the position in England, in Scotland there is virtually no statutory protection for a commercial tenant at the expiry of their lease.
The government has confirmed that it will introduce a new system of shared parental leave by April 2015.
The UK’s living wage recently increased by 20p to £7.65 an hour outside of London and by 25p to £8.80 per hour in London. This equates to a pay rise of more than £450 for Londoners working full time.
In mid-November 2013, ASIC released a consultation paper in relation to the relief for employee share schemes from the disclosure (prospectus/PDS) and licensing requirements of the Corporations Act.
Governance News — 3 December 2013 download
Governance News from Minter Ellison summarises the top headlines in corporate governance this week.
This briefing includes a capsule review of the relevant provisions of the Dodd-Frank Act that were crafted to enhance corporate responsibility.
Is an employer obliged to make reasonable adjustments in respect of an employee who is not herself disabled, but who has caring responsibilities for a disabled person?
Independent Whistleblowing Commission publishes report on whistleblowing framework and recommendations for reform download
The report makes a total of 25 recommendations for reform of the whistleblowing framework — Addleshaw Goddard reports on some of the key recommendations in this briefing.
The EAT has held that an employee’s self-diagnosis is not necessarily conclusive.
The High Court has granted an interim injunction to enforce a garden leave clause in a stockbroker’s employment contract, so as to force him to stay at home for the duration of his 12-month notice period.
The government has published its response to the consultation on the administration of the new shared parental leave and pay system to be introduced in 2015.
Dismissals of football club employees shortly before sale of the club by the administrator not automatically unfair download
The Court of Appeal has found that dismissals of football club employees shortly before a sale of the club by the administrator were not automatically unfair under Regulation 7 of TUPE 2006.
This second instalment of ‘All Consuming Legal Insights’, Taylor Wessing’s new video series, focuses on protecting your business.
Stephenson Harwood has advised new client Kalibrate Technologies on its placing and admission to trading on the AIM market of the London Stock Exchange.
Part II provides an overview of the procurement process and what Japan is likely to expect from tenderers from commercial, compliance and cultural perspectives.
Hogan Lovells has advised EDF in relation to the issue of green bonds for a total value of €1.4bn (£1.2bn) — the first green bond ever issued by a corporate.
Conyers Dill & Pearman has advised Barclays Capital, Citigroup Global Markets and Wells Fargo Securities on a $400m offering by Energy XXI (Bermuda).
Each EU member state has different mandatory legal requirements protecting players, and these requirements generally apply to the terms that games businesses enter into with them.
This is the second of two looks at new measures being introduced by the Revenue to crack down on what it perceives as the use of partnerships for tax avoidance purposes.
There is an implied term allowing a paying responding party under an adjudication award six years from the date of payment to challenge the adjudicator’s decision.
The decision of the Supreme Court in London in the divorce proceedings of Prest v Petrodel Resources Ltd and Others was awaited with eager anticipation.
This article underlines the differences from the law or practice of the UK in three areas that have an impact on the enforcement of claims by creditors and shareholders of Bermuda companies.
King & Wood Mallesons has provided legal support to Beijing Zhongsou Network Technology Co.
Appleby has acted as Cayman counsel for PW Medtech Group in relation to its listing on the Main Board of the Hong Kong Stock Exchange.
King & Wood Mallesons has acted for the National Storage Group in relation to the establishment of National Storage REIT.
Dacheng partner Dai Jianmin, from the firm’s Shanghai international practice, has been awarded 2013 Competition/Antitrust Lawyer of the Year by Lawyer Monthly.
Conyers Dill & Pearman has provided Bermuda law advice to Maiden Holdings in connection with the offering by its wholly owned US holding company.
Dacheng and First Law International have held a conference at the law firm’s Shanghai office.
Allen & Overy’s international arbitration practice has again been ranked in the top tier by Chambers UK.
Conyers Dill & Pearman has provided BVI advice to Atlantis The Palm and Atlantis The Palm Holding Company on an $880m syndicated loan.
Appleby has acted as Bermuda and BVI counsel to Credit Suisse in connection with a two-tranche convertible bond issuance by Goldpoly New Energy Holdings.
Hogan Lovells has commented following the news that the European Commission has adopted a proposal for a directive to protect trade secrets against misuse by third parties.
Eversheds in Germany has advised Microsoft Deutschland on the relocation of its headquarters from Unterschleißheim to Munich, Parkstadt Schwabing.
Allen & Overy has advised Nationwide Building Society on the creation and inaugural issuance of £500m core capital deferred shares.
DLA Piper has won three awards at the Italian TopLegal Awards, held on 25 November in Milan to celebrate excellence in the Italian legal market.
Hogan Lovells has advised EDF in relation to the sale of its minority stake of 49 per cent in SSE to EPH.
In a surprising move, treasurer Hockey has ruled against the proposed acquisition by US company Archer Daniel Midland (ADM) of Graincorp Limited (Graincorp).
In today’s fast-moving commercial world where email negotiations abound, it is all too easy for parties to become inadvertently bound to unsuitable contracts.
The European Commission has announced a proposal for a Directive on trade secrets and confidential business information.
The treasurer has blocked Archer Daniels Midland’s proposed acquisition of Graincorp on the basis that it is contrary to Australia’s national interest.
DLA Piper has acted for Oncard International in the signing of a binding sale and purchase agreement with Great Bless Enterprises.
Rules to support the new framework for Commonwealth agencies, authorities and companies will be made under the Public Governance, Performance and Accountability Act 2013.
The China, Southeast Asia and South Asia Finance and Capital Market Legal Practice Forum and the 2013 annual meeting of Dacheng’s investment and M&A department recently took place.
Superannuation discussion paper released addressing regulation, governance, transparency and competition download
The Commonwealth assistant treasurer has released a discussion paper, Better regulation and governance, enhanced transparency and improved competition in superannuation, for public consultation.
Minter Ellison has recruited two former managing partners of international firms in Asia: Jem Li and Rebecca Silli.
Andrew Nunn, partner at Eversheds, has commented on news that Dubai-based property group Damac’s London flotation has been delayed.
This guide provides readers with an overview of Australia’s business rules, from foreign investment guidelines to taxation, consumer protection, intellectual property and the employment law system.
Research from KPMG reveals that many organisations take a narrow approach to talent management — one that is steadily weakening their competitiveness and agility.
DLA Piper has represented ACTIVE Network, a San Diego-based software company, in its $1.05bn acquisition by Vista Equity Partners.
The Commercial Court has ruled on a number of key legal issues concerning the duties owed by Lloyd’s brokers to remit funds promptly to clients and reinsurers.
Nabarro’s quick guide shows you how auto-enrolment will affect your business and provides you with a list of your obligations.
The Revenue has announced a number of measures to crack down on what it perceives as the use of partnerships for tax avoidance purposes.
James Klein provides an overview of the programme-level reporting issues that multinational corporations must manage with regard to their non-US long-term benefits plans.
Mark Forte and Tameka Davis of Conyers’ British Virgin Islands office discuss the duties of professional directors in BVI companies in the fourth-quarter issue of INSOL World.
Taylor Wessing’s new fixed-fee service is specifically designed to ensure technology SMEs are fully compliant with the law.
Minter Ellison has launched its Corporate HQ advisory hub — a central resource for directors, general counsel and company secretaries on corporate governance and law.
Conyers Dill & Pearman has advised 58.com in connection with an initial public offering on Nasdaq in the US of up to 25.3 million Class A ordinary shares.
Whistleblowing in Luxembourg download
Whistleblowing is the process of reporting wrongful, unethical or unlawful behaviour or misconduct internally or externally, i.e. to a third-party organisation.
Claim for cease and desist against sending unrequested ‘tell a friend’ recommendation emails via a recommendation function download
The Federal Supreme Court has found that a claim for cease and desist can be asserted against the company that provides a recommendation function at its webpage.
Governance News — 26 November 2013 download
Governance News from Minter Ellison summarises the top headlines in corporate governance this week.
Appleby has hired Orla Tynan as a trainee advocate in the Isle of Man litigation and insolvency team and Alicia Cain to the Isle of Man corporate and commercial team.
Naomi Rive, a partner from Appleby, has been listed in the 2014 Top 50 Most Influential Offshore Professionals list, which has been compiled by eprivateclient.com.
Taylor Wessing has launched ‘All Consuming Legal Insights’ — a series of short videos covering legal insights and developments in the consumer products sector.
Goodman Derrick’s technology group will be hosting Amoo Venture Capital’s start-up event on 10 December.
DLA Piper has been recognised by the BTI Consulting Group in its 2014 BTI Client Service A-Team: Survey of Law Firm Client Service Performance.
Judy Lee, a parter at Appleby, has won the offshore practice area individual award at the third annual Asia Women in Business Law Awards.
Allen & Overy has launched Peerpoint, which is hoped to provide a panel of experienced lawyers available to work flexibly for Allen & Overy on a contract basis.
The Financial Conduct Authority consultation paper — regulatory fees and levies: policy proposals for 2014–15
The Financial Conduct Authority will take over the regulation of consumer credit from the Office of Fair Trading on 1 April 2014.
Pre-filing and post-filing radio licence renewal announcement for stations in New Jersey and New York download
Full-power commercial and non-commercial radio stations and LPFM stations licensed to communities in New Jersey or New York must begin airing pre-filing licence renewal announcements on 1 December 2013.
A contract for insulation work on boilers at a power station was originally granted to Kitsons in December 2010.
The claimant worked as a beauty consultant in airside duty free at Heathrow Airport and formed a limited company.
The defendant entered into an agreement with an NHS trust for seven years provided the agreement could be extended in six-month blocks for up to a further three years.
As more details of the Contracts for Difference scheme become available, Walker Morris compares some of the key risks under each scheme.
Anglia Retirement Homes has been acquired by Ravelstone Care Homes. Specialists from Shoosmiths provided advice on the property elements of the deal.
Eversheds has commented on the announcement that China and the European Union will begin talks on a landmark treaty aimed at boosting investment.
Partner Nigel Stamp believes new guidelines for e-commerce in China are an encouraging development.
The Dodd-Frank Act amended section 4a of the CEA to require the Commodity Futures Trading Commission (CFTC) to establish position limits on an aggregate basis.
More than 50 participants have attended an event hosted by Karanovic & Nikolic on the implementation of transfer pricing in Serbia.
David Savage of Eversheds has commented following news that the World Trade Organization is close to sealing the first global trade deal in more than a decade.
Shoosmiths has advised on the acqusition of Anglia Retirement Homes, which was acquired by Ravelstone Care Homes.
Stephenson Harwood has advised the trustees of JLT UK Pension Scheme on the company’s £120m buy-in agreement of its defined-benefit liabilities with Prudential.
Public companies and large private companies that have been incorporated a number of years are likely to have accumulated a number of subsidiaries, some of which will be defunct.
Caroline Atkins discusses how Australian government agencies can gain the commercial solutions they need in ICT procurement while avoiding the pitfalls of open source licence risks.
India’s Competition Act takes shape with enforcement actions and appeals: key cases, key points for international companies download
Competition law in India has begun to take shape as major enforcement actions have worked their way from initial complaint to a finding of an infringement and appeal to the Supreme Court of India.
SFX Entertainment has bought 75 per cent of ID&T, a Dutch festival promoter, for $102m in cash and stock.
DLA Piper has advised Discovery Networks Benelux on a strategic partnership with Viacom International Media Networks to launch a joint sales house called BrandDeli.
Taylor Wessing has advised the shareholders of Germany-based social media platform operator Sharewise on its acquisition by Japan-based Minkabu.
Ogier has announced that partners Steve Meiklejohn and Philip Le Cornu have been included in Private Client Practitioner’s Top 50 Most Influential list.
KWM has advised Pacific Asset Management Co (PAMC) on setting up an asset-backed scheme for a special funding project through raising insurance funds.
Hogan Lovells and South African law firm Routledge Modise have announced the approval of their respective partnerships to combine their firms.
Hogan Lovells has announced that partners Lourdes Catrain, Michael Mason and Neal Katyal have been named on this year’s Law360 MVP of the Year list.
Eversheds’ Michelle T Davies has been named as the sector’s Woman of the Year at the Middle East Solar Energy Association’s annual solar awards presentation.
Turnover is £608m, up 7.5 per cent on the same period last year (£566m). The results reflect a steady improvement in trading conditions in most markets.
DLA Piper has represented northern Virginia-based CustomInk, an online T-shirt company, in a $40m (£25m) investment by private equity fund Revolution Growth.
Conyers Dill & Pearman has provided Cayman legal advice to Montage Technology Group in connection with an IPO on NASDAQ Global Market.
Conyers Dill & Pearman has provided Bermuda legal advice to Essent Group. This was the first IPO of a home mortgage issuer in nearly 20 years.
Appleby acted as Cayman counsel for JC Group Holdings in relation to its listing on the Growth Enterprise Market of the Hong Kong Stock Exchange on 21 November 2013.
Appleby acted as Cayman counsel for China Success Finance Group Holdings in relation to its listing on the Main Board of the Hong Kong Stock Exchange on 13 November 2013.
