The oversight obligations of boards continue to expand. Recent enforcement actions and new laws in areas such as cybersecurity, artificial intelligence and supply chains create new challenges for boards, as we explain in this...more
2/19/2024
/ Acquisitions ,
Activist ,
Artificial Intelligence ,
Board of Directors ,
Canada ,
China ,
Competition ,
Corporate Governance ,
Cyber Incident Reporting ,
Cybersecurity ,
Disclosure Requirements ,
EU ,
Executive Orders ,
Federal Contractors ,
Financial Services Industry ,
Forced Labor ,
Germany ,
International Labor Laws ,
Life Sciences ,
Machine Learning ,
Manufacturers ,
Mergers ,
NGOs ,
Political Campaigns ,
Political Contributions ,
Political Conventions ,
Publicly-Traded Companies ,
Risk Assessment ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Shareholder Activism ,
Shareholders ,
Technology Sector ,
UK ,
Uyghur Forced Labor Prevention Act (UFLPA)
Key Points -
- The number of activist campaigns launched against European companies rose again in 2023, with a new focus on German targets.
- Many activists surveyed believe that France offers them good opportunities.
-...more
2/15/2024
/ Acquisitions ,
Board of Directors ,
Corporate Counsel ,
Corporate Governance ,
EU ,
Foreign Corporations ,
France ,
Germany ,
Mergers ,
Shareholder Activism ,
Shareholders
If Germany’s coalition government follows through on recommendations from a focus group convened by the Federal Finance Ministry for reforms to the country’s pension system, it could open the way for insurers and other...more
Takeaways - Governments in the UK and elsewhere in Europe are demonstrating a clear willingness to exercise new and enhanced powers to review business transactions on national security grounds, including by calling...more
This year, we expect to see new disclosure requirements; rule changes at the Securities and Exchange Commission that will affect directors; activists adopting new tactics; changes to shareholder voting processes; tax and...more
Takeaways -
Since 2018, the U.S. and several other countries have revised or installed national security-related screening of foreign direct investments.
Many jurisdictions now require filings for investments in the...more
The COVID-19 pandemic has heavily disrupted M&A activity around the globe and many projects have been put on hold. However, as soon as the pandemic is beyond its peak and lockdown measures have been eased, sellers and buyers...more
4/14/2020
/ Acquisitions ,
Buyers ,
Coronavirus/COVID-19 ,
EU ,
Fixed Price Contracts ,
Germany ,
Global Dealmaking ,
Global Economy ,
Material Adverse Change Clauses (MACs) ,
Mergers ,
Private Company Shares ,
Remote Working ,
Representations and Warranties ,
Sellers ,
Virtual Meetings
The following article is the translation of an associated podcast, which is available in German...
With the intention of mitigating the effects of the COVID-19 pandemic, the obligation of companies in Germany to file...more
4/9/2020
/ Board of Directors ,
Coronavirus/COVID-19 ,
Debt ,
Germany ,
Illiquid Assets ,
Insolvency ,
Liquidity ,
Moratorium ,
New Legislation ,
Relief Measures ,
State of Emergency ,
Suspensions
On December 31, 2019, the French government issued decree nº 2019-1590 (the 2019 Decree), together with an administrative order of the same date (the Order), that comprehensively reshaped French foreign investment rules (as...more
On March 27, 2020, Germany passed a package of COVID-19-related amendments that apply to various areas of the law, with some important aspects already put into effect in the country on March 28, 2020. Included in the act on...more
On March 19, 2019, the European Union adopted a regulation for the screening of foreign direct investments into the EU (the Regulation). The Regulation sets forth national security factors that EU member states (Member...more
7/1/2019
/ CFIUS ,
Critical Infrastructure Sectors ,
EU ,
European Commission ,
Foreign Direct Investment ,
