
Friday, 31 May 2013
Jersey: Royal Court authorises winding-up and pre-pack sale

South Africa: Supreme Court of Appeal considers concept of 'business rescue'

UK: Scotland: director disqualified following abdication of responsibility

Australia: CAMAC publishes Administration of Charitable Trusts report

Thursday, 30 May 2013
Europe: corporate governance and company law conference presentations now available to view
Labels:
board diversity,
board of directors,
director,
europe
Australia: resignation, removal and replacement of auditors - ASIC consults on consent framework

Wednesday, 29 May 2013
UK: FRC publishes audit quality inspection report for 2012/13

Europe: Alternative Investment Fund Managers Directive - ESMA publishes guidelines on key concepts

UK: The Financial Conduct Authority's corporate governance framework

Tuesday, 28 May 2013
UK: HPC reports on remuneration developments in the UK and internationally

UK: FCA decision notice published following unsuccessful attempt to prevent publication

Monday, 27 May 2013
Europe: ESMA's final report - Guidelines on key concepts of the Alternative Investment Fund Managers Directive

Friday, 24 May 2013
South Africa: financial regulation and the meaning of 'intermediary service'

Europe: country by country reporting for large companies and groups

Europe: the governance and transparency of occupational pension funds

Thursday, 23 May 2013
Germany: updated corporate governance code - copy now available in English

Ireland: Central Bank publishes annual performance statement in respect of financial regulatory activities

UK: NHS clinical commissioning groups - draft governance code published

Wednesday, 22 May 2013
UK: England and Wales: assisting a foreign court and section 426 of the Insolvency Act 1986

Labels:
administration,
england and wales,
insolvency act 1986,
jersey,
liquidation,
uk
UK: Breach of confidence - Supreme Court gives judgment in Vestergaard

Labels:
confidence,
employee,
intellectual property,
supreme court,
uk
Tuesday, 21 May 2013
Singapore: the legal framework governing the approval and responsibilities of insurers' directors and other executives

UK: The Financial Conglomerates and Other Financial Groups (Amendment) Regulations 2013

Monday, 20 May 2013
Japan: financial regulatory reforms

Friday, 17 May 2013
UK: Constraining discretion in bank regulation - a speech by Andy Haldane

Labels:
bank of england,
banks,
financial regulation,
financial services,
uk
Thursday, 16 May 2013
UK: Supreme Court to give judgment in Vestergaard next week

UK: New edition of the Takeover Code published

Wednesday, 15 May 2013
Germany: Updated Corporate Governance Code published

UK: Scotland: Law Commission publishes report on the consolidation of bankruptcy legislation

UK: The Prospectus Regulations 2013

Denmark: Recommendations on Corporate Governance

Tuesday, 14 May 2013
Guernsey: reviewing the regulatory framework for financial services

South Africa: relief for unfairly prejudicial conduct

Iceland: Guidelines on Corporate Governance (fourth edition)

Monday, 13 May 2013
UK: Transposition of the Alternative Investment Fund Managers Directive

Europe: The European Corporate Governance Codes Network

UK: Taxing companies in the global economy - evidence before the Economic Affairs Committee

Friday, 10 May 2013
UK: Financial Services (Banking Reform) Bill - update

Thursday, 9 May 2013
UK: Supreme Court gives judgment in BNY Corporate Trustee Services appeals

[T]he provisions of section 123(1) and (2) should in my view be seen ... as making little significant change in the law. The changes in form served, in my view, to underline that the “cash-flow” test is concerned, not simply with the petitioner’s own presently-due debt, nor only with other presently-due debt owed by the company, but also with debts falling due from time to time in the reasonably near future. What is the reasonably near future, for this purpose, will depend on all the circumstances, but especially on the nature of the company’s business. ... The express reference to assets and liabilities is in my view a practical recognition that once the court has to move beyond the reasonably near future (the length of which depends, again, on all the circumstances) any attempt to apply a cash-flow test will become completely speculative, and a comparison of present assets with present and future liabilities (discounted for contingencies and deferment) becomes the only sensible test. But it is still very far from an exact test, and the burden of proof must be on the party which asserts balance-sheet insolvency"A summary of the court's decision was delivered by Lord Hope and can be watched here:
Labels:
contract,
insolvency,
insolvency act 1986,
supreme court,
uk
UK: England and Wales: delay and the issue of a pre-merger certificate

India: Companies Bill 2012 not passed as Parliamentary session ends two days early

The experience of this Session, particularly of its second half, should induce cogitation on a number of matters arising out of the situation in which the House finds itself in its daily functioning. Three questions in particular need to be addressed. One, has the balance between deliberation, legislation and accountability been lost due to regular disruptions of the proceedings? Two, has the time not come to bridge the growing gap between the rules of procedure and the need felt by different sections of the House to voice opinion on matters of concern? This, needless to say, has to be done in an orderly manner to preserve the dignity of the House. Three, has the membership of this august body assessed the impact of disruptive behaviour on public opinion?"
Wednesday, 8 May 2013
UK: England and Wales: the power to give directions under section 1032 of the Companies Act 2006

Labels:
companies act 2006,
company register,
england and wales,
uk
UK: England and Wales: dissolution of a partnership by an accepted repudiation?

Tuesday, 7 May 2013
Ireland: Corporate Manslaughter Bill 2013 to begin second stage

Labels:
corporate manslaughter,
criminal law,
ireland
UK: England and Wales: High Court considers 'material adverse change' clause

The interpretation of a "material adverse change" clause depends on the terms of the clause construed according to well established principles. In the present case, the clause is in simple form, the borrower representing that there has been no material adverse change in its financial condition since the date of the loan agreement. Under such terms, the assessment of the financial condition of the borrower should normally begin with its financial information at the relevant times, and a lender seeking to demonstrate a MAC should show an adverse change over the period in question by reference to that information. However the enquiry is not necessarily limited to the financial information if there is other compelling evidence. The adverse change will be material if it significantly affects the borrower's ability to repay the loan in question. However, a lender cannot trigger such a clause on the basis of circumstances of which it was aware at the time of the agreement. Finally, it is up to the lender to prove the breach."
Labels:
contract,
england and wales,
private equity,
takeover,
uk
Monday, 6 May 2013
India: company law reform - Companies Bill tabled (again) in the Rajya Sabha

Singapore: company law reform - draft Companies Amendment Bill 2013 published

Friday, 3 May 2013
Bermuda: the common law discretion to assist foreign liquidators

Jersey: Royal Court gives directions under article 46 of the Foundations (Jersey) Law 2009

Thursday, 2 May 2013
UK: Enterprise and Regulatory Reform Act 2013 published

UK: Supreme Court to give judgment next week in BNY Corporate Trustee Services

Labels:
contract,
insolvency,
insolvency act 1986,
uk
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