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Corporate Governance 2021 Laws and Regulations USA …

The company’s external auditor – in the case of large public companies, usually one of the major registered public accounting firms – must publicly file its signed annual report attesting to the quality of the audit and the company’s internal control over financial reporting. The federal securities laws require prompt disclosure with

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Rouse & Co. International

Our Company operates in 58 countries and I am responsible for providing guidance on the promotion of pharmaceutical products in every continent except Antarctica. When I need an answer NOW, GLG’s International Comparative Legal Guide to: Pharmaceutical Advertising is the first book I …

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Semiconductor company completes SPAC NASDAQ listing ICLG

Dublin-headquartered technology company Navitas Semiconductor has listed on the NASDAQ stock exchange following a combination with Tennessee-headquartered special purpose acquisition company Live Oak Acquisition Corp II. The listing took place on 20 October, raising around USD 400 million. Navitas is a leading provider of gallium nitride power

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Sacranie, Gow and Company Mining Law

Sacranie, Gow and Company (SGOW) is a leading corporate and commercial law firm based in Malawi. Established in 1948, SGOW is one of the oldest law firms in Malawi, and services the needs of its corporate clients fully, in all areas of law.

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Fintech 2021 Fintech SPAC Transactions in Europe and …

2.2 The Fintech Target Company View. From the Fintech target company’s perspective, going public via a SPAC business combination offers a number of strategic advantages over a traditional IPO, including: a faster listing process thanks to the avoidance of lengthy roadshows with prospective investors; certainty over valuation thanks to the

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Data Protection 2021 Laws and Regulations USA ICLG

Finally, in August 2020, the DOJ charged a ride-sharing company’s Chief Security Officer with “obstruction of justice and misprision of a felony in connection with an alleged attempted cover-up of a 2016 data breach”. Although this case is ongoing, its resolution will be a significant signal to inform company responses to data breaches.

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Corporate Tax 2021 Laws and Regulations Indonesia …

For a local subsidiary company of a non-resident company, the tax treatment is the same as a locally owned company, except the dividends declared and distributed to the foreign shareholder are subject to Article 26 withholding tax at a rate of 20% (or a reduced rate in the applicable tax treaty).

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Corporate Tax 2021 Laws and Regulations France ICLG

If the company sold (French or foreign) qualifies as a real estate company (société à prépondérance immobilière), the withholding tax is levied at the rate of 28% on the difference between the sale price and the purchase price if the seller is a foreign company. Assuming the seller is subject to CIT, the withholding tax levied at the time

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Levison Fraser Sacranie, Gow and Company ICLG

Levison Fraser is an Associate at Sacranie Gow and Company. Levison graduated from the University of Malawi in 2018 with an LL.B. (Hons). He has a broad and varied practice consisting of civil and commercial litigation, employment, personal injury, labour law, commercial law, security, mortgages and probate.

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PayPal to acquire American technology platform Honey for

Independent financial services firm Perella Weinberg Partners and New York-headquartered law firm Skadden, Arps, Slate, Meagher & Flom are providing financial and legal advice, respectively, to PayPal on its approximate $4 billion acquisition of American technology company, Honey Science Corporation (Honey).. The acquisition is expected to close in the first quarter of 2020, subject …

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Lithium ion company completes IPO and ASX listing ICLG

The company officially listed on the ASX on 19 May, with a market capitalisation of approximately AUD 16 million, based on the price of the IPO. Strike announced its intention to spin out and publicly list Lithium Energy in March, with the intention that Lithium Energy have separate corporate status so it can focus on the exploration and

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Corporate Tax 2021 Laws and Regulations Brazil ICLG

3.7 Are there any other restrictions on tax relief for interest payments by a local company to a non-resident, for example pursuant to BEPS Action 4? Yes, the interest payments by a local company to a non-resident creditor are subject to financial transfer pricing rules if the creditor is a related party, or resident in a tax haven jurisdiction

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E-payment company Zepz closes Series E financing ICLG

E-payments company Zepz has raised USD 292 million via a Series E financing round. Latham & Watkins acted for Zepz on the financing which gave the company a post-money valuation of USD 5 billion. Zepz, formerly WorldRemit, has over 11 million users in 150 countries globally. New equity investors contributing in the financing round included

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Corporate Governance 2021 UK Laws and Regulations ICLG

The company may also purchase and maintain directors’ and officers’ (D&O) insurance policies for its directors. However, the Companies Act prohibits a company from indemnifying its directors for any liability for negligence, default, breach of …

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Indian renewables company raises USD 750 million ICLG

Indian renewables company raises USD 750 million. Published by: Sandy Bhadare on 13 Sep 2021. Adani Green Energy has raised USD 750 million as funding for a pipeline of construction projects. Adani Green Energy has raised USD 750 million as funding for a pipeline of construction projects. Latham & Watkins and Indian firm Cyril Amarchand

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Corporate Tax 2021 Laws and Regulations Japan ICLG

4.1 What is the headline rate of tax on corporate profits? The nominal rate of corporation tax (national tax) is 23.2%, and the effective corporation tax rate – national and local combined – is: (a) approximately 31% for large companies (i.e., companies with a stated capital of more than 100 million yen); and (b) approximately 35% with a certain favourable rate for up to the first eight

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Corporate Immigration 2021 Mexico ICLG

The company that decides to hire a foreigner must apply for a job offer visa at the INM in Mexico; the company must have a valid company certificate (Constancia de empleador), a letter indicating the position that the foreigner will hold and a description of their activities. A copy of the valid passport of the foreigner will also be required

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Employment & Labour Law 2021 India ICLG

In India, collective bargaining may take place at company, industry, state and/or central level, depending on the number of employees forming part of the trade union and the demands of such trade unions. 2. Employee Representation and Industrial Relations.