The FCA has published a consultation paper on its regulatory approach to crowdfunding. This briefing sets out how the CP will affect firms that operate crowdfunding platforms.
Regulatory risk update: online sales restrictions under scrutiny of European Antitrust Authorities download
Competition authorities in Europe are clamping down on restrictions or bans on online sales, especially sales over internet platforms such as Amazon and eBay.
State-sponsored GMO-labelling efforts faced defeat in Washington State’s November 2013 election.
The place of supply rules determine where businesses are obliged to register, collect and remit VAT due on their supplies and in which member state.
The Court of Appeal for Bermuda has delivered an important judgment about the jurisdiction of the Bermuda court to assist foreign liquidators by ordering the production of documents by persons in Bermuda.
There is no accepted formula for dealing with many of the issues that arise in negotiating a joint venture.
DLA Piper has advised as project legal counsel on the implementation of the first standardised online Intellectual Property Agreement Guide project.
DLA Piper has advised the Cabinet Office on the creation of SSCL, a joint venture between HM Government and Steria.
Mark Jones will be joining Hogan Lovells’ antitrust, competition and economic regulation (ACER) practice as a partner in the London office.
Shoosmiths has helped a holiday park operator complete the sale of its entire issued share capital in a deal worth £172m.
Walker Morris has advised InTechnology on the sale of its subsidiary InTechnology Managed Services to Redcentric for £65m.
The UK government maintains its drive to promote industrial and provident societies and staff mutuals with the publication of a recent consultation on IPS reforms.
New York insurers’ investments in firms engaged in Iranian energy sector activities treated as ‘nonadmitted’ download
New York has enacted Chapter 481 of the Laws of 2013, which adds a new section 1415 to the New York Insurance Law effective 11 February 2014.
Annual DTV ancillary/supplementary services report due for commercial and noncommercial digital television stations download
All commercial and noncommercial educational digital television broadcast station licensees and permittees must file FCC Form 317 by 2 December 2013.
Appleby Guernsey has announced the appointment of senior funds and finance lawyer Kate Storey, who has joined as counsel.
Mills & Reeve has advised PNC Business Credit on the provision of an asset-based lending facility to support the £15.9m management buyout of Virgin Wines.
The SEC has voted unanimously to propose Regulation Crowdfunding, the rules related to the offer and sale of securities through crowd-funded private offerings.
Through new legislation, we can read the the China Securities Regulatory Commission’s attitude regarding path selection on the reform of the asset-management business.
China’s Anti-Monopoly Law: review of merger control and merger remedies regime in China from 2008–13 download
This article presents an overview of the merger control regime, in particular the merger remedies regime in China from the perspective of practitioners.
According to statistics released by China’s Ministry of Commerce, Chinese outbound investment will continue its robust upward trend during the latter half of 2013.
King & Wood Mallesons has advised Goldenmars Technology Holdings on its successful listing on the GEM Board of the Stock Exchange of Hong Kong on 9 September.
KWM has acted as Australian counsel for JP Morgan and a syndicate of banks providing senior debt financing to support the acquisition of Echopass.
This is the first of four articles summarising the general duties and potential liabilities of a director of an English private company (which is not in a group with a PLC).
This is the second of four articles summarising the general duties and potential liabilities of a director of an English private company (which is not in a group with a PLC).
It has been reported that Germany will introduce legislation requiring German companies to allot 30 per cent of their non-executive board seats to women from 2016.
This is the third of four articles summarising the general duties and potential liabilities of a director of an English private company (which is not in a group with a PLC).
Commenting as two new companies plan to list on AIM, Eversheds believes the listings are indicative of wider comfort with the regulatory regime.
This article provides guidance for companies offering internship programmes when considering whether or not to pay NMW.
Emma Chadwick, head of litigation at Winckworth Sherwood, has written an article for Facilities Management Journal entitled ‘Combating squatters’.
Wragge & Co and Buck Consultants have announced a joint initiative aimed at assisting SMEs to fulfil their automatic enrolment obligations.
Incubators are not often commonly associated with corporates or business enterprises, yet young companies can benefit greatly from a period of ‘incubation’.
This is the fourth of four articles summarising the general duties and potential liabilities of a director of an English private company (which is not in a group with a PLC).
DLA Piper has announced that Dr Michael Burg has joined the firm’s corporate practice as a partner in the Cologne office.
Hogan Lovells has expanded its Los Angeles office with the addition of a long-standing corporate transactional team.
Guy Flynn, chair of DLA Piper’s Maryland real-estate practice, has been honoured with a 2013 Leadership in Law award by The Daily Record.
Goodman Derrick has received recommendations in all of its core commercial practice areas from Chambers & Partners and The Legal 500 in 2013.
Should your company reach out to Silicon Valley? If so, what do you need to know?
King & Wood Mallesons has advised the Transurban Group on its acquisition of all of the senior secured debt exposure of Sydney’s Cross City Tunnel (CCT).
The 2013 Legal Security Forum, organised by Dacheng, took place at the Capital Hotel in Beijing on 27 October 2013.
Appleby has acquired two of Coutts’ trust businesses as part of its strategy to grow its fiduciary and administration business.
Farhaz Khan has been identified by Legal Week as one of the 10 ‘most acclaimed young barristers making their mark’ at the commercial chancery bar.
Lawyers from DLA Piper in Kyiv have contributed to the World Bank’s 2014 Doing Business report, looking at the local market in Ukraine.
Eversheds has advised workforce payment solutions provider FleetCor Technologies on the acquisition of Epyx, a technology solutions provider to the fleet sector, from HgCapital.
Appleby has held a seminar entitled ‘Directors — do you know your duties?’, which was held on 15 November at the Old Government House Hotel, St Peter Port, Guernsey.
Minter Ellison has advised Dick Smith Holdings, which has announced an IPO of ordinary shares and a listing on the ASX.
This article summarises some of the technological innovations retailers are adopting to survuve in the tough economic market and their legal risks and implications.
Businesses should be aware that there is more than institutional change afoot when the new Competition and Markets Authority comes in on 1 April 2014.
Shoosmiths has provided advice to former CEO of Fitness First Colin Waggett for the launch of his new indoor cycling concept, Psycle London.
Companies legislation in Myanmar is set to become more investor-friendly – and it needs to
Eversheds has advised Allied Glass on a tertiary buyout backed by CBPE Capital.
KWM is acting for Credit Suisse (Australia), JP Morgan Australia and Macquarie Capital (Australia) on McAleese Group’s IPO of AUD166m and listing on the Australian Securities Exchange.
Ince & Co has advised the majority shareholders of Interactive Ideas, an enterprise software distributor, on the sale of its business to Storit
This update from Ince & Co highlights recent relevant court decisions that raise points of significance for its readers.
Conyers Dill & Pearman has advised International Housewares Retail Company regarding its HKD600m listing on the main board of the Hong Kong Stock Exchange.
The Dublin office of Eversheds has advised on the takeover by Endo Health Solutions of Paladin Labs Europe.
The FCA has published its long-awaited response to consultation paper 12/25 entitled ‘Enhancing the effectiveness of the Listing Regime’.
Despite 20 states allowing the use of medicinal marijuana and two more allowing recreational marijuana use, employers remain unaffected.
In recent months we have seen a resurgence of legislative efforts — this time at the state level — that may change the playing field.
Yasmin Prest won her landmark divorce ruling when the Supreme Court ordered Mr Prest’s companies to transfer to her a number of properties as part of her lump-sum award.
A landlord and a tenant generally have opposing objectives when negotiating a new commercial lease.
Founder and lawyer
We advise on all aspects of company life, from the establishment of new businesses to the creation of inter-business relationships.
Partner Greg Hammond believes the deal brings potential gains for both parties.
Nabarro has released the November issue of its financial sector update.
Real-estate update — November 2013 download
Nabarro has reased its real-estate update for November 2013, which discusses HS2 and how retailers are using technology and sustainable urban drainage systems.
The core content of the innovation within the SHFTZ relates to reform in the financial area.
Luxembourg isn’t just a financial centre. Over the past few years, Luxembourg has made significant efforts to diversify its marketplace and to ensure its attractiveness as one of the leading countries in Europe in IT/IP and e-commerce.
The EU and the US are entering the second round of the Transatlantic Trade and Investment Partnership (TTIP) talks in Brussels.
DLA Piper has been advising Equinix, a supplier of data centre services, on the acquisition of the Kleyer 90 Carrier Hotel in Frankfurt.
DLA Piper has been ranked as a leading firm in the 2014 edition of World Tax, a directory of the leading tax advisory firms.
Changes to Belgian law on late payment in commercial transactions to enhance protection of creditors download
Changes to Belgian law on late payment in commercial transactions should enhance protection of creditors.
Appleby has reported stabilised offshore M&A activity and continued high levels of IPOs in Q3 2013, which the firm highlights in its latest Offshore-i Report.
Allen & Overy will be presenting a client seminar on 10 December called ‘Contracting with foreign states or state-owned entities: what are the risks and how can they be managed?’
Appleby has published the sixth edition of Offshore-i, which provides insights into the mergers and acquisitions activity going on in the major offshore markets.
The proprietor owned the trademark CATWALK registered since 1995. In 2010, an application was filed to revoke this word mark on grounds of non-use.
The latest decision concerns a dispute over Zynga’s launch of an online game in January 2012: ‘Scramble with Friends’.
In Asos v Assos, the High Court reviewed the approach to be taken to many issues that arise frequently when considering trademark conflicts.
Nissan applied in Austria for the word mark ‘Primera’ for automobiles in 2008.
There was a likelihood of confusion between the figurative mark ZOOSPORT and the earlier figurative mark ‘Zoot (or Zooz) sports’.
Setting a helpful precedent for famous logo brands, Lonsdale has won a UK trademark opposition against a ‘look-alike’ logo at the English High Court.
This judgment highlights the overriding objective of the IPEC, which is to assist small and medium enterprises in resolving their intellectual property disputes at low cost.
Allen & Overy has succeeded in the category of corporate law and has also been named Law Firm of the Year 2013 for Best Client Service.
Hogan Lovells has advised Astronics in relation to the acquisition of French company PGA Electronic.
Governance News — November 2013 download
Minter Ellison’s Governance News provides a synopsis of its weekly summary of corporate law and governance developments in Australia and overseas.
In UPMS v Fort Gilkicker, the High Court had to decide whether common law recognises the concept of double derivative actions.
The right for individuals to gain access to personal information that organisations hold about them is a core requirement of most data protection laws.
The access right is the right for an individual to ask whether an organisation holds and/or processes personal data relating to the individual and enables the individual to obtain a copy.
Organisations can find themselves drowning under the weight of subject access requests (SARs) if they are not adequately prepared.
King & Wood Mallesons (KWM) has secured a place on the Ministry of Commerce (MOFCOM) of China’s inaugural legal panel.
John McKendrick of Outer Temple Chambers has successfully acted for EDI in the case of DCAS Business School v EDI Plc.
The Financial Conduct Authority (FCA) has published a further consultation paper containing updated proposals on changes to the UK Listing Rules.
The European Commission is considering amending the EU Merger Regulation (EUMR) to allow it also to review certain acquisitions of non-controlling minority shareholdings.
A story in the Financial Times has highlighted the emerging change in the way businesses address the reputational risk of their impact on society and the environment.
Pan-European e-commerce compliance download
Taxing digital content download
Neil McKnight, a senior associate in Taylor Wessing’s tax group, summarises some of the tax issues faced by businesses distributing content across borders.
Mills & Reeve has announced the appointment of Gayle Curry as a commercial partner in the health team. Curry joins from Morgan Cole.
King & Wood Mallesons has advised China Huirong Financial Holdings on its successful listing on the main board of the Hong Kong Stock Exchange on 28 October.
King & Wood Mallesons has acted for CBA Equities as lead manager and underwriter on the IPO of Affinity Education Group.
Hogan Lovells’ guide to the eligibility requirements and continuing obligations of admitting securities to the premium, standard and high-growth segments of the main market and AIM.
Parmijit Singh from Eversheds has commented on a move by regulators to remove trans fats from the US diet.
On 22 October 2013, the European Food Safety Authority published guidance on the renewal of the authorisation of feed additives.
The European Commission has published its work programme for 2014, outlining the legislative and policy initiatives that it will focus on next year.
On 25 October 2011, the European Parliament and the Council adopted Regulation (EU) No 1169/2011on the provision of food information to consumers.
With a delegated act, the European Commission has issued a draft rule amending Regulation 1169/2011 with regard to the use of the term ‘nano’ to describe food additives.
The European Commission has adopted implementing rules for applications concerning the use of generic descriptors under article 1(4) of Regulation (EC) No 1924/2006.
Conyers Dill & Pearman has advised Avolon, an aircraft leasing group, on the Bermuda law aspects of its $636m asset-backed securitisation for Emerald Aviation Finance.
Following the entry into force of some risk mitigation techniques, the second obligation under EMIR, i.e the reporting obligation, will start in February 2014.
