
Wednesday, 24 December 2014
Season's greetings and best wishes for the new year

Jersey: the unfair prejudice remedy and the influence of English authorities

The decision contains a wide ranging discussion of various examples of unfairly prejudicial conduct and also provides an excellent illustration of the influence that English authorities (under the equivalent UK provision: section 994 of the Companies Act 2006) have in the development of this particular aspect of Jersey company law.
UK: Takeover Panel response statement and instrument - post offer undertakings and intention statements

Tuesday, 23 December 2014
Ireland: Companies Act 2014 becomes law

UK: Supreme Court declines to hear London Metal exchange consultation appeal

UK: FCA publishes new DTRs for extractive and forest industries

Romania: Bucharest Stock Exchange consults on new corporate governance code

Monday, 22 December 2014
UK: FCA consultation paper - bringing additional benchmarks into the regulatory and supervisory regime

Labels:
benchmark,
benchmarks,
fca,
financial conduct authority,
libor,
uk
UK: BIS and FRC consult on auditor regulation

Friday, 19 December 2014
Europe: ESMA report - high frequency trading in EU equity markets

UK: FRC draft annual plan, budget and proposed levies

Thursday, 18 December 2014
UK: The Financial Services Act 2012 (Commencement No. 6) Order 2014

UK: Treasury review of enforcement decision making at the financial regulators

India: Companies (Amendment) Bill 2014 passed in the Lok Sabha

Labels:
india,
related party transaction,
share capital
Japan: draft corporate governance code published

Wednesday, 17 December 2014
Europe: Mortgage Credit Directive - EBA consults on draft guidelines

Tuesday, 16 December 2014
UK: Non-executive directors and conflicts of interest

In its decision, the Tribunal commented on the role of the non-executive director (at para. [121]): "It is a sensitive function. Non-execs often have wide-ranging business interests. A non-exec position requires rigorous adherence to the proper standards concerning avoidance of conflicts and the making of disclosures".
Hong Kong: Unfair prejudice - Court of Final Appeal declines to decide merits of case
The hearing did not, however, provide the court with the opportunity to consider the unfair prejudice remedy in the very unusual circumstances of the case. This was because the appeal was academic and the court declined to exercise its discretion to consider the merits of the case. The opinion of the court was delivered by Mr Justice Ribeiro PJ. He observed that difficult and interesting questions were raised by the appeal but that it was not one of those "rare and exceptional" cases where, although academic, the court should decide its merits.
Labels:
hong kong,
shareholder,
shareholder rights,
unfair prejudice
Isle of Man: another call to update insolvency law

Monday, 15 December 2014
UK: FCA announcement on new disclosure rules and transparency rules

Friday, 12 December 2014
UK: Government decides against introduction of new employee shareholding vehicle

UK: FRC offers year-end advice for preparers

Japan: Stewardship Code signatories

Thursday, 11 December 2014
UK: The Diverted Profits Tax - draft legislation published

Labels:
corporation tax,
diverted profits tax,
tax,
uk
Ireland: An update on the Companies Bill 2012 / Companies Act 2014

UK: Transparency and accountability at the Bank of England

For further information, see: The Warsh Review (pdf) | The Bank's proposals (pdf) | Comments from the Governor of the Bank (pdf) | Press conference video recording.
UK: BIS publishes cyber-security guide for non-executive directors

Labels:
cyber security,
director,
non-executive director,
uk
Wednesday, 10 December 2014
Jersey: contractual performance and an implied term of good faith

Master Thompson, in the context of an application to strike out various claims, held that it was arguable that an implied term of good faith existed in contracts governed by Jersey law in respect of contractual performance by the parties. This implied term applied also to insurance contracts and was not inconsistent with the obligation of utmost good faith to which contracts of insurance were subject.
Tuesday, 9 December 2014
UK: Grant Thornton's Corporate Governance Review 2014

Labels:
grant thornton,
uk,
uk corporate governance code
Switzerland: final report of the group of experts on the development of financial market strategy

Monday, 8 December 2014
UK: England and Wales: winding-up petitions and arbitration agreements

Labels:
arbitration,
england and wales,
insolvency act 1986,
liquidation,
uk,
winding-up
UK: NAPF updates its corporate governance policy and voting guidelines

Labels:
institutional shareholders,
napf,
shareholder,
uk,
voting
UK: The Reports on Payments to Governments Regulations 2014

Further information is available in the explanatory memorandum (here, pdf), transposition note (here, pdf) and impact assessment (here, pdf).
Labels:
companies act 2006,
disclosure,
payments to governments,
uk
Australia: Financial System Inquiry - final report and recommendations published

Labels:
australia,
banks,
financial regulation,
financial services
Friday, 5 December 2014
Guernsey: insolvency law reform - consultation underway

Amongst the questions asked in the consultation paper are the following. Should there be a single insolvency law statute? Is it necessary to create the office of 'official receiver' in Guernsey? Should there be a registration and licensing regime for insolvency practitioners? Should there be a widening of circumstances in which antecedent transactions are capable of challenge? Should a register for fixed and floating charges be introduced?
Guernsey: GFSC discussion paper - revising the financial regulation laws

Thursday, 4 December 2014
UK: The UK Corporate Governance Code - BSA guidance for building societies

Labels:
building society,
code,
uk,
uk corporate governance code
Wednesday, 3 December 2014
UK: The Autumn Statement 2014

Labels:
banks,
corporation tax,
country by country reporting,
hm treasury,
tax,
uk
Tuesday, 2 December 2014
Singapore: Companies (Amendment) Act 2014 published in Gazette

UK: The Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2014

The Regulations replace the Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2009 (S.I. 2009/2615) and reduce the list of sensitive words and expressions for which companies, limited liability partnerships and businesses need approval to use in their name.
Labels:
business name,
company name,
limited liability partnership,
uk
Monday, 1 December 2014
Europe: EBA opinion and report - credit institutions - meaning and perimeter

Labels:
banks,
credit institution,
eba,
europe,
european banking authority
Friday, 28 November 2014
UK: BIS consultation - exceptions to the prohibition on corporate directors

Labels:
companies act 2006,
corporate director,
director,
uk
UK: The Financial Services (Banking Reform) Act 2013 (Commencement No. 7) Order 2014

Singapore: company representation in court proceedings

Labels:
australia,
canada,
new zealand,
singapore,
uk
Thursday, 27 November 2014
Germany: a gender quota for the supervisory board - legislation due next month

Labels:
board of directors,
germany,
supervisory board
UK: Supreme Court - permission to appeal cases - court to hear implied term case

UK: PRA consults on new senior insurance managers regime

Labels:
insurance,
prudential regulation authority,
uk
Wednesday, 26 November 2014
UK: New City Agenda report - culture in retail banking

Tuesday, 25 November 2014
UK: PRA consults on redrafting of its Handbook

Monday, 24 November 2014
Norway: revised corporate governance code published

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