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CHINESE UPDATE – Pilot Policy for Building & Leasing Residential Properties on Rural Land

Highlights:  To address issues of sufficient protection for farmers’ property rights, tensions and conflicts arising from land rights, and monopolies on land supply that cause systematic corruption, China’s Ministry of Land and Resources (MLR) approved Beijing and Shanghai to start a pilot program on building and leasing residential properties on rural land. The pilot policy … Continued

Editors’ Note:  Contributed by Adam Li (Li Qi) and Fang He, partners at Jun He and members of XBMA’s Legal Roundtable.  Mr. Li has broad experience in international M&A, capital market and international financial transactions.  Ms. He is very experienced in M&A, outbound investment, foreign direct investment, private equity and intellectual property. Authored by Ms. Yue Tang of Jun He Law Offices.  Ms. Tang, a partner at Jun He, has more than 17 years of experience practicing PRC law, specializing in real estate, foreign direct investment and M&A.

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RUSSIAN UPDATE – Russian M&A Legal and Tax Digest – Q1 2012

Highlights: The paper discusses the strategic developments in the Russian legal and tax landscape that may have an impact on M&A environment. In Q1 2012 issue GBLP discusses the top 6 legal and tax developments that happened during the first quarter of 2012, as well as provides M&A tax and legal tips, including a comparison … Continued

Editors’ Note:  This paper was co-authored by Goltsblat BLP (the Russian practice of Berwin Leighton Paisner) partners Anton Sitnikov, Ian Ivory and Andrey Shpak.  Mr. Sitnikov is Head of Corporate M&A, Mr. Ivory is Head of English Law - Corporate Finance and Mr. Shpak is a Head of Tax Structuring at Goltsblat BLP.

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UK UPDATE – Understanding and Dealing with Hedge Funds and Shareholder Activism Across Europe: The Impact of the Financial Crisis

Executive summary: The attached guide takes a pan-European look at trends and developments through the 2008 financial crisis and in the period since, focusing on: the position of hedge funds: their behaviour, performance and strategies in that period, as well as the changed regulatory landscape they now face, and activist behaviour by both hedge funds … Continued

Editors’ Note:  Contributed by Nigel Boardman, a partner at Slaughter and May and a founding director of XBMA.  Mr. Boardman is one of the leading M&A lawyers in the UK with broad experience in a wide range of cross-border transactions.

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CHINESE UPDATE – China to Amend Civil Procedural Law

Highlights: The Draft Amendment contains substantial changes to the Civil Procedural Law, with an aim to solve many practical problems in civil trials from small claims to enforcement. One of the fundamental legislative purposes of the current amendment is to provide more rights to Chinese citizens in civil trials, and to make the country’s civil … Continued

Editors’ Note:   Contributed by Fang He, a partner at Jun He and a member of XBMA’s Legal Roundtable.  Ms. He has broad experience in M&A, outbound investment, foreign direct investment, private equity and intellectual property.  Authored by Mr. Luming Chen. A partner at Jun He’s dispute resolution practice group, Mr. Chen has over 20 years of experience in practicing PRC law, with a focus on international arbitration and cross-border dispute resolution matters. Ms. Qiao Peng, an associate at Jun He, helped prepare the article.

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Global Technology M&A Update – Technology M&A Surges In Difficult Environment

Five disruptive technology megatrends drove the value of global technology mergers and acquisitions (M&A) up 41% in 2011, while volume increased by 13% — even as the value of global M&A in all industries fell slightly amid economic uncertainty, according to Ernst & Young’s Global technology M&A update, October — December 2011 and year in … Continued

Editors’ Note:  Franny Yao (Yao Fang), who contributed this article, is a Partner & Leader at Ernst & Young in Beijing, responsible for Key Accounts and Government Relations in China.  She is a founding director of XBMA and has broad expertise in cross-border M&A, representing major Chinese companies in their global expansion and other strategic drives.  This summary was produced by Ernst & Young’s Global Technology Center.

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RUSSIAN UPDATE – Overview of the Key Amendments to the Russian Civil Code

Highlights On April 2, 2012, the Russian President introduced draft amendments to the Civil Code geared towards granting greater freedom in determining the management structure for private companies, execution of shareholders’ agreements, and changing the form of incorporation of legal entities. Rules intended to prevent abuse in corporate and ancillary relations will be introduced. New … Continued

Editors’ Note:  This paper was co-authored by Dmitry Stepanov and Daria Izotova of Corporate and M&A Practice at Egorov Puginsky Afanasiev & Partners.  Mr. Stepanov is actively involved in the improvement of Russian laws and has extensive hands-on experience in corporate law, securities, restructuring and corporate finances, M&A, bankruptcy and arbitration. Most recently Mr. Stepanov was engaged by the Russian Government into fundamental reform of the Russian Civil Code as a co-founder of the Non-Profit Partnership for Advancement of Corporate Law and principal member of the Presidential task force to create an international financial centre in Moscow.

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GLOBAL STATISTICAL UPDATE – XBMA Quarterly Review for First Quarter 2012

Executive Summary/Highlights:  Global M&A volume in Q1 2012 was US$481 billion (US$1.9 trillion on an annualized basis), down 16% from Q4 2011. Many ingredients of an M&A resurgence are present, including would-be strategic and private equity acquirers’ considerable cash stockpiles and improving balance sheets, a historically low cost of debt financing for investment grade borrowers, … Continued

Editors’ Note:  The XBMA Review is published on a quarterly basis in order to facilitate a deeper understanding of trends and developments, reporting on M&A trends using consistent metrics and sources of data.  We welcome feedback and suggestions for improving the XBMA Review or for interpreting the data.

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BELGIAN UPDATE – New Procedure on Mergers and Demergers

Highlights: On 28 January 2012 a new law came into force relating to the merger and demerger procedure under Belgian law.  The new law simplifies the existing procedure by reducing the administrative reporting and documentation requirements to an absolute minimum while safeguarding the interests of shareholders and other parties. This simplification implements the European Directive … Continued

Editors’ Note:  Peter Callens is a partner with Loyens & Loeff and a member of XBMA’s Legal Roundtable.  Mr. Callens is renowned for his national and international corporate practice, with a focus on M&A and transactions in various sectors of industry. This article was co-authored by Robrecht Coppens, senior associate with Loyens & Loeff, who specialises in corporate law, with a particular emphasis on takeovers and M&A.

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UK UPDATE – UK Government Confirms Creation of Single UK Competition Authority: Merged Authority to Retain Voluntary Merger Regime

Executive summary: The U.K .government confirms the anticipated merger of the Competition Commission and the competition functions of the OFT into a single Competition and Markets Authority (“CMA”) to be effective by April 2014.  The U.K. government has decided to retain the current voluntary regime of merger notifications, albeit with a tightening of administrative measures. … Continued

Editors’ Note:  Contributed by Nigel Boardman, a partner at Slaughter and May and a founding director of XBMA.  Mr. Boardman is one of the leading M&A lawyers in the UK with broad experience in a wide range of cross-border transactions.

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