M&A Index: Q3 2013 download
While dealmaking remained generally quiet in most markets in Q3, there are signs that capital flows are shifting from emerging to more mature markets.
In May 2006, the Alexandros T sank off the shore of South Africa; her owners commenced proceedings in the Commercial Court against the vessel’s insurers for an indemnity.
NCTM has a well-established practice providing tailor-made legal advice on a wide range of customs law matters.
Eversheds Ireland has played a key role in the takeover by Endo Health Solutions of Paladin Labs Europe for approximately £1.1bn.
No5’s Tony McDaid recently chaired a seminar looking at opportunities for Midlands law firms and businesses to engage in overseas opportunities from Birmingham.
While major UK retailers signed up for the traffic light labelling, European trade organisations have shown deep concern about the developments.
Does ‘all monies’ mean all monies? download
There is a difference in how ‘all monies’ guarantees and guarantees in respect of a specific obligation are treated.
HLC Environmental Projects Ltd (the company) was involved in two waste management and recycling projects based in Wales.
Hogan Lovells has recruited Spanish tax partner Javier Gazulla Ascoz into its Madrid tax team. Gazulla Ascoz joined the firm on 1 November.
Addleshaw Goddard has appointed energy, shipping and international trade expert Mike Melwood Smith as a consultant to the firm’s Singapore practice.
Allen & Overy has advised Husky Injection Molding Systems on its acquisition of Schöttli Group. The sale is expected to close in early December.
Appleby has acted as lead counsel to Standard Chartered in connection with the consolidation of its two Jersey banking entities.
Hogan Lovells has advised Tokio Marine & Nichido Financial Life Insurance Co on its absorption merger with another group company, Tokio Marine Nichido Life Insurance Co.
King & Wood Mallesons has acted for Warburg Pincus in the sale of all of its shares in Transpacific Industries Group.
Eversheds has advised Eagle Ride Investments on the HKD270m public takeover bid for shares of Radford Capital Investment.
Section 234 of the Insolvency Act 1986 protects a liquidator from a claim in conversion.
Issues of company solvency are best determined at trial, with the benefit of a full hearing, rather than in the course of application for interim relief.
Hogan Lovells has advised Healthcare of Ontario Pension Plan (HOOPP) on a joint venture with Verdion Properties to establish a logistics platform across Europe.
Conyers Dill & Pearman has advised insurance specialist Lancashire Holdings on its placing to raise funds for the proposed acquisition of Cathedral Capital.
A recent Court of Appeal case explains the dangers of sellers relying upon valid ROT provisions where they want the price, not the goods, back.
Conyers Dill & Pearman has advised Odfjell Drilling on the Bermuda law aspects of its $400m initial public offering and listing on the Olso Stock Exchange in September 2013.
Guidance published on the implementation of the new directors' remuneration regime for quoted companies download
The GC100 and Investor Group has published guidance on how the new directors’ remuneration regime for quoted companies is to be implemented.
Winners of the British Fashion Council award will receive business and mentoring advice from DLA Piper.
DLA Piper has advised Bestinvest on its acquisition by a company owned by Permira.
Eversheds has advised Siemens on UK aspects of its joint venture with John Wood Group to create a global integrated rotating equipment service provider.
Wragge & Co has advised the founder of Mountain Warehouse on the £85m acquisition of the outdoor clothing and equipment retail business.
The Royal Institution of Chartered Surveyors (RICS) has published an information note entitled ‘High Streets — Beyond Retail’.
Hogan Lovells has recruited environmental, health and safety partner Louise Moore into its London environmental team.
A report by KPMG has revealed that culprits are predominantly employees colluding with others outside the organisation.
Stuart Fuller, global managing partner, has announced the new integrated global organisation structure that will focus the firm on delivering a powerful value proposition to clients.
The cost of stock-piling in the lead-up to Christmas, combined with the pressure caused by the usual rent quarter day in December, causes cash-flow issues for many businesses.
Electronic signatures not yet a substitute for the 'wet' signature in corporate transactions download
Finding an electronic equivalent to ‘wet’ signatures is necessary to the continued growth and development of e-commerce. However, it is difficult to find a nationally accepted fraud-proof process.
Interim injunctive relief is a powerful tool and the ability to freeze a defendant’s assets to prevent dissipation before a matter reaches trial can be an important protective step.
SCoTA provides template ’Relevant Standard Specifications’ for various types of coal.
The purpose of this white paper is to help in-house counsel bridge this gap by translating legal process improvement into a value proposition that will resonate with the chief financial officer.
What metrics are the most valuable to manage your legal department and show its value to stakeholders in the company?
Does your commercial guarantee bite? download
The case of John Spencer Harvey v Dunbar Assets plc demonstrates that a fairly typical approach can have potentially devastating consequences.
The ATED tax, effective from April 2013, applies to companies (and similar kinds of structures) that own dwellings with an individual value of £2m upwards.
Allen & Overy has advised the syndicate of banks led by Credit Suisse on the successful initial public offering (IPO) by Cembra Money Bank.
The government’s Business Taskforce has recently published its proposals on legal reforms designed to address various barriers to business.
The 2014 edition of Chambers UK has recognised Pillsbury’s outsourcing and information technology practice and several partners.
The Takeover Code applies to all offers for companies registered in the UK, the Channel Islands or the Isle of Man whose securities are traded on a regulated market.
Business and company names are regulated to make sure that misleading names, which may imply unwarranted status or authority, cannot be used.
Walker Morris is regularly asked about the formalities of executing documents. The following are 10 of the most frequently asked questions.
The Office of Fair Trading has concluded its investigation into the membership terms of health and fitness operators.
DLA Piper has announced that Teri Donaldson has joined the firm’s litigation practice as a partner in the Houston office.
For many years, directors (and other executive officers) have faced deemed liability under Queensland law.
Eversheds has advised the UK arm of private equity group Baird Capital on its purchase of a majority stake in Alpha Financial Markets Consulting.
The Companies Act 2006 Regulations 2013, which came into effect on 1 October 2013, change the current narrative reporting framework under the Companies Act 2006.
When key employees leave to join a competitor, employers often risk losing other team members to the new employer too.
The guidance has been updated to reflect the revised version of the UK Corporate Governance Code and the FRC Guidance on Audit Committees.
Patricia M Hynes, senior counsel at Allen & Overy, has received the New York Law Journal’s 2013 Impact Award.
This briefing concerns the latest judgment in the Ablyazov matter following a third application brought by English court appointed receivers, in which the Jersey Royal Court held that it had jurisdiction to appoint the receivers (whose appointment had been recognised by the Jersey Court in an earlier judgment) as managers of a Jersey company.
Doing Business in Japan download
DLA Piper is pleased to announce the launch of the first edition of its Doing Business in Japan publication.
The new federal government proposes to conduct a ‘root and branch’ review of the Competition and Consumer Act 2010 to ensure a ‘level playing field’ for big and small business.
This advisory provides an overview of the anti-corruption enforcement risk in Brazil, summarises the new law, compares it with the FCPA and offers practical compliance suggestions for in-house counsel.
This briefing summarises current PRC laws relating to the board of directors and the board of supervisors of foreign-invested companies.
On 25 September 2013, the French government released the key measures of the draft Finance Bill for 2014 that would have a notable impact on French companies.
The German system for taxing dividends paid to minority shareholders that are subject to limited tax liability in Germany and have their seat in another EU/EEA member state constitutes a violation of European law.
Employee shareholder status download
As from 1 September 2013, companies are now able to enter into employee shareholder agreements with employees.
The French Parliament intends to strengthen the transfer pricing documentation requirements.
The 2014 edition of Chambers UK, released on 31 October, rates Kings Chambers ninth in number of rankings and fourth in number of practice area rankings.
Walker Morris managing partner Ian Gilbert is set to present at a Legal Sector Conference, examining some of the key elements that can influence the strategies of law firms.
The Code Committee of the Takeover Panel has published its response statement (RS 2012/3) to its consultation Companies subject to the Takeover Code (PCP 2012/3).
On 21 August 2013, the French Ministry of Finance updated the so-called ‘black list’ for 2013 (the list of non-co-operative countries or territories).
The size of the Diebold financial resolution raises questions about future enforcement of the FCPA, as well as the incentives for companies to self-report.
The Competition Commission has been conducting a market investigation into statutory audit services and has been reviewing clauses in loan agreements relating to the appointment of auditors.
Addleshaw Goddard has advised Andor Technology on its acquisition of Apogee and Spectral Applied Research.
NCTM has assisted Bucher Group in the acquisition by Giletta of the entire share capital of Gmeiner.
A KPMG survey of more than 440 chief financial officers has revealed that the majority are now poised to make the necessary investments and embrace intelligent finance models.
From 1 October 2013, changes have been made to two pieces of health and safety legislation in an attempt to help businesses comply with the law.
King & Wood Mallesons has announced the lateral partner appointment of Michael Perez to its tax team.
Lawyers from Walker Morris are advising Servelec Group on its proposed IPO on the Main Market of the London Stock Exchange.
DLA Piper has advised China Everbright and China Everbright Securities (HK) on the IPO of IGG on the GEM board of the Hong Kong Stock Exchange.
Unfair consumer practices incur a cost to the economy of around £3.3 billion a year and 60 per cent of the population has fallen victim to unscrupulous traders.
Buying a hotel — our top six points download
Whether you are an experienced hotelier or just starting out in the hotel industry, the process of buying a hotel can be a daunting prospect.
Business immigration changes download
Immigration into the UK continues to be a hot topic, with the government wanting to reduce net immigration.
Machine safety download
There are dozens of deaths and more than 40,000 injuries each year related to the use of machines.
The National Crime Agency has made a commitment to work closely with businesses in its fight against white-collar crime and cyber attacks.
Memery Crystal is a member of Oil & Gas UK, AMPLA and the AIPN.
Record levels of cash on balance sheets, and increasing boardroom confidence, will fuel M&A growth, according to a report from Hogan Lovells.
Three lawyers at law firm Sintons have been promoted to associate: Iona Sims, Anna Barton and Scott Cable.
Christopher Butcher QC and Benjamin Parker were counsel for Equitas in Equitas Ltd v Walsham Brothers & Co Ltd  EWHC 3264 (Comm).
NCTM Studio Legale Associato has advised Pandora in a lease agreement with Hines Italy Sgr for the location of its new Italian headquarters.
Kevin Cooper and Estelle Pattard have relocated to Ince & Co’s Monaco office to meet the demands of shipping, yacht, offshore energy and international trade clients.
Allen & Overy has picked up eight accolades at the annual IFLR Middle East Awards ceremony in Dubai, including the International Firm of the Year award.
The free-trade zone initiative is intended to be a pilot programme to provide a blueprint of how China will reform its economic structure.
Hogan Lovells has advised Liberty Global on the disposal of its international content division Chellomedia to AMC Networks for $1bn.
Genesis Housing Association has appointed Winckworth Sherwood as its sole legal provider under a new partnership contact.
Since the China (Shanghai) Free Trade Pilot Zone was approved by the State Council, investors have awaited detailed policies and regulations to be issued.
Individuals who fund a connected company with debt will no longer be entitled to a reduction in their taxable earnings where the company suffers a transfer pricing charge relating to the interest on that debt.
This guide addresses the issues that arise when an exempted company seeks to establish a physical office in Bermuda.
We are a specialist, dedicated team dealing with all manner of commercial contracts.
The Queensland Parliament passed the Directors’ Liability Reform Amendment Bill 2012 to reform Queensland’s laws imposing personal liability on directors for corporate fault.
Conyers Dill & Pearman provided Cayman Islands law advice to Kawa Capital Management in connection with its acquisition of certain units of Conergy.
The Danish Ministry of Science, Innovation and Higher Education has conducted a restricted procurement procedure for the operation of seven guidance centres.
DLA Piper looks at two recent Australian Takeovers Panel cases, namely Billabong International Ltd and Avalon Minerals Ltd.
Hogan Lovells has advised CLSA and CITIC Securities as the joint placing agents in respect of a placement of 115 million existing shares in Trigiant Group for HKD362.3m.
Hogan Lovells has advised Japan’s largest stationery maker Kokuyo on its acquisition of Riddhi Enterprises, a Mumbai-based notebook manufacturer.
Eversheds has advised Manchester Airports Group (MAG) on its joint venture in relation to the development of its £800m Airport City project.
This booklet addresses employees’ many commonly asked questions regarding international assignments.
The courts have recently considered both implied and express duties of good faith arising under English law. Is this likely to herald a sea change in parties’ contractual obligations?
7KBW has announced the publication of the Principles of the Law of Agency by Prof Howard Bennett, published by Hart Publishing.
The guidelines companies develop can vary widely, to address the different industries, cultures and environments in which they operate.
DLA Piper has advised the shareholders of R Griggs Group, the parent company and licensee of the Dr Martens brand, on its disposal of Griggs to an investment vehicle.
The specialist pharmacy team at Sintons has overseen the £37m management buyout transaction of pharmaceutical wholesaler DE Group.
