Mergers & Acquisitions Securities International Trade

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Qatar Financial Centre Regulatory Authority adopts new rules for the acquisition of significant ownership positions in QFC...

Key highlights: - QFCRA must approve a change of control, whether in direct shareholding or at a parent level, with key thresholds set at 10%, 24%, 49% and 74% of voting rights or shares. - When exceeding the...more

FCPA Compliance and Ethics Report-Episode 88, Internal Controls for Third Parties Under the FCPA, Part I [Video]

In this episode 88 of the FCPA Compliance and Ethics Report, I visit with noted internal controls expert Henry Mixon on the types of internal controls needed for third parties in a FCPA compliance program. ...more

The Mergers & Acquisitions Review: Eighth Edition: Chapter 17 - Cyprus

I GENERAL INTRODUCTION TO THE LEGAL FRAMEWORK FOR M&A - Since Cyprus’s accession to the EU, the legislation regulating M&A activity in Cyprus has been closely aligned with Europe-wide practices. Prior to...more

Use of HR in Your FCPA Compliance Program [Video]

In this episode of the FCPA Compliance and Ethics Report, I discuss how HR can help to facilitate your compliance program. ...more

FCPA Compliance and Ethics Report-Episode 87, what are internal controls, Part II [Video]

In this Part II of What Are Internal Controls? I continue my discussion with noted expert Henry Mixon on the basics of internal controls in a best practices FCPA compliance program....more

What Are Internal Controls, Part I [Video]

In this episode of the FCPA Compliance and Ethics Report, I begin a series on internal controls, with noted practitioner Henry Mixon. This is the first part of a two part episode on the basics of what are internal controls. ...more

Buying an FCPA Violation Mergers and Acquisition Risks [Video]

FCPA risks are significant when companies acquire other companies. The Justice Department and the SEC have imposed "successor" liability on companies for past bribery violations committed by an acquired company. Pre-closing...more

FCPA Compliance and Ethics Report-Episode 82, continued fallout from GSK in China [Video]

In this episode of the FCPA Compliance and Ethics Report, I review the continued fallout from GSK in China. I discuss the trial of Mr and Mrs Humphreys and what it all means for the compliance practitioner going forward. ...more

Restructuring of Unlisted EU Companies: AIFMD Applies to Non-EU Fund Managers on Acquisitions of Substantial Stakes

The Alternative Investment Fund Managers Directive (“AIFMD”) imposes restrictions on “asset stripping” on managers (“AIFMs”) of alternative investment funds (“AIFs”) that acquire control of EU companies. The rules contain...more

FCPA Compliance and Ethics Report-Episode 80, Interview with the FCPA Professor, Part I [Video]

In this Part I of a two-part interview with the FCPA Professor, we visit about his new book, The Foreign Corrupt Practices Act in a New Era. ...more

Recent EU Decisions Highlight Risks of “Gun Jumping”

The European Commission (“the Commission”) last month levied a fine of EUR 20 million on Marine Harvest ASA (“Marine Harvest”), a Norwegian seafood company, for acquiring a 48.5% stake in its competitor Morpol ASA (“Morpol”)...more

EU Merger Law May Soon Extend To Minority Acquisitions

Economically, minority shareholdings — ranging from minimal passive investments to strategic control — are a significant phenomenon. Globally, however there is a wide variety of approaches to antitrust regulation of these...more

FCPA Compliance and Ethics Report-Episode 78-2014 FCPA Wrap Up for the first six months [Video]

In this episode, I review six of the most significant developments in the FCPA year to-date....more

Saudi Opens Market to Foreign Financial Institutions

In a long anticipated measure, the Saudi Council of Ministers (which is the highest authority in the Kingdom) issued a resolution on 21 July, 2014 authorizing foreign financial institutions to directly buy and sell stocks...more

FCPA Compliance and Ethics Report-Episode 76-World Cup Report-Part VI [Video]

In this episode, which is the first of a two part series, Mike Brown and I begin to wrap up some of our thoughts and take-aways from the recent World Cup. We discuss anti-bribery and anti-corruption in the context of the...more

FCPA Compliance and Ethics Report-Episode 75-Roy Snell CEO of SCCE [Video]

In this episode I visit with Roy Snell, CEO of SCCE on the upcoming Nation Conference to be held in Chicago in September. ...more

Commission Publishes White Paper on Minority Shareholdings

Under the current Council Regulation (EC) No 139/2004 (the Merger Regulation), the Commission is only able to review transactions that lead to a change of control. The Commission also has the power to review existing minority...more

SEC Charges Auditor of PRC Firm With Unprofessional Conduct

The Commission filed another proceeding against an audit firm and its partners arising out of the audit of a PRC issuer. Unlike earlier actions involving audit firms for Chinese issuers, in this case the difficulties did not...more

"European Commission Issues Merger Reform White Paper Regarding Minority Shareholdings and Member State Referrals"

On July 9, 2014, the European Commission published its proposal (White Paper) outlining the approach it intends to adopt with respect to the application of the EU Merger Regulation (EUMR) to the acquisition of minority...more

FCPA Compliance and Ethics Report-Episode 73-World Cup Report-Part V [Video]

In this episode, Mike Brown and I look at the assessment of 'Tone at the Top' from the perspective of the Brazil/Colombia World Cup final and the horrific injury to the Brazilian striker Neymar. ...more

"First-Half Activity Energizes US Capital Markets in 2014"

The U.S. equity and debt markets experienced a strong first half of the year. In the first quarter, the U.S. IPO market was the busiest since 2000, more than doubling the number of IPOs from the same period last year. ...more

FCPA Compliance and Ethics Report-Episode 70-World Cup Report-Part III [Video]

In this episode, the World Cup Report Part II. Mike Brown and I continue our exploration of compliance lessons from FIFA and the 2014 World Cup. We discuss why following the money is so critical, then analyze the US tie with...more

Global Private Equity Outlook

In this report: - Introduction - Overview - Deal Process - Portfolio Strategies - Cross-Border Dealmaking - Exits - Fundraising - Conclusion - Private Equity...more

FCPA Compliance and Ethics Report-Episode 69-Joe Oringel, co-founder of Visual RiskIQ on Transaction Monintoring [Video]

In this episode, I visit with Joe Oringel, co-founder of Visual RiskIQ. Joe talks about transaction monitoring and the tool that his company has developed to assist companies with FCPA compliance. ...more

Doing Business in Canada: Securities Regulation

SECURITIES REGULATION - The principal stated purpose of Canadian securities legislation is to preserve the integrity of capital markets and to protect the investing public. In Canada, there is not yet federal...more

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