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Mergers & Acquisitions 2021 Laws and Regulations USA

If the target company’s securities are not registered under the Exchange Act but the target company has security holders in the U.S., or if the target company is a foreign private issuer (i.e., its securities are registered under the Exchange Act) and U.S. security holders hold 10% or less of the class of securities sought in the offer, the

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Corporate Tax 2021 Laws and Regulations Germany ICLG

A foreign company is a controlled company if German taxpayers, whether affiliated with one another or not, in total hold more than 50% of the voting power in the foreign company. For passive investment income, a 1% participation threshold applies.

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Corporate Governance 2021 Laws and Regulations Japan

Company with Statutory Auditor(s) Shareholders elect both directors and statutory auditors, and the directors constitute a board of directors. The board of directors appoints representative director(s) among the directors, who can bind the company and take general responsibility for the management and operation of the company on a daily basis.

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Mergers & Acquisitions 2021 Austria ICLG

Information on company assets including real estate, patents and trademarks can also be obtained from the relevant public registers. Further, information as to a pending insolvency proceeding can be obtained from the insolvency register. Currently, it is difficult to access shareholder information on an AG, as company law allows bearer shares

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Corporate Governance 2021 Luxembourg ICLG

towards the company in the event that they committed a fault that damaged the company (articles 441-9 first paragraph Companies Law); towards the company or third parties if their conduct was in breach of the applicable law and/or the articles of association (articles 441-9 second paragraph Companies Law). In this case, shareholders may

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Mergers & Acquisitions 2021 Hong Kong ICLG

A listed company must disclose when their interest in a company crosses a whole percentage point, (e.g. from 1.2% to 2.3%). Further, the bidder must disclose, by a set deadline, if they, or their associates, during the offer period, deal with any relevant securities in the target or any entity whose shares are being offered as consideration.

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Mergers & Acquisitions 2021 Luxembourg ICLG

A natural or legal person acquiring, alone or with persons acting in concert with it, control over a company by holding 33.3% of the voting rights is required to make a mandatory takeover bid to all the shareholders in a Luxembourg company. As far as the competent authority is concerned, the Takeover Law states that if the target company’s

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Fintech 2021 Laws and Regulations USA ICLG

Lemonade was the first high-profile insurtech company to go public in 2020, and Affirm, a fintech company whose platform offers a point-of-sale payment solution filed for an IPO in 2020. Robinhood, an online broker-dealer, and Stripe, a payments company, are also expected to have notable IPOs in 2021. 3. Fintech Regulation.

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Corporate Governance 2021 Laws and Regulations China

A limited liability company must remain non-public, while a joint stock company can either be non-public, or be able to offer shares publicly and list on domestic exchanges or designated venues and certain overseas stock exchanges. 1.2 What are the main legislative, regulatory and other sources regulating corporate governance practices?

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Alternative Investment Funds 2021 USA ICLG

2.1 What are the principal legal structures used for Alternative Investment Funds? The two most popular forms of organisation are the Delaware LP and Delaware LLC, organised under the Delaware Revised Uniform Partnership Act and the Delaware Limited Liability Company Act, respectively; however, it is common for non-U.S. legal structures (such as Cayman corporate funds, …

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EV battery company and ESG-focused SPAC to merge ICLG

The company also has a base of blue-chip customers. The merger is timely, following the International Panel on Climate Change’s report dated 9 August, detailing the United Nations’ warning as to the effects of increasing emissions and temperatures, and urgent call for …

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Mergers & Acquisitions 2021 Ireland ICLG

A scheme of arrangement is another method for acquiring an Irish company. This is a statutory procedure provided under the Companies Act, involving the target company proposing the acquisition (in the form of a transfer scheme or a cancellation scheme) by a bidder for 100% of the target to its members. The procedure for a scheme to be approved is:

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Restructuring & Insolvency 2021 Hong Kong ICLG

ICLG - Restructuring & Insolvency Laws & Regulations - Hong Kong covers common issues in restructuring and insolvency, including issues that arise when a company is in financial difficulties, restructuring options, insolvency procedures, tax, employees and cross-border issues in 25 jurisdictions. Published: 18/05/2021.