Paul Marshall from No5 Chambers has co-authored the Chancery Bar Association’s response to the BIS’s paper on companies legislation reform.
Companies operating internationally often engage numerous — sometimes even thousands — of third parties around the world to help facilitate their business.
In the past decade, dramatic shifts have occurred in how labour unions engage the world’s multinational companies.
For even the most conscientious of companies, real hurdles exist to conducting fulsome due diligence in a global setting.
Under this new policy, in force since April 2013 but amplified by a new iteration in July 2013, bidders for government contracts valued at more than £5m must self-certify their tax compliance.
Automatic suspension not lifted ... sort of — Covanta Energy Ltd v Merseyside Waste Disposal Authority
It seems that there are still some procurement exercises under way that were begun before the implementation of the Remedies Directive in 2009.
Many developers frequently rely upon their right to terminate a contract if a project is severely delayed by the actions of another party.
Former minister for mines and petroleum, fisheries and electoral affairs The Hon Norman Moore has joined Minter Ellison as a consultant.
In April, Mills & Reeve blogged on the Equality and Human Rights Commission’s guidance on complying with the Public Sector Equality Duty from a procurement perspective.
The new directive on concessions is intended to clarify and standardise requirements and produce a more level playing field.
The Department of Health has just published the new versions of the standard NHS terms and conditions for the supply of goods and for the provision of services.
The new directive on public procurement is in the final stages of its journey into the statute book.
Mills & Reeve has recently examined a couple of cases that illustrate two different approaches of the courts to the application of time limits for procurement challenges.
Karanovic & Nikolic has hosted a cocktail for more than 100 clients, colleagues, diplomats and other notable members of the business community.
Following the publication of strong results from several leading UK retailers, James Batham, partner and head of retail at law firm at Eversheds, has commented.
Foreign investment and business participation in Thailand is often heavily regulated.
Conyers Dill & Pearman has advised Weatherford International, an oil and natural gas service company, on the sale of its 38.5 per cent equity interest in Borets International.
Jersey law firm Appleby has strengthened its property team with the appointment of David Le Brocq, who has joined the firm as conveyancing manager.
DLA Piper has acted for Greenland Holdings of China in the purchase of a stake in the Brooklyn Atlantic Yards project.
Governance news from Minter Ellison download
This briefing from Minter Ellison provides a synopsis of its weekly summary of corporate law and governance developments in Australia and overseas.
The Abu Dhabi Commercial Conciliation and Arbitration Centre circulated a draft version of its new arbitration rules in September 2013.
DLA Piper has moved its New Jersey office from Florham Park to the Class A office building at 51 JFK Boulevard in Short Hills.
Corporate lawyers from Hogan Lovells’ Silicon Valley office have helped Five Prime Therapeutics to finance its operations and to enter the public market.
A legal mortgage of shares ‘debentures’ and ‘other securities’ does not attach a security interest to the benefit of any shareholder loans made by the security provider.
Minter Ellison’s Vanessa Warburton has been awarded the Future Star accolade at the Lawyers Weekly Women in Law awards.
The National Development and Reform Commission issued a press release on 29 September 2013 reporting on its decision to impose sanctions on 39 companies in the tourism industry.
Hogan Lovells has been nominated for 11 awards at the upcoming Euromoney Asia Women in Business Law Awards 2013.
Parmjit Singh, partner and head of the international food and drink sector at Eversheds, has responded to a new report from Tesco into food wastage.
For many emerging companies, the road to a global workforce is paved with potholes.
Guidance (and a touch of solace) for compliance and legal personnel on potential supervisory liability download
Supervisory liability does not attach unless a compliance or legal employee truly functions in a supervisory capacity.
Conyers Dill & Pearman has awarded Agnes Lee with the 2013 Conyers Dill & Pearman Prize in Commercial Law.
Aggressive tax management by multinationals, however legal, is in the public and political spotlight like never before, presenting clear reputational risks for M&A dealmakers.
One year into the auto-enrolment regime, some of the complexities encountered so far by employers in practice will shortly be ironed out.
The Cayman Islands Stock Exchange (CSX) is a leading offshore exchange for the listing of specialist debt securities, Eurobonds and insurance- and risk-related securities.
The Energy Bill will introduce contracts for different to replace renewable obligations certificates.
On 1 October 2013, general commercial and corporate law firm Pamboridis celebrated its 10-year anniversary.
Directors' pay: full disclosure download
The final pieces of the government’s jigsaw of reforms on directors’ pay have been slotted into place.
In the latest round of the government’s Red Tape Challenge, company filing requirements have been put under the spotlight.
Ownership and control of UK companies is under review following the government’s commitment to enhance transparency and increase trust in UK business.
The law of confidential information download
The law of confidential information is a useful tool for protecting commercially sensitive material, such as trade secrets, which cannot be fully protected by intellectual property rights.
On 25 September 2013, the French government released the key measures of the draft Finance Bill for 2014 that would notably affect French companies.
Hogan Lovells has hired partner Eduardo Ustaran to join its global privacy and information management practice.
China is one of the world’s largest markets for internet use.
In a helpful judgment, the Jersey Court of Appeal has upheld the decision of the Royal Court in Pirrwitz v AI Airports International Ltd and PI Power International Ltd.
Commercial negotiations for airport services in the UK spark reconsideration of airport market power: how does Australia compare? download
The outcome of the CAA’s consultation regarding Stansted airport may provide insight for the question of whether further regulation of Australian capital city airports is required.
In a 2013–14 Top Companies for Graduates to Work For list, compiled by TheJobCrowd.com, Shoosmiths scored 4.3 out of a maximum of 5.
The Hungarian Act on Bankruptcy and Liquidation Proceedings contains special rules on bankruptcy and insolvency procedures for major economic companies carrying out strategically important activities.
This year’s The Lawyer UK 200 results convey the clearest message yet that success lies in firms’ evolution to businesses that deliver services.
The Jersey Court of Appeal has upheld the decision of the Royal Court in Pirrwitz v AI Airports International Ltd and PI Power International Ltd.
The Australian Securities and Investments Commission (ASIC) has released class order relief for AQUA market exchange traded funds.
The UK ICO has prosecuted a pay-day loans company and its director for failing to notify that its business was processing personal data in the UK.
This briefing considers the potential for increased use of arbitration in cross-border financial services disputes and the implications for key stakeholders within the financial-services sector.
Stephen Rose, partner and expert in competition law at Eversheds has commented in response to a joint statement from the Office of Fair Trading, the Competition Commission and Monitor.
Informal business often have agreements that are partly oral, partly written, and in various forms. This can lead to difficulties should the contractual relations break down and result in litigation.
Selling a hotel company is no small project, whatever the size of the hotel.
Conyers Dill & Pearman has advised Dong Fang Container Finance (SPV) on its $200m Series 2013-1 asset-backed notes offering.
James Batham, partner and head of retail at Eversheds, has commented on the news that UK retail sales increased in September 2013.
The recent case of Torre Asset Funding v RBS reiterates that the contract is king, especially in the context of complex structured asset finance facilities.
Mills & Reeve has emphasised the need to read and understand insurance indemnity arrangements.
This briefing from Ince & Co focuses on three grounds of appeal in Genesis Housing Association Ltd v Liberty Syndicate Management Ltd.
Unfortunately an increasing number of owners of high-value properties are finding that they are victims of property fraud.
King & Wood Mallesons has assisted Wolong Electric Group Co in its major assets restructuring and thereby materialised the securitisation of overseas assets on the A-share market.
The introduction of the Commercial Rent Arrears Recovery system will abolish landlords’ ability to exercise distress.
When a tenant has fallen into arrears of monies due under a lease, its landlord needs to navigate through the complexities of the law to ascertain whether forfeiture is available as a remedy.
When trespassers occupy commercial property, landlords often face an uphill struggle to regain possession and can be faced with a host of associated costs.
Geoffrey Mead of Eversheds has commented on the revelation of a list of 30 EU regulations that a UK taskforce of business leaders believe should be scrapped.
Conyers has provided Bermuda legal advice to Bank of America in connection with a $3.1bn sale and repurchase agreement related to the acquisition by Amgen of Onyx Pharmaceuticals.
Legal 500 UK 2013 has recommended Ince & Co as a top-tier law firm in shipping and corporate and commercial.
King & Wood Mallesons has advised Quadrant Private Equity on its recent investment in Estia Health.
A cross-practice team from Shoosmiths has helped Allied London acquire ITV Granada studios.
This alert provides guidance on what private contracting parties affected by the US shutdown should consider.
Shoosmiths’ head of recoveries services compliance has warned businesses to be aware of the impact of new regulatory developments that have recently come into force.
Taylor Wessing has announced the hire of Matthew Jones to its construction and engineering group.
Taylor Wessing has been shortlisted for two categories in this year’s British Legal Awards: Private Client Team of the Year and Commercial Team of the Year.
TCEA will introduce a new statutory procedure that landlords must follow. The new procedure is called Commercial Rent Arrears Recovery and places additional burdens on landlords.
FATCA update — October download
The US Foreign Account Tax Compliance Act (FATCA) was enacted as part of the Hiring Incentives to Restore Employment (HIRE) Act on 18 March 2010.
Allen & Overy has acted as joint legal advisers with Minter Ellisons to the Lloyds Banking Group in respect of the sale of select Australian businesses.
KWM has represented Qingdao Haier Co in signing a share subscription agreement and a strategic partnership agreement with KKR & Co.
Stephen Kitts of Eversheds has commented on the UK’s preparations to cement stronger trade and investment relations with China.
Law à la Mode: Issue 11 — Fall 2013 download
The DLA Piper United States editorial team has published the Autumn 2013 edition of Law à la Mode, which brings together the latest industry news, comment and legal updates.
Stephenson Harwood has appointed a legal director and two consultants to its offices in China.
Two key features of the JOBS Act, when combined with certain advantages enjoyed by issuers in Rule 506 offerings, will open up a new category of ‘publicly offered private offerings’.
What is an indemnity anyway? download
There is a noticeable trend for the list of ‘indemnified’ losses in IT and outsourcing contracts to be getting longer and longer.
Audrey Williams has commented on the European Parliament Committee vote to endorse a proposal aimed at introducing binding legislation to increase the share of women on company boards.
Lloyds Banking Group has agreed the sale of its Australian asset finance business and its corporate loan portfolio to Westpac Banking Corporation for AUD1.55bn.
TMT industry group leader
Financial services and insurance industry group leader
Energy and resources industry group leader
Infrastructure industry group leader
Chief executive partner
Head of corporate division
Head of litigation and dispute resolution division
UK companies struggling with energy and emissions monitoring and reporting obligations should be aware that more obligations are coming.
ICAC recommends 11 strategies for preventing corruption in procurement and management of security services download
A report issued by ICAC is a timely reminder for government agencies to review their procurement and management processes, and establish adequate corruption prevention safeguards.
Dacheng senior partner Tu Chengzhou has been retained as an independent director of Rainbow Department Store Co in China.
Sintons has recruited lawyers Caroline Swift, Metab Hussain and Emma Pern to its corporate team.
Market entry — United States download
This market entry brief covers some essential issues companies should consider and be aware of as they prepare to enter the US market.
The Preliminary Draft Law covers all commercial lease agreements other than those relating to galleries and shopping centers and lease agreements relating to office areas.
King & Wood Mallesons has performed well in the Mergermarket M&A league tables for the first three quarters of 2013.
In this business insight, Walker Morris examines the proposed changes to TUPE , their practical implications and what businesses should be aware of at this stage.
Distress is being replaced by CRAR. This update looks at key features of the change and what this means for landlords and tenants.
Hogan Lovells has advised the trustees of KPP on the implementation and completion of a settlement of its claims against EKC.
Allen & Overy has topped the Asia Pacific (excluding Japan) M&A league tables for 2013 at Q3, by value, as reported by Bloomberg and Thomson Reuters.
On 29 September 2013, China officially launched the pilot free trade zone in Shanghai.
This briefing provides a summary of the key requirements for the admission of equity securities of a trading company to a listing on the CISX.
Ogier in Guernsey has advised on the launch of a new investment vehicle, DP Aircraft I, which has raised $113m through a placing.
Our lawyers have highly specialised knowledge of commercial and contract law and the experience of dealing with a wide range of partners in commercial matters.
Appleby has acted as Cayman counsel for China Ludao Technology Company in relation to its listing on the main board of the Hong Kong Stock Exchange.
Appleby has acted as Cayman counsel for Ngai Shun Holdings in relation to its listing on the main board of the Hong Kong Stock Exchange.
Mourant Ozannes has acted as Guernsey legal adviser on the launch of Chenavari Capital Solutions.
The Milan office of Eversheds has advised UniCredit and a syndicate of banks on the sale of the Setai Fifth Avenue Hotel to Pacific Fifth Avenue Corporation.
The Office of the Australian Information Commissioner has issued for public consultation the second of the three tranches of Draft Guidelines for the new Australian Privacy Principles,
DLA Piper has appointed Richard Hans as co-managing partner of its New York office.
