Issues

Highlights: Since the implementation of the Japan Fair Trade Commission’s business combination investigation procedures, two large mergers have passed anti-trust approval: SMI’s merger into NCS to form the largest steel company in Japan and second largest in the world, and the merger of the TSE Group and the OSE, Japan’s two largest financial instrument exchanges.  … Continued

Highlights: While the Danish takeover regime is based on the EU Takeover Directive, it includes regulation specific to Denmark which should be considered prior to making investments in Danish companies with shares listed on a regulated market. The Danish rules are specific on main areas such as in terms of what constitutes a controlling influence, … Continued

Highlights: The Ministry of Commerce of the PRC promulgated a new regulation allowing foreign investors to use equity held in a PRC company to invest in the capital of other PRC companies. Main Article: On September 21, 2012, the Ministry ofCommerce of the PRC (“MOFCOM”) released the Interim Measures for the Administration of Capital Contribution … Continued

Highlights: Revised guidelines for investments by foreign state-owned enterprises (SOEs) that are subject to a net benefit review under the Investment Canada Act (ICA) were contemporaneously announced with the approval of investments by CNOOC Limited, a Chinese SOE, to acquire Nexen Inc., and by Petronas, a Malaysian SOE, to acquire Progress Energy Resources Corp. The … Continued

Highlights: Recent efforts to impose quotas for women directors for companies in the European Union has provoked controversy not only as to the optimal gender balance of boardrooms but also as to whether a quota system is a fair or effective way to achieve the underlying objective of women’s full and equal participation in corporate … Continued

Highlights: SAFE recently released a Circular easing foreign exchange control in the following major aspects: foreign exchange account opening and fund remittance, reinvestment by FIEs in China, investment by foreign investors’ domestic vehicles, outbound foreign exchange payment and outbound investment by domestic entities, which cover a wide range of major FDI and M&A activities relating … Continued

Highlights: Under Danish law, a majority shareholder owning at least 70% of the shares in a distressed bank is entitled to acquire the remaining shares by way of compulsory redemption subject to certain conditions. In a recent case the Danish Supreme Court has decided that treasury shares must be included when calculating the total number … Continued

Highlights: A key step in planning for an IPO is choosing the location in which to establish the holding company to list on a foreign exchange.  Offshore holding companies are often used for Russian IPOs to increase investor comfort, avoid an extra layer of tax or tax compliance costs, avoid stamp duties in certain jurisdictions … Continued

Executive Summary:  From time to time all businesses experience unforeseen legal issues and disputes which may quickly escalate into a crisis if not dealt with properly and in good time.  This article suggests eight points to consider when developing a strategy to deal with a potential crisis, and may be particularly useful for foreign investors … Continued

Highlights: China overtook the U.S. as the world’s top destination for foreign direct investment (FDI) in the first half of 2012, receiving $59.1 billion in foreign direct investment versus $57.4 billion received by the U.S in the same period.  By comparison, in 2011, China attracted $116 billion while the U.S. attracted $227 billion in FDI. … Continued