Member State ,
National Security ,
New Regulations ,
Screening Procedures ,
Sensitive Business Information ,
Transitional Arrangements ,
UK Brexit
The geopolitical environment continues to drive reform of foreign investment rules in Europe, with government proposals clarifying and tightening such rules in the interest of national security. Recent foreign state-backed...more
1/18/2019
/ Anti-Monopoly ,
CFIUS ,
Critical Infrastructure Sectors ,
EU ,
European Economic Area (EEA) ,
Foreign Acquisitions ,
Foreign Investment ,
France ,
Germany ,
Member State ,
Merger Controls ,
National Security ,
Russia ,
State-Owned Enterprises ,
Strategic Enterprise Laws ,
UK
In large part as a response to China’s national industrial goals and subsequent Chinese acquisitions of U.S. and European companies that are technology leaders in key industries, the U.S. government and a number of European...more
Despite a year of continued global political uncertainty and increasing enforcement, shareholder activism and foreign investment control activity, the 2018 outlook for Europe is positive overall. Skadden partners in the U.K.,...more
1/26/2018
/ Acquisitions ,
Anti-Corruption ,
Antitrust Injuries ,
BaFin ,
Capital Markets ,
Cartels ,
Competition ,
Criminal Prosecution ,
Cybersecurity ,
Deferred Prosecution Agreements ,
EU ,
EU Market Abuse Regulation (EU MAR) ,
European Commission ,
Executive Compensation ,
Foreign Investment ,
France ,
Fraud ,
Germany ,
Merger Controls ,
Mergers ,
Minority Shareholders ,
Money Laundering ,
National Security ,
Private Equity ,
Russia ,
Sapin II ,
Securities ,
Serious Fraud Office (SFO) ,
Shareholder Activism ,
Shareholder Votes ,
Takeover Code ,
Trump Administration ,
UK ,
UK Bribery Act ,
UK Criminal Finances Act 2017 ,
Virtual Currency ,
White Collar Crimes
Katja Kaulamo (Frankfurt, capital markets): With structural and political change in Europe in 2017, the European capital markets industry was left in a state of uncertainty pending the final outcome of the Brexit...more
1/26/2018
/ Acquisitions ,
Capital Markets ,
EU ,
European Banking Authority (EBA) ,
European Securities and Markets Authority (ESMA) ,
Financial Services Industry ,
Foreign Investment ,
France ,
Germany ,
Mergers ,
Multinationals ,
Private Equity ,
UK ,
UK Brexit
Skadden attorneys James A. McDonald, Elizabeth Robertson and Robert W. Stirling in London; Pascal Bine and Olivier Diaz in Paris; and Matthias Horbach and Stephan Hutter in Frankfurt provide insights on the developments...more
2/1/2017
/ Acquisitions ,
Bank Recovery and Resolution Directive (BRRD) ,
Capital Markets ,
China ,
Cross-Border Transactions ,
Customs Unions ,
Deferred Prosecution Agreements ,
Department of Justice (DOJ) ,
EU ,
EU Single Market ,
Foreign Corrupt Practices Act (FCPA) ,
Foreign Investment ,
France ,
Germany ,
Global Economy ,
Global Market ,
Mergers ,
Passporting ,
Presidential Elections ,
Sapin II ,
Serious Fraud Office (SFO) ,
Trade Agreements ,
Trump Administration ,
UK ,
UK Brexit ,
UK Bribery Act
This report offers an overview of the state of activism in Europe, as well as country-specific profiles for the United Kingdom, France, Germany, Italy and Switzerland, including information and commentary on noteworthy...more
10/19/2016
/ Acquisitions ,
Activist Investors ,
Board of Directors ,
Controlling Stockholders ,
EU ,
France ,
Germany ,
Italy ,
Mergers ,
Popular ,
Proxy Contests ,
Say-on-Pay ,
Shareholder Activism ,
Shareholder Rights ,
Switzerland ,
UK ,
Unions ,
Voting Rights
In 2014, Europe registered its highest levels of M&A deal activity since the financial crisis. Compared to 2013, overall European M&A activity climbed 40.5 percent to $901.4 billion (the highest value since 2008). Inbound...more
The lower chamber of German parliament (Bundestag) approved last week a draft act regulating high frequency trading in Germany. The chamber of the federal states (Bundesrat) is scheduled to vote on the act on March 22. If...more