The Consumer Rights Bill, when introduced, would consolidate a number of existing consumer rights laws into one single legal framework.
The Office of Fair Trading has released guidance on ongoing contracts with consumers.
In 2011, a pensioner complained to Trading Standards after seeing a punnet of strawberries on sale in Tesco for £1.99, marked down to half price from £3.99 per punnet.
Taylor Wessing has announced the addition of a new office in Jakarta, Indonesia.
There has been a review of the legislative protection of consumer rights to introduce additional consumer protection rules similar to those found in more developed markets.
Goodman Derrick is set to exhibit at the Independent Hotel Show on 30–31 October 2013.
Ince & Co partner Kevin Cooper is the contributing editor for the fully revised and updated sixth edition of Getting the Deal Through — Shipping.
Issues of contractual commitment and determining when the specification of goods is part of their description
The court’s latest decision follows the full trial of Proton Energy Group v Orlen Lietuva on the question of whether a binding contract had been concluded between the parties.
Ports Botany and Kembla — a case study in optimising price and risk outcomes in a competitive sale process download
Much has been written about the NSW government’s stunning result from its 99-year lease of Port Botany and Port Kembla earlier this year.
The Takeovers Panel has had to consider the appropriateness of ‘lock-up’ devices put forward by a lender in a recapitalisation proposal for a financially distressed company.
‘The court is not a rubber stamp’: the message from the federal court in respect of second court hearings for schemes download
The Australian federal court has given us a salutary reminder that its role in approving schemes at the second court hearing is not perfunctory.
Underwriters and their associates should be extremely careful about making any acquisitions of target shares after having entered into an underwriting agreement.
We pay great attention to details of the actual state of affairs, the nature of the industry, the type of the investments sought and the particulars of the client’s expectations.
Eversheds has produced a guide for businesses on the different ways of resolving tax disputes, wherever they may arise.
Wide-ranging pension reforms were introduced by the Pensions Act 2008 and came into force on 30 June 2012.
NCTM has acted as a legal adviser to GCI in the transfer of 15 real-estate assets, valued at €635m, to an investment fund managed by Morgan Stanley SGR.
Allen & Overy’s M&A Index has revealed that the M&A market has given mixed signals in the third quarter of 2013.
On 1 October 2013, radical changes to the way in which executive pay is disclosed and reported came into force.
Imperva has published a report on what it believes to be a major security weakness in the coding make-up of PHP.
The Communications Electronics Security Group has launched two schemes to help organisations rapidly obtain expert assistance should they fall victim to a cyber attack.
Conyers Dill & Pearman has provided Bermuda legal advice to Avila Capital Markets Group in its application on behalf of ACM Bermuda.
DLA Piper has advised ECT on its acquisition of Matrix, which provides energy management and energy efficiency services for commercial buildings.
PSD2 introduces the concept of a ‘strong authentication’ procedure for validating payment instruments.
The EC has found that EU regulators are interpreting the commercial agent exemption differently and that some firms are pushing the boundaries further than originally contemplated.
Guide to taking security in Guernsey download
This guide provides an overview of the process of taking security and enforcing security over Guernsey assets which will be subject to the laws of Guernsey.
Guernsey was the first jurisdiction to introduce a protected cell company (PCC) in 1997 and has been regularly using cell companies and refining the concept since then.
7KBW’s David Edwards QC has received the Insurance Silk of the Year award while the law firm won Insurance Set of the Year.
Our litigation and dispute management team in Europe, the Middle East, Africa and Asia has the specialist expertise to manage disputes whenever and wherever it is needed.
Eversheds is unique in having in its commercial contracting group a dedicated set of lawyers whose one function in life is to deliver effective contractual arrangements for their clients.
Our international team works closely with many of our largest clients, focusing on the strategic importance of good health and safety governance.
This month, Minter Ellison will launch its national CPD intensive programme.
Recent legislative activity illustrates how governor Chris Christie is striking the balance between making New Jersey business-friendly and protecting the state’s employees.
MOLITOR Avocats à la Cour has announced that Chan Park will join the law firm as a partner on 22 October 2013.
Minter Ellison’s corporate team has extensive and market-leading experience in all aspects of corporate and securities laws.
Recognised as one of five ‘elite’ competition practices in Australia, Minter Ellison advises on a significant proportion of Australian and New Zealand merger clearances each year.
We have a team of more than 60 dedicated lawyers, giving us a global perspective when dealing with the contractual, regulatory and financial issues that affect this sector.
Partner and head of Bucharest office
We are proud that our team of international M&A lawyers is a number-one team for European midmarket corporate transactions.
Our international outsourcing team includes a team of employment lawyers across the globe who can advise on the vital legal but also employment-relations aspects of your strategies.
Our international product liability and product recall team has extensive experience of handling product liability issues across Europe, the US and Asia.
Karanovic & Nikolic managing partner Patricia Gannon attended the World Business Forum in New York this week.
Shanghai’s new Free Trade Zone boasts a number of firsts, not least the speed of its creation.
DLA Piper has advised the Turkey-based international Coca-Cola bottler in its inaugural offering of $500m 4.750 per cent investment-grade notes due in 2018.
Allen & Overy has advised Saudi Arabian solar company Sun & Life on the acquisition of the insolvent solar division of the Flabeg Group.
Eversheds has announced a new pan-African strategy, which will focus on setting up the Eversheds African Law Institute and creating five key hub offices.
To continue to compete effectively and stand out in their product categories, food companies are under pressure to explore new options for growth.
It has been a hectic few months for the larger players in the food industry as they face head on the challenges posed by auto-enrolment.
European and UK competition authorities have been busy in the food and beverage sector so far this year.
Partner and head of Bra?ov office
Veronica Cocârlea has a general corporate and commercial practice as well as mergers and acquisitions expertise.
According to The Legal 500’s latest report on the UK legal industry, Walker Morris has achieved its best ever results, reinforcing its position in the top tier.
FTC and DoJ release updated model confidentiality waiver for use in cross-border investigations download
The FTC and DoJ have issued an updated joint model waiver of confidentiality for use by parties in cross-border merger and civil non-merger investigations.
In anticipation of the shutdown by the US federal government, the FTC and the DoJ released contingency plans that detail the impact on all aspects of the agencies’ operations.
Memery Crystal has improved on its rankings in the latest UK Legal 500, which was released on 26 September 2013.
Conyers Dill & Pearman’s London office has hosted a roundtable discussion on the subject of gender diversity in the boardroom.
DLA Piper partner Victoria Lee has been named by The Recorder on its list of ‘Women Leaders in Tech Law’.
The Court of Appeal has confirmed for the first time that a joint venture arrangement can give rise to an implied fiduciary duty owed by the director of one joint venture partner to another partner.
Josip Marohnic, attorney at law in association with Karanovic & Nikolic, discussed several topics at the recent SEE Private Equity and Venture Capital Forum.
With the changing political, social and regulatory environment in Myanmar, Chinese investors must consider new strategies to ensure the long-term success of their investments.
On 1 July 2013, the PRC Exit-Entry Administrative Law came into force. The law’s supporting regulation, the PRC Administrative Regulation of Entry and Exit of Aliens took effect on 1 September 2013.
This article considers the legality of non-compete clauses (NCCs) under the AML and the basic principles for the negotiation of NCCs in JV transactions.
The government has published a consultation paper on permitted development rights that proposes new planning rules to allow greater flexibility.
The Commercial Court has ruled that consequential losses arising from riots cannot be recovered from the public purse.
The reformation of distress download
The abolition of the ancient common law right to ‘distress for rent’ has been on the cards since the enactment of the Tribunals, Courts and Enforcement Act 2007.
Ogier has improved its Guernsey rankings and maintained top positions in Jersey in Legal 500 2013.
October employment law changes download
The last 12 months has proved an exceptionally busy period for employment law reform. This October brings fewer changes, but they are nonetheless noteworthy.
On 5 August 2013, Dacheng officially launched its office in Moscow.
The US capital markets — the largest in the world — have been all but closed to Chinese companies for more than two years.
Eversheds has advised polyester-fibre producer Advansa on the sale of assets used in its branded and speciality polyester products businesses to Invista.
Sintons has been recognised by The Legal 500 for its excellence and in-depth expertise across a range of legal disciplines.
Eversheds has advised Equistone Partners Europe on its investment in Whitworths, a UK supplier of dried fruit, nut and seed products.
Conyers Dill & Pearman has been named as a top-tier firm in the 2013 edition of The Legal 500 United Kingdom directory.
From 1 October 2013, the directors’ remuneration report in quoted companies needs to contain information about the company’s directors’ remuneration policy.
This case is a reminder of the importance of ensuring that all settlement negotiations are marked ‘subject to contract’ until the point where the formal written agreement is executed.
The importance of creating clarity of intentions during the negotiation process of any contract has been reiterated in a recent decision by the High Court.
On 30 September, key changes to the Takeover Code come into effect.
In the latest results, the Legal 500 has moved Appleby Guernsey up its rankings of commercial and banking and trusts practice groups.
This article examines the coalition government’s alternative carbon policy — Direct Action — and some of its likely impacts on Australian businesses.
Shoosmiths has been selected by Centro to advise on the development of the company’s Midland Metro Future Routes scheme.
Changes to the directors’ remuneration report requirements for quoted companies come into force this autumn and will apply to annual reports issued prior to the 2014 AGM season.
Chambers has over 40 barristers able to provide specialist advice and expertise in all matters falling within the wide-ranging ambit of commercial and chancery issues. No5 is able to provide in-depth analysis and advice at all levels.
The latest edition of The Legal 500 has ranked Mills & Reeve as the fourth best law firm in the UK in terms of the number of top-tier recommendations received.
The Insurance Services Office’s 2013 additional insured endorsement revisions place heightened emphasis on contractual risk transfer language.
Cityrose Trading Pty Ltd v Booth highlights the need for suppliers to ensure that all of their transaction documents include adequately drafted pricing provisions and GST clauses.
Congress is working on new Iran sanctions legislation that would further target the activities of non-US companies with Iran, even when the activity has no US nexus.
Hogan Lovells has advised the lenders to the Blue Transmission consortium on the London Array project.
The court’s decision focused on how a GST clause can be void for uncertainty.
More AIM companies are set to become subject to the provisions of the UK Takeover Code at the end of September 2013 as a result of changes published earlier this year.
Discontinuance in Bermuda download
This memorandum outlines the steps necessary under the Companies Act 1981 of Bermuda for a Bermuda-exempted company to discontinue from Bermuda to a foreign jurisdiction.
Continuance in Bermuda download
This memorandum outlines the steps necessary under the Companies Act 1981 of Bermuda for a company incorporated outside of Bermuda to continue into Bermuda as a Bermuda-exempted company.
No5 Chambers has announced that Mark Anderson QC and Nageena Khalique have been shortlisted for The Chambers 100 UK Bar.
The SEC has approved a proposed rule requiring companies to disclose the median of the annual total compensation of all employees and the ratio of that median to the annual total compensation of their CEOs.
The vitality of an economic system is also measured by its dynamism in M&A, which means by the number and value of transactions involving transfers of shareholdings and businesses.
Chambers has announced that Paul Chaisty QC, Lesley Anderson QC and David Casement QC have been shortlisted in the Queen’s Counsel rankings.
Documents presented under a letter of credit must strictly comply with the requirements of the letter of credit in order for the issuing bank to make payment.
Cybernaut confirms that, as a matter of public policy, the court, not arbitrators, will deal with any underlying dispute and its adequacy as a basis for winding up.
Kings Chambers has announced that Aidan Reay has accepted a full tenancy following the successful completion of his pupillage.
Appleby recently opened its doors to 13 Caymanian students, who had applied to spend time working alongside the law firm’s experts over the summer.
Stephenson Harwood has advised the management team at SVG Investment Managers regarding its acquisition by Hansa Aktiengesellschaft.
The commercial and chancery team is dedicated to providing clients with clear, effective and practical advice in all types of commercial and chancery related disputes.
Shareholders do not have private rights of action to enforce the statutory obligation to make a mandatory tender offer.
DLA Piper has announced the appointment of corporate partners Bryan Pointon and David Ryan to its Australian practice, based in the Sydney office.
DLA Piper and Nabarro have acted on a £150m senior debt portfolio financing by Cornerstone Real Estate Advisers with investor and developer UK & European Investments.
Robert and Vincent Tchenguiz’s victory highlights the key requirements for any business wishing to collect evidence confidentially and keep it behind the veil of ‘litigation privilege’.
Arbitration is being increasingly used by companies, particularly in the United States, to resolve disputes and avoid court litigation, including class actions.
Your company is probably spending too much time and money on anti-money laundering (AML) compliance — and it could still get fined by the regulator.
This article considers the key developments in the sphere of collective actions and briefly touches on other proposed developments for competition damages actions.
A respondent must be involved in the wrongdoing complained of by the applicant before the court will make an order requiring him to disclose information in his possession.
Draft Consumer Contracts (Information, Cancellation and Additional Payments) Regulations 2013 download
The Draft Consumer Contracts Regulations 2013 cover on-premise, off-premise and distance trader to consumer contracts subject to certain exceptions.