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Corporate Tax 2021 Laws and Regulations Switzerland ICLG

A real estate company is defined as a company whose main actual purpose is to hold property and which is mainly engaged in purchasing, selling and leasing of property. Furthermore, many (but not all) cantons levy a real estate transfer tax (ranging between 1% …

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Corporate Tax 2021 Laws and Regulations Greece ICLG

7.2 Is tax imposed on the receipt of dividends by a local company from a non-resident company? In principle, dividends received by a local company from a non-resident company in Greece (subject to any foreign tax credit/exemption by virtue of any applicable double tax treaty or domestic law) are taxed as business income, subject to CIT

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Mergers & Acquisitions 2021 Italy ICLG

The statement of the target company should include, inter alia: any data useful for appraising the offer and an evaluation of the offering by the board of directors of the company, indicating the majorities adopting the resolution as well as dissenting directors, if any; the decision to call the shareholders’ meeting in order to authorise

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Mergers & Acquisitions 2021 UK Laws and Regulations ICLG

Even if the company is not listed, the Code still applies if it is registered as a: “public” (as opposed to “private”) company and has its “central place of management and control” (determined largely by the residency of its board of directors) in the UK; or “private” company that has been listed in the UK in the previous 10 years.

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Mergers & Acquisitions 2021 Cayman Islands ICLG

1.1 What regulates M&A? The primary sources of regulation of M&A in the Cayman Islands are the Companies Act (2020 Revision) (the “Companies Act”) and common law. Part XVI of the Companies Act facilitates mergers and consolidations between one or more companies, provided that at least one constituent company is incorporated under the Companies Act.

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Chinese medical device company acquires German technology

Chinese medical device manufacturer MicroPort Scientific Corporation has acquired German company Hemovent in a deal worth up to EUR 123 million. A German-based team from Freshfields Bruckhaus Deringer provided legal advice to Shanghai-headquartered MicroPort on the deal, which made the purchase through its Dutch-based MicroPort Surgical subisidary.

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Fintech 2021 Laws and Regulations Malaysia ICLG

be a public company incorporated in Malaysia; not be: (i) a subsidiary or holding company of a corporation currently listed on the Main Market or ACE Market of the Exchange, and the listing of such applicant will result in the existing listed corporation within the group ceasing to have a separate autonomous business of its own and not be

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Renewable Energy 2022 Laws and Regulations Egypt ICLG

Such a company must generally seek a preliminary and then a final licence from EgyptERA in order to be permitted to carry out its activities. Electricity transmission is exclusively controlled by EETC. 2.5 What are the main challenges that limit investment in, and development of, renewable energy projects?

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Corporate Tax 2021 Laws and Regulations Ireland ICLG

Dividends received from a non-resident company are generally taxed at 25% but the lower rate of 12.5% applies in many cases, including where dividends are paid out of the “trading profits” of a company resident in an EU/treaty state or in a country which is a signatory to the Convention on Mutual Administrative Assistance in Tax Matters.

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Restructuring & Insolvency 2021 Indonesia ICLG

A company established and/or existing in Indonesia can be declared bankrupt by the Commercial Court if it can be summarily proven that the company has at least two outstanding debts and one of them is due and payable. Any creditor or the company itself may initiate the bankruptcy procedure if such requirements are satisfied.

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Corporate Governance 2021 Laws and Regulations India

A company is typically seen as a distinct legal entity from the shareholders, and shareholders cannot be held liable for acts or omissions of the company or any other shareholder. However, as in many jurisdictions, courts in India have also lifted the “corporate veil” and imposed liability on shareholders where elements of fraud are found.

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Business Crime 2022 Laws and Regulations Hong Kong ICLG

If a buyer purchases shares in a target company, given that the target company has a separate legal entity, any liability including criminal ones would continue to attach to the target company. If the merger or acquisition involves a transfer of the target company’s business, the successor may be held liable for all debts and obligation

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Danish investor takes stake in Cape Verde energy company

Copenhagen-headquartered private equity investor AP Moller Capital has bought a stake in a Cape Verde wind energy company from Africa Finance Corporation (AFC). AP Moller now owns 44% of Cabeolica, while AFC retains the majority 50% share, and the government and state electricity company Electra own the remaining 6%. Founded in 2011, Cabeolica

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Lending & Secured Finance 2021 Greece ICLG

7.3 Assuming a company is in payment default under a loan agreement or a guarantee agreement and has no legal defence to payment, approximately how long would it take for a foreign lender to (a) assuming the answer to question 7.1 is yes, file a suit against the company in a court in your jurisdiction, obtain a judgment, and enforce the

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Pharmaceutical Advertising 2021 Canada ICLG

Will the company be held responsible for the content of the independent site in either case? Depending on the factual context, linking advertising to non-advertising can make the content of both sites advertising. Linking factors include proximity, appearance, sequence, and context. Generally, companies should only link to sites that comply

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Corporate Governance 2021 Sweden ICLG

A company may not indemnify its directors for their liability to the company. Directors’ and officers’ liability insurance is, however, permitted. 3.9 What is the role of the management body with respect to setting and changing the strategy of the corporate entity/entities? The Board is responsible for setting the corporate strategy.

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Mergers & Acquisitions 2021 India ICLG

Similarly, a company considered an FOCC (on the basis of the foreign shareholding in the company) has to comply with the Foreign Exchange Regulations with regard to downstream investment in an Indian resident company as opposed to companies not classified as an FOCC (see also the response to question 1.3).

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