Mondaq All Regions: Corporate/Commercial Law
The recent Delaware ruling in In Ancestry.com Inc. Shareholder Litigation provides a cautionary tale relating to a target company developing aggressive projections during an auction process.
The Autorité des marchés financiers published for comments a consultation paper I pertaining to defensive tactics in response to take-over bids.
A discussion on what are the support obligations of franchisors and their "good Faith" and "Fair Dealing" performance duties under the "Arthur Wishart Act".
As part of its budget bill likely to come into force early this summer, the Government of Canada has introduced legislation implementing its new policy for the review of investments by foreign state-owned enterprises.
Canada’s two most significant franchise law decisions of 2012 demonstrate the fierce competitiveness of the quick-service restaurant industry in Canada.
A discussion on the importance of staying informed as to the duties and responsibilities of a director.
The Ontario budget, released yesterday, contains some hints at upcoming changes to the Securities Act planned by the provincial government.
The Ontario Securities Commission announced yesterday that it will hold a policy hearing on June 17 to hear submissions from interested parties who submitted responses in response to its 2011 proposed enforcement initiatives.
Three new laws re-codifying Czech private law are set to change the country’s current legal order entirely.
The Court of Final Appeal has confirmed the Securities and Futures Commission can obtain wide-ranging relief under section 213 of the Securities & Futures Ordinance.
In this article, the author aims to briefly analyze the main strategies available for mitigating some of the legal risks faced when doing business in the Republic of Kazakhstan.
Conditional capital increase is a newly introduced concept by the New Turkish Commercial Code numbered 6102 (the "New TCC") which enables holders of certain debt instruments such as convertible bonds or other similar deeds or its employees to exchange debt claims with shares of the Company.
A summary of the most recent legal developments.
A discussion on the challenges and opportunities for the first international law firm to enter Libya since Gadafi’s fall from power.
A list of the most recent updates in the charity sector.
An update on the most recent developments affecting the charity and not-for-profit sectors.
Since a ramp-up in enforcement actions over the past decade, the SEC has settled an average of 10 FCPA-related cases on an annual basis from 2007-2012
New QCA code highlights the importance of relationships between companies and their shareholders.
On May 3, 2013, the House passed into law the new Florida Revised Limited Liability Company Act in the form of Senate Bill 1300, and as amended, House Bill 1079.
Join Dave Cappillo of Goodwin Procter LLP as he leads a discussion focused on avoiding eight missteps that entrepreneurs commonly make in the early stages of a company's life cycle.
These PPSA model clauses by 5 law firms set out suggested clauses and definitions for certain core provisions of a GSA.
In the negotiation of complex agreements, clauses providing for agreed damages on termination can be a sticking point.
A summary of recent cases & legislative changes in the areas of customs and trade.
How safe is it to use email as a means of communication for formal notices under contracts?
Several leading law firms have worked together to develop a best practice industry approach to drafting security documents.
Confidentiality of corporate documents and information is one of
the key attractions of incorporating a company in the BVI. A
company search of the BVI Registrar of Corporate Affairs will only
disclose certain information and documents.
Life and property and casualty insurers in Canada may be required to implement their "own regulatory solvency assessment" ("ORSA") by next January.
A discussion on the duties and liabilities of directors and company officers.
A discussion on the importance of staying informed as to the duties and responsibilities of a director.
An M&A Series by Cassels Brock, partner Andrew Reback looks at tax related issues that may arise whenever shares of companies are purchased or disposed of.
Appointment of a Director is not only a crucial administrative requirement, but is also a procedural requirement that has to be fulfilled by every company.
This note discusses the issues which have risen due to receipt of notice from the Collector of Stamps, Delhi, by companies registered in the National Capital Territory of Delhi, for demand of stamp duty on the share certificates issued by them as per the rates applicable in the National Capital Territory of Delhi.
Section 4 of the Companies Act, 1956 prescribes dual test and conceptually defines the Holding-Subsidiary company relationship.
Debenture includes debenture stock, bonds and any other securities of a company whether constituting a charge on the assets of a company or not as defined in section 2(12) of the Companies Act, 1956 ("the Act").
Under the 1973 Companies Act non-subscribers could either be elected to the board of directors or appointed by the board in order to fill a casual vacancy.
There exists a liaison office structure in Turkey, which is considered neither as a capital company nor a branch, but preferred by foreign investors as a vehicle to enter into Turkish market.
The UAE Central Bank issued new Regulations No.29/2011 Regarding Bank Loans & Services Offered to Individual Customers effective as of 1 May 2011 (the Regulations).
Business Owners often ask whether a contract that their company is entering into can in fact take effect from an earlier date compared to the date on which it is to be signed by the parties.
In a recent case, the English Court of Appeal considered whether a company (and its insurers) can be liable to a sole director injured at work.
Mandatory arbitration clauses are common in franchise agreements, including motor vehicle franchise agreements.
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How safe is it to use email as a means of communication for formal notices under contracts?
This case is the latest decision to expand the meaning of "consequential loss" beyond the narrow English definition.
A discussion on the duties and liabilities of directors and company officers.
On March 4, 2013, Nasdaq issued a proposed new rule that, if approved by the Securities and Exchange Commission, will require listed companies to establish and maintain an internal audit function.
This note discusses the issues which have risen due to receipt of notice from the Collector of Stamps, Delhi, by companies registered in the National Capital Territory of Delhi, for demand of stamp duty on the share certificates issued by them as per the rates applicable in the National Capital Territory of Delhi.
Business Owners often ask whether a contract that their company is entering into can in fact take effect from an earlier date compared to the date on which it is to be signed by the parties.
Exclusion clauses and limitations of liability are a common feature of commercial contracts, but how far do they go?
With security breaches being on the rise, the requirement to have organizations notify the relevant privacy commissioners and affected individuals upon a security breach taking place is becoming increasingly important.
A discussion on the doctrine of the corporate veil, analysed in the light of a recent court decision.
In the decision MDV Representations v. Corporation Xprima.com, the Superior Court highlights the importance of drafting termination clauses in a service contract using clear and simple language.