After a detailed review of the Riot (Damages) Act 1886, the Commercial Court has arrived at an unsurprising conclusion.
Administration order refused download
There was insufficient supporting evidence for the proposed administrator’s assertion that the administration of the Company would achieve one of the statutory purposes of administration.
Draft Consumer Rights Bill download
The Consumer Rights Bill (CRB) is in three parts. For the most part, this article looks at key issues in parts I and II.
The 2013 edition of the Legal 500 Latin America directory has recommended Pillsbury’s corporate and M&A practice.
Tobacco advertising Q&A download
While it has been decades since Congress banned cigarette adverts from the airwaves, broadcasters continue to ask for advice on whether they may air certain types of tobacco-related advertisements.
Sintons has advised on a £62.5m deal that saw a north-east-based healthcare property developer and investor acquired by a rival.
DLA Piper has advised PFW Aerospace GmbH, an Airbus subsidiary, on the sale of its French subsidiary Spécitubes to Leggett & Platt.
DLA Piper has represented Clearlake Capital Group LP in its purchase of the Futuris Automotive business from Elders Ltd.
Darryl Steinhause, a San Diego-based partner in DLA Piper’s corporate and real-estate capital markets practices, has been named as one of the ‘Top 100 Lawyers in California’ by the Daily Journal.
The Department of Commerce’s Bureau of Industry and Security has proposed significant revisions to the unverified list provisions in the Export Administration Regulations.
Ogier has been named Commercial Litigation Law Firm of the Year in Guernsey 2013 by Corporate International.
Walker Morris director Ray Watson will be joining the Debt Managers Standards Association (DEMSA) as non-executive chairman.
For the eighth year in a row, Pillsbury has been named to Working Mother’s 100 Best Companies list.
Winckworth Sherwood has appointed new partner Xuan Pollard to its corporate and commercial team.
NCTM Studio Legale Associato has launched its new trade and customs practice: the firm’s 19th practice area.
Appleby has advised Standard Chartered on the consolidation of its two banking entities in Jersey that created a single operating platform for its Jersey business.
Appleby has acted as Bermuda counsel to Tsit Wing International on a mandatory cash offer by Hero Valour Ltd worth an approximate total of S$65.48m.
With flourishing China-Africa relations, Chinese outbound foreign direct investment in Africa is expected to soar.
The subscription finance market is thriving. This is not surprising as it has experienced few defaults historically, and is therefore attractive to lenders.
The Security Interests (Jersey) Law 2012 is set to see a phased implementation and promises to revolutionise the methods for taking and enforcing security in Jersey.
Different jurisdictions are striving for the right balance in the regulatory frameworks governing equity-based compensation arrangements.
King & Wood Mallesons has advised Australian Agricultural Company Ltd (AACo) on its $299m capital raising.
Nabarro has advised John Laing Infrastructure Fund (JLIF) on a share issue and prospectus that is expected to raise up to £240m.
The regime for the buyback of own shares changed on 30 April 2013 with the coming into force of the Companies Act 2006.
Lobbying in Poland download
Words such as lobbying and lobbyist are still very often associated with the black economy for many civil servants and business people in Poland.
Appleby has advised Credit Suisse on its secured loan facility to Golden Chance (Saigo).
Under the ‘sunset clause’, any marketing authorisation for a medicinal product that has not been marketed for three years will cease to be valid.
DLA Piper has been recognised by the BTI Consulting Group in its newly published 2014 Litigation Outlook: Changes, Trends and Opportunities for Law Firms.
Conyers Dill & Pearman has advised Langham Hospitality Investments on its $550m (£345m) IPO, providing Cayman, Bermuda and BVI legal advice.
Allen & Overy has advised CPI International Minerals on the conclusion of the mining convention for its world-scale alumina project in the Republic of Guinea.
Allen & Overy’s antitrust team has played an active part in the 17th annual IBA competition conference held in Florence on 13–14 September.
Andrew Hine, a partner in Taylor Wessing’s private client practice, has been listed in Spear’s magazine’s ‘Top Ten Tax and Trust Lawyers’.
US Department of State issues significant changes to ITAR brokering, registration and other related provisions download
On 26 August 2013, the US Department of State issued its long-awaited brokering regulations as an interim final rule.
Conyers Dill & Pearman took home two honours at the recent Macallan ALB Hong Kong Law Awards for its work on the Yahoo! Inc/Alibaba buyback.
This memorandum has been prepared for the assistance of those who are considering the merger or amalgamation of a foreign corporation with a Bermuda exempted company.
Hogan Lovells has advised the unitranche and super senior lenders on Exponent Private Equity’s £190m dividend recapitalisation of thetrainline.com.
Stephenson Harwood has advised Baker Tilly on the acquisition of RSM Tenon Group by way of a pre-pack administration.
UK government publishes action plan implementing UN Guiding Principles on business and human rights download
On 4 September, the UK government released its Action Plan on Business and Human Rights, becoming one of the first countries to produce such a plan.
The EU is closer towards finalising its new market abuse regime, with the European Parliament giving its backing to the political agreement reached on a new Market Abuse Regulation.
Ogier Fiduciary Services (Guernsey) Limited has been named as the leading fiduciary firm in Guernsey at the ACQ Global Awards 2013.
Stephen Goff and Matthew Jacobs, litigation partners in DLA Piper’s Sacramento office, have been named in the Sacramento Business Journal’s 2013 Best of the Bar list.
Conyers Dill & Pearman acted as BVI counsel to Fountain Vest Partners (Asia) Limited on the $64m (£40.5) acquisition of LJ International Inc by way of merger.
DLA Piper has announced that Angela Crawford, partner in the firm’s Tampa office, has been named to Profiles in Diversity Journal’s 2013 list of Women Worth Watching.
Kiran Unni joined Outer Temple Chambers as a third-six pupil in September 2013.
Peter Morgan, who has experience with structured finance and private equity transactions, has joined the firm’s New York office as a partner in the structured products team.
Amir Patel has been awarded the Sonia McMahon Memorial Award, which aims to help talented students who come from less privileged backgrounds pursue a legal career.
Appleby has been awarded Equity Market Deal of the Year and M&A Deal of the Year 2013 at Asian Legal Business’s Hong Kong Law Awards.
Hogan Lovells has announced that Cameron Cosby has joined the firm as a partner in its tax practice.
Conyers Dill & Pearman has advised Topaz Oil and Gas in connection with its sale by Renaissance Services to Interserve.
Allen & Overy has advised GlaxoSmithKline on the sale of drinks brands Lucozade and Ribena to Suntory Beverage and Food Ltd for £1.35bn.
The regime for the buyback of own shares changed on 30 April 2013, which could provide a warehousing opportunity for private equity-backed companies.
India's new company law regime download
On 30 August 2013, India enacted the Companies Act 2013, which has replaced the Companies Act 1956.
NCTM has assisted Swiss electronics company Radiomarelli in the acquisition of 14.3 million ordinary shares of common stock from Prime Acquisition Corp.
DLA Piper has advised David Lloyd Leisure Operations Holdings on the sale of the David Lloyd Leisure Group to TDR Capital for an undisclosed sum.
DLA Piper has played host to some of the UK’s fashion elite, welcoming senior members of the British Fashion Council and the recipients of NEWGEN MEN SS14 to a private dinner.
Compliance obligations and according internal investigations have become increasingly important for internationally acting companies around the world.
Corporate lawyers from Walker Morris have advised leading home shopping brand Damartex on its acquisition of Coopers of Stortford for a headline enterprise value of £25m.
Appleby has announced that Eilis Kerford and Edward Perkins have received qualifications from the Association of Chartered Certified Accountants (ACCA).
The sixth edition of Appleby’s Offshore-i provides insights into the mergers and acquisitions activity going on in the major offshore markets.
Seda Akipek and Müjdem Aksoy of Cerrahoglu examine the implications of changes to Turkey’s commercial code that allow for electronic company meetings.O
Appleby has acted as BVI, Isle of Man and Jersey counsel for the Nan Fung Group in relation to its investment in Chinese developer the Forterra Trust.
In its latest Offshore-I report, Appleby has revealed a positive offshore market outlook with business confidence stabilising after several volatile years.
NCTM Studio Legale Associato has assisted the Cremascoli family in the sale of a 30 per cent stake of NGC Medical to Medtronic.
We are on the verge of the biggest change in the regulation of consumer credit since the passage of the Consumer Credit Act 1974.
The year of 2013 can be seen as a remarkable year for the State Administration of Foreign Exchange (SAFE) as it takes steady steps to consolidate its rules.
Data protection: time to take action download
On 25 January 2012, the European Commission decided that a substantial overhaul of data protection regulation is required and issued its proposals for change.
Shoosmiths’ new Spotlight service provides a fast, reliable, systemised review of business contracts.
For many public companies, significant efforts will be dedicated over the next few months to the company’s AGM.
Mourant Ozannes advises significantly more FTSE 100 and FTSE 250 companies than any other offshore law firm, according to ARL.
Ince & Co has advised UASC on a 10-containership order with Hyundai Heavy Industries.
Hogan Lovells has advised the trustees of KPP on the settlement of its claims against EKC and Kodak Ltd.
Rich Davis has joined DLA Piper’s corporate and finance practice as a partner in the Washington DC office.
DLA Piper has advised Arsenal Capital Partners, a New York-based private equity firm, in its acquisition of International Fiber Corporation (ICC).
Shoosmiths has made 18 associate promotions for 2013.
In today’s digital age, the prevalence of targeted online advertising is easily felt. However, the mainstay continues, at least for now, to be keyword advertising.
The British Paralympic Association (BPA) has today announced that international law firm Hogan Lovells will be their official legal services provider through to the end of 2016.
Addleshaw Goddard’s plan to increase its capability in Hong Kong has been approved by the country’s Law Society.
The August 2013 issue of DLA Piper’s Technology and Sourcing News e-newsletter is available now.
DLA Piper Paris has advised Michelin on the renegotiation of a major outsourcing contract with Xerox.
Mills & Reeve has partnered with the Department of Health to develop new terms and conditions for the supply of goods and services to the NHS.
Allen & Overy has advised ING Group on the KRW1.84tn sale of ING Life Korea to private-equity firm MBK Partners.
The German Federal Court of Justice, in a decision on 6 June 2013, has held a tax consultant liable for the consulted company filing late for insolvency.
Phoenix companies: prohibited names download
When a limited liability company fails and a director of that business continues to trade under the same or a similar name after its failure, there is often disquiet.
Ince & Co has released its latest update on UK anti-corruption measures.
King & Wood Mallesons has advised Mesnac Co Ltd on its successful acquisition of a majority stake in Test Measurement Systems, Inc.
The Arms Export Control Act requires the registration of brokers of defense articles and defense services, pursuant to regulations currently published in the International Traffic in Arms Regulations (ITAR).
The law of distress is an ancient common law remedy for the recovery of overdue rent.
Allen & Overy has announced its support of the 40th annual Fordham conference on international antitrust law and policy.
Allen & Overy has advised the International Finance Corporation (IFC) on the commercial agreements related to the development of Aura Solar I.
By any other name: mistaken identity download
In the case of Derek Hodd Limited v Climate Change Capital Limited the High Court delivered a judgment that may assist those who fall victim to the consequences of mistaken identity.
The High Court has recently delivered a judgment on the interpretation of a restriction on the transfer of shares contained in pre-emption provisions in a shareholders’ agreement.
Mills & Reeve has announced that it will be welcoming Investe São Paulo at its Cambridge office on 20 September 2013.
The demands of the marketplace are increasingly high and you need whatever advantage you can find to make sure your business is moving forward.
On 28 September a team of Hogan Lovells Lee & Lee lawyers and clients will attempt to scale Mount Rinjani to raise funds for MILK.
Appleby has acted as Bermuda and British Virgin Islands counsel for FMO on its participation in a syndicated loan of $90m to China Singyes Solar Technologies Holdings.
Mills & Reeve’s projects team has advised Aviva on four significant new projects this summer totalling more than £140m.
Delaware amends its LLC act: managers and controllers owe fiduciary duties unless LLC agreement provides otherwise download
Effective 1 August 2013, the Delaware General Assembly has amended Section 18-1104 of the Delaware Limited Liability Company Act.
Euromoney corporate tax handbook 2013: mergers and acquisitions in Ukraine — tax issues on the radar download
Despite the financial crises and turmoil lately, there has been some pick up in M&A activity on the Ukrainian market.
Appleby has been named ‘Bermuda market leader’ in the 2013 Legal Elite survey published by Intelligent Insurer, which aims to uncover leading law firms and lawyers in the insurance and reinsurance space.
'Off-the-clock' security checks and the Fair Labor Standards Act — what companies need to know download
The practice of conducting unpaid security checks of employees at their workplaces is under fire across the country.
There was a ripple of concern in both Jersey and the UK after the High Court’s decision in HSBC Bank v Tambrook Jersey Ltd  EWHC 866 (Ch).
A court is faced with a tension between upholding the primacy of an arbitration agreement and the court’s exclusive statutory jurisdiction to determine winding-up petitions.
DLA Piper has advised Orchard Supply Hardware Stores in the sale of its business to Lowe’s Companies Inc, which has been approved by the US Bankruptcy Court.
Addleshaw Goddard has released the July 2013 edition of its Employee Incentives Update. The update contains a round-up of developments in this area during July.
Franchising update: Commonwealth government responds to the review of the franchising code of conduct download
The Australian government has released its response to the review of the Franchising Code of Conduct and has accepted the majority of recommendations made by an industry expert.
The Haifu Case caused the private equity industry consternation until a clarifying judgment from the Supreme People’s Court of China in December 2012.
It has been common practice for a multinational company to dispatch expatriate employees to its affiliated enterprise in China to hold technical positions.
King & Wood Mallesons has advised Huayu Automotive Systems Company Limited (HASCO) on the acquisition of 50 per cent of Yanfeng Visteon Automotive Trim Systems Company.
Any commercial landlord or tenant will appreciate that a lease can be a highly valuable asset or a significant liability.
Following the Office of Fair Trading’s referral in late June 2013, the Competition Commission has revealed the framework for its consideration of payday lending in the UK.
The recent case of Benedetti v Sawiris and others is a valuable reminder of the key principles of restitution and unjust enrichment.
DLA Piper looks at the asset-light strategies of global hotel operators using a ‘quick to view’ educational referencing guide.
Representative offices of foreign companies in Ukraine have historically been a favourite target of the Ukrainian tax authorities.
Here are 10 key questions to help you understand if, and how, you will be affected by the European Market Infrastructure Regulation.
Ogier has advised OMERS Private Equity (OPE) on behalf of certain clients (AIMCo) on its successful bid for Vue Entertainment.
Changes to the Takeover Code mean that trustees of defined-benefit pension schemes will have more involvement where listed companies are being acquired download
The City Code on Takeovers and Mergers has been amended to take account of the growing importance of defined-benefit pension schemes in a takeover situation.
A recent case from the European Court of Justice warns that contracts between public authorities are not exempt from the procurement rules.
On 14 August, the Serious Fraud Office (SFO) announced that four men connected to Sustainable AgroEnergy plc have been charged with offences of conspiracy to commit fraud.
A cross-practice team at Ogier in Jersey and Guernsey has been formalised to create Ogier Local Legal Services.
‘Managing for Health and Safety’ is a new internet microsite published by the Health and Safety Executive (HSE) at the end of July.
The August 2013 issue of DLA Piper’s Asia: Corporate Newsletter is available now.
Last week’s announcement that the US Justice Department has charged a company with criminal insider trading has left the global hedge fund and banking industry reeling.
A new discussion paper published on 15 July by DBIS contains some radical proposals relating to the duties and liabilities of company directors.
King & Wood Mallesons has acted on Domino’s Pizza’s expansion into the Japanese market.
The PGPA Act, passed on 29 June 2013, will, when it commences, consolidate the two financial management frameworks established for Commonwealth activities.
Karanovic & Nikolic’s Rastko Petakovic has authored the Bosnia & Herzegovina and Serbia chapters of the fourth edition of The Merger Control Review.
The Commercial Arbitration Act 2012 (WA) came into force in Western Australia on 7 August 2013. It replaces the Commercial Arbitration Act 1984 (WA).
On 1 September 2014, criminal liability of legal entities will be introduced in Ukraine.
NCTM has advised Sacom on its acquisition of Agafert.
Brazil’s anti-corruption 'clean company law' goes into effect 1/24/14 — get ready to comply download
Brazil’s president, Dilma Rousseff, has signed Law n. 12.846/2013, popularly called the ‘clean company law’.
Stephen Climie and Ben Bradley from Outer Temple Chambers have achieved a substantial CICA award for an Australian national.
Pillsbury’s Thomas Shoesmith has participated in a roundtable discussion on the status of global mergers and acquisitions work.
Fifth Circuit decision exposes contractors to vicarious liability for double damages when employees receive personal kickbacks download
The Fifth Circuit has ruled that a contractor may be held vicariously liable for double damages under the Anti-Kickback Act, even when the kickback is taken by an employee.
It will be interesting to see what effect the latest changes to the UK Takeover Code have on takeovers.
King & Wood Mallesons and SJ Berwin are advising ASX-listed IRESS on its acquisition of Avelo FS Holdings, a provider of financial services technology in the UK.
Starting an airline requires entrepreneurs with drive, motivation and vision to turn the idea into a viable reality.
We live in an environment where new allegations of fraud arise daily or where the press announces that fraudsters are using new technologies to ‘clone, phish, spoof or pharm’.
The government has brought in new rules to close the judicial review loophole.
The time has come to reform the complicated rights of both consumers and businesses when buying goods and services.
In the case between VTB Capital plc and Konstantin Malofeev and companies connected to him, the Cayman Islands Court of Appeal has handed down a judgment of some significance.
A recent case considered how serious a breach of contract needs to be before it can be accepted as a repudiatory breach of contract.
Taylor Wessing has advised SGSB Group Ltd on its acquisition of KSL.
Italian merger-control rules download
The ICA has clarified how to determine the second threshold under the amended Article 16, paragraph 1, of Law no. 287/90 in the case of newly set-up joint ventures and mergers.
The Summer 2013 issue of Hogan Lovells’ quarterly Antitrust, Competition and Economic Regulation newsletter is available now.
Hogan Lovells has been named on the Working Mother Media and Flex-Time Lawyers ‘50 Best Law Firms for Women’ list for the second year in a row.
Working Mother has named DLA Piper as one of the 50 best law firms for women, recognising the many programmes it offers to attract, retain and promote talented female lawyers.
DLA Piper has welcomed the recently introduced Direct Investment Promotion Law in the State of Kuwait (Decree Law No. 116 for 2013).
Contractual representations and warranties are often referred to as ‘reps and warranties’. The differences between the two concepts are often forgotten, but the distinction is important.
With effect from 30 September 2013, the Takeover Code will widen the categories of companies it regulates partially removing the residency test for some companies.
This briefing note is intended to provide guidance to insolvency practitioners who wish to consider whether to seek repayment on behalf of the company of dividends paid to shareholders.
NCTM partners will be lecturers at Milan University next academic year, when a course in food law commences.
Shopping centre owner McArthurGlen has appointed RPC as its primary legal adviser for its commercial contracts work.
DLA Piper has advised Etihad Airways on its acquisition of a 49 per cent stake in JatAirways as part of an extensive strategic partnership between the two airlines.
Ince & Co has appointed lawyer Dimitris Seirinakis as a consultant based in the firm’s Shanghai office.
The Court of Milan has considered as an abuse of dominant position Ryanair’s refusal to grant access to its database and booking procedures to an online travel agency.
King & Wood Mallesons and SJ Berwin have joined forces to create a global law firm headquartered in Asia.
Law à la Mode — Issue 10 download
The summer 2013 edition (Issue 10) of DLA Piper’s Law à la Mode publication is available now.
Mining projects require rail and port access to get the resource from the mine to the export market.
Rihanna image infringed by Topshop download
The High Court has ruled in favour of pop star Rihanna against clothes retailer Topshop, which used an unauthorised image of her on some of its T-shirts.
Allen & Overy is advising HC Starck on its joint venture with Nui Phao Mining Company, a subsidiary of Masan Group Corporation.
The Court of Appeal has confirmed that the principle of open justice is paramount to the administration of justice in the courts of England and Wales.
Not for the first time the fashion industry is under fire for its recruitment policies. Could requiring staff to have a certain ‘look’ be the next form of discrimination?
The Trade Descriptions (Unfair Trade Practices) (Amendment) Ordinance 2012 came into law in Hong Kong on 19 July 2013.
The IRS has released Private Letter Ruling 201322009, which responds to a request for clarification on the proper application of certain ‘look-through’ rules.
DLA Piper has announced that David Durham has joined the firm’s employment practice as a partner in the San Francisco office.
DLA Piper has represented WP Carey, a publicly traded REIT, in a merger with CPA:16, its publicly held non-traded REIT affiliate.
Partner (real estate)
The Department of Energy and Climate Change is currently consulting on proposals for a new Energy Savings Opportunity Scheme.
This case concerns the calculation of contractual damages in respect of defective goods. It deals with a situation where there was no clear purchase price for the defective goods and the purchaser had, in any case, been able to fully recoup the cost of acquiring replacement goods.
Contract law update: Gold and Copper Resources Pty Ltd v Newcrest Operations Ltd  NSWSC 281 download
In this case, the NSW Supreme Court considered whether an equitable duty of confidence could sit alongside written confidentiality agreement, so as to make available equitable remedies (such as an account of profits) that would not be available for a contractual breach of confidence.
This decision of the Western Australian Supreme Court of Appeal sheds light on the circumstances in which an exclusion clause will be incorporated into an oral contract as a result of a prior course of dealing.
In this case, the Victorian Supreme Court looked at the rules of abandonment of contracts and when a clause will be a penalty clause.
The employer applying for injunctions in Whitmar Publications Ltd v Gamage was a publisher specialising in magazines for the printing industry.
Goodman Derrick has advised the shareholders of CCL Vehicle Rentals Ltd in respect of the sale of the company (for an undisclosed amount) to multinational car rental company Hertz.
On the Register — H2 2012 download
Appleby has released the second edition of On the Register, a report that provides data and insight about company incorporation activity in offshore jurisdictions.
Appleby has advised Rex International Holding Ltd on its listing on the Catalist on the Singapore Exchange Securities Trading Ltd.
Financial support directions are orders from the Pensions Regulator to other members of a corporate group to stand behind the obligations of a service company or under-resourced employer.
With fresh economic concerns denting confidence and an eruption of political protest in the Middle East and Latin America, it is hardly surprising that deal markets remain quiet.
In this decision, the New South Wales Court of Appeal considered the principles relating to the construction and interpretation of contracts, specifically whether recourse may be had to prior proposals and negotiations in interpreting a contract.
The July 2013 issue of Ince & Co’s shipping e-brief is available now. It provides information on key legal decisions and developments in shipping and related areas.
Federal court decision underscores importance of thoughtfully crafting government contractor teaming agreements download
The US District Court for the Eastern District of Virginia recently held that a teaming agreement that amounted to an ‘agreement to agree’ was not an enforceable contract under Virginia law.
The July 2013 issue of DLA Piper’s Technology and Sourcing News (UK) publication is available now.
The Federal Communications Commission recently clarified whether parties on whose behalf telemarketing ‘robocalls’ are made may be liable for third-party violations of the Telephone Consumer Protection Act (TCPA).
DLA Piper is taking part in Business Birmingham initiative Business Catalyst.
The Quoted Companies Alliance represents small to mid-size quoted companies, including companies with a standard listing on the Main Market of the London Stock Exchange and AIM companies.
In essence, this is the principle that a company has a separate legal personality from its members.
The Court of Appeal gave judgment recently in Ilott v Williams & Ors, unanimously upholding the trial judge’s decision that no partnership existed between four individuals. The court declared that for a valid partnership to exist, it required more than simply a decision to set up a business.
Under section 417 of the Companies Act 2006 all companies (unless entitled to the small companies exemption) must prepare a ‘business review’.
A director of a company may be authorised to sign documents on behalf of the company. Such authority may be ‘actual’, in that is conferred by or pursuant to the company’s articles of association, or it may, depending on the circumstances, be ‘implied’.
The draft bill will reduce the regulatory burden on the notification requirements that apply when an auditor resigns, is removed from office or is not reappointed.
Part 3 of the Mental Health (Discrimination) Act 2013 alters the model articles of private and public companies.
Belfairs agreed to buy a majority stake in Waveform Solutions Limited (the target) from Sutherland.
A decision by the Delaware Court of Chancery is the first step towards the elimination of stockholder suits filed in two or more jurisdictions concerning the same issues.
Sponsors of global stock plans must navigate a host of legal and tax regimes to maintain compliance with applicable rules and laws.
DLA Piper has signed a letter of intent with Hines Interests to relocate its Chicago office from 203N LaSalle to River Point.
Going back to basics — the establishment of a foreign-invested enterprise in mainland China download
The establishment of a foreign-invested enterprise in China can be a formidable task, but a circular from the State Council may streamline the process and ease the registration burden.
Stephenson Harwood has appointed Lisa Marks as an asset finance partner in London.
As the cornerstone of the Austrian Act on Limited Liability Companies amendment, the minimum nominal share capital of a GmbH shall in future be €10,000.
On 28 June 2013 the Dutch government decided to re-introduce the possibility for accelerated depreciation for the remainder of 2013.
CBP publishes final rule to refuse importation or conditionally release consumer products and industrial equipment noncompliant with energy conservation or labelling standards download
On 5 July 2013, US Customs and Border Protection (CBP) published a final rule that amends the CBP regulations.
In April of this year, we witnessed the biggest change to the PAYE system since 1944. The new system is designed to improve the efficiency by which HMRC collects PAYE and National Insurance contributions, through the use of real-time information or RTI. Although most employers ‘went live’ in April, RTI will be compulsory for all companies by October 2013.
The Court of Appeal has confirmed that an ‘all monies’ guarantee will be enforceable against the guarantor where the underlying contracts between the beneficiary and the principal debtor are amended or extended.
The most important change implemented by the new Civil Code in the area of contract law is the cancellation of parallel rules.
The commission has issued a revised second draft of the state aid de minimis regulation, which makes amendments to the first draft and invites responses to the consultation.
Update: employee ownership download
Employee ownership is a topic that remains high on the government’s agenda.
The Court of Appeal has overturned a High Court decision where the court refused to make an administration order in relation to a Jersey registered company with assets in the UK.
Luxembourg is the first European country to deal with the question of what happens to data in the event of a company being declared bankrupt.
The government has made a series of announcements about some of its remaining pending reforms.
DLA Piper’s Spotlight on Belgium publication provides an overview of current legal developments that may have an impact on business activities.
DLA Piper has advised power and automation technology group ABB on its acquisition of Dynamotive.
DLA Piper has announced its involvement in the acquisition of Nicole Farhi by Maxine Hargreaves-Adams.
Allen & Overy has advised HB Reavis Group on the sale of Apollo Business Center IV, a Class A office complex in Bratislava, to Ceská pojištovna.
The capital market practice of Binder Grösswang is based on the specialisation and many years of experience of its team members, as well as their ability to be able to implement pragmatic solutions professionally even under great time pressure.
US SEC adopts final amendments to permit general solicitation or general advertising in private placement transactions under Rule 506 and Rule 144A download
The US SEC has adopted amendments to implement Section 201(a) of the JOBS Act relating to the use of ‘general solicitation or general advertising’ in certain US private placement transactions.
There are occasions whereby it may be necessary to rectify the information incorrectly entered into the company’s register of members.
The courts are frequently asked to determine whether a clause providing for payment of a fixed sum on breach of contract is a penalty or a genuine pre-estimate of loss.
The High Court has given guidance on the factors that will be considered when assessing whether an individual may be either a shadow or de facto director.
Brazil’s Senate has passed a piece of legislation that is expected to drastically change the way local and foreign companies do business in Brazil.
India’s adoption of the international protocol for trade marks will reassure the country’s potential investors
Setting the carbon price free download
Australian prime minister Kevin Rudd has announced that a Labor government will move towards an ETS for the financial year beginning 1 July 2014.
Partners from Shoosmiths were among the guests invited to the opening of the UK’s largest biorefinery.
DLA Piper and partner Philip Zeidman were honoured during Appleseed’s 20th anniversary gala for their part in the creation of the organisation.
The government has published its Draft Consumer Rights Bill, through which it proposes a significant overhaul of UK consumer protection legislation.
VTB Capital: Supreme Court decision download
The Supreme Court has decided that contractual liabilities of a corporation cannot be attributed to its controller by means of ‘piercing the corporate veil’.
The Limitation Act 1980 provides that a claim for breach of contract must be made within six years from the date of such breach.
The Sheffield city region must grasp the opportunity of international investment, says Martin McKervey of Nabarro, as the law firm reveals that the UK has topped a new index ranking 20 countries from all five major world regions for their attractiveness to institutional investors in infrastructure projects.
Nabarro has advised Watford Borough Council and West Hertfordshire Hospitals NHS Trust on the financial and legal close of a £250m regeneration project
This month, the Coalition released the Coalition’s Policy to Boost Productivity and Reduce Regulation.
Online briefing for private practice: understanding the key consideration in safeguarding your client’s information governance strategies. What are the options available? video
Recent actions by regulators highlight the need for better information governance and swift forensic investigation to safeguard not just finances but reputations as well as sense checking internal and external policies. Log in or register to watch this video from HP Autonomy.
Addleshaw Goddard’s commercial and corporate teams have advised Sainsbury’s on the creation of Mobile by Sainsbury’s.
Entries have now opened for the 2013 Deloitte UK Technology Fast 50 awards. The awards are sponsored by Taylor Wessing.
This memorandum has been prepared for the assistance of those who are considering the formation of a private trust company in the Cayman Islands.
Binder Grösswang and HBA attorneys have acted as legal counsels in relation to the formation of a joint venture regarding BSTG, Drahtwaren Produktions und Handels.
The SEC has answered a series of FAQs about the conflict minerals rule.
Companies are increasingly using social media to communicate and connect with consumers, employees, recruits, business partners, investors and other constituents.
Outer Temple Chambers has a long-established reputation in commercial fraud.
Outer Temple Chambers’ banking and business practice has a growing reputation as a strong and reliable source of commercial advice.
On 27 June 2013, the Senate passed a comprehensive immigration reform bill to overhaul the US immigration system.
Globally, one in four people have paid a bribe in the last couple of years, according to Transparency International’s Global Corruption Barometer 2013.
As a (very) general rule, debts and claims rank equally in a company winding up. One of the exceptions to this rule applies where the company being wound up is an insurer.
Hogan Lovells has announced its receipt of all Brazilian Bar Association approvals in Rio de Janeiro and São Paulo, Brazil.
Consumer Rights Bill published download
The government has published its long-awaited draft Consumer Rights Bill.
This article considers some of the key legal considerations online e-commerce businesses should plan for when setting up in the UK.
Texas recently became the 47th state to adopt a version of the Uniform Trade Secrets Act.
Joint venture structures are frequently used to undertake large resources projects. A joint venture may be used to both develop a project and sell the output from a project.
The decision in Versloot Dredging BV v. HDI Gerling and others (The DC Merwestone) is of considerable significance to marine insurers and non-marine insurers alike.
There is a danger that some derivatives users may rush to adopt a third-party provider without thinking the consequences through.
Whether you are a long-established business, an entrepreneur or investor looking for the next opportunity, or just starting up, our expert team is here to help.
The High Court has overturned a Victorian Court of Appeal judgment concerning section 1041A of the Corporations Act 2001 (Cth) and has re-affirmed the purpose test in determining an ‘artificial price’.
Employers across the Asia-Pacific are increasingly facing shortfalls in work and reductions in demand in a competitive market.
Allen & Overy has advised Social Ventures Australia on an AUD7m social benefit bond issuance for the funding of the UnitingCare Burnside Newpin Program.
There may be occasions when employers have to take disciplinary action against employees in their absence, but this carries legal risks.
The case of Hamid v Francis Bradshaw Partnership has highlighted the importance of ensuring that the identity of the parties to a contract are clear.
The EAT has ruled that an employer was not required to waive a competitive interview process for a disabled employee in a redundancy situation.
As of 1 January 2014, the only applicable act on the lease of business premises will be the new Civil Code.
Hogan Lovells presents the first edition of its joint publication with Jakarta-based Hermawan Juniarto, entitled Doing Business in Indonesia.
The purpose of this note is to give new directors of UK companies an introduction to the main duties that they owe to their company under the Companies Act 2006.
The provisions in the Companies Act 2006 relating to directors’ conflicts of interests and their disclosure came into force on 1 October 2008.
US-style deferred prosecution agreements are due to be introduced into the UK early next year.
On 18 June, the government published an action plan to prevent the misuse of companies and legal arrangements.
This article looks at the changes made since the last version of the Directors’ Remuneration Regulations was published in March.
We are recognised for our vast corporate and commercial expertise.
Allen & Overy has announced its financial results for the year ending 30 April 2013.
Leaving the EU would be bad for British business and bad for the UK legal profession
The Obama administration has announced a one-year delay in the so-called ‘employer mandate’ under the Affordable Care Act (ACA).
Pillsbury’s business practices advise emerging, middle-market, institutional and multinational clients on all types of corporate, securities, finance and intellectual property transactions.
This paper sets out the key differences between the various forms of security commonly used in the Asia- Pacific market.
Ogier has advised Cazenove Capital Holdings Ltd on its £424m recommended takeover by Schroders plc.
Understanding indemnities download
Indemnities feature in many commercial contracts, but there are a number of common misconceptions about their nature.
NCTM Studio Legale Associato has assisted LVMH in the acquisition of a majority stake in Pasticceria Confetteria Cova.
This Commercial Court decision is of practical importance because there appears to be no previous authority on one of the principal points considered.
Addleshaw Goddard has been appointed to nine of the 15 specialist lots in the APUC National Legal Services Framework Agreement.
Karanovic & Nikolic’s Marija Filipovska appeared as a panellist at a recent regional conference on transparency in government procurement.
New German antitrust fining guidelines — less predictability and larger fines on the horizon download
The German competition authority (Bundeskartellamt) has published new guidelines for the calculation of fines for antitrust infringements.
Franchising can allow a business to grow with a reduced capital outlay but there are issues to consider.
Simon Sherwood, partner at Mills & Reeve’s Leeds office, has completed the signing of a 99-year lease for the ChapELFM centre.
Draft Consumer Rights Bill published download
The Draft Bill was published on 12 June 2013 and will represent the biggest overhaul of consumer law for decades.
Companies would be well advised to make sure they’re prepared for shareholder activism.
ACAS has published its response to the consultation on the draft statutory Settlement Agreements Code of Practice.
Addleshaw Goddard has summarised the finalised Regulations surrounding directors’ remuneration reporting reforms.
SRA should soften consumer focus and clamp down on the unrated sector to secure PI future
Memery Crystal LLP is at the forefront of taking action to tackle false, malicious and often defamatory statements made online about listed companies and their directors.
Keeping property within company structures fails to protect husband from divorced wife's claims download
The Supreme Court has ruled that a wife could recover real-estate assets that were held by companies controlled by her former husband, rather than in his name.
The Grocery Code Adjudicator Act 2013 came into force on 25 June 2013, formally establishing the role of the Grocery Code Adjudicator.
The European Commission has published a proposed directive on rules governing private damages actions in the EU.
Bermuda companies listed on appointed stock exchanges are no longer required to file prospectuses in Bermuda.
The English High Court in Beijing Jianlong Heavy Industry Group v Golden Ocean Group Ltd & Ors recently addressed the issue of the separability of arbitration agreements.
In Hong Kong, Article 34 of the UNCITRAL Model Law on International Commercial Arbitration provides the only redress available to a losing party in an international arbitration.
Three Allen & Overy Greater China partners are set to present at the ICC in Paris.
A recent Dutch Supreme Court decision gave an important ruling about the interpretation of commercial contracts that potentially reduces commercial certainty.
Ogier Corporate Services has won the ICSA Jersey Administration Team of the Year award.
Effective risk management is an integral part of ensuring compliance across many aspects of regulatory law.
If your business has been disrupted by a problem that later leads to litigation, you may be able to recover the cost of time spent by staff in remedying the problem.
Corruption has a detrimental effect on any economy. It creates unfair advantages, anti-competitive practices and a generally unfavorable business environment.
On 10 June 2013, BIS published an ‘indicative timetable’ for implementation of the provisions of the Enterprise and Regulatory Reform Act 2013.
This report, entitled Doing business in Africa, focuses on the challenges and opportunities facing those investing or operating in the world’s second-largest continent.
The FTC’s amended definition of ‘creditor’ within the Red Flags Rule is now in effect.
This document — part of DLA Piper’s Getting the deal through publication — provides information on mergers and acquisitions in Ukraine.
How much is too much? A call for global principles to guide to the punishment of international cartels
Few issues engender as much debate in antitrust circles as the concern of overlapping punishment of cartel offenders in international cartel cases.
Changes to the protection for whistleblowers implemented by the Enterprise and Regulatory Reform Act take effect on 25 June.
The notion of the state sharing production of oil and gas with companies as part of a commercial enterprise was first developed in Bolivia in the 1950s.
Allen & Overy has advised Oswestry, a bid company established by Malcolm Walker, on its acquisition of Iceland Foods Group for £1.45bn.
The Supreme Court’s ‘third way’ in Petrodel v Prest could throw up more problems and more opportunities for litigation than it solves.
Single environmental authorisation: administrative simplifications for small and medium-sized enterprises download
Italian Presidential Decree no. 52 introduces into Italian law a series of administrative simplifications regarding the environment aimed at small and medium-sized enterprises.
The FDA has released draft guidance aimed at helping companies design studies that are more likely to support successful marketing applications in future.
Hogan Lovells’ Global Client Forum has held its second Global Women’s Executive Summit.
New Belgian Royal Decree exempts banking and investment services from general performance conditions for public procurement contracts download
The New Belgian Royal Decree exempts banking and investment services from general performance conditions for public procurement contracts.
Under UAE law, bank guarantees are considered a commercial activity regardless of the capacity of the person to whom the bank guarantee is issued or the purpose for which it is issued.
DLA Piper has won five awards at the Euromoney Legal Media Group’s European Women in Business Law Awards.
Court confirms there is a principle of English law that enables a court in very limited circumstances to pierce the corporate veil download
The English Supreme Court has confirmed that there is a principle of English law that enables a court in very limited circumstances to pierce the corporate veil.
The procedure of composition with creditors aimed at